11 April 2002 A voicemail from Hewlett-Packard (HP) CEO Carly Fiorina insisting that executives would have to “do something extraordinary” to win support from two major shareholders has stoked the debate about HP’s actions in the run up to the merger vote.
Fiorina’s instructions to chief financial officer Bob Wayman were recorded just two days before the crucial vote and were prompted by concerns that key shareholders Deutsche Bank and Northern Trust were considering voting against the merger.
“We may have to do something extraordinary for those two to bring them over the line here,” said Fiorina in the message. She instructed Wayman to call Deutsche Bank the following morning. A copy of the voicemail was sent anonymously to a reporter at the San Jose Mercury News.
The latest twist in the HP/Compaq saga emerged as dissident board member Walter Hewlett prepared to go to court on 23 April to challenge HP’s conduct in the run up to the vote. Walter Hewlett’s law suit alleges that HP used the promise of future investment banking business to coax Deutsche Bank into switching some of its shares.
HP has already claimed a narrow victory in the vote, although the official result is not expected for a couple more weeks. The company admitted that the voicemail was authentic, but denied that it acted improperly. “We did in fact make extraordinary efforts to present the merits of the merger to our investors, including dozens of presentations in the final days,” said Wayman.