DOCSLIB.ORG

Tech Comm M&A Weekly 8-12-02

Total Page：16

File Type：pdf, Size：1020Kb

Download full-text PDF Read full-text
Tech Comm M&A Weekly 8-12-02 The Tech/Comm M&A Weekly U.S. Bancorp Piper Jaffray's Technology Group - Investment Bankers / M&A Advisors August 12, 2002 Selected Technology M&A Transactions (Approximate valuations, $ in millions) Trans. Ent. LTM EV / 1-Week Date Target / Advisor Acquiror / Advisor Value Value Sales Sales Premium Universe Comments 08/06/02 Nobel Learning Communities / Legg Mason Investor Group $110.7 $108.8 $154.6 0.7x 40.9% Learning Services Nobel Learning sells the Company to a group led by some of its management and 2 private equity firms. 08/06/02 INTERLINQ Software / DA Davidson Harland Financial Solutions $33.1 $23.3 $17.0 1.4x 161.5% Technology and Business Services Provider of technology that helps organizations effectively manage information-intensive transactions. Selected Communications M&A Transactions (Approximate valuations, $ in millions) Trans. Ent. LTM EV / 1-Week Date Target / Advisor Acquiror / Advisor Value Value Sales Sales Premium Universe Comments 08/12/02 SpeedFam-IPEC Novellus $265.9 $220.0 $119.2 1.8x 78.5% Optical & Electronic Manufacturing Tech. Acquisition provides Novellus an entry into the chemical mechanical planarization systems business. 08/09/02 Global Crossing Hutchison Whampoa/Singapore Tech. $250.0 NA NA NA NA Communications Services Bankruptcy courts approved the $250 million package to sell a 61.5% stake in the Company. 08/05/02 2C Computing Avocent $22.8 NA NA NA NA Computer Hardware & Semiconductors Developer of digital extension technology enabling remote use of personal computers. M&A Spotlight Transactions 8/6/02 - Nobel Learning Communities, Inc. (Nasdaq: NLCI), a leading for-profit provider of education and school management services for the 8/12/02 - Novellus Systems Inc. (Nasdaq: NVLS) said it will acquire all the outstanding shares of SpeedFam-IPEC in pre-elementary through 12th grade market, announced that it has entered into a definitive agreement to be acquired by a newly formed corporation a stock-for-stock merger and assume all of SpeedFam-IPEC's (Nasdaq: SFAM) convertible notes and debt. organized by certain senior management of Nobel Learning Communities, Inc., Gryphon Partners II, L.P. and Cadigan Investment Partners. Each share of SpeedFam-IPEC common stock outstanding will be converted into 0.1818 share of Novellus common stock Nobel will continue to operate under its current name and operating structure. on a fixed-exchange ratio basis, the companies said. The 6-1/4 percent convertible subordinated notes are due 2004 and total The agreement provides that, other than as to certain shares owned by members of management, the acquiror will pay $7.75 in cash for each outstanding $115 million, the companies said in a press release. share of the Company's common stock and that the Company's outstanding stock options will be converted into the right to receive a cash payment equal to The transaction will be accounted for using the purchase method of accounting and is expected to close sometime during the the value of such options. The purchase price represents approximately a thirty-two percent (32%) premium over the closing market price of the Company's fourth quarter 2002 following a SpeedFam-IPEC shareholder vote. On an earnings per share basis, the transaction is expected to common stock on August 5, 2002. The aggregate value of the transaction, including the amount of debt to be assumed, is approximately $110 million. be accretive in the third quarter 2003. The Company's Board of Directors, acting upon the unanimous recommendation of the Special Committee of the Board comprised of three disinterested Novellus said the acquisition gives it an entry into the growing market for chemical mechanical planarization systems, a directors, approved the transaction. In reaching its decision, the Special Committee and the Board received a fairness opinion from the Company's financial critical enabling technology as the industry moves toward copper damascene manufacturing process. SpeedFam makes these advisor, Legg Mason Wood Walker, Inc. chemical maechanical planarization systems. Novellus said SpeedFam's next-generation orbital, hard-platen Momentum and Jack Clegg, Chairman and Chief Executive Officer of Nobel Learning Communities, Inc. said, "We are delighted to announce the proposed merger. We Momnentum300 CMP tools offer CMP technology for the most advanced copper interconnects. believe that the $7.75 all cash offer provides an attractive price for our stockholders, especially in the current economic environment. We are also pleased that “The growing complexity of semiconductor manufacturing, provides challenges and opportunities for semiconductor the Gryphon/Cadigan group shares our commitment to provide quality education, products and services to our students and to continue the Company's equipment manufacturers to deliver production-worthy systems which enable our customers to build high-performance growth." interconnects,” said Richard S. Hill, chairman and chief executive officer of Novellus. “We view CMP as a key manufacturing Jeffrey Ott, Partner of Gryphon Partners II, L.P. stated, "We look forward to working with Jack Clegg, his team and Cadigan Partners in supporting the technology which will have a significant impact on the yield and performance of the interconnect structure. We believe that the expansion of the Company's business, which continues to have a very positive impact on the education of our nation's children." opportunity to interactively optimize the planarization, deposition, and surface preparation for overall performance will give Michael Tokarz, Chairman of Cadigan and former general partner at Kohlberg Kravis Roberts & Co. stated that "the level of experience of the management Novellus a major advantage in extending copper/low-k processes to advanced devices. Additionally, we believe our financial team coupled with the integrity of the Company's mission is what attracted us to commit to this investment." David Luttway, Principal of Cadigan Partners strength and market leadership should benefit SpeedFam-IPEC’s customers and shareholders.” added, "We share the Company's commitment to offering parents the highest quality education choices for their children, and we look forward to maintaining As a member of the Damascus Alliance, SpeedFam-IPEC has been working closely with Novellus on technical issues related the Company's family-like relationship with its employees." to copper damascene integration. “We now have a great opportunity to bring our Momentum 200- and 300-mm products to the The acquisition is expected to be completed during the second quarter of fiscal year 2002/2003 and is subject to approval by a majority of the Company's market with Novellus’ financial and technical horsepower behind us,” said Richard Faubert, president and CEO of SpeedFam- stockholders the availability of certain financing the expiration of the applicable waiting period under the Hart Scott Rodino Act and other customary IPEC. The VC Liquidity Corner (Data provided by VentureSource) Total Trans. Last Capital Raised Date Target / Advisor Acquiror / Advisor Value Post $ Val. Step-up to Date ROIC Universe Venture Capitalist M&A IPO M&A / IPO Split 08/09/02 LearningElements Plato Learning $6.0 NA NA NA NA Learning Services Undisclosed Investors Last Week 5 0 100% / 0% 08/05/02 Flypaper Inc Inclusion Technologies Inc NA NA NA $7.5 NA Application Software Vanguard Venture Partn. Q1 2002 69 5 93% / 7% 08/07/02 Opion Inc-Certain Assets PlanetFeedback NA $17.2 NA $7.2 NA Application Software New Enterprise Assoc. Q2 2002 83 10 89% / 11% 08/07/02 Northstar Photonics - Certain Assets Teem Photonics NA NA NA $23.0 NA Wireline Equipment St. Paul Ventures Q3 2002 25 1 96% / 4% 08/06/02 CG2 Quantum 3D NA NA NA $47.0 NA Security and Design Software JP Morgan Partners YTD 2002 177 16 92% / 8% The Tech/Comm M&A Weekly U.S. Bancorp Piper Jaffray's Technology Group - Investment Bankers / M&A Advisors August 12, 2002 M&A Commentary and Trend Analysis Today's Tech/Comm M&A drivers are different than those at the height of the IT spending boom and the stock market bubble. In the current period of low earnings and restrictive capital markets, companies are inclined to improve profit margins and capital efficiency. We believe these conditions form the principal drivers of Tech/Comm M&A today: 1) back to core competencies, 2) consolidation, and 3) bargain hunting. 1) Back to Core Competencies: - Divestitures: Alcatel/European enterprise distribution and services business, Homestore.com/ConsumerInfo.com, LSI Logic (#)/CDMA and DSL chip businesses(plan to sell), HP/certain mnfr. facilities(in talks), Marconi/Data Systems sub./commerce systems/Lucent (#)/venture capital portfolio, Nortel (#>)/Clarify, ADC Telecom (#>)/cable assets, Lucent (#)/fiber unit/manufacturing plants, @Home/Bluemountain.com, Brokat/Blaze/Gemstone - Acquisitions that leverage core strengths: SunGard Data Systems (#)/Guardian iT Plc, Expedia (#)/Classic Custom Vacations, Digital River (#)/Beyond.com assets, Level 3/McLeod's wholesale dial business, eUniverse/L90, L-3 Communications/PerkinElmer- Detection Systems (x-ray security technologies), yesmail.com/Netcentives (email marketing group), DoubleClick (#>)/L90 assets, Ameritrade/NDB.com, Sanmina/SCI Systems (#), Travelocity.com/WhereTo 2) Consolidation: - Achieve pricing power: Micron/Hynix, Level 3/McLeod's wholesale dial business, Peregrine/Remedy, HP/Compaq (#) - Achieve operating efficiencies: Micron/Hynix, Ameritrade/Datek Online, HP/Compaq, EchoStar/Hughes, E*Trade/Dempsy & Co.,
Load more

Recommended publications
  • Chicago Board Options Exchange Annual Report 2001
    01 Chicago Board Options Exchange Annual Report 2001 cv2 CBOE ‘01 01010101010101010 01010101010101010 01010101010101010 01010101010101010 01010101010101010 CBOE is the largest and 01010101010101010most successful options 01010101010101010marketplace in the world. 01010101010101010 01010101010101010 01010101010101010 01010101010101010 01010101010101010 01010101010101010ifc1 CBOE ‘01 ONE HAS OPPORTUNITIES The NUMBER ONE Options Exchange provides customers with a wide selection of products to achieve their unique investment goals. ONE HAS RESPONSIBILITIES The NUMBER ONE Options Exchange is responsible for representing the interests of its members and customers. Whether testifying before Congress, commenting on proposed legislation or working with the Securities and Exchange Commission on finalizing regulations, the CBOE weighs in on behalf of options users everywhere. As an advocate for informed investing, CBOE offers a wide array of educational vehicles, all targeted at educating investors about the use of options as an effective risk management tool. ONE HAS RESOURCES The NUMBER ONE Options Exchange offers a wide variety of resources beginning with a large community of traders who are the most experienced, highly-skilled, well-capitalized liquidity providers in the options arena. In addition, CBOE has a unique, sophisticated hybrid trading floor that facilitates efficient trading. 01 CBOE ‘01 2 CBOE ‘01 “ TO BE THE LEADING MARKETPLACE FOR FINANCIAL DERIVATIVE PRODUCTS, WITH FAIR AND EFFICIENT MARKETS CHARACTERIZED BY DEPTH, LIQUIDITY AND BEST EXECUTION OF PARTICIPANT ORDERS.” CBOE MISSION LETTER FROM THE OFFICE OF THE CHAIRMAN Unprecedented challenges and a need for strategic agility characterized a positive but demanding year in the overall options marketplace. The Chicago Board Options Exchange ® (CBOE®) enjoyed a record-breaking fiscal year, with a 2.2% growth in contracts traded when compared to Fiscal Year 2000, also a record-breaker.
    [Show full text]
  • Comércio Eletrônico
    Comércio Eletrônico Aula 1 - Overview of Electronic Commerce Learning Objectives 1. Define electronic commerce (EC) and describe its various categories. 2. Describe and discuss the content and framework of EC. 3. Describe the major types of EC transactions. 4. Describe the drivers of EC. 5. Discuss the benefits of EC to individuals, organizations, and society. 6. Discuss social computing. 7. Describe social commerce and social software. 8. Understand the elements of the digital world. 9. Describe some EC business models. 10. List and describe the major limitations of EC. Case: Starbucks Electronic Commerce (EC) EC refers to using the Internet and other networks (e.g., intranets) to purchase, sell, transport, or trade data, goods, or services. e-Business • Narrow definition of EC: buying and selling transactions between business partners. • e-Business refers to a broader definition of EC: – buying and selling of goods and services – Servicing customers – collaborating with business partners, – delivering e-learning, – conducting electronic transactions within organizations. – Among others e-Business Note: some view e-business only as comprising those activities that do not involve buying or selling over the Internet, i.e., a complement of the narrowly defined EC. Major EC Concepts: Non-EC vs. Pure EC vs. Partial EC • EC three major activities: – ordering and payments, – order fulfilment, and – delivery to customers. • pure EC: all activities are digital, • non-EC: none are digital, • otherwise, we have partial EC. Major EC Concepts: Pure
    [Show full text]
  • Leading You to a Brighter Future
    ANNUAL REPORT 2001 西 日 本ANNUAL REPORT 旅 客 鉄 道 株 式 会 社 一 九 九 九2001 年 三 月 期 年 次 報 告 書 Leading you to a brighter future http://www.softbank.co.jp SOFTBANK 2001 1 C1 QX/Softbank (E) 後半 01.9.12 3:25 PM ページ 60 Directors and Corporate Auditors As of June 21, 2001 President & Chief Executive Officer MASAYOSHI SON Directors YOSHITAKA KITAO KEN MIYAUCHI KAZUHIKO KASAI MASAHIRO INOUE President & CEO, President & CEO, President & CEO, SOFTBANK FINANCE SOFTBANK EC HOLDINGS Yahoo Japan Corporation CORPORATION CORP. RONALD D. FISHER JUN MURAI, PH.D. TOSHIFUMI SUZUKI TADASHI YANAI MARK SCHWARTZ Vice Chairman, Professor, Faculty of President & CEO, President & CEO, Chairman, SOFTBANK Holdings Inc. Environmental Information, Ito-Yokado Co., Ltd., FAST RETAILING CO., LTD. Goldman Sachs (Asia) KEIO University and Chairman & CEO, Seven-Eleven Japan Co., Ltd. Corporate Auditors MITSUO YASUHARU SABURO HIDEKAZU SANO NAGASHIMA KOBAYASHI KUBOKAWA Full-time Corporate Auditor, Attorney Full-time Corporate Auditor, Certified Public Accountant, SOFTBANK CORP. HEIWA Corporation Certified Tax Accountant Note: Corporate auditors Yasuharu Nagashima, Saburo Kobayashi, and Hidekazu Kubokawa are outside corporate auditors appointed under Article 18, Section 1, of the Commercial Code of Japan. 60 60 QX/Softbank (E) 後半pdf修正 01.10.11 10:39 AM ページ 61 SOFTBANK Corporate Directory Domestic Overseas SOFTBANK CORP. SOFTBANK Broadmedia Corporation SOFTBANK Inc. http://www.softbank.co.jp/ http://www.broadmedia.co.jp/ http://www.softbank.com/ 24-1, Nihonbashi-Hakozakicho, Chuo-ku, 24-1, Nihonbashi-Hakozakicho, Chuo-ku, 1188 Centre Street, Tokyo 103-8501, Japan Tokyo 103-0015, Japan Newton Center, MA 02459, U.S.A.
    [Show full text]
  • NASD Notice to Members 99-46
    Executive Summary $250, and two or more Market NASD Effective July 1, 1999, the maximum Ma k e r s . Small Order Execution SystemSM (S O E S SM ) order sizes for 336 Nasdaq In accordance with Rule 4710, Nas- Notice to National Market® (NNM) securities daq periodically reviews the maxi- will be revised in accordance with mum SOES order size applicable to National Association of Securities each NNM security to determine if Members Dealers, Inc. (NASD®) Rule 4710(g). the trading characteristics of the issue have changed so as to warrant For more information, please contact an adjustment. Such a review was 99-46 ® Na s d a q Market Operations at conducted using data as of March (203) 378-0284. 31, 1999, pursuant to the aforemen- Maximum SOES Order tioned standards. The maximum Sizes Set To Change SOES order-size changes called for Description by this review are being implemented July 1, 1999 Under Rule 4710, the maximum with three exceptions. SOES order size for an NNM security is 1,000, 500, or 200 shares, • First, issues were not permitted to depending on the trading characteris- move more than one size level. For Suggested Routing tics of the security. The Nasdaq example, if an issue was previously ® Senior Management Workstation II (NWII) indicates the categorized in the 1,000-share maximum SOES order size for each level, it would not be permitted to Ad v e r t i s i n g NNM security. The indicator “NM10,” move to the 200-share level, even if Continuing Education “NM5,” or “NM2” displayed in NWII the formula calculated that such a corresponds to a maximum SOES move was warranted.
    [Show full text]
  • How Much Are Your Eyeballs Worth? Placing a Value on a Website's Customers May Be the Best Way to Judge a Net Stock
    How Much Are Your Eyeballs Worth? Placing a value on a Website's customers may be the best way to judge a Net stock. It's not perfect, but on the Net, what is? By Erick Schonfeld February 21, 2000 (FORTUNE Magazine) – Internet CEOs crave many things: world domination, instant service in bistros, fawning media attention. But what they crave above all else is eyeballs. That's less ghoulish than it sounds. In Webspeak, you see, eyeballs mean customers. Since the typical dot- com lacks the one metric that Wall Street has traditionally used to evaluate companies (you remember--earnings) analysts and investors have contrived other ways to size up Net stocks. One now stands out: market capitalization per pair of eyeballs. It's a useful first step in explaining why a company garners a certain kind of valuation. For instance, a pair of eyeballs at Web portal Lycos, with a $7.4 billion market cap, has a value of just $244; at Schwab, which has a $30 billion market cap, a pair is worth $4,562 (ironically, this also happens to be around the price a pair of real human corneas reportedly commands on the black market). If the Internet market were rational, the market cap per eyeball would represent the total profit that you could reasonably expect a company to get from its average customer, adjusted for risk and the length of time before those profits are realized. Internet analysts are the first to admit that today's is not a rational market. So correlating the lifetime value of eyeballs to a fast-growing dot-com's stock price is not perfect science.
    [Show full text]
  • Executive Excess 2000 Seventh Annual CEO Compensation Survey
    Executive Excess 2000 Seventh Annual CEO Compensation Survey © 2000 The New Yorker Collection, William Hamilton, from cartoonbank.com. All Rights Reserved. Sarah Anderson and John Cavanagh of the Institute for Policy Studies Chuck Collins, Chris Hartman, and Felice Yeskel of United for a Fair Economy August 30, 2000 IPS The Institute for Policy Studies is an independent center for progressive research and education founded in Washington, DC in 1963. IPS scholar- activists are dedicated to providing politicians, journalists, academics and activists with exciting policy ideas that can make real change possible. United for a Fair Economy is a national, independent, non-partisan organiza- tion founded in 1994 to focus public attention and action on economic inequal- ity in the United States—and the implications of inequality on American life and labor. United for a Fair Economy provides educational resources, works with grassroots organizations and supports creative and legislative action to reduce inequality. © 2000 Institute for Policy Studies and United for a Fair Economy For additional copies of this report, send $5.00 plus $1.50 shipping and handling to: Executive Excess 2000 United for a Fair Economy 37 Temple Place, 2nd Floor Boston, MA 02111 Or, order with a Visa or MasterCard by calling toll free 1-877-564-6833. Institute for Policy Studies United for a Fair Economy 733 15th St. NW #1020 37 Temple Place, 2nd Floor Washington, DC 20005 Boston, MA 02111 Phone: 202-234-9382 Phone: 617-423-2148 Fax: 202-387-7915 Fax: 617-423-0191 Website: www.ips-dc.org Website: www.ufenet.org Email: [email protected] Executive Excess 2000 Seventh Annual CEO Compensation Survey Sarah Anderson and John Cavanagh of the Institute for Policy Studies Chuck Collins, Chris Hartman, and Felice Yeskel of United for a Fair Economy Research Assistance: Steven Friedman Stacie Garnett Jasmine Miller IPS Contents Key Findings .....................................................................................................
    [Show full text]
  • Regulatory Circular #RG96
    Regulatory Circular RG00-35 Date: February 18, 2000 To: Members and Member Firms From: Market Performance Committee Re: Modified Bid/Ask Differentials Due to the volatility in the underlying stocks and other factors affecting both the options and the underlying, the Market Performance Committee (“Committee”), by its authority under the provisions of Exchange Rule 8.7(b)(iv), has temporarily established modified bid/ask differentials in the option series of the following option classes. Additionally, the Committee has determined that the provision of Rule 8.7 Interpretation .02 (b) will not apply to the classes for the period of time the above exemption was granted. This relief is granted from the opening of business on February 21, 2000 through the March 2000 Expiration Cycle unless withdrawn by the MPC prior to that time. The Committee will continue to monitor the activity in the underlying securities of these options, and will modify the bid/ask differentials in the respective options accordingly. Any questions regarding this memorandum should be directed to Daniel Hustad at (312) 786-7715. Bid/Ask Relief is granted as follows: Class Relief Name DPM BTY Double British Telecom PLC Apollo Partners, L. P. CQF Double COLT Telecom Griyo CQR Double Cree, Inc. QNF Double Nextlink Communications, Inc. RCQ Double Broadcom, Inc. Arbitrade, L.L.C. GQI Double Go2Net, Inc. BE Partners PUP Double Puma Technology, Inc. QMB Double McLeod Options Beartooth Capital, L.L.C. NOK Double Nokia Corporation YHQ Double Yahoo! Inc. LEAPS QTD Double DoubleClick, Inc. Botta Trading - Lacerta RUL Double Research in Motion AYQ Double Art Technology Group, Inc.
    [Show full text]
  • 1 UNITED STATES SECURITIES and EXCHANGE COMMISSION Washington, D.C
    1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 13F FORM 13F COVER PAGE Report for the Calendar Year or Quarter Ended: September 30, 2000 Check here if Amendment [ ]; Amendment Number: This Amendment (Check only one.): [ ] is a restatement. [ ] adds new holdings entries Institutional Investment Manager Filing this Report: Name: AMERICAN INTERNATIONAL GROUP, INC. Address: 70 Pine Street New York, New York 10270 Form 13F File Number: 28-219 The Institutional Investment Manager filing this report and the person by whom it is signed represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form. Person Signing this Report on Behalf of Reporting Manager: Name: Edward E. Matthews Title: Vice Chairman -- Investments and Financial Services Phone: (212) 770-7000 Signature, Place, and Date of Signing: /s/ Edward E. Matthews New York, New York November 14, 2000 - ------------------------------- ------------------------ ----------------- (Signature) (City, State) (Date) Report Type (Check only one.): [X] 13F HOLDINGS REPORT. (Check if all holdings of this reporting manager are reported in this report.) [ ] 13F NOTICE. (Check if no holdings reported are in this report, and all holdings are reported in this report and a portion are reported by other reporting manager(s).) [ ] 13F COMBINATION REPORT. (Check
    [Show full text]
  • What Goes Up, Must Come Down: the Politics of the U.S. Internet Industry
    2. What Goes Up Must Come Down: The Political Economy of the US Internet Industry Martin Kenney 1. INTRODUCTION The sheer magnitude of the Internet Bubble and subsequent technology stock market crash are a fascinating lens for examining the operation of the entre- preneurial portion of the US national system of innovation (NSI). The intense rapidity with which US firms commercialized the Internet and Worldwide Web (hereafter we refer to both as the ‘Internet’) is a prism for examining the creation of new economic spaces. If one includes the resulting crash, it also exposes some of the weaknesses of the US innovation system. This chapter draws upon the excellent work by Abbate (1999), Mowery and Simcoe (2002), and Berners-Lee (1999) which examines the pre- and early commercialization phases of the Internet. In building upon their work, we extend it in two ways. First, I situate the commercialization of the Internet in the US history of telecommunications deregulation and the entrepreneurial economy of US startup firms. Second, I describe the collapse of the Internet Bubble. The Internet as a commercial proposition emerged during a period within which US industry was undergoing a profound rethinking of the firm’s nature and competencies. Information technologies were one tool in a wave of restructuring, reengineering and reorganization. The firm was being reconcep- tualized as a ‘modular’ organization (Sturgeon, 2002). Moreover, there was a generalized belief that large firms were in danger of being outflanked by smaller, more entrepreneurial firms (Christensen, 1997). In this environment, the Internet and its perceived impact, driven by enormous hype, reached myth- ical dimensions, suggesting that it would change everything.
    [Show full text]
  • NASDAQ Stock Market LLC (“Nasdaq Exchange”), a Subsidiary of the Nasdaq Stock Market, Inc
    July 31, 2006 Nancy M. Morris, Esq. Secretary US Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 RE: Request for Relief from § 12 of the Securities Exchange Act of 1934 Dear Ms. Morris: On January 13, 2006, the Securities and Exchange Commission (“SEC” or “Commission”) approved the application of The NASDAQ Stock Market LLC (“Nasdaq Exchange”), a subsidiary of The Nasdaq Stock Market, Inc. (“Nasdaq”), to register under Section 6 of the Securities Exchange Act of 1934 (“Act” or “Exchange Act”) as a national securities exchange.1 Nasdaq’s transition of its listing and trading activities to the Nasdaq Exchange will further Congress’s instruction to promote “fair competition . between exchange markets.”2 Absent the relief requested herein, however, Nasdaq’s transition to a national securities exchange would require approximately 3,200 Nasdaq Global Market3 and Capital Market issuers with securities registered pursuant to the Act, or exempt from registration under Section 12(g) of the Act,4 to file registration statements5 to register those securities under Section 12(b) of the Act.6 1 Securities Exchange Act Release No. 53128 (January 13, 2006), 71 FR 3550 (January 23, 2006) (the “Exchange Approval Order”). 2 Exchange Act Section 11A(a)(1)(C)(ii). 3 Effective July 1, 2006, Nasdaq renamed the Nasdaq National Market as the Nasdaq Global Market and created a new segment within the Global Market called the Global Select Market. References to the Nasdaq Global Market include those securities listed on the Nasdaq Global Market and the Nasdaq Global Select Market. See Securities Exchange Act Release No.
    [Show full text]
  • Index of Mentioned Companies
    Valuation Methods and Shareholder Value Creation Index of companies mentioned in the book Academic Press Pablo Fernandez. IESE Business School INDEX OF COMPANIES MENTIONED IN THE BOOK (Chapter in which the companies are mentioned) 12 Technologies 1 Bank Bldg Equip 5 China Mobile (HK) 8 3Com 14 Bank of New York 1, 14 Chrysler 14 3M 1, 14 Bank of Scotland 14 Chubb Corporation 1 Abbott Laboratories 1, 14 BankAmerica Corp. 1, 13 Cigna 14 ABN Amro 3 Bankers Trust 5, 15 CIGNA Corporation 1 About.com 8, 12 Bankinter 8 Cisco Systems 1, 3, 5, 11, 14, 23 Acciona 8 Barbie 23 Citibank 1, 5, 14, 15, 23 Accor 8 Barnes & Noble 11, 16 Clear Channel Comm 1, 14 Aceralia 8 Barnesandnoble.com 16 Cleveland-Cliffs 5 Acerinox 8 Barry Wright 5 Clorox 14 Acesa 8 Basf 3 Club Med 8 ACS 8 Bass 8 CMGI 8, 12 Adidas 23 Baxter International 1 Coca-Cola 1, 5, 6, 11, 13, 14, 23 Adv. Info. Service (AIS) 8 Bayer 3 Coca-Cola Enterprises 14 Aegon 3, 14 Bayern Munich 23 Colgate 1, 23 Agency. Com 8 BBVA 3, 8, 14 Colt Industries 5 Aguas Barcelona 8 BCP 8 Comcast 1 Ahold 3, 14 Bea Systems 1 Commonwealth Teleph 8 Air Liquide 3 Bell Atlantic 14 Compaq Computer 1, 14, 23 Alba 8 BellSouth 1, 8, 14 Computer Associates 1 Alcatel 3 Benetton 23 Compuware 14 Alcoa 1, 5 Bertelsmann 16 Comverse Technology 1 Allianz 3 BES 8 ConAgra 1 Allstate Corporation 1 Bestfoods 1 Continente 8 Alltel Corporation 1 BMW 23 Corning 1 Altadis 8 BNP 3 Costco Companies 14 Amadeus 8 Boeing 1, 5, 6, 14, 18 Cox Communications 1 Amazon.com 8, 12, 16, 22, 23 Boston Chicken 16 Creative Computers 16 America Online (AOL) 1, 8, 12, 14, Boston Consulting Group 13 CRH 8 16, 23 BP 23 CTC 8 American Airlines 5 BPI 8 CUC International 5 American Express 1, 5, 14, 23 Brasil Telecom 8 CVS Corp 1 American General Corporation Braun Consulting 8 DaimlerChrysler 3 American Home 1, 14 Bristol Myers Saquibb 1, 14 Danone 3 American Inter.
    [Show full text]
  • SECURITIES and EXCHANGE COMMISSION Washington D.C
    SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) [ x ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the month ended December 31, 2001 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___ to ___ Commission File No. 1 - 6033 A. United Air Lines, Inc. Pilots' Directed Account Retirement Income Plan (Full title of the Plan) United Air Lines, Inc. (Employer sponsoring the Plan) B. UAL Corporation (Issuer of the shares held pursuant to the Plan) 1200 Algonquin Road, Elk Grove Township, Illinois Mailing Address: P.O. Box 66100, Chicago, Illinois 60666 (Address of principal executive offices) REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Board of Directors of United Air Lines, Inc. Pilots' Directed Account Retirement Income Plan: We have audited the accompanying statements of net assets available for plan benefits of the United Air Lines, Inc. Pilots' Directed Account Retirement Income Plan as of December 31, 2001 and November 30, 2001, and the related statements of changes in net assets available for plan benefits for the month ended December 31, 2001. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.
    [Show full text]