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In an acquisition such as this one that totals over billion of market capitalization for the combined companies, the payments to selling management, even when measured in tens of millions of dollars, can be a small fraction of the transaction value at stake.
An early attempt by Black & Decker to paint this acquisition as an almost ‘merger of equals’ suggested a fairly straight-up transaction.
In determining whether the 100-year-old company would live or die, Mr. At this point, you have to wonder whether the Black & Decker board had been vaccinated against the spread of common sense. I am at a loss for words to describe what I believe is the bewildering conduct that infuses this transaction.Tony Burns is described in the annual Black & Decker prospectus as M.Anthony Burns, Chairman Emeritus of Ryder System, Inc., a description that does not mention his managing owner role with Red Ledges.From a regulatory standpoint, one presumes that Mr. If you, as a shareholder, think it is important to know information such as which board members have personal connections with the chairman and CEO and which board members do business with the CEO—then don’t look to the SEC for help.Burns is labeled an “independent” director because he is not an employee of Black & Decker nor does he do business with the company. Burns is in a major business partnership with the chairman & CEO. The SEC is silent on this point, choosing with unpredictability when and where it becomes an advocate for disclosure.