Time Warner's Icahn Problem

In the Spring I posted a couple of stories regarding blowhard investor Carl Icahn and his target at the time (Blockbuster). The first dealt with Icahn being hung up on during a web conference for all the world to hear. The second dealt with heavy handed approach CEO John Antiocco was taking when dealing with Icahn. At the time "Uncle" Carl (as he likes to be known, very man of the people) was lodging a complaint that Blockbuster was not acting in the best interest of the shareholders. Icahn got what he wanted (board seats) and has rest assured made life miserable for Mr. Antiocco since he and his band merry investors ascended onto the board.

Now Icahn has moved on to a bigger target. None other than Time Warner (formerly AOL Time Warner, formerly Time Inc and Warner Brothers, formerly Turner Broadcasting and...well you get the picture). Icahn has put TW CEO Richard Parsons on notice: spin-off the entire cable division, increase the dividend and get rid of AOL or else...

The "or else" in that statement means that if Carl doesn't exact his pound of greenmail that he'll pull the same thing on TW that he pulled with Blockbuster. No doubt making Mr. Parsons life equally miserable as he did for Mr. Antiocco.

Icahn's M.0. is veiled in "unlocking shareholder value." But in essence what he does is take a big stake and then force companies to pay him off in the short term via dividends or buybacks. If he doesn't get what he wants he takes his fight public and drags the company in question out into a war.

The problem is Icahn's moves generally make company's worse off because they are forced to abandon long-term strategies or worse yet put them in a poor negotiating position (E.G., it'll be tough for Parsons and crew to negotiate a "fair" AOL deal if even I know that they are being pushed hard to sell it).

However, Mr. Parsons should not be underestimated. Underneath that sweet veneer is a man who knows how to negotiate and lead in times of peril. It is he who pared down TW's debt, unwound the difficult cable partnership with Comcast and sold the music business for a tidy profit. He can handle Icahn if the board backs him up. The question is of course, will they?

Hawk's View: This is a bit of a cage match but I like it to end in a draw with Icahn getting a nice fat check to go bother some other media company (are you paying attention Viacom?). Look for buybacks to go up and for AOL to get sold off (Microsoft is the one). However, don't expect Parsons to give in when it comes to spinning off the entire cable operation. Parsons knows that business is a long term strategic play and giving it all up now will not nearly bring them enough money for the leverage they will lose. Look for a portion of the cable business to be spun off by late Summer with TW still holding a majority position. And look for Icahn to be stalking some other company by then.