HP-Compaq votes set
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February 5, 2002: 2:25 p.m. ET
HP holders to vote on takeover March 19; Compaq's vote set for the next day.
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NEW YORK (CNN/Money) - Hewlett-Packard Co. and Compaq Computer Corp. set March dates for shareholders to vote on their pending $25 billion merger as Walter Hewlett continued to lobby against the transaction Tuesday.
Shareholders of Hewlett-Packard Co. will vote March 19 on the merger while Compaq shareholders will vote the next day, the companies said in a filing with the Securities and Exchange Commission Tuesday.
HP shareholders will meet at 8 a.m. PT (11 a.m. ET) at the Flint Center in Cupertino, Calif., and are entitled to vote if they held HP stock at the close of business Jan. 28.
Compaq stockholders meet March 20 at 2 p.m. CT (3 p.m. ET) at the Wyndham Greenspoint Hotel in Houston. Like their HP counterparts, only Compaq holders at close of business Jan. 28 can vote, the companies said in their SEC filing.
The transaction still needs approval of the U.S. Federal Trade Commission. If approved by the FTC, and HP and Compaq shareholders, the companies plan to complete the merger sometime in the first half.
Shares of Hewlett-Packard (HWP: down $0.65 to $21.39, Research, Estimates) dropped marginally in afternoon trading Tuesday, while Compaq (CPQ: down $0.20 to $12.00, Research, Estimates) also fell nominally.
Last week, European regulators approved HP's plan to buy Compaq without conditions.
The merger of HP and Compaq, announced in September, has faced stiff opposition. In early December, a key shareholder, the David and Lucille Packard Foundation, made a preliminary decision to vote against the merger. The Packard Foundation holds more than 10 percent of HP's shares. Other heirs of the founding Hewlett and Packard families also are opposed to the merger. Combined, the Packard Foundation and the heirs hold roughly 19 percent of HP's shares.
Walter Hewlett, son of one of HP's cofounders, has launched a proxy fight against the combination, claiming that large computing mergers consistently fail.
Hewlett, on behalf of The William R. Hewlett Revocable Trust and trustees, began mailing proxy materials to all HP shareholders against the merger Tuesday.
HP is a strong company without Compaq and the merger would double the company's exposure to the troubled PC business, Hewlett said in the letter to HP stockholders.
"Why would you want to invest in Compaq, whose own CEO Michael Capellas, admits that 45 percent of its revenues are in a 'rotten business?'" Hewlett said.
Hewlett, who began a road show in December to lobby institutional shareholders against the Compaq takeover, urged HP shareholders to vote against the transaction and return the green proxy card.
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