After a frenzied report by various media outlets, the peak of the century became the focus of the whole country overnight. Pen | fun | pavilion www. ｂｉｑｕｇｅ。 infoOn September 30, there were 166 reports on the acquisition of Netflix by the peak of the century, covering almost all mainstream newspapers and online media across the country, and even CCTV made a detailed report on the acquisition with the theme of "The Peak of the Century Raids Netflix" in the economic half-hour program that night.

On the morning of September 31, Netflix unsurprisingly vetoed the $25 takeover offer of Century Summit, and at the same time announced a poison pill plan to prevent Century Summit from continuing to buy Netflix shares and then seize a controlling stake in the company.

Netflix's poison pill program is an inverted pill, and if any single investor holds more than 10% of the company's shares, the company's shareholders will be granted the right to buy more shares. However, there will be no impact on individuals or institutions holding more than 10% of the shares prior to 29 September 2007 as long as they do not continue to acquire shares. In other words, although the stake held by Century Summit exceeds the 10% stipulated by Netflix, as long as you do not continue to buy shares, it will not trigger the poison pill.

The poison pill plan is notoriously toxic, and in order not to scare away potential investors, Netflix said that the poison pill plan will not interfere with the normal business combination, nor will it interfere with the tender offer or other business combinations approved by the board of directors. If Amazon or Microsoft are interested in buying Netflix, they must sit down and negotiate with the board of directors of Netflix and give a reasonable purchase price, and once the agreement is reached, Netflix can ignore or abandon the poison pill plan.

"Sure enough, as we expected, Netflix launched the poison pill plan as soon as possible!" Yu Liping looked at the CNN news and said with a smile, "But Netflix has expressed its willingness to negotiate, do you want to meet with Hastings?"

Zhang Ran smiled and shook his head: "Hastings won't see me, people have already said that if Amazon or Microsoft are interested in acquiring it, they can sit down and talk, but it doesn't include me, even if I ask him to meet, he won't pay attention to me." Hastings is very proud, is the owner of a public company, is a member of the board of directors of Microsoft; I am just a young man, a Chinese, and more importantly, the last time I met him, my attitude was a little arrogant, which hurt his self-esteem, so he will not see me, let alone bow to me, even if he sells Netflix to any company, he will never sell it to me. ”

Yu Liping insisted: "I think we should ask him to meet him, so that we can put pressure on him, and at the same time send some wrong information, so that he can't figure out our true intentions." ”

Zhang Ran groaned, but still shook his head and said, "After the public opinion war is in full swing, I will ask him to meet." Hastings is so proud that when we pour all kinds of dirty water on him, people like him will be half angry. I will stimulate him again, and with his character, he will definitely ignore the interests of shareholders and forcefully reject our offer. When the time comes, we will join the other shareholders to remove him from power and remove the biggest obstacle to this acquisition!"

Yu Liping thought about it, felt that Zhang Ran's words made sense, and said with emotion: "It's also unlucky for Hastings to meet your opponent, you really got him through!"

Zhang Ran smiled and said: "No way, I'm not a genius, I don't have a super high IQ or a superb emotional intelligence, in the face of a genius like them, the only thing I can do is to think a little more than them." ”

Yu Liping looked at Zhang Ran, turned her head to Wu Ruide and said speechlessly: "Are you particularly depressed when you work with him?

Wu Ruide laughed and said, "Yes, sometimes I just want to hit someone!"

"Okay, I'm not a genius, I'm a genius killer!" Zhang Ran joked, and then said to Wu Ruide, "Send a letter to the regulator and Netflix asking for the cancellation of the poison pill plan, just say that we are shareholders and have the right to vote on the poison pill plan, but we did not participate in the vote, so the poison pill plan is invalid." If we don't cancel the poison pill program, we'll take Netflix to court!"

Wu Ruide nodded: "No problem!"

Zhang Ran looked at Yu Liping and asked, "How are you preparing over there?"

Yu Liping is very confident in this: "The ones who do it are all financial institutions in Europe, and there will be no problem with our Rothschild Bank." Our plan is perfect and will definitely succeed!"

The key to this acquisition of Century Summit is how long it will take for the white knights to enter the market, and if it takes a few months, then Zhang Ran and they have enough time to complete the acquisition. But Hastings is a member of Microsoft's board of directors, and as long as he pushes it with all his might, Microsoft will soon enter the market, and if Zhang Ran does not have 34% of the voting rights in his hands at this time, he will definitely lose.

Now Century Peak holds 14.5% of the shares, 19.5% short of 34%, how to absorb the remaining shares, is a huge problem. If it is secretly purchased through someone else, it belongs to the person acting in concert, and it must be publicized, and once it is publicized, the other party will definitely suspend trading again; if it is not publicized, the other party can sue the court to cancel the voting rights of this part of the shares.

In this case, it is simply an impossible task to absorb 19.5% of the shares!

However, Zhang Ran and the others found a way to make a covert acquisition without being considered a concerted actor, which was to sign a stock income swap plan with six or seven European financial institutions to let these financial institutions hold shares. In this way, the shares held by these financial institutions and Zhang Ran are not persons acting in concert, so they do not need to be publicized.

In order to avoid surprise, in recent days, Zhang Ran and others have hyped John Paulson's funds through the media, letting everyone know that Paulson's two funds have multiplied several times in the past year. Carl Icahn knew that Paulson was able to form two funds with Zhang Ran's funds, and now Paulson's fund has more than 10 billion, and by the end of the year, Zhang Ran will be able to share billions of dividends. With this money as the backing, Zhang Ran has enough strength to complete the acquisition of Netflix.

With Carl Icahn's personality, he will definitely not miss this opportunity and will definitely acquire shares in Netflix. As long as Karl Icahn enters, it will inevitably become the focus of attention and become the best cover for Zhang Ran's acquisition.

The whole plan does sound perfect, but the plan is just a plan after all, and it is difficult to say how things will develop, so Zhang Ran is still a little uncertain in his heart.

Redmond Town, Seattle, Building 34 of Microsoft Headquarters, Microsoft CEO Steve Ballmer, just returned to the office from a meeting when the secretary reported to him with a notepad: "Steve, Mr. Hastings from Netflix has called and asked to speak to you. ”

Hastings is the president of Netflix, and he also joined the board of directors of Microsoft earlier this year, and Microsoft is now working with Netflix on set-top boxes, and has a good relationship with Microsoft. Ballmer is more familiar with Hastings, and he has heard about the recent troubles that Netflix has encountered, so when he called, was he asking for help?

The call was quickly connected: "Hello, I'm Steve. ”

Hastings said directly: "Steve, I want to meet with you soon to talk about cooperation." ”

Ballmer gestured to the secretary, asked her to look out her itinerary, looked at her itinerary and said, "Friday afternoon at half past four, I'll be waiting for you in the office, do you have any questions?" Okay, I'll wait for you in the office." Goodbye, Reed!"

Hastings put down the phone and showed a smile, Microsoft has long dreamed of the entertainment market, but the performance is not satisfactory, and with Netflix, Microsoft can easily enter the entertainment market. Microsoft will not refuse this cooperation, and will definitely take a stake in Netflix and serve as the white knight.

Although he was absolutely sure about convincing Microsoft, Hastings did not dare to be careless, sitting in a chair and bowing his head and pondering, if he was Zhang Ran, what would he do now, how to break the game.

After thinking about it, Hastings still feels that Netflix's defense is very complete now, with golden parachutes, shark repellent provisions, There is also a poison pill plan has been launched, in this case, Zhang Ran only has two options, first, launch a power of attorney battle, remove Hastings, but with Hastings' authority and influence in Netflix, this is simply impossible; second, is to increase the offer, if Zhang Ran can offer a price that makes the vast majority of shareholders happy, even if Hastings opposes it, it is useless, but as long as Hastings convinces Microsoft, then this last possibility is also blocked!

Just as he was thinking, McCarthy suddenly barged in: "Reed, something is wrong!"

Hastings' expression was grim, and at this time, he was really a little afraid of hearing the words that something had happened, so he couldn't help asking, "What's going on?"

McCarthy hurriedly said: "There are many funds entering the market, absorbing our shares!"

Hastings was stunned for a moment, and then asked, "What do you think?"

McCarthy analyzed: "I think there are two possibilities, the first is Zhang Ran's concerted actor, it is unlikely that this is unlikely, because the concerted actor must disclose, as long as it is disclosed, we can start the poison pill, if not, as long as we can issue them for consistency, we can also sue them, and the second is that it should be an activist investor like Carl Icahn, whose purpose is to complete the merger and acquisition, push the stock price up, and then make a profit." When Carl Icahn heard that Blockbuster was interested in acquiring Hollywood Video, he bought a large number of Blockbuster shares and became the majority shareholder of Blockbuster!"

Hastings nodded slightly, it can't be Zhang Ran's consistent action, this is the practice of looking for death, it should be an activist investor, the purpose of these people is to come in and make a profit, whoever brings more benefits, they will be inclined to whom. As long as the benefits of Microsoft's stake are greater than those brought by Zhang Ran's acquisition, they will be on their side.

Since he is an activist investor, Hastings is not too worried: "With these activist investors entering the market, it will inevitably pull up the stock price, how much is the stock price now?"

McCarthy said: "It's already past $24!"

Hastings was taken aback when he heard $24, it was less than $23 yesterday, and this increase is too fast: "These activist investors will continue to pull up the stock price, and the higher the stock price, the more difficult it will be for Zhang Ran to complete the acquisition, if the stock price reaches $30, even if Zhang Ran buys it at a premium of 50%, it will be $45, and it will be beneficial for us for these activist investors to come in!"

Suddenly, Hastings realized that something was wrong: "No, I can see the problem, how can an activist investor not see it? Unless they are sure that Zhang Ran has enough money to complete the acquisition, they will not come in." If so, Zhang Ran will definitely increase the offer significantly. This matter cannot be delayed, and the cooperation with Microsoft must be accelerated!"

At this moment, Darna, a public relations consultant, pushed the door in and placed a newspaper in front of Hastings: "The opponents have begun to launch a public opinion offensive, and their target is you!"

When Hastings saw the characters and headlines in the newspaper clearly, his whole face sank suddenly, and the newspaper read: "Hastings and the Netflix Empire!"