SEC asks AT&T for information in Teradata bid

Article Abstract:

The US Securities and Exchange Commission has asked AT and T for information about AT and T's decision to purchase El Segundo, CA-based computer manufacturer Teradata Corp in a $520 million stock swap. Teradata is to be merged with NCR Corp, which AT and T acquired in Sep 1991. The Los Angeles Times reports unnamed SEC sources as saying the agency wants to investigate a jump in Teradata stock prior to AT and T's Dec 2 announcement. In the weeks leading up to the announcement, Teradata stock hovered between $20.50 and $21.125. On Nov 22, however, the stock leaped to $21.75 on more than double the normal activity. The stock climbed another $1.75 to $22.75 on Nov 27, and $1 on Nov 29, to $23.75. The day after the acquisition announcement, Teradata stock was trading at $29. Under the tentative acquisition agreement, AT and T will swap $30.25 in its own common stock for each Teradata share. have yet to vote on the bid.

Computer integrated systems design, Regulation misc. commercial sectors, Acquisitions and mergers, Investigations, Parallel processing, Stock, Market Value, Teradata Corp., TDAT

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AT&T and NCR amend merger accord; target concern to stop paying dividends

Article Abstract:

AT&T and NCR Corp amend their merger agreement, adding the provision that NCR will stop paying dividends. The move aims to make it possible for AT&T to account for the acquisition by using the 'pooling-of-interest' method. Use of the pooling method would mean that AT&T and NCR could do an all-stock transaction that would be tax-free to NCR's shareholders. According to AT&T, if the Securities and Exchange Commission (SEC) does not allow the pooling method, AT&T will offer a 40 percent cash and 60 percent stock arrangement. The SEC's decision in this matter is apparently being held up because of concern about NCR special dividend payments that were made earlier in 1991. Such payments are not allowed under the SEC's rules that cover pooling.

Cases, Laws, regulations and rules, Telecommunications services industry, Telecommunications industry, Telephone companies, Accounting, Contracts, NCR Corp., NCR, Computer Industry, Telephone Company, Government Regulation, Merger

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