[情報] Your Braves sale Q&A
AJC/Your Braves sale Q&A http://tinyurl.com/ytm893
Q: Liberty Media: What is it?
A: Liberty Media is a conglomerate of companies — and parts of companies —
based in Englewood, Colo. It has had a series of corporate incarnations over
the years. Once part of cable giant Tele-Communications Inc. (TCI) and later
part of the old AT&T, it was spun off from AT&T in 2001. For the past several
years, it has been essentially a holding company with large passive
investment stakes in media and telecommunications businesses, including News
Corp., Time Warner, CBS, Sprint Nextel and Motorola. Liberty's current
strategy is to tax-efficiently unwind its passive investments into operating
businesses and cash. The Braves deal fits that strategy. Publicly traded as
two stocks, Liberty Capital and Liberty Interactive, the company is
controlled by chairman John Malone, who — like Ted Turner — was one of the
pioneers of the cable TV business.
Q. Liberty Media是什麼樣的公司?
A. 總部:Englewood, Colorado
總裁:John Malone (和前前老闆Ted Turner一樣,靠有線電視起家)
營業範圍:媒體、電信。
目前經營策略:節稅(tax-efficiently?),改被動投資為取得主動經營和現金。
Q: Any Atlanta connections?
A: Malone's TCI once owned a large stake in Turner Broadcasting. When Turner
was acquired by Time Warner in 1995, TCI swapped its Turner stock for Time
Warner stock. A big chunk of that Time Warner stock now is being redeemed for
Atlanta's baseball team — and $1 billion in cash.
Q. 與亞特蘭大的關係?
A. 因為是前前老闆 Turner Broadcasting 的大股東,變成前老闆(Timer Warner)的大
股東。
Q: Any sports connections?
A: If approved by MLB, this deal would be Liberty's second foray into sports
franchise ownership. The first was ultra-brief. In 2000, Liberty acquired
Ascent Entertainment, which happened to own the NBA's Denver Nuggets and the
NHL's Colorado Avalanche. Liberty held the teams for just two months before
selling them to Stan Kroenke, keeping a 6.5 percent equity stake.
Q. 參與經營過的運動業務?
A. 旗下子公司曾擁有NBA 丹佛金塊隊、NHL 科羅拉多雪崩隊,但二個月後就轉手。
Q: How long would Liberty keep the Braves?
A: To preserve the deal's tax-free status, experts say, Liberty would have to
own the Braves for at least two or three years. Then the team might be on the
block again.
Q. 會保有勇士隊多久?
A. 為保有免稅的條件,至少得擁有勇士二到三年。到時 ... Damn!!
Q: Would the Braves be synergistic with Liberty's other businesses?
A: For Liberty, the deal is more about the $1 billion than about the Braves,
more about tax strategy than sports strategy. If Liberty simply sold its Time
Warner stock for cash, it would face a tax hit in the hundreds of millions of
dollars. But under section 355 of the tax code, Liberty can avoid the taxes
by exchanging the stock back to Time Warner for an operating asset — the
Braves — plus cash. Beyond the tax issue, Liberty has acknowledged to
investment analysts over the past year that a baseball team would offer
little in the way of synergy.
While Liberty has announced acquisitions of other sports-related assets
recently — DirecTV and regional sports networks in Denver, Pittsburgh and
Seattle — there's no obvious way to use the Braves in combination with those
properties. A baseball team owns only its local TV rights, meaning Liberty
wouldn't be free to put Braves games on TV in other regions. (Separate from
its Braves ownership, Turner Broadcasting pays MLB for national TV rights to
show Braves games on TBS; that deal ends after this season. DirecTV is close
to a deal with MLB for baseball's "Extra Innings" out-of-market TV package,
which is similar to the NFL "Sunday Ticket" package; that deal would involve
all 30 MLB teams and would be separate from the Braves sale.)
Q. 勇士隊可能與母公司其他企業整合?
A. 對Liberty Media來說,獲得勇士只是其次,主要是為了$10億美金的利益;參與運動
業務是其次,主要是稅務的考慮。若Liberty只是單純賣掉Time Warner的股票會課很
重的稅;但若依據稅法355條,Liberty可以用Time Warner的股票換來營運資產(勇士)
和現金的方式來避稅。除了稅的問題,Liberty也了解一支棒球隊沒什麼合併的綜效。
Liberty最近合併了運動相關的資產,包括DirectTV和丹佛、匹茲堡、西雅圖等地區性
運動網路,看來沒什麼好方法把勇士隊和它們結合起來。因為棒球隊只擁有當地的電視
轉播權,因此 Liberty 在其他地區都不能免費取得勇士隊的轉播權。
(搬去丹佛吧 XD)
Q: It took almost a year for Time Warner and Liberty to reach an agreement
that could be taken to MLB. Why so long?
A: Among countless complications: A tax package signed into law last May
attached new rules to this type of stock-for-asset-and-cash swap. Under the
new law, until May 17, 2007, such a transaction can be tax-free if the asset
accounts for at least 25 percent and the cash no more than 75 percent of the
value of the package being swapped for stock. But the new law also stipulated
that working capital (cash in the bank to meet the next month's payroll, for
example) and the value of certain investments (the Braves' lucrative 1/30th
stake in MLB's Internet division, for example) must be deducted from asset
value in determining the 75-25 cash-to-asset ratio. Such adjustments
apparently led to a reduction in the amount of cash — and stock —
originally contemplated for this deal.
Q. 為什麼交易的時間這麼久?
A. $$$ 錢、稅.......看沒有@@
Q: So how will MLB owners, 75 percent of whom must approve the deal for it to
close, look at all of this?
A: To have invested so much time and money in the deal already, Time Warner
and Liberty obviously believe they can get it approved. But there figures to
be much scrutiny and at least some skepticism. For one thing, while MLB has
no rule against corporate ownership, it seems to prefer individual owners.
For another thing, MLB has never been asked to approve a deal quite like this
one. Liberty's chances of approval likely hinge on its pitch that current
management, led by Braves president Terry McGuirk, will remain in place to
run the team. The approval process could take months.
Q. 這筆交易須經75%以上的其他MLB球隊的老闆同意,他們如何看待這筆交易?
A. Time Warner & Liberty Media 有信心會通過。但還是有一些疑點,例如,雖然MLB
沒有明文規定大企業不能擁有球隊,但似乎比較希望是由個人來擁有球隊;再來就是
,MLB沒有處理類似這次交易的經驗。Liberty 會通過交易的可能,是建立在保持球隊
目前的經營階層。目前看來,整個程序可能還要花上好幾個月。
Q: Bottom line: Would Liberty increase — or decrease — the Braves' payroll
from Time Warner levels?
A: Unfortunately, it'll take a while to know the answer to that one.
Q. 新老闆 Liberty Media 會對勇士目前的薪資預算增加或減少?
A. ..................
(想都別想 XD)
新年快樂,Go Braves!!
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