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When not eyeing Ubisoft, EA still wants to buy Battlefield developer Digital Illusions and decided to waive one of the conditions in its offer to the shareholders of the Swedish company. The initial offer was only good if Electronic Arts was able to get their hands on more than 50 percent of shares, but the company will take whatever it can get now.

This means that EA will acquire all the shares tendered in the offer, regardless of whether EA reaches the 50 percent threshold (assuming that the acquisition is not hindered or rendered more difficult by circumstances beyond EA's control). The acceptance period will end on January 20, 2005, and EA does not intend to extend it any further. Payment to shareholders that have tendered, or will tender their shares before the acceptance period expires, is expected to be distributed beginning on or about January 27, 2005. [..] EA reserves the right to acquire additional shares of DICE in the market.

From The Chatty
  • reply
    January 14, 2005 9:45 AM

    I don't understand how this whole thing works so I'm gonna ask a dumb question. Does DICE (or the majority of it's owners) have to agree for EA to buy them out before it can happen? Or can EA just come along and buy them if they wanted to?

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      January 14, 2005 9:56 AM

      If EA can get more than 50% of the shares, they own a controlling interest in the company, and therefore effectively own the company. Basically, they'll always win the votes when shareholders hold votes over company decisions.

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      January 14, 2005 10:14 AM

      I wouldn't put it beyond EA to do a hostile takeover. Would any of us?

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        January 14, 2005 10:51 AM

        It's not "hostile" because the board recommended to DICE's shareholders to accept.

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          January 14, 2005 11:09 AM

          Not a majority of them, no.

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            January 14, 2005 11:49 AM

            Sure they did.
            http://global.dice.se/press/pressreleases/

            the Board is of the opinion that a merger between Digital Illusions and EA is industrially and strategically correct. [...] Based on a collective assessment, the Board is of the opinion that the offer is fair and has therefore unanimously decided to recommend the shareholders of Digital Illusions to accept the offer.

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      January 14, 2005 10:18 AM

      It's easier to do with the boards help. However they could still take over against their will, with a hostile take over.

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      January 14, 2005 12:01 PM

      A majority of the shareholders in DICE would have to vote in favor of a EA/DICE merger in order for it to happen. If EA owns more than 50% of the shares, they'll have the majority vote and can thus take over DICE.

      With the previous offers from EA to the shareholders, the offers basicly had a clause saying "if we can't buy a majority of the shares, and thus ensure a merger, we won't buy any shares at all".

      This time, they'll take whatever shares they can get, majority or not.

      With regards to hostility, this is a very un-hostile attempt at a takeover. They've been completely open about their wishes to buy DICE, the DICE board of directors have been informed of the offers from the outset, and the board has even recommended accepting the offer to the shareholders. As such, there is nothing inherently evil about EA's actions in this case.

      Not that that means future Battlefield games wouldn't suck, or that The EA Studio (to be) Formerly Known As DICE wouldn't be in the risk of being shut down or relocated at some point.

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