Sun merger details

If you look at the filing, you will see latest public information about the merger:

  • Credit Suisse conducted a Discounted Cash Flow Analysis and concluded “Sun’s common stock of (i) $8.12 to $10.10 on a sum-of-the-parts basis (comprised of implied reference range values per share of Sun’s common stock of $4.80 to $6.43 for Sun’s software business and $1.64 to $2.00 for Sun’s hardware business, plus $1.67 for Sun’s net cash), and (ii) $8.06 to $9.41 on a consolidated basis, as compared to the merger consideration in the proposed merger of $9.50 per share of company common stock.” This analysis is based on “discount rates ranging from 10.50% to 13.00% based on Sun’s estimated weighted average cost of capital.”
  • “On March 12, 2009, Oracle sent a letter to [Sun’s] board proposing the acquisition by Oracle of certain of [Sun] software assets, a minority equity investment by Oracle in our common stock and entering into certain strategic relationships.” This shows that Oracle’s initial offer focused only on “certain of [Sun’s] software assets”.
  • If you look down the list, you will notice a table showing top executives’ severance package.

    • Jonathan Schwartz: $12,005,607
    • Scott McNealy: $9,534,022
  • The filing also includes a table of major stock holders.
    • Scott G. McNealy currently holds 14,566,433 common shares. At $9.5 a share, he will receive $138,381,113.5 excluding the severance package, before taxes.
    • Jonathan I. Schwartz currently holds 536,109 common shares and he will receive $5,093,035.5 excluding the severance package, before taxes.

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