高通或将陷史上最大权力争斗,都是芯片业务闹的
近期高通和其投资方之间在是否分拆芯片业务的话题上产生了巨大的分歧。Jana Partners在高通有20亿美元的投资,它的加入对高通公司的发展是有建设性意义的,直到6月下旬,当高通执行主席表示公司不会拆分芯片制造和技术授权业务之后,两者的关系开始尴尬起来。
自4月份以来,来自Jana Partners的意见是敦促高通考虑部分或全部分拆上述业务单元,其创始人Barry Rosenstein表示,很明显仍保持原有业务将让高通的股票价值大打折扣,在公开表明立场前他已经对高通进行了几个月的游说。
Jana Partners' $2 billion investment at Qualcomm Inc. (QCOM) and its attendant activist campaign has been constructive. Until now. The relationship turned bumpy in late June after the technology company's executive chairman said that there were no plans to spin off a chipmaking and tech licensing business.
Those comments came after Jana Partners in April began publicly urging Qualcomm to consider whether a "partial or full" separation of those business units made sense. Founder Barry Rosenstein contends that there clearly is a "sum of the parts" discount in the stock, and he had been engaging the company for several months before launching the public campaign.
Rosenstein made a variety of demands -- at least two of which appear to have been partly met so far: Qualcomm authorized a $15 billion share repurchase program, though that also came after the resolution of a major antitrust dispute in China. The company also hired outside consultants to do a cost review.
Rosenstein argues that his firm's thesis is not "predicated" on a partial or full separation of the licensing and chipset business, but Jana Partners probably wasn't too pleased with the decision to keep the units intact. A Jana spokesman declined to comment. But pressing companies to spin off divisions is a key part of Jana's modus operandi for unlocking shareholder value. It took only 12 days for Rosenstein's campaign at ConAgra Foods Inc. (CAG) to drive that company to spin off its private brands business. And tech outsourcer Computer Sciences Corp. (CSC) in May announced it would split into two businesses only a few months after Jana Partners launched a campaign seeking a strategic review.
If Qualcomm fails to cut costs, replace "overtenured" directors or deploy its buybacks faster in the coming months -- all things Jana wants -- the activist fund's stance could turn increasingly hostile. Expect to hear more about at least some of Qualcomm's responses at the company's July 22 earnings call. CEO Steven Mollenkopf said in April that the company will report on the cost assessment on that call.
It's not clear, though, exactly what Jana could do if Mollenkopf digs in his heels. With no special shareholder meetings and no ability to act by written consent Jana must wait until next year to launch a proxy contest. Director nominees are due by Dec. 10.
A contest running to its conclusion at the $101 billion market cap company would be monumental and in many ways unprecedented. It would be the biggest contest ever, hugely expensive -- surpassing the two battles that currently top the list. Both of those--Trian's battle at E I Du Pont De Nemours (DD) and Pershing Square's 2009 contest at Target Corp. (TGT)--were embarrassing failures for the activists.
Jana's most recent contest, in 2013, involved another bid company -- Agrium Inc. (USA) (AGU)--Rosenstein's nominees lost after an acrimonious 10-month campaign. The disappointment there--and the magnitude of a Qualcomm contest--is likely weighing on Rosenstein. And Qualcomm likely senses some vulnerability.
The company, though, al
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