Time, Warner Disclose Fees For 3 Advisers — Investment Banks to Receive $36 Million if Merger Of Firms Is Completed

In proxy materials for June 23 shareholder meetings to vote on the merger, Time and Warner disclosed the advisory fees that will be paid to Lazard Freres & Co., Wasserstein Perella & Co. and Shearson Lehman Hutton Inc. The proxy material also indicates that certain previously disclosed payments for Warner’s chief executive officer, Steven J. Ross, could exceed $125 million depending on what happens to the stock price of the combined company after the merger. But Time’s proxy document — 150 pages not including exhibits — was a disappointment to some takeover stock traders. Time stock has risen in recent weeks partly because the traders speculated that the material would disclose talks between Time and potential acquirers of Time. Among rumored companies were Gulf & Western Inc., Capital Cities/ABC Inc., Cablevision Systems Corp. and Robert M. Bass Group Inc. In the case of Capital Cities, talks apparently took place but never reached a stage where Time felt it necessary to disclose them. Executives familiar with the talks said Time approached Capital Cities before it began talking to Warner. The talks were “serious” and went on for several days, involving Capital Cities Chairman Thomas Murphy, but fell apart when the sides were unable to agree on what would be done with Time’s unit that operates local cable systems, the executives said. Time and Capital Cities declined to comment.
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By Laura Landro and David B. Hilder

Full text: [Wall Street Journal] May 24, 1989

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Stocks Prices Plunge in Tokyo, Slump in London On Dollar’s Strength; Hong Kong Shares Recover

In Hong Kong, frenetic buying by local investors sent Hong Kong stock prices soaring nearly 10%, a rise almost as big as the previous day’s fall. But in London share prices slumped for a second day as the pound’s continued decline fueled fears of an imminent rise in U.K. interest rates. The index had plunged more than 450 points yesterday morning, when the dollar rose briefly above 143 yen, its highest level since October 1987. But share prices rebounded in the afternoon amid a flurry of official statements that Japanese monetary authorities would firmly resist a further strengthening of the U.S. currency, even though most analysts fear that will mean higher interest rates. The stock market has been relatively insulated from the effect of the dollar’s decline, with few investors willing to shed their positions simply because of exchange-rate changes. First-section volume yesterday, for example, was relatively light at 700 million shares, up from 608 million share on Monday. Analysts and stockbrokers said the low volume indicates that Japanese investors were avoiding major commitments — either to buy or sell — in the stock market.
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By Marcus W. Brauchli and Christopher Hunt

Full text: [Wall Street Journal] May 24, 1989

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Cooper Tire Bounces to Records as Analysts Are Following It on a ‘Special Situation’ Track

Instead, profit is setting records and the stock price has soared. Cooper’s shares rose 1/4 yesterday to a record 28 1/2, up about 50% from a year earlier after adjusting for last August’s 2-for-1 stock split. The stock is selling at around 13 times earnings for the 12 months ended March 31 — nearly double the traditional multiple for tire companies. One reason: There aren’t enough tire-company stocks left to justify tire-industry analysts at most investment firms. And so Cooper is now being analyzed as what Wall Street calls a “special situation” — that is, Cooper is deemed an unusual investment opportunity, because of its brisk consistent sales and profit growth. (It is one of the nation’s last two publicly traded tire makers; the other is Goodyear Tire & Rubbber, the industry leader). More than 80% of Cooper’s sales consist of replacement tires. The rest are industrial rubber products, mainly auto and truck parts. Cooper ranked No. 6 on Fortune Magazine’s 1988 list of 500 leading industrial companies in terms of total return to shareholders — dividends plus stock price appreciation — over the past 10 years. In contrast to the tire industry’s sluggish overall growth, Cooper’s sales have more than doubled since the start of the decade, to $748 million last year. Profit last year jumped 34% and was more than triple the 1980 level.
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By Ralph E. Winter

Full text: [Wall Street Journal] May 24, 1989

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Business and Finance

DURABLE GOODS ORDERS rose 2.9% in April, indicating there is still considerable strength in the economy. Analysts said the increase, the biggest since December, shows that manufacturers are continuing to spend on capital goods even though consumers appear to be cutting back. Stock prices slumped on the durable-goods report and profit-taking, sending the Dow Jones industrials down 24.01, to 2478.01. Bond prices eased and the dollar was narrowly mixed. Gold and silver rose. Fed Board members Robert Heller and Manuel Johnson expressed optimism about the inflation outlook. Both are said to be supporting a possible easing of short-term interest rates to stem the dollar’s recent surge.
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Full text: [Wall Street Journal] May 24, 1989

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PORTFOLIO Telephone shares sensitive to rates

After hitting a record $1.1-billion profit in 1987, BCE’s profit slipped to $887-million last year. That’s bad news for the stock price, at least in the short term. Today’s high interest rates don’t help either. BCE is known as an interest-sensitive stock, meaning that its price tends to go down when rates go up. Investors can get a better yield elsewhere so they look for a lower share price as compensation.
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ELLEN ROSEMAN

Full text: [The Globe and Mail] May 24, 1989

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Jump in U.S. durable goods orders for April depresses stock prices

Figures for NYSE odd-lot transactions Monday indicate only those shares traded through the exchange. They were: customer purchases 564,500; short sales 13,488; other sales 605,796; total sales 619,284.
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GAIL LEM

Full text: [The Globe and Mail] May 24, 1989

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U.S dollar, durables report spark drop in stock prices

On the Big Board, stocks of companies whose earnings tend to rise and fall with currency exchange rates set the pace for the slide, which saw the Dow Jones industrial average slump 24.01 points to 2478.01. Prices tumbled from the start, after the U.S. government reported that durable goods orders for April came in at a higher-than-expected level.
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Full text: [The Gazette] May 24, 1989

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Stockholder files suit against Carlson Cos. // Plan to buy out TGI Friday’s disputed

The plan calls for a merger of Dallas-based TGI Friday’s with a to-be-formed subsidiary of Carlson Hospitality Group. TGI Friday’s said a definitive merger agreement must first be prepared, and the agreement must be approved by two-thirds of the minority shareholders, by the boards of TGI Friday’s and Carlson Hospitality, and by an advisory committee of the TGI Friday’s board. The suit, filed by Sarah B. Shields, a Florida shareholder, accuses the defendants of violating federal securities laws by allegedly forcing the sale of shares at an unfair price, and of manipulating the TGI Friday’s stock price by failing to publicly disclose the stock’s true value. The suit asks the court to stop Carlson’s bid or get a “fair” price for shareholders, [Richard D. Greenfield] said. The TGI Friday’s suit jumps the gun, according to a TGI Friday’s official. “Until there’s a definitive agreement proposal, I’d say they’re a little premature in filing a lawsuit,” said Stephen King, chief financial officer.
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Anthony Neely
Staff Writer

Full text: [Star Tribune] May 24, 1989

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Durable Orders Surged in April

The next major economic report, the Index of Leading Indicators, set for release next Wednesday, also is expected to point to a stronger economy. The forward-looking leading indicators will be buoyed by the durable goods data and other factors, said economist Joe Liro of S.G. Warburg Securities. “”This report, coupled with the stock market, would lead to a very strong increase in leading indicators,” Liro said. He added that he is revising upward his projection. Stock prices and durable goods orders are both components of the index, the government’s main barometer of future economic activity. The strong durable goods data should temper the ability of the Fed to ease monetary policy despite what the White House views as the disturbing rise in the dollar.
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Full text: [San Francisco Chronicle (pre-1997 Fulltext)] May 24, 1989

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Stocks: Prices decline on news about dollar, growth

Analysts said, however, that Tuesday’s weakness reflected only a brief pause and that the dominant trend in the stock market is still upward. The Commerce Department reported that orders to factories for “big-ticket” items such as aircraft and machinery climbed 2.9 percent in April, the strongest increase in four months. In March, durable-goods orders rose just 1 percent, a figure the market expected to be repeated in April.
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The Associated Press

Full text: [Orange County Register] May 24, 1989

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Hong Kong Stocks Rebound

LEAD: Hong Kong’s jittery stock market, reacting to rumors from Beijing that Prime Minister Li Peng might step down, rebounded today for its largest one-day gain since the exchange was reconstituted in 1986. The market tumbled 339.06 points on Monday, a fall of 10.8 percent.
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Reuters

Full text: [New York Times] May 24, 1989

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COMPANY NEWS; Compaq Stock Up

Shares of the Compaq Computer Corporation rose strongly again yesterday as Wall Street analysts raised earnings estimates and issued strong recommendations on the Houston-based personal computer maker.
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Reuters

Full text: [New York Times] May 24, 1989

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4-day advance ends in a burst of profit-taking

Stock prices fell in moderate trading Tuesday as the market took a breather amid concern about the dollar’s strength and the pace of economic growth. The Dow Jones industrial average fell 24.01 points to 2478.01, breaking a four-day winning streak. Declines led advances by about 3 to 2 in nationwide trading of New York Stock Exchange-listed issues. The stock market opened lower after a stronger-than-expected durable goods report for April. The Commerce Department reported that orders to factories for items such as aircraft and machinery climbed 2.9 percent, the strongest increase in four months.
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Chicago Tribune wires.

Full text: [Chicago Tribune (pre-1997 Fulltext)] May 24, 1989

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THE SONS OF HARRY PATTEN

[HARRY PATTEN]‘s most controversial legacy may be the host of Patten look-alikes or clones that have rushed into the land market behind the Stamford, Vt.-based developer. At a time when Patten is taking steps to clean up its act, the offspring have fewer scruples. Says one Patten staffer: “We’ve been kind of a lightning rod while other people have been going their merry way.” The first and best known “child” to leave the Patten nest was Philip Grande, a former ski pro and super-salesman who founded Properties of America in 1974. Like Patten, POA’s fortunes surged during the New England real estate boom. Also like Patten, POA chose to go public and saw its stock price plummet as Wall Street soured on land developers. POA reported a $1 million loss in the last quarter of 1988 and its stock is now trading well below book value. Grande blames POA’s woes on his erstwhile partner: “The same problems hit us because of all the troubles at Patten.”
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Alex Beam, Globe Staff

Full text: [Boston Globe (pre-1997 Fulltext)] May 24, 1989

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Analysts Shrug Off Pepco Dip in Ratings

The Potomac Electric Power Co’s credit rating by Moody’s Investor’s Service might be downgraded; however, this should have little impact on the company’s long term earnings and stock price according to some analysts.
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Goldstein, Stephen

Full text: [Washington Times] May 25, 1989

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Short Interest In OTC Stocks Shows Decline — Lower Figure in Small Issues Causes an Overall Drop Of 0.3%, First This Year

Total Nasdaq short interest was down 0.3% as of mid-May compared with the month earlier. The last time short interest fell was in the month ended in mid-December, when it dropped 0.2%. The New York Stock Exchange showed a 5% short-interest drop for the April-May period. The American Stock Exchange, however, posted its fourth consecutive record short interest total, rising 0.3%. Short interest is the number of shares borrowed and sold, but not yet replaced. While a surge in short interest indicates speculation that a stock’s price will fall, many view a firm base of short interest as healthy because shorted shares must eventually be replaced through buying.
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By Sonja Steptoe

Full text: [Wall Street Journal] May 25, 1989

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Big Spring Rally Has Corporate Treasurers Driving Convertibles

Nearly a dozen companies, including Oryx Energy Co. and Home Depot Inc., have raised more than $1 billion by selling bonds and preferred stock exchangeable into common at premiums over current stock prices of as much as 26%. Corporate treasurers love convertibles as a way to raise cash because the interest rates on these securities often are as much as three percentage points less than what companies typically pay on their commercial paper, or short-term IOUs. Moreover, this debt is convertible into a company’s common stock only at a price well above today’s market values. The 6 3/4% yield on Ashland’s bonds is about three percentage points less than the interest rate company would pay to sell commercial paper, but still a lot more than the $1.40, or 4% yield, on the company’s common. The conversion price of $51.34 a share amounts to a 26% premium above Ashland’s close of $40.75 a common share yesterday on the New York Stock Exchange. Based on Ashland’s common stock yield, the company appeared to have achieved the most favorable terms of recent convertible offerings.
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By Matthew Winkler

Full text: [Wall Street Journal] May 25, 1989

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Investor Sues Broker Over Sooner Federal Stock

Linda H. Loughridge, wife of prominent heart surgeon Dr. B.P. Loughridge, has filed a lawsuit seeking nearly $400,000 in damages against her broker, F. Stephen Allen, for alleged manipulation of Sooner Federal Savings and doan Association stock. Dr. Loughridge, who acted as his wife’s agent in the investment, has filed several other lawsuits over business investments in the past, including a $600,000 loan made to former business associate Wesley R. McKinney, owner of the defunct Repulic Companies. (excerpt)
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McUsic, Teresa

Full text: [Tulsa World] May 25, 1989

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The Story That Should Be Told

Strategic credibility is a measure of the impression that outsiders, such as security analysts and regulators, have regarding the strategic management of an electric utility. These impressions carry more than a little significance, especially in the case of security analysts’ impressions and stock prices. If strategic credibility has an influence on stock valuation as hypothesized, then the challenge to utility executives is to improve their company’s credibility. It makes sense that utility companies with better strategy communication than others ultimately would fare better than others in strategic credibility. The first step in improving strategic credibility is to have good strategic management in place. The 2nd step is to assess the company’s current strategic credibility level, and the 3rd step involves developing a plan of action identifying the strategy message and the desired result. The next step involves coordinating the plan internally. The final step involves communicating the message to the intended audience.
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Diffenbach, John

Full text: [Public Utilities Fortnightly] May 25, 1989

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Time’s Stock Up $5.50, to $130.75, on Takeover Rumors

”The first one in never wins,” one media executive said. ”He is left out there hanging in the wind. Someone else can come in with a higher bid. If you want the company, you want to see everyone else’s hand first so you know if you can knock them out or not.” Yesterday the main buyer in Time stock was Asiel, a brokerage house known to acquire stock for large purchasers that may be interested in a takeover. Other buyers were Salomon Brothers and Merrill Lynch Capital Markets. ”It is insane,” said one arbitrager who did not want to be identified. ”Over 2 percent of the company traded today.” Salomon acted for the Bass Group when it sold its stock in the Houghton Mifflin Company.
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FABRIKANT, GERALDINE

Full text: [New York Times] May 25, 1989

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