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Home arrow ABQnewseeker arrow News arrow Latest arrow ASK AP: Can One Business "Take Over" Another?
ASK AP: Can One Business "Take Over" Another? PDF Print E-mail

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Written by Nancy Tipton   
Friday, 18 April 2008
  Just because someone likes your house doesn't mean he can show up on
your front lawn and force you to sell it.

So how is it that one company can forcibly purchase another -- as
Microsoft Corp. might soon do with Yahoo Inc. -- even if the target
company's management is dead-set against the deal?

That's one of the four questions being answered in this installment of
"Ask AP," a weekly Q&A column where AP journalists respond to readers'
questions about the news.
Q: I read your article with the latest news on Microsoft's bid to buy
Yahoo. I cannot believe any company can force another one to sell. If
Yahoo does not want to sell out to Microsoft, then it is Yahoo's
prerogative to not sell (unless they already have a contract to do so).

Please help me understand this article. Why should any company be forced
to be bought out?

Liz Britten

Bryan, Texas


A: Being a publicly held company like Yahoo Inc. means there's always a
chance there will be a takeover offer that can't be refused, even if the
buyer might be a despised rival.

That's because a public company's fate ultimately is controlled by its
owners, the shareholders. They're generally a hardhearted bunch
primarily interested in doing what's best for their investment
portfolios.

Yahoo hasn't been doing a very good job keeping its shareholders happy
during the past two years, opening the door for Microsoft Corp.'s
initial bid of $44.6 billion, or $31 per share. The offer was
tantalizing, given it was 62 percent, or $17 billion, greater than
Yahoo's market value at the time.

Yahoo's directors insist the Internet icon is worth more, but even they
know that may not be enough to ward off mighty Microsoft. That's why
Yahoo's management has been trying to drum up support among shareholders
while exploring other deals with rivals Google Inc. and AOL in an effort
to top Microsoft's offer.

Microsoft says it still hopes to work out an amicable deal with Yahoo, a
goal that has caused many analysts to predict the software maker will
raise its bid to as much as $35 per share, or about $50 billion.

If the standoff isn't resolved by April 26, Microsoft is threatening to
take its bid directly to Yahoo shareholders in what is known as a proxy
contest. If it pursues this route, Microsoft also may try to get the
shareholders replace the 10-member board resisting its overtures with a
slate of directors that would approve a sale, whether Yahoo's management
likes it or not.

Michael Liedtke

AP Business Writer

___

Q: How much money is "borrowed" from the Social Security fund by other
government entities? What are these entities? How much interest do they
pay and under which administration did this practice start?

Robert L Wheeler

Kelso, Wash.

A: The Treasury Department "borrows" surpluses in the Social Security trust
funds for use across the federal government. As a practical matter, the
amount of money borrowed equals the balances in the trust funds after
benefits are paid out.

There are two funds: one for disability benefits and a much larger one
for retirement benefits. The surplus in those funds at the end of fiscal
2007 (Sept. 30, 2007) was about $2.2 trillion, all in non-marketable
U.S. Treasury bonds.

The bonds now earn about 5 percent interest. Last year the government
paid $110 billion in interest to the trust funds.

This practice began in 1937 with the creation of the Social Security
system during Franklin D. Roosevelt's administration. That first year
the government paid $2 million in interest on money it borrowed from the
retirement trust fund.

Andrew Taylor

Associated Press Writer, Washington

___


Q: What circumstances could cause a party's credentials committee to get
involved in determining a presidential nominee?

Barbara C. Diffay

Tuskegee, Ala.


A: The vote among delegates would have to be so close that the outcome
would come down to the votes of disputed delegates.

That won't happen in the Republican contest because Sen. John McCain
locked up the nomination in March. However, the credentials committee
could play a role in the Democratic nomination.

The Democratic Party stripped Florida and Michigan of all their
delegates for violating party rules by holding their primaries before
Feb. 5. Party leaders and the campaigns of Hillary Rodham Clinton and
Barack Obama have been discussing ways to admit delegates from those
states. If they cannot agree, the issue would be decided by the
credentials committee and the entire national convention.

Stephen Ohlemacher

Associated Press Writer, Washington

___

Q: What is the process for legal use of AP photos and stories found on the
Web?

Murlin Evans

Austin, Texas


A: Associated Press photos, videos and news stories are all protected by
copyright law. As such, any use made of the works must be properly
licensed by AP before being reproduced, displayed or distributed.

It has become a common misunderstanding that simply because something
has appeared on the Internet it is either in the public domain (meaning
there is no longer copyright protection) or that any use of the works
falls under "fair use" rules _ which is not the case. The copyright
owner or holder should always be contacted for permission before making
use of the copyrighted work.

More information on the use of AP content can be found on the AP Web
site: http://tinyurl.com/44rdrl

Laura Malone

AP Associate General Counsel
 
If you have your own news-related question that you'd like to see
answered by an AP reporter or editor, send it to
newsquestions(at)ap.org, with "Ask AP" in the subject line. And please
include your full name and hometown so they can be published with your
question.



Copyright 2008 The Associated Press.
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If you have your own question about the news that you'd like to see answered by an AP journalist, send it to newsquestions@ap.org, with "Ask AP" in the subject line. Visit the ASK ap web site.