The Wall Street Journal-20080126-The Buzz- IAC Might Enlist Help In Splitting Off Units
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The Buzz: IAC Might Enlist Help In Splitting Off Units
IAC/InterActiveCorp Chairman Barry Diller is in discussions to bring in outside investors or possible buyers for all four of the companies he plans to spin off including the HSN home-shopping cable network, according to a person familiar with the situation.
IAC has been approached by some large retailers interested in acquiring HSN, the biggest of the businesses set to be spun off, the person said. Interval International, a time-share exchange also on the spinoff list, is in discussions with a number of private-equity firms about possible investments, according to several people familiar with the situation.
The other businesses, Ticketmaster and LendingTree, are also in talks with potential investors or buyers.
None of the potential buyers or investors has been identified and there's no guarantee any of the talks will lead to a deal.
But these talks are a major factor in Mr. Diller's effort to limit the influence that Liberty Media Corp., IAC's majority voting shareholder, would have on the four companies. Striking a deal for any of the spinoff candidates would be easier if a buyer or outside investor didn't have to contend with an existing majority shareholder, analysts say.
Mr. Diller's move to curb Liberty's influence, by proposing that the spinoff companies do away with IAC's dual-class voting structure in favor of a single-tier voting structure, sparked a bitter legal battle this week. IAC sued in Delaware Chancery Court for the right to complete the breakup on terms it has proposed and Liberty counter sued.
Among other claims, Liberty asked the court to nullify a longstanding arrangement that allows Mr. Diller to vote its stake in IAC, a proxy agreement that allows Mr. Diller to control IAC, arguing he breached the shareholder agreement.
The outcome of the case therefore could determine future control of IAC as well as of the four companies it had proposed spinning off.
Liberty has its own plans for some of the assets, including possibly keeping some to operate itself. These include HSN, which could be merged with the other major home-shopping network QVC which Liberty already owns.
IAC and Dow Jones & Co., publisher of The Wall Street Journal, are jointly building a personal-finance Web site. Dow Jones is owned by News Corp.
