The Anatomy of Public Corruption

Showing posts with label Mergers and Acquisitions. Show all posts
Showing posts with label Mergers and Acquisitions. Show all posts

David W. Dorman

David W. Dorman
Born: 1954
Gender: Male
Race or Ethnicity: White
Sexual orientation: Straight
Occupation: Business
Nationality: United States
Executive summary: CEO of AT&T, 2002-06
Wife: Susan (three children)
    University: BS, Georgia Institute of Technology (1975)
    AT&T CEO (2002-06)
    AT&T President (2000-02)
    Concert Communications CEO (1999-2000)
    PointCast President and CEO (1997-99)
    SBC EVP (1997)
    Pacific Bell President and CEO (1994-97)
    Sprint President of Sprint Business (1990-94)
    Sprint (1981-90)
    Member of the Board of AT&T (as Chairman, 2002-06)
    Member of the Board of CVS (-2007)
    Member of the Board of CVS Caremark (2007-)
    Member of the Board of Motorola (2006-)
    Member of the Board of Pacific Bell (as Chairman, 1994-97)
    Member of the Board of PointCast (as Chairman, 1997-99)
    Member of the Board of Scientific-Atlanta (1998-2006)
    Member of the Board of Yum! Brands (2005-)
    Friends of George Allen
    Georgia Tech Foundation Trustee
    John McCain 2008
    New Leadership for America PAC
    Romney Victory Inc.
    Woodruff Arts Center Trustee
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The Lauren Powell Jobs Story and ComputerLand Stores

A Founders Story about the The Rise Fund 

From the perspective of Pete Bennett legal cases, mergers & acquisitions and the near economic collapse of Apple connects to the ComputerLand fraud case. 

Bennett knows it was his reports that triggered the restatement of earnings in 1995 causing my peers to loose their entire retirement when Merisel Fab restated earnings.  

Most of the MRA refunds went back to Apple.  Stock that was never shipped.   

Lauren Powell Jobs 

  • Bono 
  • Jeff Skoll 
  • Jim Coulter 
  • Lynne Benioff 
  • David Bonderman 
  • Richard Branson 
  • Mellody Hobson 
  • Reid Hoffman 
  • Mo Ibrahim 
  • Laurene Powell Jobs
  •  Anand Mahindra 
  • Pierre Omidyar 
  • Paul Polman

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Steve Burd Profile - Silverlake Partners, Southern Pacific, Blackhawk Network, Safeway, CEO Steve Burd, Philip Anschutz, Milken, and CEO Larry Ellison

 this story is decades in the making but Pete Bennett owner of Mainframe designs cabinets pictures lost his his business after litigation with planet vs. Southern Pacific Ananda Bennett with the help of the sheriff and the coroner they covered up the murder of his witness for decades.

Ellen and Bill Tauscher owners of computer in stores was actually finish client but we never produced anything for them. Through that relationship and Computer Link korporate eventually Bennett was hired as a as second career to develop the budget forecasting program for ComputerLand stores directly across the street from Vanstarr.

Bennett had to go to Ellen for specialized changes so the SQL Scripts coming off of their systems which is where Bennett discovered the fraud.

By then computerland have been spun off to another distributor called MeriselFab.

Keep Bennett was hired by the new owners to rewrite a series of reports which was about three hundred of them and consolidate them to the spreadsheet server.

Bennett being an outside contractor and relatively new in Fortune 500 produce the reports and told management they were losing money all the refunds went back to apple and a few other companies.

Now that Apple's trillion-dollar company maybe it's time that they pay off the employees at computerland that lost their entire retirement when Bennett's reports produce the truth about the rma's so many went back to Apple.

What Benetton coverage was most of the 25 million that he found never shipped in the first place because Van star controlled by Tauscher now with Silverlake partners orchestrated the fraud using the Mars system that they controlled and the Fulfillment model where computer land was basically a sales organization advanstar controled the distribution.

Show before the sale in 1993 they just pumped out the numbers puffed up the books good enough that another company came along and bought them out.

Bennett bumped into Ellen Tauscher at Broadway Plaza oh, already homeless beating on a regular basis and dealing with corruption in Walnut Creek and surrounding areas. He shared his situation in Spring of 2014 and not long after more people died it was a bloody year.


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Silverlake Partners, NYFed, AT&T and Building 7



One of the key reasons I have focused on Silverlake partners is the connection to the New York fed, the connection to Glenn Hutchins of AT&T oh, the highly of it in connection to Elevation partners and also litigation involving HomeStore a case apparently pretty fraudulent next to Wilson sonsini and that leads to mulesoft, Salesforce and yours truly the oracle versus Salesforce hostile takeover.

One key part of that is the connection a former CEO Steve burd of Safeway and his relationship with attorney Richard Stanford Kopf.

In the 1980s Safeway was a customer of Mainframe designs cabinet fixtures owned by Pete Bennett who developed fixtures for Safeway Wells Fargo Bank of America and many other well-known enemies.

His lawsuit ended in Flames when they killed his witness in 1989 it was covered up with the help of Sheriff Richard Rainey because when you control the coroner's office he don't count very well when the body start stacking up.







Industry
Private equity
Founded1999; 21 years ago
FounderJim Davidson, David Roux, Roger McNameeGlenn Hutchins
HeadquartersMenlo ParkCaliforniaUnited States
Number of locationsMultiple offices in 3 countries
Key peopleMike Bingle
Egon Durban
Ken Hao
Greg Mondre
Joe Osnoss
ProductsInvestment funds
AUMUS$43 billion (2020)[1]
Websitewww.silverlake.com
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Bono, Silverlake, Wilson Sonsini, Salesforce, PeopleSoft

So I sued Southern Pacific in 87 I lost when someone killed my witness who was a 21 year old man from Walnut Creek.

It seems my histories constantly criss-crosses with litigation near Wilson sonsini, PG&E bill Tauscher of computerland and former Safeway CEO Steve Burd with additional crossovers into Blackhawk Network Silverlake partners elevation partners and also CEO Philip Anschutz, Michael Milken of the junk Bond theme, and his friend Larry Ellison former CIA programmer that probably knows who killed my Witnesses and my friends in 1975.

 in the middle of this is a company called FICO, a virus called nimda that could have very well been created by CIA experts the ones that lost all all they're spooked tools at the CIA who would easily know how to execute a virus to propagate around the the globe that would work especially well if you have an unwitting Insider parked in front of 3,000 servers at SBC with a virus likes to look at servers and explode from there




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Stanford University Law School - Securities Class Action Clearinghouse

 

BRUCE G. VANYO, State Bar # 060134
LAURIE B. SMILAN, State Bar # 116740
DAVID PRIEBE, State Bar # 148679
MICHELE E. ROSE, State Bar # 154656
SUSAN BOWER, State Bar # 173244
WILSON SONSINI GOODRICH & ROSATI
Professional Corporation
650 Page Mill Road
Palo Alto, California 94304-1050
Telephone: (650) 493-9300

Attorneys for Defendants

UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF CALIFORNIA

DAVID T. O'NEAL TRUST, DATED 4/1/77
and TAMMY NEWMAN, On Behalf of
Themselves and All Other Similarly Situated,

                      Plaintiffs,

           v.

VANSTAR CORPORATION, RICHARD H.
BARD, WILLIAM Y. TAUSCHER, JAY S.
AMATO, ROBERT C. KUNTZENDORF,
JEFFREY S. RUBIN, RICHARD N.
ANDERSON, CHRIS M. LANEY,
MICHAEL J. MOORE, AHMAD
MANSHOURI, COLEMAN D. SISSON,
THANOS M. TRIANT, E.M. WARBURG,
PINCUS & CO., INC., WARBURG PINCUS
& CO., L.P., STEWART K. P. GROSS,
WILLIAM H. JANEWAY and JOHN L.
VOGELSTEIN,

                      Defendants.
______________________________________


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CASE NO.: C-98-0216-MJJ

CLASS ACTION

MEMORANDUM OF POINTS
AND AUTHORITIES IN
OPPOSITION TO
PLAINTIFFS' MOTION TO
STRIKE EXHIBITS
SUBMITTED IN SUPPORT
OF DEFENDANTS' MOTION
TO DISMISS

[filed c. Oct. 23, 1998]

Date: November 3, 1998
Time: 9:30 a.m.
Court: Honorable
      Martin J. Jenkins

INTRODUCTION

Plaintiffs have moved to strike certain documents submitted with Vanstar's motion to dismiss: Vanstar's 1997 Form 14A ("Form 14A") and a calculation of stock sales by Vanstar's officers and directors ("Appendix"), which is taken directly from publicly filed SEC documents upon which plaintiffs rely. Plaintiffs argue that these documents are "outside" the Complaint, and therefore cannot be considered on a motion to dismiss. Plaintiffs also argue that the documents constitute inadmissible hearsay.

Plaintiffs' arguments are ill-founded. Under the Private Securities Litigation Act of 1995, plaintiffs must plead specific facts giving rise to a strong inference of each defendant's required state of mind (i.e., scienter), or the Complaint must be dismissed. Plaintiffs attempt to plead scienter by arguing that the individual defendants' stock sales were unusual or suspicious. The documents in question simply assist the Court in analyzing the judicially noticeable information provided by plaintiffs. Courts in securities class action cases routinely take judicial notice of SEC filings -- including documents which demonstrate that stock sale allegations are false -- and will dismiss allegations which are inconsistent with the filings. It is contrary to the Reform Act, and palpably unfair, for plaintiffs to claim that the documents must be excluded from the Court's consideration, while at the same time averring that their stock sale allegations taken from the same documents, which may be judicially noticed, give rise to a strong inference of scienter. Thus, the Court should deny plaintiffs' motion; or, if the Court is inclined to strike these documents, it should also strike plaintiffs' stock sale allegations.

Moreover, the documents are not "outside" the Complaint as they deal directly with allegations in the complaint. The law is clear that the mere fact that plaintiffs neglect to attach documents integral to their complaint does not render such documents "outside" a complaint, nor preclude the Court from considering the documents in a motion to dismiss. The Form 14A reveals the stock ownership of Vanstar's most senior management, ownership that is at the heart of plaintiffs' scienter allegations. Likewise, the Appendix was prepared directly from the Forms 3 and 4 filed with the SEC, which plaintiffs clearly used in drafting the Complaint (there is no other ultimate source from which plaintiffs could have obtained otherwise confidential information regarding the individual defendants' stock sales and holdings). Plaintiffs cannot seriously complain about a chart that was prepared to assist the Court in analyzing judicially noticeable information that was first provided by plaintiffs.

Plaintiffs' hearsay objection also is misplaced. Plaintiffs waived any such objection by choosing to include in their Complaint stock sale allegations in the first instance. Moreover, to the extent the Form 14A is referenced for the truth of the matters asserted therein, it is admissible under the business records exception to the hearsay rule. Finally, as plaintiffs themselves admit, the documents at issue were not offered solely for their truth value: rather, they are also offered to indicate the individual defendants' state of mind., i.e., were they selling or retaining significant portions of their net worth in the securities of the Company.

ARGUMENT

I. THE COURT MAY TAKE JUDICIAL NOTICE OF THE DOCUMENTS

    A. Courts Routinely Take Judicial Notice of SEC Filings.

When deciding motions to dismiss, courts routinely take judicial notice of, or otherwise consider, documents other than the complaint.1 Indeed, the great weight of authority holds that SEC filings are properly considered when deciding a motion to dismiss, and that those filings are properly the subject of judicial notice. Seee.g.Wenger v. Lumisys, Inc., 2 F. Supp. 2d 1231, 1240 n.8 (N.D. Cal. 1998) (denying plaintiff's motion to strike documents filed with the SEC, specifically Form 4s showing the actual number of shares sold during the class period); In re Silicon Graphics Securities Lit., 970 F. Supp. 746, 758 (N.D. Cal. 1997) (court may take judicial notice of the contents of relevant public disclosure documents required to be filed with the SEC) (quoting Kramer v. Time Warner, Inc., 937 F.2d 767, 774 (2d Cir. 1991)); In re Gupta Corp. Sec. Litig., 900 F. Supp. 1217, 1228 (N.D. Cal. 1994) ("[T]he court may review 'public disclosure documents required by law to be and which actually have been filed with the SEC.'") (quotation omitted); Shaw v. Digital Equipment Corp., 82 F.3d 1194, 1206 n. 13, 1220 (1st Cir. 1996) ("In deciding a motion to dismiss a securities action, a court may properly consider the relevant entirety of a document integral to or explicitly relied upon in the complaint, even though not attached to the complaint, without converting the motion into one for summary judgment."); Lovelace v. Software Spectrum Inc., 78 F.3d 1015, 1018 (5th Cir. 1996) ("When deciding a motion to dismiss a claim for securities fraud on the pleadings, a court may consider the contents of relevant public disclosure documents which (1) are required to be filed with the SEC and (2) are actually filed with the SEC.").2

    B. Courts May Take Judicial Notice of Documents "Outside" the Complaint.

Plaintiffs also assert that the subject documents do not fall within the scope of judicial notice because they are "outside" the Complaint. See Plaintiffs' Brief at 3-4. It is well settled, however, that a document need not be attached to a complaint in order for a court to properly consider it when deciding a motion to dismiss. In re Syntex Corp. Sec. Litig., 95 F.3d 922, 926, 929 (9th Cir. 1996) ("When deciding a motion to dismiss, a court may consider the complaint and 'documents whose contents are alleged in a complaint and whose authenticity no party questions, but which are not physically attached to the pleading.'") (quoting Branch v. Tunnell, 14 F.3d 449, 454 (9th Cir. 1994)).3

Here, the authenticity of the subject documents is not truly disputed, and their contents are integral to the Complaint. The Form 14A reveals the stock ownership of Vanstar's senior most management and plaintiffs have made this ownership a central issue of the Complaint. Likewise, the Appendix was prepared directly from the Forms 3 and 4 which are the exact documents plaintiffs used to draft the Complaint.4 All that Defendants have done here is present the same judicially noticeable, integral information plaintiffs have included in their Complaint in such a way as to assist the Court.5

II. THE SUBJECT DOCUMENTS ARE NOT INADMISSIBLE HEARSAY

Plaintiffs contend that even if the exhibits are properly the subject of judicial notice, the Court may not consider them because they may not be submitted to disprove scienter and because they constitute hearsay. See Plaintiffs' Brief at 4-6. Plaintiffs similarly argue that cases which have judicially noticed SEC filings have only taken judicial notice of the fact that the documents were filed or where the misrepresentations were contained in those documents. Id. at 4-5. For three reasons, plaintiffs are wrong.

First, as shown above, plaintiffs themselves have alleged the truth of the matters asserted in the documents. Their Complaint alleges that the individual defendants sold particular amounts of stock, at particular prices, on particular dates. It also alleges that the individual defendants sold particular (albeit inflated) percentages of their stock holdings. Complaint ¶¶ 138-141. Thus, plaintiffs cannot complain if and when Defendants refer to the same SEC filings, or information extracted from the filings for the truth of the matters asserted therein. This is precisely the reason that courts have taken judicial notice of stock sales in securities cases. See Silicon Graphics, 970 F. Supp. at 759 ("Having raised questions about defendants' stock sales, [and] based their allegations on defendants' SEC filings . . . plaintiffs can hardly complain when defendants refer to the same information in their defense."); Wenger at 1240 n.8 (denying plaintiff's motion to strike documents filed with the SEC, specifically Form 4s showing the actual number of shares sold during the class period); see also United States v. Anderson, 532 F.2d 1218, 1229 (9th Cir. 1976) (defendant who introduced hearsay statement waived objection).

Second, the exhibits are offered not only for their truth value, but also to demonstrate the state of mind of the individual defendants. As such, they are excepted from the hearsay rule. Fed. R. Evid. 803(3). Plaintiffs admit that these documents would demonstrate state of mind, if accepted by the Court. Pl. Br. at 6. Plaintiffs attempt to plead the individual defendants' state of mind by asserting that each of them intended to sell unusual amounts of Vanstar stock, rather than retaining his or her shares and stock options. Thus, the documents are relevant to plaintiffs' state of mind theory.

Third, the Form 14A is admissible under the business records exception to the hearsay rule. See Fed. R. Evid. 803(6). For a memorandum or record to be admissible as a business record, it must be: (1) made by a regularly conducted business activity; (2) kept in the "regular course" of that business; (3) "the regular practice of that business to make the memorandum, and (4) made by a person with knowledge or from information transmitted by a person with knowledge." Clark v. City of Los Angeles, 650 F.2d 1033, 1036-37 (9th Cir. 1981) (quoting Fed. R. Evid. 803(6). The Form 14A was prepared by persons with knowledge of the facts contained therein, kept in the ordinary course of Vanstar's business, and required by law to be prepared and submitted to the SEC. Moreover, Vanstar relied on the preparation of those documents in its business; it was required by law to disclose proxy and officer stock sale information. Accordingly, all of the requisites of the business records exception are satisfied. See United States v. Childs, 5 F.3d 1328, 1333 (9th Cir. 1993) (documents properly admitted as business records notwithstanding defendant's objections that the circumstances surrounding preparation of documents indicated a lack of trustworthiness, and that documents were not made in regular course of business); United States v. Bland, 961 F.2d 123, 126-27 (9th Cir. 1992) (firearm registration form required by law properly admitted as business record; "the person completing [the form] had knowledge of the transaction at the time it occurred and [the document] was maintained as a regularly conducted business activity as required by law."); Keogh v. Commissioner of Internal Revenue, 713 F.2d 496, 499 (9th Cir. 1983) (card dealer's diary containing personal financial records properly admitted as business record; "Witlock's diary, even though personal to him, shows every indication of being kept 'in the [ordinary] course of' his own 'business activity,' 'occupation, and calling.' . . . The reliability usually found in records kept by business concerns may be established in personal business records if they are systematically checked and regularly and continually maintained.").

III. IT WOULD BE CONTRARY TO THE REFORM ACT TO STRIKE THE DOCUMENTS

Under the heightened pleading requirements of the Reform Act, plaintiffs must allege facts sufficient to create a strong inference of scienter on the part of each defendant. See Securities Exchange Act of 1934 §§21D(b)(2), (3), 15 U.S.C. §§78 u-4(b)(2), (3). Plaintiffs attempt to meet this burden to plead the individual defendants' state of mind by arguing that those persons engaged in unusual or suspicious trading. Plaintiffs' Mem. of Points & Auth. in Opposition to Defendants' Motion to Dismiss at 19-21. Nevertheless, plaintiffs contend that the actual stock sale information included in the Defendants' exhibits should not be considered.

Plaintiffs are wrong. As the Reform Act imposes an affirmative duty on plaintiffs to present a complaint that provides a strong inference of scienter, it is only logical that "plaintiffs bear the burden of showing that any such sales are in fact unusual," when they rely on stock sale allegations to plead scienter. In re Health Mgm't Sys., Inc. Sec. Litig., No. 97-CIV-1865(HB), 1998 U.S. Dist. LEXIS 8061, at *18 (S.D.N.Y. May 28, 1998). Thus, plaintiffs cannot merely plead their conclusion that the stock sales are "suspicious" or "unusual." Instead, they must plead information indicating (1) the number of shares and options each defendant retained, and (2) each defendants' past pattern of sales, so that the "suspicious" or "unusual" nature of the sales in question can be discerned. Securities Exchange Act of 1934 §§21D(b)(1), (2), 15 U.S.C. §§ 78u-4(b)(1), (2) (Reform Act requires plaintiffs to set forth the factual basis of allegations made on information and belief).

Thus, the Court is entitled to take judicial notice of those documents to determine if, as the Vanstar Defendants allege, they refute plaintiffs' allegations. In re Silicon Graphics, Inc. Sec. Litig., 970 F. Supp. 746, 751 (N.D. Cal. 1997 ("[T]he court need not accept as true allegations that contradict facts that have been judicially noticed."). Conversely, if the exhibits are not considered, neither should plaintiffs' stock sale allegations. Seee.g.Duncan v. Pencer, 1996 WL 19043, at *12 (S.D.N.Y. 1996) (absent stock sale information, no inference of unusual or suspicious sales may be drawn).

CONCLUSION

For the reasons set forth above, the motion to strike should be denied in its entirety; or, if the Court is inclined to strike the Subject Documents, it should also strike plaintiffs' stock sale allegations.

Dated: October __, 1998

WILSON, SONSINI, GOODRICH & ROSATI

By:___________________________________
     Susan Bower
Attorneys for Defendants




1 Seee.g.Kottle v. Northwest Kidney Centers, 146 F.3d 1056, 1064 n. 7 (9th Cir. 1998) (declining to treat Rule 12(b)(6) motion as summary judgment motion despite district court's consideration of affidavit whose "sole purpose was to put before the Court certain public records of the Department" for which court could take judicial notice); Emrich v. Touche Ross & Co., 846 F.2d 1190, 1198 (9th Cir. 1988) (declining to treat Rule 12(b)(6) motion as summary judgment motion despite district court's consideration of declaration requesting judicial notice of certain matters in public record, including other related proceedings).

2 Plaintiffs' citation to In re Sun Microsystems, Inc. Sec. Lit., No. C-89-20351, 1990 U.S. Dist. LEXIS 18740 (N.D. Cal. Aug. 20, 1990), in support of their argument that the Court may not take judicial notice of the documents in question is more than a little misleading: the Court in that case declined to take judicial notice of certain SEC filings because the relevant SEC filings already were attached to the complaint by plaintiffs, and hence no judicial notice of those documents was necessary. Id. at *6. It is also curious that plaintiffs would cite Haltman v. Aura Systems, Inc., 844 F. Supp. 544, 550 (C.D. Cal. 1993), as the Court in that case merely decided that it could dismiss plaintiffs' claims without the necessity of reviewing the documents submitted for judicial notice.

3 See also In re Stac Elecs. Sec. Litig., 89 F.3d 1399, 1405 n. 4 (9th Cir. 1996) ("[D]ocuments whose contents are alleged in a complaint and whose authenticity no party questions, but which are not physically attached to the pleading may be considered in ruling [under] Rule 12(b)(6) Motion to Dismiss.") (quotation omitted); Fecht v. Price Co., 70 F.3d 1078, 1080 n.1 (9th Cir. 1995); In re Verifone Sec. Litig., 11 F.3d 865, 868 n.2 (9th Cir. 1993); Branch, 14 F.3d at 453 ("The leading commentators state that 'when [the] plaintiff fails to introduce a pertinent document as part of his pleading, [the] defendant may introduce the exhibit as part of his motion attacking the pleading.'") (quoting 5 Charles A. Wright & Arthur R. Miller, Federal Practice and Procedure: Civil ' 1327, at 762-63 (2d ed.1990)).

4 Plaintiffs admit that they reviewed Vanstar's SEC filings in drafting their Complaint. Complaint ¶ 160. In any event, any contention that the stock trading data alleged in the Complaint was obtained from sources other than Forms 4s is highly implausible (and no such other sources are disclosed). If Vanstar and its officers had not been required to disclose their trades and stock holdings in the SEC filings, the information would be protected from disclosure by the Article I of the California Constitution. Silicon Graphics, 970 F. Supp. at 758 (the trading "allegations can be derived only from the[] publicly-filed documents," any credible financial publications themselves must derive information concerning the personal financial affairs of executives from the SEC filings).

5 Nor may plaintiffs contend that they genuinely dispute the accuracy of the exhibits at issue. The purpose of judicial notice is to avoid unnecessary costs associated with establishing a fact that "is not really disputable." 1 Weinstein's Evidence ¶ 201[03] at 201-24 (1996). Courts have rejected such attempts to circumvent the principles of judicial notice. See Silicon Graphics, 970 F. Supp. at 758 (rejecting theory where plaintiffs' challenge to accuracy of SEC forms submitted by the defendant was "weak," and there was no evidence presented which would cast doubt on those filings). Moreover, the Ninth Circuit has held that judicial notice may be taken of matters less trustworthy than SEC filings, where the matter is "capable of sufficiently accurate and ready determination." In Ritter v. Hughes Aircraft Co., 58 F.3d 454 (9th Cir. 1995), the Court held that the district court properly took judicial notice of widespread layoffs at Hughes Aircraft based on a newspaper article: "judicial notice of layoffs at Hughes was not an abuse of discretion [because] [t]his is a fact which would be generally known in Southern California and which would be capable of sufficiently accurate and ready determination." Id. at 458-59.




Source: File to epost from Wilson Sonsini Goodrich & Rosati
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Silverlake: Blackhawk Networks


Meet Glen Hutchins 
Founder of Silverlake Partners 
Private Equity 

Blackhawk Network
Payments
Blackhawk Network is a global financial technology company and a leader in prepaid gift, reward and incentive technologies and solutions.  Blackhawk's prepaid payments network connects more than 1,000 brands to over 244,000 retail distribution locations and online channels.

Meet Steve Burd founder on Blackhawk Networks and Former CEO of Safeway, former Southern Pacific Railroad executive 



Meet Philip Anschutz former Chairman of Southern Pacific, sold downstream assets to Enron


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Oracle's Hostile Takeover of PeopleSoft (A) - Harvard Business Review



Oracle's Hostile Takeover of PeopleSoft (A)

jumbo text

Oracle's Hostile Takeover of PeopleSoft (A)

 

Are you an educator?

Product Description

Publication Date: May 30, 2006
Industry: Consumer Electronics
Industry: Technology
Source: Stanford Graduate School of Business
In June of 2003, PeopleSoft management announced a merger with J.D. Edwards. Within hours of the announcement, Oracle had launched a hostile takeover attempt of PeopleSoft. Oracle's bid raised enormously difficult questions for the PeopleSoft board, questions about whether PeopleSoft products would continue to be supported and customers became reluctant to buy PeopleSoft software. Managers were therefore faced with a decision about how to respond to the bid and the uncertainty it created. To regain customer and analyst confidence, PeopleSoft's board considered adopting a Customer Assurance Program in which customers would receive a cash payment in the event of a takeover. This promise of a cash payment would not only encourage customers to invest in PeopleSoft products, but also created a liability that might be large enough to derail Oracle's takeover attempt altogether. The board therefore had to consider the implications of a Customer Assurance Program for the welfare of the firm, its customers, and its duties to shareholders faced with a tender offer.
Product #: CG4A-PDF-ENG
Pages: 24
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Links: David Milne / Patterson, Teele and Dennis

Connecting the JFK Assassination, George Bush, Marvin Pierce, CIA Director Porter Goss, Riley Bechtel, General Petraeus, Gavin Newsom, Barrack Obama, Iraqi Freedom, 

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Computerland Corporate - The Key Actors in 1980s and 1995

Computerland Walnut Creek

Client of Mainframe Designs

When Pete Bennett was a small but growing business in 1987 building software to control manufacturing at Mainframe Designs Cabinets and Fixtures. 

ComputerLand Stores
Mainframe Designs Cabinets and Fixtures - Approved Computerland Stores Vendor
col-12

The first store was located on 675 Ygnacio Valley Road better known as Walnut Creek Financial Plaza from 1982 to about 1985 until they crashed went to the Bankruptcy Court.

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GoDaddy.com - How they stole hundreds of Domains from Pete Bennett for their Private Equity Partners

Connecting the Anti-Trust Tactics of GoDaddy, Silver Lake Partners, TPG Growth Bennett to the loss of more than eight hundred valuable domains


The Private Equity Players
  KKR, Godaddy, Elevation Partners, SilverLake Partners, Safeway Stores, Albertsons, AT&T (SBCGlobal) and Fremont Group colluded to destroy the founder of Nomoreh1b.com by undermining his software development firm, deliberately using false pretenses, mail and wire fraud to deprive Pete Bennett of income, fair trading and a equitable playing field.  



The loss of hundreds of Domains and millions in revenue can be tied to Godaddy internal systems.  My domain web properties were pruned from me one by one or in bulk over a decade.  

The folks at TPG will have to answer to my Whistleblower Complaints on the truly odd collection of RFPs emanating from companies connected to Richard Blum, William McGlashan, CBRE, Regency Centers, Trammel Crow, Lennar, Catellus, Prologis,



                   

Whois Record for Nomoreh1b.com


Registrant Whois Privacy Protection Service by onamae.com
Registrant Org Whois Privacy Protection Service by onamae.com
Registrant Country JP
Registrar GMO INTERNET, INC.
IANA ID: 49
URL: http://www.onamae.com
Whois Server: whois.discount-domain.com

(p) 
Registrar Status ok
Dates 6,154 days old
Created on 2002-05-23
Expires on 2019-05-23
Updated on 2017-11-20
Name Servers NS73.ASEOSERVER.COM (has 1,956 domains)
NS74.ASEOSERVER.COM (has 1,956 domains)
Tech Contact Whois Privacy Protection Service by onamae.com
26-1 Sakuragaoka-cho,
Shibuya-kuTokyo150-8512JP

(p)
Domain Status Registered And No Website
IP History 46 changes on 46 unique IP addresses over 15 years
Registrar History 3 registrars with 3 drops
Hosting History 16 changes on 11 unique name servers over 16 years
Website Title None given.
Whois Record ( last updated on 2019-03-29 )
Domain Name: nomoreh1b.com
Registry Domain ID: 86900838_DOMAIN_COM-VRSN
Registrar WHOIS Server: whois.discount-domain.com
Registrar URL: http://www.onamae.com
Updated Date: 2017-11-21T00:00:00Z
Creation Date: 2002-05-24T00:00:00Z
Registrar Registration Expiration Date: 2019-05-24T00:00:00Z
Registrar: GMO INTERNET, INC.
Registrar IANA ID: 49
Registrar Abuse Contact Email: 
Registrar Abuse Contact Phone: +81.337709199
Domain Status: ok https://icann.org/epp#ok
Registry Registrant ID: Not Available From Registry
Registrant Name: Whois Privacy Protection Service by onamae.com
Registrant Organization: Whois Privacy Protection Service by onamae.com
Registrant Street: 26-1 Sakuragaoka-cho
Registrant Street: Cerulean Tower 11F
Registrant City: Shibuya-ku
Registrant State/Province: Tokyo
Registrant Postal Code: 150-8512
Registrant Country: JP
Registrant Phone: +81.354562560
Registrant Phone Ext:
Registrant Fax:
Registrant Fax Ext:
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Justice Department Files Antitrust Lawsuit to Block AT&T’s Acquisition of T-Mobile




JUSTICE NEWS








Department of Justice
Office of Public Affairs

FOR IMMEDIATE RELEASE
Wednesday, August 31, 2011

Justice Department Files Antitrust Lawsuit to Block AT&T’s Acquisition of T-Mobile

Transaction Would Reduce Competition in Mobile Wireless Telecommunications Services, Resulting in Higher Prices, Poorer Quality Services, Fewer Choices and Fewer Innovative Products for Millions of American Consumers

WASHINGTON – The Department of Justice today filed a civil antitrust lawsuit to block AT&T Inc.’s proposed acquisition of T-Mobile USA Inc. The department said that the proposed $39 billion transaction would substantially lessen competition for mobile wireless telecommunications services across the United States, resulting in higher prices, poorer quality services, fewer choices and fewer innovative products for the millions of American consumers who rely on mobile wireless services in their everyday lives.
 The department’s lawsuit, filed in U.S. District Court for the District of Columbia, seeks to prevent AT&T from acquiring T-Mobile from Deutsche Telekom AG.
“The combination of AT&T and T-Mobile would result in tens of millions of consumers all across the United States facing higher prices, fewer choices and lower quality products for mobile wireless services,” said Deputy Attorney General James M. Cole. “Consumers across the country, including those in rural areas and those with lower incomes, benefit from competition among the nation’s wireless carriers, particularly the four remaining national carriers. This lawsuit seeks to ensure that everyone can continue to receive the benefits of that competition.”
“T-Mobile has been an important source of competition among the national carriers, including through innovation and quality enhancements such as the roll-out of the first nationwide high-speed data network,” said Sharis A. Pozen, Acting Assistant Attorney General in charge of the Department of Justice’s Antitrust Division. “Unless this merger is blocked, competition and innovation will be reduced, and consumers will suffer.”
Mobile wireless telecommunications services play a critical role in the way Americans live and work, with more than 300 million feature phones, smart phones, data cards, tablets and other mobile wireless devices in service today. Four nationwide providers of these services – AT&T, T-Mobile, Sprint and Verizon – account for more than 90 percent of mobile wireless connections. The proposed acquisition would combine two of those four, eliminating from the market T-Mobile, a firm that historically has been a value provider, offering particularly aggressive pricing.
According to the complaint, AT&T and T-Mobile compete head to head nationwide, including in 97 of the nation’s largest 100 cellular marketing areas. They also compete nationwide to attract business and government customers. AT&T’s acquisition of T-Mobile would eliminate a company that has been a disruptive force through low pricing and innovation by competing aggressively in the mobile wireless telecommunications services marketplace.
The complaint cites a T-Mobile document in which T-Mobile explains that it has been responsible for a number of significant “firsts” in the U.S. mobile wireless industry, including the first handset using the Android operating system, Blackberry wireless email, the Sidekick, national Wi-Fi “hotspot” access, and a variety of unlimited service plans. T-Mobile was also the first company to roll out a nationwide high-speed data network based on advanced HSPA+ (High-Speed Packet Access) technology. The complaint states that by January 2011, an AT&T employee was observing that “[T-Mobile] was first to have HSPA+ devices in their portfolio…we added them in reaction to potential loss of speed claims.”
The complaint details other ways that AT&T felt competitive pressure from T-Mobile. The complaint quotes T-Mobile documents describing the company’s important role in the market:
  • T-Mobile sees itself as “the No. 1 value challenger of the established big guys in the market and as well positioned in a consolidated 4-player national market”; and
  • T-Mobile’s strategy is to “attack incumbents and find innovative ways to overcome scale disadvantages. [T-Mobile] will be faster, more agile, and scrappy, with diligence on decisions and costs both big and small. Our approach to market will not be conventional, and we will push to the boundaries where possible. . . . [T-Mobile] will champion the customer and break down industry barriers with innovations. . . .”
The complaint also states that regional providers face significant competitive limitations, largely stemming from their lack of national networks, and are therefore limited in their ability to compete with the four national carriers. And, the department said that any potential entry from a new mobile wireless telecommunications services provider would be unable to offset the transaction’s anticompetitive effects because it would be difficult, time-consuming and expensive, requiring spectrum licenses and the construction of a network.
The department said that it gave serious consideration to the efficiencies that the merging parties claim would result from the transaction. The department concluded AT&T had not demonstrated that the proposed transaction promised any efficiencies that would be sufficient to outweigh the transaction’s substantial adverse impact on competition and consumers. Moreover, the department said that AT&T could obtain substantially the same network enhancements that it claims will come from the transaction if it simply invested in its own network without eliminating a close competitor.
AT&T is a Delaware corporation headquartered in Dallas. AT&T is one of the world’s largest providers of communications services, and is the second largest mobile wireless telecommunications services provider in the United States as measured by subscribers. It serves approximately 98.6 million connections to wireless devices. In 2010, AT&T earned mobile wireless telecommunications services revenues of $53.5 billion, and its total revenues were in excess of $124 billion.
T-Mobile, is a Delaware corporation headquartered in Bellevue, Wash. T-Mobile is the fourth-largest mobile wireless telecommunications services provider in the United States as measured by subscribers, and serves approximately 33.6 million wireless connections to wireless devices. In 2010, T-Mobile earned mobile wireless telecommunications services revenues of $18.7 billion. T-Mobile is a wholly-owned subsidiary of Deutsche Telekom AG.
Deutsche Telekom AG is a German corporation headquartered in Bonn, Germany. It is the largest telecommunications operator in Europe with wireline and wireless interests in numerous countries and total annual revenues in 2010 of €62.4 billion.

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11-1118

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