By Liana B. Baker
Feb 10 Charter Communications is
planning to announce 13 nominees to Time Warner Cable Inc's
board as soon as Tuesday, setting the stage for a proxy
fight with the larger cable operator, according to a person
familiar with the matter.
The 13 nominees, which would be a full slate to replace the
entire Time Warner Cable board, may be presented on Tuesday, the
source said. It was not immediately clear why Charter moved its
announcement of a slate to Tuesday from late Monday.
This would be Charter's latest move to try to acquire Time
Warner Cable after its offer of $132.50 per share was rejected
for being too low in mid-January.
Time Warner Cable's chief executive, Rob Marcus, has said
the company is only interested in an offer above $160 per share
or in a deal that drives more shareholder value than the company
can create on its own.
The one-month window to nominate a new slate expires in
mid-February for Time Warner Cable's upcoming annual shareholder
meeting, expected in May. The new directors would have to be
voted in by shareholders before they would form a new board that
could then study Charter's bid for the company.
"If Time Warner Cable management refuses to negotiate on
reasonable terms, we believe Charter will likely secure the
votes required to win a proxy fight," said Jonathan Chaplin, a
research analyst with New Street Telco, in a research note
Representatives from Charter and Time Warner Cable declined
It was not yet clear whether Charter would raise its bid for
Time Warner Cable when it announces the slate. Charter has been
considering whether to raise its offer to the low $140s before
or after it nominates a slate.
Shares of Time Warner Cable closed up 0.3 percent at $135.70
Charter is also in talks with No. 1 cable provider Comcast
about selling the company some of Time Warner Cable's
markets such as New York City, Reuters has reported.