Chapter Five Hundred and Ninety Fourth Come Over
Looking at the three old men on the opposite side and frowning at the same time after seeing the data on the notepad, Eric explained calmly: "Firefly still insists that it can only sell at most 25% of Firefly's shares, but because of the registration with Firefly According to Delaware's General Corporation Law, as long as the parent company obtains more than 90% of the shares of the subsidiary, the board of directors of the parent company can unilaterally propose to privatize the remaining outstanding shares. The form of transformation is determined by the parent company, and there is no need to consult the board of directors and investors of the subsidiary for advice. Therefore, if the parties can cooperate with Firefly to acquire 90% of the shares in advance, we can purchase the remaining 10% of the shares in cash, and the remaining holdings Shareholders do not have to participate in the 25% equity swap, and Berkshire Hathaway and Mr. Murphy's company will receive no less equity than Mr. Buffett's proposal."
There are two types of tax in the United States: federal tax and state tax. However, the percentage of state tax varies greatly from state to state. Because of Delaware’s special tax exemption policy, many companies in the United States choose to register in Delaware.
As a well-known lawyer, Charlie Munger saw some of the problems at a glance: "But, Eric, haven't you thought about it, this is an investigation that the plan is still likely to cause."
Although the plan given by Eric is not illegal, it still has some borderlines. As the most mature bond market in the world, in order to allow the securities market to develop more healthily, the United States protects the interests of small shareholders much stronger than major shareholders. , Eric's plan at this time is suspected of making ordinary shareholders lose their right to choose. Once this plan arouses the dissatisfaction of small shareholders and initiates a lawsuit, Firefly will still be involved in controversy.
Eric did not avoid looking at Charlie Munger and said: "I have consulted the company's lawyers, this is not illegal, and similarly, the interests of ordinary shareholders will not be harmed, and Firefly will still be 50% higher than the stock price. price to buy their stock.”
During the dialogue between the two, Buffett couldn't help but imagine the situation of Salomon Brothers' slump four years ago. Whenever I think about this, Buffett will have a lingering fear in his heart. It wasn't just the sham bid that destroyed Solomon Brothers, but the lengthy litigation and credit crunch brought on by the sham bid, before the Solomon Brothers incident. In nearly sixty years of Buffett's life, he has appeared in court only a handful of times, and has never been a defendant once, which is a record compared to other investors who have always been involved in disputes.
And now. Although Buffett is very clear that accepting the plan given by Eric will maximize the interests of Berkshire Hathaway, it will bring unnecessary legal risks to both parties of the transaction. This risk has broken Buffett. Tolerable bottom line: "Eric, I don't agree with your plan."
Eric was a little surprised, but Charlie Munger and Tom Murphy, who were very familiar with Buffett, did not look strange at all. They all knew that Buffett was actually a somewhat overly cautious person.
After Buffett's voice fell, the conference room fell silent.
but. Others also realized the implication of Buffett's last sentence. Buffett did not agree with the plan given by Eric, but it did not mean that he rejected the transaction. Therefore, everyone was waiting for him to continue.
Although Buffett remains calm on the surface, he is very entangled in his heart. Even the predicament of the Solomon Brothers a few years ago did not make him so sad.
If he has absolute control, although he is very excited to cooperate with Firefly, he may have already rejected this transaction. Because he is not a good bargaining person. When he feels that an event is out of control, Buffett usually stops it decisively so as not to let himself continue to waste energy, and the same is true when investing in companies. Buffett usually doesn't bother with companies he can't control, but sells his shares.
The current situation is out of his control, and even the influence he has accumulated in the investment world for decades has lost its effect, because the rise of Firefly is more legendary than his personal history. In addition to him and his old friends still insisting, many major shareholders have fallen to the side of Firefly.
Buffett is clear. If it is not negotiated tonight, then with the secret support of Firefly, the group of shareholders who fell to Firefly Pictures will facilitate the deal by launching an extraordinary general meeting of shareholders.
Once the transaction is facilitated in the hands of other shareholders, just like Eric's proposal to abandon 10% of the small shareholders, they can also come up with other plans to plunder the interests of Berkshire Hathaway and Tom Murphy. In the end, even if the economic interests are guaranteed, they will completely lose their influence on the company and after the merger in the future.
And once the deal ultimately fails, the consequences are even more unpredictable. The size of the audience in the United States is fixed. The reason why it has been able to gain the first TV market share in North America in recent years is that in addition to its stable operation, the main reason is that the other two competitors and cbs are in a downturn. . Regardless of whether Firefly takes over and CBS in the future, with Firefly's superior content production advantages, it will pose a huge threat to its position. General Electric has an absolute controlling stake, but the management still makes the company turbulent with the support of other shareholders. If the performance starts to decline because of this, those shareholders who are already dissatisfied with them will definitely make more troubles , and then affect the operation of the TV network, resulting in a vicious circle.
There was a full five minutes of silence in the conference room as everyone patiently waited for Buffett to make his final decision.
Finally, after a sigh, Buffett said softly: "I will probably regret today's decision in the future."
This sentence sounded in the conference room, and everyone realized that Buffett had made a decision.
Eric smiled confidently and said, "Warren, I promise you, you will never regret today's decision."
Buffett did not react too much to Eric's words, but since he had already made a decision in his heart, Buffett did not continue to struggle with some details, and simply and clearly agreed to the transaction of 25% equity of Firefly and 10 billion US dollars in cash. Program.
After simply drinking a glass of champagne to celebrate, Buffett and his party rejected Eric's invitation and left the Sunset Tower Hotel by car.
In the underground parking lot. Watching the three of Buffett's car leave, Eric turned to Katzenberg and smiled: "Jeffrey, you will host the next press conference."
Katzenberg knew that with the right acquisition, his career would take a huge leap forward. So he said excitedly: "Eric, are you holding a high-level meeting now to prepare?"
Eric tapped his watch: "You always have to be considerate of other people's feelings. It was originally a weekend, not to mention it is now 8:30 in the evening."
"Okay, then tomorrow." Katzenberg didn't seem to realize that tomorrow was Sunday, but Eric didn't stop it. Well, those executives wouldn't scold themselves anyway.
Katzenberg hurriedly left to deal with the long-awaited reporters, while Eric and Jeffrey laughed and returned to the party scene.
The fact that Eric sent champagne to the conference room had spread throughout the party, and the guests had already guessed the outcome of the event. When Eric appeared, everyone gathered to express their congratulations.
Although the final negotiation time was not long, Eric's mood has been tense throughout the process. Buffett does not want this transaction to fail. The same is true for Eric, otherwise, a lot of work done by Firefly in the early stage will all be in vain, and everything will have to start from scratch.
At this time, he suddenly relaxed, and the feeling of exhaustion followed. After simply socializing with everyone, Eric sat down on the sofa in the corner of the hall.
Watching Penelope deliberately walk past him with two girls, Kate Beckinsale and Charlize Theron, Eric smiled and patted the sofa beside him, and Penelope left without hesitation. He came over, sat down beside Eric with a smile, and saw Eric sitting in the middle of the couch without any intention of moving his position. The remaining two women glanced at each other, and finally Charlize took the initiative to step forward and sat on Eric's left, and Kate sat down next to Charlize.
Penelope did not pay attention to these small details. Wei Wei leaned on Eric and said excitedly, "Eric, Kate and I went to try on the dress today. It's very beautiful. Would you like to see it in advance?"
Eric was a little confused and asked, "Oscar dress?"
Penelope nodded: "Before I came to the United States, I shot a "Belle Epoque" that was nominated for Best Foreign Language Film. I got an Oscar invitation."
Eric just realized that the promotion of "Charlie's Angels" has already started. This should be the work done by MGM to promote "Charlie's Angels". Since Penelope will attend because of "Belle Epoque" Oscar, then Kate must have relied on the Shakespeare comedy "Much Ado About Nothing". Eric remembered that this movie won nothing at the Oscars in the original time and space. It seems that MGM has done a lot of work for "Charlie's Angels". However, at this time, the two helms of MGM, one was a Paramount executive and the other was the head of production of Warner Pictures, with the contacts they have accumulated over the years, want to run an irrelevant for "Much Ado About Nothing". Nominating, and then justifiably getting Kate to appear at the Oscars isn't too difficult.
Thinking of this, Eric turned his head curiously and asked Kate, "What nomination did Much Ado About Nothing get nominated for?"
"Best Costume and Best Soundtrack," Kate said a little embarrassedly. Although she had just arrived in Hollywood not long ago, she also knew that attending the Oscars this time was completely gratuitous.
Eric recalled the situation when he participated in the Golden Globe Awards in January, and said with a smile: "These two nominations are just right. If there is no heavyweight award like the Golden Globe Awards, but only one nomination for Best Picture, it will be worthy of the name. already."
Hearing the three talk about Oscar, Charlize's eyes flashed with disappointment.
Although he moved out of the apartment shared by three people, Penelope still maintained a good relationship with the two women according to Eric's request. Although Charlize quickly covered up his expression with a glass of red wine, Penelope Lopp still noticed the change in Charlize's expression, so he said to Eric: "Eric, why don't you help Charlie get an Oscar invitation too, I think it's easy for you. "
Eric glanced at Charlize, who was obviously looking forward but kept reserved, and said, "No need. You three can attend the award ceremony together next year, and maybe you can also serve as the presenter at the same time."
Hearing Eric's refusal, Penelope said nothing, but Charlize lowered his head slightly in disappointment.
Kate's agile eyes rolled between Eric and Charlize, and raised her eyebrows without a trace. She thinks, Eric is definitely intentional.
Eric just noticed the slight change in Kate's expression, but he didn't mind what she saw. With a smile on his face, he suddenly asked Kate, "Have you been smoking recently?"
Kate was stunned for a moment, then immediately shook her head: "No, no."
"Well..." Eric dragged his voice: "It seems that there is."
Kate also realized that her guilty conscience was too obvious, and said quickly: "If you want to deduct the pay, deduct me."
Eric smiled and said, "Actually, you can also pay for the two of them in private."
Kate stared at Eric's faint smile, only to realize that Eric didn't mean it seriously, so he followed Eric's tone and said, "Okay, then you punish, I will compensate them both in private. "
Eric shrugged slightly, leaned on the back of the sofa relaxedly, took a sip of red wine, waved his hand and said, "Go play, I'll rest for a while."
Perhaps she was in a relaxed mood. Kate heard Eric's words and said, "You sound like an old man."
"Oh," Eric nodded and said, "Penny and Charlie, let's go play, and Kate will stay with this old man for a while."
"Charlie, let's go dancing," Penelope got up and grabbed Charlize, grinning and walking towards the dance floor.
Eric looked at Kate sitting in the same position, patted Charlize's position just now, and said, "Come here."
Kate moved in the opposite direction and said, "I, I'm just joking, this is a public place, you can't mess around."
"If that's the case, what are you afraid of, come here!"
Kate's attitude is quite firm: "I will not go!" (To be continued.)
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