Showing posts with label stockholders. Show all posts
Showing posts with label stockholders. Show all posts

2018-03-06

Analyst Romit Shah Says Time Is Up for Qualcomm $QCOM (video)

Romit Shah Says Time Is Up for Qualcomm

Bloomberg.com video above published Mar 5, 2018: Romit Shah, analyst at Instinet (instinet.com), discusses Broadcom's takeover bid for Qualcomm (NASDAQ: QCOM)(qualcomm.com) and CFIUS probe. He speaks with Jonathan Ferro on "Bloomberg Markets: The Open."

Events & Presentations - Qualcomm Incorporated: Mar 6, 2018 8:00 AM PT -- 2018 Annual Meeting of Stockholders, Location: Irwin M. Jacobs Qualcomm Hall, 5775 Morehouse Drive, San Diego, CA 92121 USA.--CFIUS has asked Qualcomm to postpone its shareholder meeting, scheduled for Tuesday, by 30 days (see below). Press release March 5: Qualcomm to Adjourn Annual Meeting of Stockholders to April 5, 2018 as a Result of an Order from CFIUS – Meeting to be Opened and Immediately Adjourned on March 6, 2018 (pdf).

 $QCOM

Broadcom Faces CFIUS Review of Qualcomm Takeover Bid

Bloomberg.com video above published Mar 5, 2018: The Committee on Foreign Investment in the U.S. (CFIUS) has launched an investigation into Broadcom's (NASDAQ: AVGO) (broadcom.com) acquisition bid for Qualcomm. Bloomberg Gadfly's Brooke Sutherland reports on "Bloomberg Daybreak: Americas." (Sutherland is a Bloomberg Gadfly columnist. The opinions expressed are her own.)

See also:
Broadcom Limited | Financial News Release March 1, 2018: "Broadcom Limited (NASDAQ: AVGO) (" Broadcom ") today urged Qualcomm stockholders (NASDAQ: QCOM) (" Qualcomm ") to vote "FOR" all six Broadcom nominees in connection with the Qualcomm 2018 Annual Meeting of Stockholders to be held March 6, 2018 ..."
Broadcom Limited | Financial News Release: "SAN JOSE, Calif., March 5, 2018 -- Broadcom Limited (NASDAQ: AVGO) ("Broadcom") today issued the following statement: Broadcom was informed on Sunday night that on January 29, 2018, Qualcomm secretly filed a voluntary request with CFIUS to initiate an investigation, resulting in a delay of Qualcomm's Annual Meeting 48 hours before it was to take place. This was a blatant, desperate act by Qualcomm to entrench its incumbent board of directors and prevent its own stockholders from voting for Broadcom's independent director nominees ... On November 2, 2017, Broadcom made a public commitment to redomicile to the United States and this process is well underway. The SEC has cleared Broadcom's preliminary proxy statement, and Broadcom continues to expect to receive all requisite approvals to complete the process by the end of its fiscal second quarter ending May 6, 2018. Broadcom continues to pursue the redomiciliation process as expeditiously as possible. Upon completion of the redomiciliation, Broadcom's proposed acquisition of Qualcomm will not be a CFIUS covered transaction. Broadcom, which is run by a Board of Directors and senior management team consisting almost entirely of Americans, and which is largely owned by the same United States institutional investors that own Qualcomm, recognizes the important role CFIUS plays in protecting our national security, and is fully committed to cooperating with CFIUS in any review, just as Broadcom did during its prior successful acquisitions, including its acquisition of Brocade at the end of 2017 ..."
Broadcom Limited | Financial News Release Feb. 21, 2018: "Broadcom Limited (NASDAQ: AVGO) (" Broadcom ") today issued the following statement: Broadcom today reaffirms its commitment to acquiring Qualcomm , and is adjusting its offer following the Qualcomm board's decision to transfer $4.10 per Qualcomm share (or $6.2 billion of value) from Qualcomm stockholders to NXP stockholders.  Broadcom is prepared to acquire Qualcomm for $79 per Qualcomm share, consisting of $57 in cash and $22 in Broadcom shares (premised on Qualcomm's revised agreement to acquire NXP at $127.50 per NXP share) ...." 

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DISCLAIMER

2016-04-06

GoDaddy $GDDY Secondary Offering, Reaction, Risk Factors

UPDATE April 7, 2016: GoDaddy Inc. Announces Pricing of Follow-on Offering by Stockholders--the underwritten public offering of 16,500,000 shares of its Class A common stock offered by certain of its existing stockholders--"at a price to the public of $30.25 per share" (read more at link above).

GoDaddy NYSE:GDDY Stock Chart
GoDaddy NYSE:GDDY Stock Chart (source: google.com)

GoDaddy (domain: godaddy.com | stock: NYSE:GDDY), a dominant global domain name registrar and technology company, has announced:

1. It is commencing an underwritten public offering of shares of its Class A common stock offered by certain of its existing stockholders.

2. GoDaddy will not receive any proceeds from the sale of the shares by the selling stockholders.

3. Existing selling stockholders are offering 16.5M shares of Class A common to underwriters in accordance with their option to purchase 2.475M additional shares. Existing selling stockholders include entities affiliated with KKR, Silver Lake Partners, Technology Crossover Ventures, and YAM Special Holdings (founder Bob Parsons).

4. S.E.C. filings, April 5, 2016, may be reviewed here:

5. Reaction: GoDaddy (GDDY) Stock Plunges on Stock Offering - TheStreet

6. Risk Factors (from SEC filing): RISK FACTORS: "You should consider the specific risks described in our most recent Annual Report on Form 10-K filed with the SEC, the risk factors described under the caption “Risk Factors” in any applicable prospectus supplement and any risk factors set forth in our other filings with the SEC, pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Exchange Act, before making an investment decision. See “Where You Can Find More Information; Incorporation of Certain Documents by Reference.” Each of the risks described in these documents could materially and adversely affect our business, financial condition, results of operations and prospects, and could result in a partial or complete loss of your investment. The risks and uncertainties are not limited to those set forth in the risk factors described in these documents. Additional risks and uncertainties not presently known to us or that we currently believe to be less significant than the risk factors incorporated by reference herein may also adversely affect our business. When we or any selling stockholders offer and sell any securities pursuant to a prospectus supplement, we may include additional risk factors relevant to such securities in the applicable prospectus supplement. In addition, past financial performance may not be a reliable indicator of future performance and historical trends should not be used to anticipate results or trends in future periods." (link added)

7. Background: GoDaddy Stock: GDDY Is Growing Like a Weed, But ... | InvestorPlace  Aug 6, 2015: "... With so many competitors in the space, GoDaddy’s strong top-line growth helps to allay fears that the market could be close to hitting saturation point .... [But] there are some significant risks that come with investing in GoDaddy stock over the long-term. The company’s operating expense grew at 20% year-over-year — 350 basis points faster than top line growth ... GoDaddy’s shares are hardly cheap — GDDY trades at 370 times forward estimates for earnings, and 3 times sales — and the risk is magnified...."

8. But most of the negatives were known at the time of the IPO:

GoDaddy IPO Puts Lipstick on the Pig, Raises $460 million | DomainMondo.com April 1, 2015: "... current IPO is structured to create limited dilution for existing owners. The result will be a large payday..."

GoDaddy IPO S-1 Teardown - GoDaddy (Pending:GDDY) | Seeking Alpha, Sept 5, 2014: "This isn't a nice clean IPO. In 2011, GoDaddy did a financing with private equity firms (KKR, Silver Lake and TCV) which drastically concentrated ownership of the company. GoDaddy is leveraged with $1.5B [billion] in debt."

9. The organizational ownership structure is complex (see graphic from SEC filing below):



Caveat Emptor!




DISCLAIMER

2015-06-04

2015 Google Stockholders Annual Meeting (video)



2015 Google Stockholders Annual Meeting (video above)
June 3, 2015, at Google’s corporate headquarters, 1600 Amphitheatre Parkway, Mountain View, California 94043. Transcript here.

Google stock symbols: GOOG GOOGL (NASDAQ) (more information below)

2015 Voting Matters:
Proposal -- Google Board Voting Recommendation:
Management Proposals:
(1) Election of eleven directors -- FOR each nominee
(2) Ratification of the appointment of Ernst & Young LLP as Google’s independent registered public accounting firm for fiscal 2015 -- FOR
(3) An amendment to Google’s 2012 Stock Plan to increase the share reserve by 17,000,000 shares of Class C capital stock -- FOR
Stockholder Proposals:
(4) Stockholder proposal regarding equal shareholder voting -- AGAINST
(5) Stockholder proposal regarding a lobbying report -- AGAINST
(6) Stockholder proposal regarding the adoption of a majority vote standard for the election of directors -- AGAINST
(7) Stockholder proposal regarding a report on renewable energy cost -- AGAINST
(8) Stockholder proposal regarding a report on business risks related to climate change regulations -- AGAINST

Management proposals were adopted. Stockholder proposals were defeated.

Following the formal meeting, a Q&A which featured Eric Schmidt, Larry Page, Sergey Brin, David C. Drummond, Google Senior Vice President, Corporate Development and Chief Legal Officer, and The Rev. Jesse Jackson.

Notice of 2015 Annual Meeting of Stockholders and Proxy Statement (pdf)

Google Inc. has 3 classes of stock:
Class A (voting) symbol: GOOGL on NASDAQ - 1 vote per share
Class B (voting) (not publicly traded, owned by insiders) - 10 votes per share
Class C (non-voting) symbol: GOOG on NASDAQ
more information here and here and here
see also: Why I Prefer Google Non-voting Shares | SeekingAlpha.com

Google Board of Directors:
Larry Page
Sergey Brin
Eric E. Schmidt
L. John Doerr
Diane B. Greene
John L. Hennessy
Ann Mather
Alan R. Mulally
Paul S. Otellini
K. Ram Shriram
Shirley M. Tilghman

About Google Inc. - "Google is a global technology leader focused on improving the ways people connect with information. Google’s innovations in web search and advertising have made its website a top Internet property and its brand one of the most recognized in the world."

Principal domain name: google.com

Google Domains (domain name registry): domains.google.com

Google Domain Registry: google.com/registry


2015-03-27

The Past Has Gone, Why A GoDaddy IPO Is Like ICANN, Another Relic

Sure ICANN is a monopoly--but of what? Generic Top-Level Domain-making? ICANN is getting its own IPO of sorts--only it's called an IST--the IANA Stewardship Transition.  Uncle Sam wants to unload ICANN so ICANN's multistakeholders, like GoDaddy's new stockholders, will be left holding the bag. ICANN, like GoDaddy, has a business model built on the past, that is increasingly no longer relevant. The GoDaddy hedge fund owners just want to get some return on their investment before it's all gone and too late--

There is one great thing about GoDaddy: Their brand equity and recognition in the market is arguably one of the highest in the technology industry. But the incredibly complex legal structure is orchestrated to benefit the current shareholders and not the new buyers. (source Seeking Alpha infra)

The GoDaddy IPO and ICANN and its new gTLDs--all built on the greater fool theory--

Why We PASS On GoDaddy IPO - GoDaddy (Pending:GDDY) | Seeking Alpha: "...The web hosting market is a low margin business, GoDaddy is not the only company that has posted operating losses - Web.com and Endurance International Group have posted years of losses. GoDaddy still thinks that their outdated strategy of flashy ads to generate domain registrations will take them out of the red. For example, their localized and targeted domain naming strategy of adding [new gTLDs] ".guru" or ".nyc" (among others) is targeting the businesses and individuals who are having difficulty finding new domain names or cannot afford the premium prices for the 270 million registered .com's, .org's, and .biz domains. What GoDaddy does not realize is that business is transforming into mobile and social media, where websites are an ancillary tool and not a core necessity. In today's market, for the bulk of GoDaddy's market (small local businesses), a well-built Facebook (NASDAQ: FB) flash page will drive more sales and attention than any website. Additionally, the competition is ramping up their efforts to take away market share...."(emphasis added, read more at link above)

What would YOU pay for a low-margin commoditized business that hasn't made a profit in years? LOL! I thought so.

UPDATE: 2 additional articles of interest--GoDaddy: The pig in the IPO parade | PandoDaily and Ten red flags on the GoDaddy IPO | PandoDaily

Caveat Emptor!  Note Disclaimer at the bottom of this web page.


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