P2JW067000-4-B00100-1--------XA CL,CN,CX,DL,DM,DX,EE,EU,FL,HO,KC,MW,NC,NE,NY,PH,PN,RM,SA,SC,SL,SW,TU,WB,WE C M Y K Composite BGN,BMT,BRX,CCA,CHR,CKP,CPD,CXT,DNV,DRG,HAW,HLD,KCS,LAG,LAT,LKD,MIA,MLJ,NMX,PAL,PHI,PVN,SEA,TDM,TUS,UTA,WOK TECHNOLOGY B4 | WEATHER B6 Snowand TaxesDamped WrigleyAdds Caffeine s ew FebruaryStore Sales To Wake Up ItsGum gN RETAIL B3 MARKETING B6 Bloomber © 2013 DowJones&Company. AllRightsReserved. **** THE WALL STREETJOURNAL. Friday, March8,2013 | B1 Keeping Tabs Percentage change from previous year in the number Icahn Rattles Dell Plan of ad pages forsome leading Time Inc. magazines 5.4% SPORTS INSTYLE 10% TIME PEOPLE ILLUSTRATED Activist investor Carl Icahn “Wesee no reason that the fu- rior to the proposal to they opposed the deal. 5 said he would push to replace turevalue of Dell should not ac- go private. Some shareholders, ’09 ’10 ’11 ’12 Dell Inc.’sboardand pursue crue to all the existing Dell Chief Executiveand sensing ahigher offer 0 “yearsoflitigation” if the com- shareholders,” Mr.Icahn wrote founder Michael Dell isn’t likely,havealready puter maker refused to accept to aDell special boardcommit- and private-equity firm votedbyselling their -5 tee, insisting it agree to his con- SilverLakePartners shares. -10 By Sharon Terlep, ditions or hold avotefor are- last month wonboard “Wethought the -6% -5.5% Ben Worthen placementboardthat would. supportfor a$13.65- [proposed buyout] deal -15 and Telis Demos Dell,ofRound Rock,Texas,is per-shareoffer,pending would go closer to $15 -12.2% preparing acounterattack but in a45-dayhunt forbetter [a share],” said Joanna hisdemand forarefinancing astatement on Thursdaydidn’t offers. Shatney, head of U.S. Source:Publishers Information Bureau The Wall Street Journal that would payahefty dividend directly addressMr. Icahn’spro- Mr.Icahn’smoveis large-cap equities at to shareholders. posal. TheDell boardcommittee expected to have some Carl Icahn Schroder Investment Prodding the companytoreject said it wassoliciting offersfor impact on thedeal, but Management North a$24.4 billion buyout offer that it the companyand that it would thereisnoguarantee it could al- America Inc.But Ms.Shatney agreed to last month and endorse “welcome Carl Icahn and all terthe deal’scurrent course.The said that rather than fight for Time Spinoff: his alternative, Mr.Icahn dis- other interested parties to par- mergeragreement requires 42% more, the fund she managed was closed he owns a“substantial” ticipateinthat process.” of Dell’soutside shareholdersto selling down itssmall Dell stake, stakeinDell and unleashed his Dell said that in the past it approvethe founder’s buyout. which waslessthan 0.1% of the trademark attack on directorsand hasconsidered aleveraged re- BeforeMr. Icahn’sletter, holders company, because “wedon’t see RisksAhead on the management-backed offer. capitalization and found it infe- of about 15% of shares have said Pleaseturntothenextpage BY KEACH HAGEY anysuch revenue declines, More Action, Less Drama at Disney thereby ensuring profit growth. Time Warner Inc.’sdecision They saythe debt to be takenoN to spin off itsshrinking Time will enhanceshareholder re- Inc.magazine division helped turns,making the companyaN NewStudio Chief Alan Horn SpeedsFilm Development, Brings Stability send itsstock to itshighest price attractive investment. in several yearsThursday. But Time Inc.has already cut the prospectsfor Time Inc.asaN about $1 billion in costsinre- James Francoand Michelle Williams in ‘Oz: independent public company cent yearsbut still has annual The Greatand Powerful,’aprequel to the classic film. maybelesssunny. expenses of about $3 billion, the As the largest U.S. magazine people say. This includes the publisher,Time Inc.has an envi- costsofrunning abig fulfillment able stable of titles,fromthe center to ship magazines around highly profitable People to the the countryand printing costs. prestigious Time.But itsoperat- Analystssay staff reductions, ing income has dropped by which have become common- roughly half over the past five placeatTime Inc.inrecent years, and analystsexpect reve- yearsare likely to continue.IN nue and profit to keep falling January, forinstance, the com- this year as the industrystrug- pany announced it wascutting gles to regain advertising lost to nearly 500ofits 8,000 jobs. the recession and the Web. Despitethese prospects, Time “In this case,freedom is just Inc.employees seemed cheered another word fornothing leftto by the prospect of aspinoff lose,” wroteMichael Nathanson, rather than the proposed deal to an analyst forNomuraSecurities merge most Time Inc.titles with who used to work at Time Inc. Meredith Corp.’smagazines,ac- “This onceproud and profitable cording to interviews with staff- division is being punted as its ersand former executives.Some businessprospectslook struc- Time Inc.executives worried y about howthe company’sbrands Disne would fareunder the manage- Time Inc.has trimmed ment of thecost-conscious,no- BY BEN FRITZ Hits and Misses Worldwide.Upon taking the $1 billion in costsbut nonsense Meredith, as well as 012 box of topmovie job,Mr. Ross what would happen to their own, Some Hollywood studio In recent years, Walt Disney’s 2 fice ousted most of the studio’s studioshave had some shining : $ faces morecutbacks. typically higher,salaries. chiefs maketheir mark in a H 1. senior executives and sought successes, but also some IT 55 Time Inc.executives were newjob by signing deals with b to revamp established mar- also upbeat about the spinoff be- big name stars. Othersan- duds. Total domestic il keting and distribution li box-officetakefor the o cause they think it would mean nouncetheir intention to re- n strategies.His brash ap- turally challenged.” an overhaul of the company’s think the waysmovies are studios, and forspecific proach struck filmmakers, FLO Whether Time Inc.can rise to leadership,which manybelieve made and released. Alan Horn movies each year: P agentsand producersas this challengerestsonhow ag- wasadriftjust as the magazine did it with atalking monkey. $73 ham-handed, and he woN gressively it cuts costsand how industrywas going through a In one of his firstmoves .24 fewallies in the creative much debt the newcompany period of radical change. afterbeing named chairman : $1 $623 million community. 11 John Carter takeson, observerssay.Another Time Inc has had three CEOs of Walt Disney Co.’smovie 20 He wasfired last April by big factor: who takesoveras since2010.Italso spent ayear studio last May, Mr.Horn ap- The Avengers Mr.Iger. Aspokeswoman for chief executive. Thedivision’s without anypermanent CEO fol- proved reshootsfor “Oz: The Mr.Igerdidn'trespond to a Mars Needs CEO,LauraLang, plans to step lowing the abrupt departureof Great and Powerful,” apre- request forcomment. Messrs. Moms $21 down aheadofthe spinoff. Jack Griffin afterfivemonths quel to the “WizardofOz” 201 Horn and Rossdeclined to Internal candidates arelikely prior to Ms.Lang’sarrival alit- that comes out Friday. The 0: comment. ToyStory 3 $1 to include Todd Larsen, group tle morethan ayear ago. Aper- biggest changewas to give $241 million .4 By contrast, Mr.Horn has president of the News and son familiar with Time Warner star James Francoawacky 6 made no changes in Walt Dis- SportsGroup,and Paul Caine, said it wished the leadership had sidekick in the form of a ney Studios’ executiveranks, Time Inc.’schief revenue officer, been morestable in recent years chatty flying simian. In the Piratesofthe Caribbean: defying typical Hollywood people familiar with the matter but noted that despitethe tur- version of the movie shot be- On Stranger Tides practice. He also is frequently said. Neither responded to re- moil, Time Inc.had outper- fore Mr.Horn began, the lauded by people who do questsfor comment. formed the rest of the industry. monkey talked only lateinthe $415 million businesswith him as courtly Theother big question: Time Time Inc.executives said the picture. and smooth. Mr.Horn was Inc’sbalancesheet. While News tumult at the topcontributed to “Alan took the movie over president of Warner Bros. Corp.isexpected to spin off ageneral aversion to risk that andreally made it his,” said Note: Box-officetakeincludes U.S. $63 The Sorcerer’s from 1999 until 2011, when he publishing assets with acash kept the companyfrommaking producer JoeRoth. and Canada. Apprentice wasasked to leave so three cushion when it splitsthis sum- the big betsrequired to respond FewinHollywood would Photos from top: Walt Disney/ younger executives could EverettCollection; Disney/Associated Press; mer,analystspredict that Time to major structural changes in be comfortable during their Buena VistaPictures/Everett competetoreplacethe retir- Inc. will take on up to abillion themagazine business. firstweeks in anew job or- Source:Boxofficemojo.comThe Wall Street Journal ing studio chairman. dollarsindebt. News Corp.owns Forexample,Time Inc.passed dering up $15 million of Disney’s studio—which TheWall Street Journal. on an opportunity to sign adeal changes to amovie that al- generated $722 million of “The risk is,ifthe business in early 2011 to put itsdigital ready cost about $200 mil- RichRoss, atelevision executive through 2000.“Ayear or two operating income on $5.8 deteriorates further,can they re- magazine subscriptions on Apple lion. But insiderssay Mr. who had no filmmaking experi- agoyou’dtalk to agentsand they billion of revenue in the last ducethe leverage?” said John Inc.’sdevicesbecause of concern Horn, a70-year-old industry ence.Mr. Rosslasted lessthan couldn’t figure