eSpeed responds to critics regarding Tullett Prebon proposal, Cantor's control

By Lisa Kerner

Charlotte, N.C., April 19 - eSpeed, Inc.'s board of directors responded to "the various public statements and proposals made by one of eSpeed's competitors and by certain shareholders in schedule 13D filings in recent weeks."

The company said it has notified Tullett Prebon plc that eSpeed's controlling stockholder, Cantor Fitzgerald, LP, is not interested in selling to Tullett or in proposing alternative terms to Tullett. Therefore, the New York-based trading technology company will not pursue Tullett's acquisition proposal, according to a company news release.

eSpeed reiterated that neither it, nor the board, may, without Cantor's approval: convert Cantor's class B common shares of eSpeed into class A common shares, undertake a business combination with another entity, or terminate the perpetual clearing, technology and other arrangements with Cantor and its affiliate BGC Partners.

As a result, any proposal to take such actions in connection with a potential acquisition of eSpeed must be approved by Cantor, the release stated.

On April 18, eSpeed investor Chapman Capital LLC demanded that the company's non-affiliated owners be allowed to replace board members Albert M. Weis, John H. Dalton, Barry R. Sloane and Barry M. Gosin.

The shareholder, with a 9.3% stake in the company, also demanded that eSpeed's board "immediately retain an independent auditor to review the joint services agreement, compel the conversion of all class B common shares into class A common stock and engage an investment bank to maximize shareholder value via an auction of the company," a news release stated.

In addition, Chapman said the company's rejection of Tullett's premium acquisition proposal has heightened concerns that "Napoleonic behavior continues to be condoned by eSpeed's director fiduciaries."

On March 21, Chapman Capital asked eSpeed to retain an auditor to review the joint services agreement, distinct from eSpeed/BGC Partners/Cantor Fitzgerald's shared financial auditor Deloitte & Touche LLP.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.