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Technology Stocks : Platinum Technology -- Ignore unavailable to you. Want to Upgrade?

To: David C. Burns who wrote (4109)	5/21/1999 3:14:00 PM
From: Doughboy	Read Replies (1) \| Respond to of 4148

If I can chime in, it's purely for legal reasons. The Department of Justice or FTC (whichever has jurisdiction in this case), has to sign off on all merger deals of a certain size. Though they operate under statutory deadlines, they are easily extended by seeking the consent of the parties to the merger for an extension or by slapping the parties with supplemental document requests. (Every time a document request goes out, the clock starts running anew.) The agency gives the merger parties some ballpark date for a decision but is not always accurate. What is strange to me is that CA extended the tender only 2 days last time. What was the point of that? I assumed it meant that they were positive that the regulatory review would be done by then. Apparently not. Doughboy.

To: David C. Burns who wrote (4109)	5/21/1999 3:24:00 PM
From: EL KABONG!!!	Read Replies (1) \| Respond to of 4148

David, Is it a legal issue? Yes... It is legal and procedural. The Department of Justice (DOJ) must approve the merger (antitrust concerns and other legalities). DOJ has requested that CA (and PLAT) provide them (DOJ) with additional information so that DOJ can render an informed opinion and regulatory approval. My opinion is that, by now, all of the original requested information has been supplied to the DOJ, and PLAT/CA are awaiting the "verdict". However, the tender offer cannot be consummated until after DOJ has completed their work. Of course it's always possible that DOJ has requested more information and we're still waiting for all requests to be answered. or is there some commercial value to CA to acquire additional shares above the needed minimum by tendering versus after the merger? The answer is two-fold. First, it is more efficient for CA to buy out all of the outstanding PLAT shares through the tender offer. Secondly, it's kind of like an airline overbooking flights where they get as many seats sold as they can to ensure that the plane doesn't leave with empty seats... Only in this case, CA wants as many shares in their pocket as possible in the event that some stockholders may have withdrawn their shares after an initial tender. KJC