The time unknowingly arrived at afternoon five o'clock, outside the glass curtain wall of city of seaside freedom, the setting sun dyed the grand red-orange the horizon of distant place day sea interlocking, Eric and Chris as before on the original seat, as if one has not moved all day. 时间不知不觉来到了下午五点钟,自由之城临海的玻璃幕墙外,夕阳将远处天海相接的地平线染成了壮丽的橘红色,艾瑞克和克里斯依旧在原来的位子上,似乎一整天都没有挪动过。 Decides to purchase Disney from Eric to the present, passed six months, in the half year Chris besides buys in the Disney's stock in secret, but also has done the massive detailed investigations to the entire Disney group, including the Disney's shareholder, the Disney's creditors as well as these people on the manner that the Disney management has, various property details of Disney group, were these data investigations have spent several million USD merely, even can say that now nobody understands Disney compared with Chris. 从艾瑞克打定主意收购迪斯尼到现在,已经过去了半年时间,这半年来克里斯除了暗中吸纳迪斯尼的股票之外,还对整个迪斯尼集团做了大量详细的调查,包括迪斯尼的股东,迪斯尼的债权人以及这些人对迪斯尼管理层所持的态度,还有迪斯尼集团旗下的各项资产详细资料,仅仅是这些数据调查就花掉了几百万美金,甚至可以说现在没有人比克里斯更加了解迪斯尼。 One all day the time, Eric most of the time maintains a stance of audience, often and asked own issue. What Chris is always very patient is the Eric explanation. 一整天时间,艾瑞克大多时候都保持一个听众的姿态,并不时提出自己的问题。克里斯总是很耐心的为艾瑞克解答。 But the setting sun sinks to the horizon thoroughly time, similar that the matter also discussed that Chris said finally: „«Cutthroat Island» just under drew, because of the large amount loss, the present is the Disney shareholder and creditor to the management most discontented time, is we initiates the purchase the best opportunity, therefore we must initiate the purchase important contract one week later as far as possible, we take one week, in conformity hand scattered Disney stock, and establishes the purchase team, was right, this point I just forgot......” 但夕阳彻底沉入地平线的时候,事情也商量的差不多,克里斯最后道:“《割喉岛》刚刚下画,因为巨额的损失,现在是迪斯尼股东和债权人对管理层最不满的时刻,也是我们发起收购的最好时机,所以我们尽量要在一个星期之后发起收购要约,我们需要一个星期时间,整合手中分散的迪斯尼股票,并且成立收购团队,对了,这一点我刚刚忘记说了……” Eric in takes a movie list that Disney will soon be screening in the second half of the year at this time, gains ground to ask: „What?” 艾瑞克此时手里拿着迪斯尼下半年即将上映的一份电影名单,抬起头问道:“什么？” „The manpower in my hand is not enough to form the specialized purchase team. Therefore I want with the Morgan Stanley cooperation, you to know that I have certain personal connection in Morgan Stanley. Moreover they have the ready-made enterprise merger and acquisition team, can assume full responsibility of the assets appraisal, the legal affairs and price negotiation and other purchase business.” “我手中的人手不足以组建专业的收购团队。所以我想和摩根士丹利合作,你知道,我在摩根士丹利还有一定的人脉。而且他们有现成的企业并购团队,可以包揽资产评估、法律事务、价格谈判等所有收购事务。” Eric said: „This does not have the issue.” 艾瑞克道:“这个没问题。” Chris also said: „Actually I meant that you should hear, Michael Ovitz leads the CAA team to help Matsushita purchase Universal, finally has attained the 70 million USD commission, the Morgan Stanley getting rid price will not be cheap.” 克里斯又道:“其实我是说,你应该听说过吧,迈克尔.奥维茨带领caa的团队帮助松下收购环球,最终拿到了7000万美元的佣金,摩根士丹利的出手价格也不会便宜。” Eric said with a smile: „Everybody knows that Japanese is collect by butchering the fat sheep, we not. How much money hires the Morgan Stanley team to want probably?” 艾瑞克笑道:“大家都知道日本人是自己凑过来挨宰的肥羊,我们自己可不是啊。雇佣摩根士丹利的团队大概要多少钱？” „If calculates according to 100 people of teams that I estimated wants 50 million USD. Once starts the malicious purchase, then purchase is completed at least also needs six months, drags for 1-2 years to have possibly,” Chris said that looks to Eric. Waits for his decision. “如果按照100人团队来算,我估计要5000万美元。一旦开启恶意收购,那么收购完成至少也需要半年时间,拖一两年都不是没有可能的,”克里斯说完望向艾瑞克。等待他的决定。 Although Disney present market value, only then 30 hundred million USD, but purchases the amount of involving not less than 5 billion USD finally, Morgan Stanley is equal to takes 1% commissions, this proportion is reasonable, because Eric remembers indistinctly these big investment banks assist the listed company shareholders to sell the stock to collect over 10% commissions. 虽然迪斯尼现在的市值只有三十多亿美元,但最终收购涉及到的金额不会少于五十亿美元,摩根士丹利相当于从中抽取1%的佣金,这个比例非常合理,因为艾瑞克隐约记得这些大投行协助上市公司股东出售股票可是要收取10%以上的佣金。 Thinks of these, Eric has made the decision quickly, said: „That employment Morgan Stanley team . Moreover, passed on to the Morgan Stanley head. If they can complete purchase in six months, I can in the foundation of original commission, increase 30% rewards again.” 想到这些,艾瑞克很快做了决定,道:“那就雇佣摩根士丹利的团队吧,另外,转告摩根士丹利的负责人。如果他们能够在半年时间完成收购的话,我可以再原有佣金的基础上,在增加30%的报酬。” Regarding enterprise merger and acquisition. Drags a time longer variable to be bigger, the price of paying also will be definitely higher, many malicious purchase case finally lets it go in the long-term dragging, therefore Chris not only has not advised against the suggestion of Eric, instead to Eric has shown the appreciation look decisively: „I will pass on to this condition to the Morgan Stanley aspect.” 对于企业并购来说。拖得时间越长变数越大,付出的代价肯定也会更高,很多恶意收购案就是在长时间的拖延中最后不了了之,所以克里斯不但没有劝阻艾瑞克的这个建议,反而对艾瑞克的果断露出了赞赏神色:“我会将这个条件转告给摩根士丹利方面的。” Following one week, Chris while is carrying on the final deployment in secret. Eric has not stayed out. 接下来的一个星期,克里斯在暗中进行最后部署的同时。艾瑞克也没有置身事外。 As «Toy Story» is reflected in the sunlight Box Office in first of third week smoothly broken hundred million, as well as «Terminator 2: Judgement Day» Box Office increasing of successively. The specialized Box Office statistical agency has made the 200 million USD estimate value to these two movie North America total Box Office, summer files simultaneously have two Box Office broken 200 million movies, this result enough makes Hollywood all Film Studio be jealous. 随着《玩具总动员》在第三周的首个上映日票房顺利破亿,以及《终结者2》票房的节节攀升。专业的票房统计机构对这两部电影北美总票房都做出了两亿美元的估值,一个暑期档同时拥有两部票房破两亿的电影,这份成绩足够让好莱坞所有电影公司眼红。 Therefore, Firefly Film Studio has held grand celebration party in Eric Cliff Peak Manor, this is Cliff Peak Manor third time holds large-scale party, moreover an instead in the past low key, Eric not only invited massive Hollywood Star as well as the Film Studio high level, but also authorized the reporters of dozens media to enter the party scene. 因此,萤火虫电影公司在艾瑞克的尖角庄园举行了盛大的庆功派对,这是尖角庄园第三次举行大规模的派对,而且一反往常的低调,艾瑞克不但邀请了大量的好莱坞明星以及电影公司高层,还批准了数十家媒体的记者进入派对现场进行。 All these actions, are not accidental drum up support for the following purchase, the Firefly influence is bigger, more is favorable for the following purchase case. 这一切地所作所为,毫无意外是为接下来的收购造势,萤火虫的影响力越大,对接下来的收购案越有利。 In short one week, not only «Terminator 2: Judgement Day» and «Toy Story» Box Office result indulged in unbridled propaganda, «Cutthroat Island» and Fox that «Hot Shots! Part Deux» once more is also hit, Eric planned carries on the capitalization purchase from the beginning like Sony and Matsushita, but perhaps the spare Firefly stock replaces the stockholder's rights in Disney shareholder hand. 短短一个星期里,不但《终结者2》和《玩具总动员》的票房成绩被大肆宣扬,《割喉岛》和福克斯那部《反斗神鹰2》也再次中枪,艾瑞克一开始就打算像索尼和松下那样进行全资收购,而没准备用萤火虫股份置换迪斯尼股东手中的股权。 Therefore this series of drums up support is not wish makes the Disney investor thus sell in the hand to Firefly confident the stock, in many newspaper threads, Eric openly or covertly has been expressing a viewpoint, if you do not sell, Disney will continue to present «Cutthroat Island» or the «Hot Shots! Part Deux» like this rotten piece, will receive the ambush of Firefly big piece. Naturally, although many people saw some smell of gunpowder keenly, but until Firefly after Disney submits the purchase important contract, before some people realize Eric, the meaning in opinion. 所以这一系列造势并不是想要让迪斯尼投资人对萤火虫充满信心从而出售手中股票,在很多报纸的相关文章中,艾瑞克一直都在或明或暗地表达一个观点,如果你不卖的话,迪斯尼会继续出现《割喉岛》或者《反斗神鹰2》这样的烂片,而且还会受到萤火虫大片的狙击。当然,虽然很多人敏锐地看出了一些火药味,但直到萤火虫向迪斯尼递交收购要约之后,才有人意识到艾瑞克之前言论中的这一层意思。 On Monday , July 22 , 1991, in the weekend two days of Michael Eisner has not made the slight rest, because of the «Cutthroat Island» Box Office disastrous defeat, his these a half month has been comforting the Disney's shareholder and creditor diligently. 1991年7月22号,周一,周末两天迈克尔.艾斯纳没有做丝毫的休息,因为《割喉岛》的票房惨败,他这半个多月时间一直在努力安抚迪斯尼的股东和债权人。 The opinion of Eric that so-called «Cutthroat Island» trilogy is to let Michael Eisner hates the tooth to be itchy, short a few words make his situation have one misfortune after another, the massive shareholders accuse Michael Eisner to act willfully to give up the sound cooperation relations with Eric, Michael Eisner have bitter not being able saying that he wants certainly to cooperate with Eric, but after last year that disturbance, both sides on cooperated very much difficultly again. 艾瑞克那个所谓《割喉岛》三部曲的言论更是让迈克尔.艾斯纳恨得牙痒痒,短短的一句话让他的处境雪上加霜,大量股东指责迈克尔.艾斯纳一意孤行地放弃与艾瑞克的良好合作关系,迈克尔.艾斯纳也是有苦说不出,他当然想要跟艾瑞克合作,但去年那场风波之后,双方就已经很难再合作了。 Has had the breakfast in the Malibu villa. Michael Eisner has not gone to the Disney Headquarters work the meaning. 在马里布的别墅中吃过早饭。迈克尔.艾斯纳并没有去迪斯尼总部办公的意思。 He has made the person buy the airplane ticket, today must visit Disney at present the biggest shareholder, Bass Family situated in Texas state. 他已经让人买好了机票,今天要去拜访迪斯尼目前最大的股东,位于德克萨斯州的巴斯家族。 Disney develops now. Created Disney this brand Disney Family already no longer is the Disney's major stockholder, currently the Disney Family foundation only has the Disney about 3% stocks, but in 70-80 ages obtained the Disney 16% stockholder's rights through Bass Family that the petroleum increased the family fortunes one after another, became the Disney's biggest shareholder. 迪斯尼发展到现在。创造迪斯尼这个品牌的迪斯尼家族早就不再是迪斯尼的大股东,目前迪斯尼家族基金会只拥有迪斯尼3％左右的股票,而通过石油发家的巴斯家族在七八十年代陆续获得了迪斯尼16%的股权,成为迪斯尼的最大股东。 In 1984, was under Bass Family and support of Disney Family senior statesman Roy Disney, he can sit the Disney CEO position. 1984年,正是在巴斯家族和迪斯尼家族元老罗伊.迪斯尼的支持下,他才能坐上迪斯尼ceo的位置。 The drivers drive to deliver to the Los Angeles airport Michael Eisner, a small private plane already prepared readily. This is Michael Eisner takes one of the Disney Chairman of the Board and CEO welfare. 司机开车将迈克尔.艾斯纳送到洛杉矶机场,一架小型私人飞机早就准备停当。这是迈克尔.艾斯纳作为迪斯尼董事会主席和ceo的福利之一。 After airplane launching, Michael Eisner has confessed several to assistant. The plan goes to restroom rest a while, recently he to deal with the «Cutthroat Island» Box Office disastrous defeat, already body and mind entirely exhausted. 飞机起飞之后,迈克尔.艾斯纳向助理交代了几句。就打算去休息室休息一会儿,这些日子他为了应付《割喉岛》的票房惨败,已经身心俱疲。 Just fell asleep shortly , the gate of engine room restroom was sounded. The voice of assistant is somewhat rapid: „Mr. Eisner, Mr. Eisner, Mr. Wells has the urgent matter to hit.” 刚刚睡着没多久,机舱休息室的门就被敲响。助理的声音有些急促:“艾斯纳先生,艾斯纳先生,威尔斯先生有急事打过来。” Suddenly awakened by noise Michael Eisner is pressed the brow to set out to go out of the restroom, the assistant looks at the Michael Eisner dreary look, hands over the microphone of cordless telephone, explained in a soft voice: „I said you are resting, but Mr. Wells said that has the urgent matter.” 突然被吵醒的迈克尔.艾斯纳蹙着眉头起身走出休息室,那助理看着迈克尔.艾斯纳阴郁的神色,将无绳电话的话筒递过来,轻声解释道:“我说了您在休息,不过威尔斯先生说有急事。” Michael Eisner unemotionally nods, takes the telephone, closes the restroom door conveniently. Turns around to arrive on the sofa for oneself but actually the red wine, asked: „Does Frank, what matter have?” 迈克尔.艾斯纳面无表情地点点头,拿过电话,随手将休息室门关上。转身走到沙发上为自己倒着红酒,问道:“弗兰克,有什么事情？” „......” “……” The Disney Chairman Frank Wells expression of telephone that head is rapid. Said one minute, Michael Eisner responded, the red wine in stem glass has overflowed a big piece, but Michael Eisner did not have the thoughts to care about these again, will empty red wine bottle placed on the table conveniently, hung the power failure words to go out of the restroom. Shouts to the assistant: „Nick, informs the aircraft commander. After airplane landing, immediately returns, returns to Los Angeles.” 电话那头的迪斯尼总裁弗兰克.威尔斯语气急促。足足说了一分多钟,迈克尔.艾斯纳才反应过来,高脚杯里的红酒已经溢出来一大片,不过迈克尔.艾斯纳却已经没有心思再关心这些,将已经空了的红酒瓶随手放在桌子上,挂掉电话走出休息室。冲助理喊道:“尼克,通知机长。飞机降落之后立刻返航,回洛杉矶。” Toward noon, Michael Eisner returns to Disney Headquarters finally, the Disney Board of Directors member who receives the notice waited ahead of time in the conference room. 临近中午,迈克尔.艾斯纳终于回到迪斯尼总部,接到通知的迪斯尼董事会成员已经提前等在了会议室。 Sat on meeting table the head, Michael Eisner looked at the purchase plan that Firefly submitted not silently in detail, the low lowland scolded one, asked that Frank Wells said: „Frank, you determined that this is not a joke, the fund that which Firefly comes purchases Disney, their where has that much money?” 坐在会议桌上首,迈克尔.艾斯纳一言不发地将萤火虫递交的收购方案详细看了一遍,低低地骂了一句,才问弗兰克.威尔斯道:“弗兰克,你确定这不是个玩笑吗,萤火虫哪来的资金收购迪斯尼,他们哪有那么多钱？” Looks at the look to be excited, Michael Eisner that momentarily possibly jumps, Frank Wells explained patiently: „I have telephoned to Eric Williams personally confirmed this matter.” 看着神色激动,随时可能跳起来的迈克尔.艾斯纳,弗兰克.威尔斯耐心解释道:“我已经亲自打电话给艾瑞克.威廉姆斯证实了这件事。” „I am was asking the money of which their coming?” The Michael Eisner sound turned into roaring. “我是在问他们哪来的钱？”迈克尔.艾斯纳的声音已经变成了咆哮。 Frank Wells shook the head, Michael Eisner is just about to continue to manifest suddenly, sits in the director of below head probes suddenly was saying: „Is the beforehand oil shock?” 弗兰克.威尔斯摇了摇头,迈克尔.艾斯纳正要继续发作,坐在下首的一位董事突然试探着说道:“难道是之前的石油危机？” Michael Eisner was shocked immediately, associates to last year seven in August Eric all sorts of actions, he has determined this point quickly, that Eric raised enough the 700 million USD fund 迈克尔.艾斯纳顿时愣住,联想到去年七八月份艾瑞克的种种举动,他很快确定了这一点,那次艾瑞克可是筹集了足足7亿美元的资金 The matter passed nearly for one year, before Eric did not have any action, all people think that Eric that time has not made too much money, but sees the present purchase important contract, Michael Eisner realized that all people had been deceived by Eric. 事情已经过去快一年了,之前艾瑞克都没有任何举动,所有人都以为艾瑞克那次并没有赚太多钱,但看到眼前的收购要约,迈克尔.艾斯纳意识到所有人都被艾瑞克骗了过去。 The complexion grasped under fist embarrassedly, Michael Eisner has been on the rise, said: „Now, says, what to do should, if Eric Williams purchases successfully, then all our people present, could pack the thing to get the hell out. Therefore, we cannot make him prevail absolutely.” 脸色难堪地握了下拳头,迈克尔.艾斯纳才抬起头,道:“现在,说说吧,该怎么办,如果艾瑞克.威廉姆斯收购成功,那么我们在座的所有人,可能都要收拾东西滚蛋。所以,我们绝对不能让他得逞。” The conference room has resounded the talking at once discussion sound quickly, the Disney's 16 directors, either is on good terms with Michael Eisner, either before is Disney's the staff, because of centralizing power of Michael Eisner, the authorities of these people was weakened large scale, but these directors also and do not care about these, Disney makes the major decision mistake in any case accidentally, when the time comes definitely is Michael Eisner takes the rap, like «Cutthroat Island» this. Therefore, this type does not need to be responsible, but can also take the work of high salary, nobody does not meet satisfied, therefore they do not want because of purchasing to discard work. 会议室很快响起了七嘴八舌的讨论声,迪斯尼的16位董事,要么与迈克尔.艾斯纳交好,要么就是迪斯尼的前职工,因为迈克尔.艾斯纳的大权独揽,这些人的权力被大幅度削弱了,不过这些董事也并不在意这些,反正迪斯尼万一出现重大决策失误,到时候肯定是迈克尔.艾斯纳自己去背黑锅,就像《割喉岛》这样。因此,这种不用负责,还能拿高薪的工作,没有人会不满意,所以他们也不想因为收购而丢掉工作。 „What now is most important stands firm the shareholder, so long as they and we stand, Firefly wants to purchase Disney to be unlikely.” “现在最重要的是稳住股东,只要他们与我们站在一起,萤火虫想要收购迪斯尼就不太可能。” „Yeah, what a pity «Cutthroat Island» just created such in a big way lost, the opportunity that Firefly seizes is good.” “哎,可惜《割喉岛》刚刚造成了这么大损失,萤火虫抓住的时机非常好。” „Do not forget also to have creditor, last week we just had discussed the plan of postponement of payment due creditor's rights principal and interest, this plan definitely cannot take now again, otherwise the creditor definitely will exert pressure to us, after all, the Firefly achievement because of was too good.” “别忘了还有债权人,上周我们才刚刚讨论过延期支付到期债权本息的方案,现在这份方案肯定不能再拿出来了,否则债权人肯定会向我们施压,毕竟,萤火虫的业绩是在太好了。” „In the Firefly hand grasped 11% stocks, this is greatly troublesome.” “萤火虫手中已经掌握了11%的股份,这可是个大麻烦。” „......” “……” „......” “……” The conference room chirp humming sound discussed enough five minutes, Michael Eisner cannot hear any useful suggestion from these population, this makes him very angry, even neglected this situation is he personally created, to consolidate own right, the Disney's Board of Directors natural mediocre person the more better. 会议室嘤嘤嗡嗡地讨论了足足五分钟,迈克尔.艾斯纳都没有能从这些人口中听到什么有用的建议,这让他非常愤怒,甚至忽略了这种情况本来就是他亲手造成的,为了巩固自己的权利,迪斯尼的董事会当然庸人越多越好。 No longer pays attention to the idle talk of these people, Michael Eisner said to the assistant: „Convenes all management to meet . Moreover, making ministry of law sending a letter give Firefly, we refuse to purchase.” 不再理会这些人的废话,迈克尔.艾斯纳对助理道:“召集所有管理层开会,另外,让法务部发信给萤火虫,我们拒绝收购。” „Mr. Eisner, according to the flow, we should to the shareholder disclose that this matter,” assistant reminded one in a soft voice. “艾斯纳先生,按照流程,我们应该向股东披露这件事,”助理轻声提醒了一句。 Michael Eisner stared assistant one eyes discontentedly: „You, so long as were you should the matter of doing to be OK.” 迈克尔.艾斯纳不满地瞪了助理一眼:“你只要做你该做的事情就可以了。” The assistants have complied with the sound afraid, left silently. 助理心虚的应了声,默默地离开了。 Michael Eisner has pounded on the table, making the people stop the discussion, said: „Was good, do not quarrel, when the management came then discussed.” 迈克尔.艾斯纳拍了拍桌子,让众人停下讨论,才说道:“好了,都别吵了,等管理层来了再讨论。” One group of directors were peaceful. 一堆董事都安静了下来。 Submitted the purchase important contract in Firefly to Disney Board of Directors the same day, Disney Board of Directors makes the decision that has refused to purchase, and has carried on the disclosure to the shareholder Firefly some purchase plans selectively, in the meantime, but also was supplementing the Michael Eisner sincere in words personal letter. 在萤火虫向迪斯尼董事会递交收购要约的当天,迪斯尼董事会就做出了拒绝收购的决定,并且有选择性地将萤火虫的部分收购方案向股东进行了披露,同时,还附带着迈克尔.艾斯纳言辞恳切地亲笔信。 While to the shareholder disclosed purchase important contract, Disney Board of Directors only short within three day, approved the first counter-attack plan, the golden parachute, is used to protect the interests of Disney all management personnel. 在向股东披露收购要约的同时,迪斯尼董事会只短短的三天之内,就通过了第一份反击方案,金色降落伞,用来保护迪斯尼所有管理层人员的利益。 While to the shareholder disclosed purchase important contract, Disney Board of Directors only short within three day, approved the first counter-attack plan, the golden parachute, is used to protect the interests of Disney all management personnel. 在向股东披露收购要约的同时,迪斯尼董事会只短短的三天之内,就通过了第一份反击方案,金色降落伞,用来保护迪斯尼所有管理层人员的利益。 While to the shareholder disclosed purchase important contract, Disney Board of Directors only short within three day, approved the first counter-attack plan, the golden parachute, is used to protect the interests of Disney all management personnel. ( to be continued ) 在向股东披露收购要约的同时,迪斯尼董事会只短短的三天之内,就通过了第一份反击方案,金色降落伞,用来保护迪斯尼所有管理层人员的利益。(未完待续)