Apple (AAPL) isn't illegally bundling proposals within its proxy since this only happens when...

Apple (AAPL) isn't illegally bundling proposals within its proxy since this only happens when proposals are combined in a way "that puts shareholders to an unfair choice," the company states in a response to David Einhorn's suit - Apple's Prop. 2 features 3 changes to the articles of incorporation, one of which relates to preferred stock. Apple also accuses Einhorn of trying to coerce the company into issuing preferred stock for his own benefit, and (in talks with management) of viewing shareholder approval as a "roadblock." (Einhorn's letter) (more)

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Comments (17)
  • Brian Barbour
    , contributor
    Comments (1111) | Send Message
    good to see Cook standing his ground. Don't forget the stock that Tim Cook owns is far greater than his salary so the share price affects him too!


    He is not going to be pushed around to make a decision that will be detrimental to apple's share price.
    13 Feb 2013, 10:02 PM Reply Like
  • hahaha48
    , contributor
    Comments (1408) | Send Message
    are you sure he has any stocks? (I never check)
    he has a lot of stock options which is very different than stocks.
    stock options do not get any divident or prefer stock if there are issued
    13 Feb 2013, 11:40 PM Reply Like
  • wiesje
    , contributor
    Comments (2833) | Send Message
    last i looked on company records he owned 13.500 stock and that's it, his main gratification is in stock-options, but that does not change the fact that he obviously benefits from high share price, it's just an enormous difference in risk.
    14 Feb 2013, 01:34 AM Reply Like
  • XRTrader
    , contributor
    Comments (633) | Send Message
    He has a million options that vest over many years. His main financial focus will thus be to keep the stock and company healthy for the long term. It's as simple as that.
    14 Feb 2013, 01:46 AM Reply Like
  • deercreekvols
    , contributor
    Comments (8623) | Send Message
    Coercion is never a good thing. Mr. Cook is doing Apple shareholders a favor by standing firm.


    Now about that dividend....
    13 Feb 2013, 10:11 PM Reply Like
  • Leont68
    , contributor
    Comments (1416) | Send Message
    preferred shares/ dividends. just return some of those billions back to the shareholders
    13 Feb 2013, 10:31 PM Reply Like
  • Ghosts of Kariela
    , contributor
    Comments (152) | Send Message
    Captain Cook will use apple's cannons to blast the pirate Einhorn out of the water! The H.M.S. Apple will crush the feared Light Green Capital Ship!
    13 Feb 2013, 10:34 PM Reply Like
  • Stan The Man
    , contributor
    Comments (161) | Send Message
    As a corporate attorney for 30+ years, I find Einhorn's arguments on this to be persuasive. Apple is being disingenuous to say their proposal is pro-shareholder. Proposing that issuing preferred shares would require shareholder approval is essentially putting another hurdle in the way. Sort of like Congress saying debt reduction should require a further vote of the entire population, not just a vote by their elected representatives.


    I think the Einhorn idea is more than creative; its an excellent idea for using cash to increase shareholder value. Apple management may disagree (and lord knows I hope they have some other decent idea for the cash in mind if they do). But I believe they are wrong in their position on the narrow issue involved in this lawsuit.
    13 Feb 2013, 11:14 PM Reply Like
  • noidea2
    , contributor
    Comments (58) | Send Message
    Disagree, preferred shares is a powerful enough instrument to warrant shareholders approval. Most of the time, preferred shares are issued to save management from past mistakes or to save their skin. Apple is doing the right thing.
    14 Feb 2013, 06:14 AM Reply Like
  • vinchainsaw
    , contributor
    Comments (349) | Send Message
    Couldnt agree more Stan.


    I wonder if many people are averse to Einhorn's idea simply beacause he's a Wall Streeter.


    I wonder if any of these commentators supporting Cooke have even run the numbers in a model. They surely cant have, because then they'd see how the math works. Yet they still see fit to comment.
    14 Feb 2013, 06:28 AM Reply Like
  • Ted Bear
    , contributor
    Comments (676) | Send Message
    Imagine that: A hedge fund talking their own book. You think Einhorn really cares what happens to AAPL as long as he squeezes (as is his job) every penny from them before he bolts to the next trade?


    He really doesn't give a hoot about AAPLE's capital strucutre, or what is left after he gets the cash. Cook is smart not to cave to such external meddling.
    13 Feb 2013, 11:23 PM Reply Like
  • Stan The Man
    , contributor
    Comments (161) | Send Message
    The problem is that everyone at Apple, not just Cook but everyone else too, has been saying for years that they have plans for the cash. But history shows its all just blab. The same could have been said for all of 2012, and all of 2011. Its WAY past time to show, and not just to tell.
    14 Feb 2013, 12:12 AM Reply Like
  • jpintoctr
    , contributor
    Comments (632) | Send Message
    We are watching real time short term interest with total disregard for the company's future. Who want to have those kind of investors, no wonder why Dell is now a private company.
    14 Feb 2013, 02:02 AM Reply Like
  • wvcrosby
    , contributor
    Comments (7) | Send Message
    Opening an on-line bank may be a decent next move for Apple - especially if they provide accounts with convenient access to multiple currencies. These accounts would be very attractive to individuals involved in international travel and/or those making international purchases.


    These kind of suggestions will make a guy like me close his short positions.
    14 Feb 2013, 02:47 AM Reply Like
  • STDvooh
    , contributor
    Comments (641) | Send Message
    Good for Tim Cook. Playing it the way Steve Jobs would have done.


    Raising the dividend right now isn't a good idea. Raise the dividend when the price of AAPL shares is reaching a new high. Raising the dividend now will attract more Mutual and Hedge Funds to the stock, and giving them a chance to buy in a these low prices.Those Funds won't be loyal long term investors, they'll bail on the slightest problem. So, giving them an incentive to get into AAPL at current low prices will backfire. Better to raise the dividend when AAPL his approaching a new high, to get the Funds in then, to consolidate and stabilize the higher price.
    14 Feb 2013, 02:49 AM Reply Like
  • EJC1645
    , contributor
    Comments (81) | Send Message
    My vote is to split the shares 6 for 1 to give the hundreds
    of millions of retail customers who buy AAPL products an
    opportunity to be owners of the company. Such a move
    could solidify their loyalty even more. A retail share price
    between 75 and 100 would put AAPL within the means
    of a large population of retail investors who are currently
    unable to afford the shares. Beyond increased dividends
    or share buybacks, a large new group of investors would
    introduce a new positive dynamic in AAPL .....IMHO.
    14 Feb 2013, 02:59 PM Reply Like
  • piscessundog
    , contributor
    Comments (2) | Send Message
    I think people are forgetting about the AAPL employees having only stock options...this includes the executive. If they create preferred shares they will hurt the long term value of the common share, thereby stabbing the employees in the back.
    14 Feb 2013, 08:44 PM Reply Like
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