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Tag: Hostile Takeover

  • Twitter Adopting a ‘Poisoned Pill’ Strategy to Fight Elon Musk Takover

    Twitter Adopting a ‘Poisoned Pill’ Strategy to Fight Elon Musk Takover

    Twitter has announced it is fighting back against Elon Musk’s hostile takeover attempt, adopting a “poisoned pill” strategy.

    Elon Musk made an unsolicited bid to purchase Twitter for $54.20 a share. Since making the offer, Musk has indicated his desire to take Twitter private if the deal goes through, but Twitter’s board is not interested.

    The company has announced it is enacting “a limited duration shareholder rights plan (the ‘Rights Plan’)” to fight Musk’s takeover attempt. Under the plan, if any one shareholder gains a 15% or greater stake in the company, more shares would become available for all other shareholders to purchase at a discounted price. This would dilute Musk’s stake in the company, and allow other shareholders to effectively counter Musk by making it prohibitively expensive for him to purchase more than 15% of the company.

    “The Rights Plan is intended to enable all shareholders to realize the full value of their investment in Twitter,” the company writes. “The Rights Plan will reduce the likelihood that any entity, person or group gains control of Twitter through open market accumulation without paying all shareholders an appropriate control premium or without providing the Board sufficient time to make informed judgments and take actions that are in the best interests of shareholders.”

    While Elon Musk may be the richest man in the world, Twitter’s poisoned pill may make the takeover too expensive even for him.

  • Elon Musk Makes a $41 Billion Bid For Twitter

    Elon Musk Makes a $41 Billion Bid For Twitter

    Elon Musk’s end-game is now in full view, with the tech mogul offering $41 billion to purchase the social media platform.

    It’s been a tumultuous couple of weeks for Twitter as Musk has raised question after question about how the platform should be run. Musk then purchased nearly 10% of the company, making him its largest shareholder. Twitter ultimately offered Musk a seat on the board, which he initially accepted, in an effort to prevent him from owning more than 14.9%, before Musk changed course and rejected the offer.

    Musk has now informed his Twitter followers that he has made an offer to purchase the company:

    I made an offer

    Elon Musk (@elonmusk), April 14, 2022

    According to the SEC document Musk links, he offered $54.20 per share, a 54% premium over the January 28, 2022 Common Stock closing price.

    It remains to be seen if Twitter will accept the deal, but Elon Musk has certainly made life more complicated for CEO Parag Agrawal and company.

  • Safeway Inc. Swallows the Poison Pill

    Safeway Inc. Swallows the Poison Pill

    When the market closed on Tuesday, Safeway Inc. (NYSE: SWY) shares increased 10.5% ending the day at $30.99. Safeway Inc. is an American based supermarket chain that is currently the second largest grocer franchise only to The Kroger Company (NYSE: KR). Based on the 2010 fiscal year Safeway managed to pull in a whopping $41 billion in estimated sales and as of December 2011 was responsible for 1,678 storefronts throughout the United States, as well as parts of Canada and Mexico. Based on revenue Safeway is currently the 11th largest retailer in the United States. However, this staggering spike in the stock was not the result of the typical market fluctuations.

    The successful hedge fund, Jana Partners LLC, has apparently had interests in the supermarket giant, and on Tuesday they made it public when they acquired a 6.2% position among the company stockholders. Jana Partners and their investors goal for this purchase (as is typically their goal in large investments of this caliber), is to become one of the primary stockholders in order to have a higher weighted vote on the Safeway Inc. Corporate Board of Directors. Jana has developed plans to influence various corporate changes that they feel will help return a higher capital to it’s investors.

    In response to the moves made by Jana’s investors, Safeway has chose to adopt what is sometimes jokingly referred to as the ‘poison pill’ plan in order to maintain their operation and long-term goals without influence from the successful hedge fund. The technical investment term for the ‘poison pill‘ is known as the ‘Shareholders Rights Plan’. The ‘Shareholders Rights Plan’ is a corporate strategy that is designed to offset ‘hostile takeovers’, where private investors or group investors buy a large percentage of company shares in order to make managerial decisions. With Safeway’s announcement, shareholders of the company (excluding Janna) will be encouraged to buy more shares at a discount in order to dilute Jana’s ownership and the stock pool.

    Jana Partners LLC and their investors, like many hedge fund companies, are no stranger to what is currently happening with Safeway. Jana was founded in 2001 by Barry Rosenstein and currently has over $6 billion in assets under managing alone. Companies like Jana have became profitable, advising their investors to buy shares in public equity markets through activist strategy plans implement by the company. Jana utilized this strategy to influence changes they are intending to propose, such as ridding storefronts in less profitable regions and selling the company’s entire share in the recently made public Blackhawk Inc. (which was developed by Safeway).

    Safeway Store

    As of May the CEO of Safeway has been Robert Edwards and within his short tenure he was responsible for selling the company’s operations in Canada for $5.7 billion (far more than had been projected). With this proposal, Edwards hopes to maintain company ownership of both their venues in regions Jana has deemed nonprofitable (parts of Chicago, Arizona, and Southern California) and their majority stake in Blackhawk (73%)(NYSE: HAWK).

    Under Safeway’s current corporate management the company continues to have success, staying on par (within +/-2% single share value) of their primary competitors (Kroger, Supervalu, and Roundy’s). Along with the recent surge in share prices the company finished the day with a market capitalization of 7.5 billion.

    Photos courtesy of Wikimedia Commons: Safeway Storefront, Inside Safeway

  • Hostile Takeover Prevented By Safeway Thinking Ahead

    The grocery store chain, Safeway, devised a plan to ensure survival and prevent hostile takeover after an investor recently acquired a significant chunk of stock from the company. The plan instigated by Safeway is one of a defensive nature, set to go into effect whenever a person or group purchases at least ten percent of the company’s common stock, or when an institutional investment company purchases fifteen percent.

    The “poison pill” plans are set to encourage present shareholders to purchase a greater amount of stock at a reduced rate, thus limiting the potential for an outside party to purchase the stock instead.

    Safeway, as a company, has rewarded loyalty and strives not only to encourage present shareholders to purchase stock over outside forces, but also encourages present customers to have heightened grocery shopping experiences by providing specific deals individually-tailored for customers based on their past shopping experiences. The store has undergone some strategic changes such as the recent sale of the Canadian portion of the company, which totaled 5.7 billion dollars.

    The popular grocery store chain shares the unique company motto on the company twitter page. We’re proud to be your neighborhood grocery store. You can count on our great quality and low prices. That’s Safeway. That’s ingredients for life. Safeway has become a popular grocery-shopping option where customers are unwilling to give up their chosen grocer as shown from comments on Twitter.

    [Image Via Wikimedia Commons As Part Of Creative Commons Attribution-Share Alike Licensing]