• In March, Topps gets an offer to be acquired for $9.75 a share from an investment group led by Michael Eisner's Tornante Co. and Madison Dearborn Partners.
• Topps agrees to the offer.
• In May, Upper Deck steps to the plate with a $10.75 a share counter offer.
• Yesterday, Upper Deck withdraws its offer based on "flawed" negotiations from Topps.
• Topps files with the SEC today, saying Upper Deck misled the company with its offer.

It's 1, 2, 3 strikes you're out for Topps (TOPP) originally appeared on BloggingStocks on Thu, 23 Aug 2007 16:43:00 EST. Please see our terms for use of feeds.

Upper Deck has advised Topps (NASDAQ: TOPP) that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired with no request for additional information, satisfying one of the conditions of Upper Deck's tender offer for the company.

According to a press release put out by Topps:

Topps noted that it continues to negotiate with Upper Deck to see if a consensual transaction can be reached. Topps cautions, however, that there can be no assurance that a transaction will be reached with Upper Deck. The Topps Board has not withdrawn or amended its recommendation with respect to the merger agreement with The Tornante Company and Madison Dearborn Partners.

Topps is recommending that its shareholders accept the $9.75 bid from Tornante and Madison Dearborn when a $10.75 offer is on the table and the stock is currently trading at $10.14. I suppose that next we will hear that Topps is advising its shareholders to hand in their $10 bills for a five and four ones.

As I've written before on BloggingStocks, the management and board at Topps is looking more and more like a complete disgrace to corporate governance. The current management team has a deal in place allowing them to keep their jobs if Madison Dearborn and Tornante acquire the company, although most shareholders would agree that their leadership has been pathetic.

For more of my coverage of the battle for Topps, check out:

Will Eisner and Co. Collect Topps?

Upper Deck Gets Hostile in Pursuit of Topps

Will Topps (TOPP) balk at Upper Deck's buyout? originally appeared on BloggingStocks on Mon, 06 Aug 2007 14:03:00 EST. Please see our terms for use of feeds.

The trend of private equity firms buying out high tech companies continues. According to Bloomberg News, Silver Lake Partners and TPG will take Avaya Inc. (NYSE: AV) private for $8.2 billion -- the biggest LBO of a computer networking firm ever.

Investors will receive $17.50 a share. That's 4.7% more than yesterday's closing price and 28% more than before speculation about a purchase surfaced on May 29.

This is the latest in a string of high tech LBOs. Recent ones include:

• Acxiom Corp. (NASDAQ: ACXM), this computer and database services provider, said May 16 it's being bought by Silver Lake and ValueAct Capital Partners LP for about $2.24 billion.
• Alltel Corp. (NYSE: AT) this fifth-biggest U.S. wireless service, agreed May 21 to be bought by TPG and Goldman Sachs Group Inc. (NYSE: GS) for $27.5 billion.
• CDW Corp (NASDAQ: CDWC) agreed on May 30 to be acquired by Madison Dearborn Partners LLC for $7.3 billion.

I am not sold on the competitive advantages that will result from this deal. Maybe there's some overhead to be cut but I question how much private equity is willing to invest in R&D to jump start Avaya's product pipeline.

Peter Cohan is president of Peter S. Cohan & Associates, a management consulting and venture capital firm. He also teaches management at Babson College and edits The Cohan Letter. He has no financial interest in the securities mentioned in this post.

Silver Lake Partners and TPG take out Avaya originally appeared on BloggingStocks on Tue, 05 Jun 2007 11:00:00 EST. Please see our terms for use of feeds.

MAJOR PAPERS:

• The Wall Street Journal reported that CDW Corporation (NASDAQ: CDWC), a $6B market cap technology retailer, is being hotly pursued by a number of private equity firms including Madison Dearborn Partners.
• Avaya Inc (NYSE: AV), a telecommunications equipment maker, is said to be interested in selling all or part of the company, and is in talks with private equity firms and strategically interested companies, the Wall Street Journal also reported.

• Dr. Ronald Krall, the medical director for GlaxoSmithKline plc (NYSE: GSK) told the New York Times that some of the 4,450 patients enrolled in the drug trial for Avandia have dropped out due to safety concerns
• Norsk Hydro ASA (NYSE: NHY) is looking at the possibility of making an offer for Canadian aluminum producer Alcan Inc (NYSE: AL), Globe and Mail reported.
• The Sydney Morning Herald reported that mining company Rio Tinto plc (NYSE: RTP) has hired Deutsche Bank AG (NYSE: DB) to advise it on a possible bid for Alcan.

• According to a report from Chinese-language Commercial Times and noted in DigiTimes, Quanta Computer has reportedly received an order for five million iPhones from Apple Inc (NASDAQ: AAPL) and that the 2nd generation device will offer "a different outer design to fit different markets."

Newspaper wrap-up 5-29-07: CDW Corporation being pursued by private-equity originally appeared on BloggingStocks on Tue, 29 May 2007 09:43:00 EST. Please see our terms for use of feeds.