By Kris Graft
August 18, 2008
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"The deal will likely be completed, assuming any communicative turbulence from ego-driven valuation delusion is properly worked through."
Take-Two and Electronic Arts have been going at it for nearly half a year, firing shots back and forth as both companies flex their muscles in attempts to impress shareholders, or perhaps to scare the other into submission.
On Monday, EA offered a supposed cease fire in its battle to acquire Take-Two by saying it would let its current hostile offer of $25.74 per share expire by the end of the day. The Redwood City, Calif.-based megapublisher, led by chief exec John Riccitiello, also agreed to view a management presentation by Take-Two, during which the company will try to convince EA that the offer needs to be upped.
But the olive branch EA extended today could actually be another bullet. Analyst Mike Hickey with Janco Partners told Edge, "We suspect that EA’s decision to terminate their tender ... is likely an opportunistic effort to create weakness in Take-Two shares, which could provide [EA] with negotiating leverage as they entertain Take-Two’s presentation..."
Take-Two shares dropped over 4 percent to $23.75 at market close Monday, so Hickey's suspicions may be valid.
Whatever the motivation behind EA's change of strategy, it's a breakthrough in the acquisition talks, or at the very least it's a new, more interesting approach that may actually lead to some new developments in the drawn-out ordeal. EA has managed to extend its bid for Take-Two no less than five times, and after every extension, Take-Two would again call its rival's offer "inadequate," and wave its finger in front of investors saying, don't even think about taking the offer.
Despite the new direction, time is still of the essence. Some analysts have said that they believe Take-Two is losing negotiating leverage as the post-GTA IV days tick by. But Hickey and Wedbush Morgan's Michael Pachter, who both believe the deal will eventually go through, still forecast EA to pay a premium over its most recent offer.
"[Wedbush] expects the parties to continue to posture, with a friendly agreement at a slight ($1-2/share) premium to EA’s offer reached in the next several days," Pachter said in a note on Monday.
The "posturing" certainly continued into today, when, following EA's decision to terminate its current offer, Take-Two chair Strauss Zelnick reiterated in a statement that the offer was "inadequate and undervalued Take-Two's world-class entertainment franchises and our strong operational and financial performance."
To that, Pachter said, "Apparently, investors don’t agree, as Take-Two shares have traded below $25.74 for the last several weeks." He categorized Zelnick's comments as "unnecessary and hostile" considering EA's new "friendly" approach.
The possibility exists that egocentrism could push the proposed transaction further into the future, according to Hickey. He said EA's decision to let its offer expire "...will likely lead to a deal being completed, assuming any communicative turbulence from ego-driven valuation delusion is properly worked through."
Signal Hill analyst Todd Greenwald told Edge that Take-Two will "not necessarily" be able to convince EA to increase its offer.
"EA is trying to see whether the deal is still worth $25.74 to them–they seem to be more inclined to lower their bid, rather than raise, given the fact that the holidays are fast approaching and they are looking at missing the window to generate catalog sales of GTA IV."
The analyst added that EA's move to let its offer expire is a "slight" indication that the company is less interested in Take-Two.
"I still think there is a better than 50/50 chance of a deal being done, but yes, EA just got marginally closer to walking away and/or lowering its bid for [Take-Two]," he said.
Stern Agee analyst Arvind Bhatia concurred that weakness in Take-Two shares Monday reflected investor uncertainty about whether or not the deal will go through.
However, he said, "Ultimately, we feel [EA] is still very interested in the [Take-Two] portfolio and creative teams and continue to believe that a transaction gets done."