September 23, 2021

Tina Brown to Leave The Daily Beast and Publishing

Ms. Brown announced Wednesday that she would step down as editor in chief of the Web site The Daily Beast and start her own conference company.

The departure will end, for now, her career as one of the magazine industry’s best-known editors, one who received much acclaim for her stewardship of Vanity Fair and The New Yorker, then had less success with Talk magazine and the merger of The Daily Beast and Newsweek.

It will also end her publishing partnership with her financial backer, Barry Diller, the chairman of IAC/InterActiveCorp, which began in 2008 when the two joined to found The Daily Beast.

Ms. Brown, 59, said in a statement that she would start Tina Brown Live Media, which will focus on building up the Women in the World conferences she has been organizing and running for several years.

At a meeting with Daily Beast staff members on Wednesday, Ms. Brown said that she would remain until the end of the year, when her contract expires.

“It has been wonderful to grow the Women in the World summit into such a powerful, independent brand within The Daily Beast, and now it will be even more exciting to see how it can expand and develop,” Ms. Brown said in the statement.

An executive with direct knowledge of the negotiations said her split with Mr. Diller was friendly, and that she had been saying for more than a month that she did not want to continue in such a stressful position into the new year.

It is unclear what Ms. Brown’s departure means for the future of The Daily Beast. The Web site has lost millions of dollars since its inception, though Ms. Brown had projected that it would break even long before now. The executive, speaking on condition of anonymity because Ms. Brown was handling the public announcement, said it was unlikely the Web site would be closed.

Ms. Brown said The Daily Beast “has given me some of the most exciting and fulfilling years of my professional life,” adding that she was “enormously proud” of what the Web site had achieved.

News of Ms. Brown’s decision was first reported by the Web site BuzzFeed.

Ms. Brown and Mr. Diller expressed great enthusiasm when they started The Daily Beast in 2008. But their relationship was put to the test in 2010 when Ms. Brown persuaded Mr. Diller to help support the storied but struggling Newsweek magazine and merge it with The Daily Beast. Even Ms. Brown’s best efforts to save Newsweek were soured by the struggling market for newsmagazines, and Newsweek lost tens of millions of dollars.

Mr. Diller complained publicly for months about his frustrations with Newsweek, and referred to the acquisition of it as a “mistake.” Late in 2012, Ms. Brown announced that Newsweek would cease publishing a print edition. In May, Ms. Brown confirmed that the magazine was for sale, and in early August Newsweek was sold to the digital news company International Business Times.

Though Ms. Brown drew praise from many current and former employees, she made her share of critics as she tried to steer Newsweek through a turbulent time in the media industry. Dan Lyons, Newsweek’s former technology editor, wrote on Facebook Wednesday: “At rows of desks, reporters and editors pretend to stare at screens, while fighting the urge to jump and start dancing and cheering.”

Ms. Brown has been hosting the Women in the World conferences for the last three years along with Mr. Diller’s wife, Diane von Furstenberg, and the actress Meryl Streep. She is taking her events group, which is headed by Kathy O’Hearn, from The Daily Beast to help her with her conferences.

Ms. Brown worked with Anita Dunn, a former White House communications director for President Obama, to manage her announcement Wednesday, suggesting that in the future Ms. Brown may pay far more attention to Washington political circles than to the New York publishing world she is leaving behind.

It appears that Ms. Brown will continue to have some ties with The Daily Beast and IAC even in her conference business. In her statement, Ms. Brown said The Daily Beast would remain a media partner for the April 2014 conference.

Leslie Kaufman and David Carr contributed reporting.

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German Cable Merger in Doubt After Court Orders a Review

DÜSSELDORF, Germany — A regional court in Germany reversed the antitrust regulator’s approval for Liberty Global’s 3.2 billion euro acquisition of KabelBW, throwing the now-completed merger into doubt.

The court in Düsseldorf ruled that the German regulator would have to look at the case again and either block it or apply stricter conditions to its approval.

The $4.2 billion merger, which was approved in 2011 and completed in early 2012, could ultimately be unwound, rattling a sector already undergoing major changes.

The cartel office said it would study the ruling before deciding about any further steps. It had imposed far-reaching conditions on the deal because Liberty already owns Germany’s second-largest cable operator, UnityMedia.

Germany’s biggest telecommunications group, Deutsche Telekom, had challenged the approval decision. The court had already voiced concerns over the deal in a June hearing.

The court did not allow its decision to be appealed, but UnityMedia can file a complaint with a higher court, Germany’s Federal Court of Justice, to be allowed to appeal.

“The merger implies that KabelBW as the only potential competitor has been taken out of the market,” Jürgen Kühnen, the court’s presiding judge, said. “Potential competition has been eliminated.”

UnityMedia said it would use all legal means available to fight the court’s decision.

Frederik Wiemer, an antitrust lawyer not involved in this case, said the court had looked at several regional markets in Germany, whereas the cartel office came to its decision after mainly considering the national market.

“Certainly this ruling will have dramatic consequences,” he said. “If this decision is upheld by a higher court, the merger will have to be unwound. I wonder whether this is actually possible.”

Liberty Global and the German cable industry leader Kabel Deutschland, which Vodafone agreed to buy for 7.7 billion euros in June, have been winning customers from Deutsche Telekom with their expansion into broadband.

Their cable lines, meant to deliver television to homes, have been upgraded to carry voice calls and Internet at speeds often five times faster than competing services offered by Deutsche Telekom and others.

Liberty has been the most active buyer in Europe in the last few months, snapping up Britain’s Virgin Media in February and increasing its stake in the Dutch group Ziggo.

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DealBook: Dish Offers to Buy Sprint, Joining Phone to TV Service

9:35 p.m. | Updated

Smartphones, tablets and computers all pull data from the Internet, but people still pay two different bills: the high-speed connection they get at home and the wireless connection they get outside. Dish Network, the pay-TV operator, wants to bridge that gap.

Dish Network said on Monday that it had submitted a $25.5 billion bid for Sprint Nextel, the nation’s third-largest wireless carrier after Verizon Wireless and ATT. It says that a merger between the two companies could roll television, high-speed Internet and cellphone services into a single package that would be faster and more affordable for consumers.

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“It really means that we’re going to give consumers what every consumer wants,” Charles W. Ergen, Dish Network’s chairman, said in a phone interview. “They want broadband and video and voice in their home and want the exact same thing outside the home. And they want it to look and feel and priced outside the same as it is inside.”

Dish Network’s bid is an effort to scuttle the planned takeover of Sprint Nextel by the Japanese telecommunications company SoftBank, which agreed in October to acquire a 70 percent stake in the American cellphone operator in a complex deal worth about $20 billion.

Under the terms of its proposed bid, Dish Network said it was offering a cash-and-stock deal worth about 13 percent more than SoftBank’s bid.

Dish Network values its offer at $7 a share, including $4.76 in cash and the remainder in its shares. The offer is 12.5 percent above Sprint Nextel’s closing share price on Friday.

“The Dish proposal clearly presents Sprint shareholders with a superior alternative to the pending SoftBank proposal,” Mr. Ergen said in a statement.

Mr. Ergen said a “Dish/Sprint merger will create the only company that can offer customers a convenient, fully integrated, nationwide bundle of in- and out-of-home video, broadband and voice services.”

Dish Network said it would be able to combine its existing broadband and TV offerings with Sprint Nextel’s cellphone operations, allowing it to better compete with rivals like Verizon that are moving into new areas in search of revenue.

Dish Network’s effort to take over Sprint is the latest of many moves toward consolidation in the highly competitive broadband industry. In 2011, ATT tried to buy its rival T-Mobile USA, a move that was blocked by the Justice Department because of antitrust concerns. Last year, Verizon scored a deal with a group of cable companies that agreed to sell it spectrum licenses to build its wireless network in exchange for allowing them to sell their cable services inside Verizon stores.

The big question surrounding the communications industry is whether partnerships and mergers are good not just for businesses, but also for the customers. Opponents of mergers say they lead to fewer jobs, less competition and higher prices. But analysts on Monday said that a potential Dish-Sprint merger may pose a greater challenge to ATT and Verizon, which dominate the wireless industry and charge higher prices for their phone plans.

As the No. 3 cellphone service provider, with 56 million subscribers nationwide, Sprint Nextel has struggled to catch up with larger rivals. It is expected to face even more competition as the parent company of T-Mobile USA, Deutsche Telekom, moves closer to a multibillion-dollar agreement to buy MetroPCS.

Dish Network said it would finance the cash component of the takeover through a combination of $17.3 billion in cash and debt financing.

Sprint said in a statement that it would look at Dish’s proposal, but declined to comment further on its plans. “Sprint Nextel today confirmed it has received an unsolicited proposal from Dish Network to acquire the company,” said Roni Singleton, a Sprint spokeswoman. “The company said that its board of directors will evaluate this proposal carefully and consistent with its fiduciary and legal duties. The company does not plan to comment further until the appropriate time.”

Mr. Ergen said his company would be as a better fit for Sprint than SoftBank because it would bring greater benefits to consumers. Fourteen million Dish Network subscribers would get improved services on their cellphones, and shareholders would own 32 percent of the combined company, whereas Softbank’s merger is essentially a cash infusion to strengthen Sprint.

Charles W. Ergen, Dish Network's chairman, said a merger with Sprint would benefit consumers by bundling services.Paul Sakuma/Associated PressCharles W. Ergen, Dish Network’s chairman, said a merger with Sprint would benefit consumers by bundling services.

“Sprint doesn’t change overnight because of SoftBank — it’s still Sprint,” he said. “Sprint transforms overnight with Dish.”

Susan P. Crawford, a law professor at Cardozo School of Law who served as special assistant to President Obama for science, technology and innovation policy, said there were pros and cons to a merger with Dish Networks. A combination with Dish Networks would pose more of a threat to ATT and Verizon, which account for two-thirds of American wireless subscribers, than a partnership with SoftBank, she said.

But it would also weaken T-Mobile USA, the No. 4 carrier, which has been offering cheaper phone plans to consumers, like its latest contract-free phone plans.

“Right now, we have two giants and two also-rans, and now you’re getting potentially three giants dividing up the American marketplace, with T-Mobile lagging far behind,” she said of the potential Dish-Sprint merger.

It is unclear whether a Dish takeover would change much about Sprint’s wireless service. Chetan Sharma, an independent telecom analyst who is a consultant for carriers, said that the only obvious change for consumers would be at a marketing level, not a technology level. While the bills may be consolidated, it would not be easy to share the benefits of a high-speed Internet connection at home with wireless networks that connect to a phone outside, he said.

Mr. Sharma said that a Sprint merger with SoftBank would most likely be better for consumers than one with Dish. The two carriers combined would have more buying power to negotiate with manufacturers like Apple or Samsung to buy large quantities of phones at lower prices.

Because the phones would be cheaper for Sprint, the carrier could charge customers less for access its network to make up for the costs of the phones, he said.

Amid the fight for Sprint is a tug of war for Clearwire, another wireless operator of which Sprint is the majority owner. Sprint has signaled interest in taking over the company entirely with the cash infusion from SoftBank, but Dish in January made an unsolicited bid of $2.2 billion for a portion of the company.

And on the heels of Monday’s news, Verizon offered $1.5 billion to buy spectrum from Clearwire, according to a person briefed on the company’s plans, who was not authorized to speak publicly because the plans were not yet official.

If Dish Networks succeeded in a takeover of Sprint, it would be in a position to acquire Clearwire more quickly than Sprint/SoftBank, because a foreign company that tries to buy more than 25 percent of a telecom company must undergo regulatory review.

Barclays is advising Dish Network on its proposed bid. Deutsche Bank, the Raine Group and Mizuho Securities are advising SoftBank. Citigroup, Rothschild and UBS are advising Sprint Nextel.

This post has been revised to reflect the following correction:

Correction: April 15, 2013

A previous version of this article misspelled the college where Susan P. Crawford, a law professor, teaches. It is the Cardozo Law School, not Cardoza.

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Spanish Airline Said to Be in ‘Fight for Survival’

The planned reductions, equivalent to more than 20 percent of the airline’s work force, came as International Airlines Group — formed by the merger of Iberia with British Airways last year — reported a 24 percent drop in third-quarter net profit and forecast an operating loss of €120 million, or $150 million, for the full year.

“Iberia is in a fight for survival and we will transform it to reduce its cost base so it can grow profitably in the future,” Willie Walsh, the IAG chief executive, said in a statement. Iberia’s unions were given a deadline of Jan. 31 to reach an agreement on the job cuts or face possibly deeper retrenchments.

Labor unions have been bracing for major layoffs at Iberia for months as the grip of Spain’s recession tightens and IAG has gradually shifted operation of many domestic and European flights to its low-cost subsidiary, Iberia Express. On Thursday, IAG, which owns 46 percent of Vueling, a rival Spanish low-cost carrier, made a €113 million bid for the rest of the airline, though it said it had no immediate plans to merge it with Iberia Express.

“The company is burning €1.7 million every day,” Rafael Sánchez-Lozano, Iberia’s chief executive, said in a statement. “Iberia has to modernize and adapt to the new competitive environment, as its cost base is significantly higher than its main competitors in Spain and Latin America.”

IAG said Iberia’s operating losses of €262 million for the first nine months of this year had all but wiped out a €286 million profit made by British Airways in the same period.

The job cuts were the latest retrenchments for Europe’s biggest airlines as they compete with leaner and nimbler rivals like Ryanair, easyJet and Air Berlin in Europe and with rapidly expanding Middle Eastern carriers like Emirates and Etihad on long-distance routes.

Air France in June that it would eliminate more than 5,100 jobs, or 10 percent of its work force, by the end of next year as part of a €2 billion restructuring, while Lufthansa announced the elimination of 3,500 administrative jobs in May as it targets €1.5 billion in savings over the next three years.

While airlines globally have managed to trim costs and improve operating margins over the past year, the economic slowdown that has accompanied the sovereign debt crisis continues to weigh heavily on European carriers.

Last month, the International Air Transport Association predicted that European airlines would lose a combined $1.2 billion this year, while it forecast global industry profits of $4.1 billion. European losses are expected to shrink to $200 million in 2013, the I.A.T.A. said, while airline profits worldwide are predicted to rise to $7.5 billion.

This article has been revised to reflect the following correction:

Correction: November 9, 2012

An earlier version of this article stated incorrectly that Iberia would reduce its capacity by 25 percent. The airline’s network capacity will be cut by 15 percent, through a downsizing of its fleet by 25 aircraft.

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Teva Agrees to Conditions for Merger With Cephalon

Teva Pharmaceutical Industries won United States antitrust approval to buy the specialty drug maker Cephalon after agreeing to conditions aimed at preserving competition in the market for the sleep disorder medicine Provigil and two other drugs.

Teva said it expected to close the deal, valued at nearly $7 billion, by Oct. 14, subject to approval by the European Commission.

The Federal Trade Commission required Teva to sell a rival generic drug maker, Par Pharmaceuticals, the rights and assets of a cancer pain drug developed by Cephalon and sold as Actiq, and a muscle relaxant, known chemically as cyclobenzaprine hydrochloride.

Teva also agreed to supply Par with Provigil, which is used to combat drowsiness, for one year.

Primarily a generic-drug maker, Teva recently bought Barr Pharmaceuticals and Ratiopharm to increase its brand-name offerings.

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‘Once Upon a Car’: On the Road to Detroit’s Big Pileup


“HI, Bill, it’s Rick Wagoner. You know, I think it’s really time we put our companies together.”

Bill Ford wasn’t sure he’d heard right. Mr. Wagoner, the chairman and chief executive of General Motors, wanted to talk about a merger between Ford and G.M.?

He did. Mr. Wagoner and his operating chief, Fritz Henderson, would come by to talk.

Mr. Ford was stunned. He knew G.M. was desperate. But even now, in July 2008, he had no idea it was this desperate. And he couldn’t snub Rick Wagoner. Sure, Mr. Ford said. Come on over, and bring Fritz.

The idea had been the subject of theoretical debate for years. What if G.M. and Ford joined forces? Even in their shrunken state, they would have a combined 38 percent share of the United States market, and a huge international presence. All that purchasing power, manufacturing muscle and technical skill under one roof. Thousands of overlapping jobs could be eliminated. Painful as that might be, it could save billions. Chrysler? Forget it. Instead of a Big Three, there would be a Big One.

But could it even be done? G.M. and Ford had competed head-on for decades. This was not just a rivalry. This was opposite sides of town, you-stay-on-yours-and-I’ll-stay-on-mine. So, as a practical matter, a merger had never been seriously considered — until now.

Bill Ford didn’t like the sound of it. G.M. must be in serious trouble if its executives were coming to Ford for help or answers. The idea of a merger nauseated him. The U.A.W. would go nuts.

Mr. Ford spoke with his C.E.O., Alan R. Mulally, and they agreed that they had to talk to G.M., if only to find out what was going on. Mr. Wagoner’s approach was out of character. Maybe G.M. was in even worse shape than it was letting on.

The meeting that followed would profoundly affect the course of both automakers. Mr. Wagoner and Mr. Henderson arrived with Ray Young, G.M.’s chief financial officer. Don Leclair, Ford’s C.F.O., joined, too.

Mr. Wagoner began. G.M. and Ford should merge, he said. The synergies would be phenomenal. Savings would be huge. The possibilities were endless.

Bill Ford was shocked. G.M. was serious. Who, he asked, would run this new company? As bad as Ford’s stock price was, Ford still had a higher market value than G.M.

Mr. Wagoner noted that G.M. was bigger in terms of sales. So, by all rights, it should probably be in charge. But maybe they could share management, or discuss it later, he suggested.

Mr. Mulally mostly listened. He wanted to know more about G.M.’s true state. He surely didn’t want any part of any merger. As far as he was concerned, G.M. was a roaring five-alarm fire. Why, he asked, was it coming to Ford now?

Mr. Wagoner and Mr. Henderson explained that G.M. was running low on cash and was having trouble borrowing money. By merging with Ford, it could go back to Wall Street.

So that’s what this is about. G.M. is going broke, Bill Ford realized. Ford had $30 billion in the bank, and that’s what G.M. really wanted. It wasn’t about Ford at all. It was about saving G.M. Mr. Ford didn’t need to hear any more. “No thanks,” he said. “This would never work out. “

Mr. Henderson jumped in, reiterating how good a marriage could be. “Don and I did a lot of work on this earlier,” he said. “I know G.M. inside and out, and Don knows Ford inside and out. Between the two of us we could figure it out pretty quickly.”

Mr. Leclair kept his mouth shut. Mr. Ford was doing the talking.

“No,” Mr. Ford said. “No, thanks.”

Mr. Wagoner understood. This wasn’t happening. “Well if you don’t do it with us,” he said, “we’re going to look elsewhere.” With that, the G.M. execs left.

At first, Mr. Ford was angry. G.M. could be so arrogant. But the overture was disturbing. If G.M. went bankrupt, a big part of the automotive supply chain could collapse. That would hurt the entire industry, including Ford. Bill Ford respected G.M.’s power and mass as no one else at Ford could. After all, he is a great-grandson of Henry Ford.

“I grew up in this town, and G.M. was the giant,” he later recalled. “That was just the reality of life for me from childhood.”

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Prescriptions Blog: Walgreen Warns Investors of Possible Loss

The Walgreen Company on Tuesday braced Wall Street for a projected loss in 2012 of more than $3 billion in revenue because of the planned loss of business from customers who have their prescription drug coverage managed by Express Scripts.

Express Scripts is the large pharmacy benefit manager that Walgreen is battling over payment issues.

The proposed merger between Express Scripts and Medco Health complicates matters, given that federal regulators are scrutinizing the deal.

Going without Express Scripts is a gamble for Walgreen, the nation’s largest pharmacy chain. Walgreen, which is based in Deerfield, Ill., generated $5.3 billion, or 7 percent, of its $72 billion fiscal 2011 revenue from customers with drug coverage managed by Express Scripts, but the company is hoping to retain some of that money.

Much of the rift, which began three months ago, centers on how much Walgreen is getting paid by Express Scripts to dispense prescriptions and how much the company pays Walgreen for the costs of the drugs. Express Scripts is a pharmacy benefit manager, which works as a middleman between employers and drug makers when it comes to buying prescription drugs.

“We are planning not to be part of the Express Script network as of the first of the year,” Gregory D. Wasson, the chief executive of Walgreen, told analysts and investors.

In a conference call after the company’s fourth-quarter and full-year fiscal 2011 earnings release, Walgreen executives outlined three potential situations in which they could retain 25 to 75 percent of the customers who have Express Scripts benefit plans.

Depending on retention, Walgreen said the company could experience a negative impact of 7 to 21 cents a share for its fiscal 2012, which began Sept. 1 and runs through Aug. 31, 2012. Its contract with Express Scripts expires at the end of this year, leaving open the possibility that some resolution could be reached in the coming months.

To mitigate the threatened loss of business from Express Scripts customers, Walgreen said it had been in talks with large health plans and employers about ending relationships with Express Scripts and contracting directly with Walgreen, but it would not provide specifics or name companies that were considering leaving.

“We’re not going to speculate on retention,” Mr. Wasson said. “We’re encouraged by the response we are receiving.”

The dispute comes at the peak of fall open enrollment season when companies disclose to workers their benefit options for the following year. It is during this time that workers will be deciding which health plans to choose. In addition, senior citizens covered by Medicare health insurance will also soon be choosing their drug coverage options for 2012.

Both sides say they are trying to provide the best deal to employers while saving the health care system money.

Express Scripts says Walgreen’s fees and costs to provide prescriptions are too high. “We would still welcome back Walgreens in our network at rates that are more aligned with rates that are right for our clients,” said Brian Henry, a spokesman for Express Scripts.

But Walgreen says its rates are in line with the market and it gives customers the best buy at the pharmacy counter with its services that include educating customers and moving them to cheaper generic drugs. Walgreen also markets a program where consumers can get 90-day prescriptions at the pharmacy counter.

In its fiscal fourth quarter that ended Aug. 31, Walgreen said profits jumped 69 percent to $792 million, or 87 cents a share, because of strong prescription sales and a gain from the sale of its Walgreens Health Initiatives business, a manager of pharmacy benefits. Revenue increased 6.5 percent to $18 billion.

Walgreen sold the health initiatives unit in June to Catalyst Health Solutions, which is based in Maryland. Fourth-quarter earnings excluding the sale of the health initiatives business were 57 cents a share.

Shares of Walgreen fell 6.2 percent, or $2.26 a share, to close at $33.77

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DealBook: Dollar Thrifty Asks for ‘Best and Final’ Bids From Suitors

9:19 p.m. | Updated

The Dollar Thrifty Automotive Group sent a letter to Hertz Global Holdings and the Avis Budget Group on Sunday requesting “best and final” takeover offers.

The letter from Dollar Thrifty is meant to bring a protracted battle for the car rental company to a close within a matter of months, though that will also depend on either takeover offer receiving antitrust approval because all three companies are in the rental car business.

Hertz has the higher bid on the table, with a cash-and-stock offer worth $1.91 billion at the close of trading on Friday. Dollar Thrifty shareholders rejected a previous Hertz takeover bid last fall.

Avis’s most recent proposal, worth $1.55 billion as of Friday’s close, was announced last fall. But many investors and analysts have been unsure of Avis’s intentions, especially given its $1 billion purchase of its former European arm in June.

In his letter to Avis and Hertz, Dollar Thrifty’s chief executive, Scott L. Thompson, wrote that he believed a merger with either company would probably meet approval by regulators.

Mr. Thompson added the caveat that any proposal requiring his company’s shareholders to assume any antitrust risk, like with a breakup fee, would most likely be deemed unacceptable by Dollar Thrifty’s board or shareholders.

“Both companies over a multiyear period have made unsolicited offers,” Mr. Thompson said in an interview on Sunday. “It seems logical to bring this to a conclusion.”

He added that Dollar Thrifty had spent more than $30 million over the past four years responding to the unsolicited offers.

The goal is to finally run a formal sales process in October, one that Mr. Thompson said might draw out other bidders. But thus far, no other companies have emerged.

A person close to Hertz said that so long as the Federal Trade Commission had yet to sign off on the company’s bid, “nothing has changed.” Among the steps Hertz is taking to win approval from the regulator is selling off its Advantage brand.

Shares in Dollar Thrifty closed on Friday at $61.91, giving it a market value of $1.79 billion. Its shares have risen 31 percent this year.

Representatives of Hertz and Avis declined to comment or were not immediately available for comment.

Dollar Thrifty has improved its financial performance since Mr. Thompson and his management team took over in 2008, including by cutting its management ranks and other costs. The company also expanded its fleet providers beyond Chrysler, adding companies including Ford, Nissan and General Motors.

The company has set a target of $270 million to $290 million in adjusted earnings for this year. It also expects to eliminate its corporate debt load and to have up to $600 million in unrestricted cash holdings.

This post is a longer version of the article that appeared in print.

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Media Decoder: F.C.C. Commissioner Defends Taking Comcast Job

WASHINGTON – A Federal Communications Commissioner who announced earlier this week that she was leaving the agency to join the lobbying operations of Comcast defended her actions on Friday, saying she had no contact with Comcast about potential employment while the company’s merger with NBC Universal was pending before the Commission earlier this year.

Meredith Attwell BakerChip Somodevilla/Getty ImagesMeredith Attwell Baker

The announcement on Wednesday by Meredith Attwell Baker, a Republican who was appointed to the F.C.C. by President Obama two years ago, that she would join Comcast drew objections from groups that opposed the company’s merger with NBC Universal over potential conflicts of interest. The F.C.C. approved the merger in January on a 4-1 vote.

In a statement, Ms. Baker said that “until late this spring,” she had intended to seek re-nomination as an F.C.C. commissioner.

“Not once in my entire tenure as a Commissioner had anyone at Comcast or NBC Universal approached me about potential employment,” she said. “When this opportunity became available in mid-April, I made a personal decision that I wanted to give it serious consideration.”

She said that once she was approached about a job, she sought advice from the General Counsel of the F.C.C. On April 18, she said, she recused herself “from any matters involving Comcast or NBC Universal.” The merger had been approved three months earlier.

“I have not only complied with the legal and ethical laws, but I also have gone further,” she said. “I have not participated or voted any item, not just those related to Comcast or NBC Universal, since entering discussions about an offer of potential employment. Because of this, I plan to depart the Commission as soon as I am able to ensure an orderly wind-down of my office.”

In her new position as head of governmental affairs for NBC Universal, Ms. Baker faces significant restrictions in her ability to lobby F.C.C. officials due in part to an Obama administration ethics pledge that she signed upon taking office. She will not be allowed to lobby anyone at the F.C.C. for two years after her departure, and will be barred from lobbying other political appointees at the F.C.C., including other commissioners, for the remainder of the Obama administration, including a second term if the president is re-elected.

She also faces a lifetime ban on lobbying any executive branch agency, including the F.C.C., on the agreement that Comcast made with the commission as a condition of its approval of the merger with NBC Universal. She will be allowed to lobby members of Congress immediately, however.

“I will of course comply with all government ethics and Obama pledge restrictions going forward,” she said.

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DealBook: Community to Convert Tenet Bid to All Cash

7:51 a.m. | Updated with Community and Tenet Statements

Community Health Systems announced on Monday that it will convert its $3.3 billion bid for Tenet Healthcare into an all-cash offer, in an effort to sidestep potential complications of a lawsuit filed by its unwilling target.

Community will convert its bid to $6 in cash from $5 in cash and $1 in stock.

The move is a response to a lawsuit filed by Tenet last week in federal court in Dallas, accusing Community of overbilling Medicare through improper patient admissions procedures.

Tenet argues that the takeover offer misleads its investors, since its proposed cost savings are built on fraudulent numbers. In its lawsuit, Tenet has asked the federal court to require Community to restate its public financial statements about the merger and lower its estimates for potential cost savings.

Community has called the lawsuit baseless, though on Friday it disclosed that it had been subpoenaed by the Health and Human Services Department for potentially improper billing of Medicare and Medicaid.

Still, by converting its offer to all cash, Community is seeking to erase the basis of Tenet’s lawsuit. Since Tenet shareholders would receive only cash, they would not suffer the potential financial and legal consequences that would affect Community even if it did win the takeover battle.

“Converting our offer to all cash underscores our commitment to completing this transaction and renders Tenet’s irresponsible and inaccurate lawsuit irrelevant to our offer,” Wayne T. Smith, Community’s chief executive, said in a statement. “We are confident that our business practices are appropriate and we will respond in detail to Tenet’s claims in due course.”

Tenet said in a statement that its board was reviewing the revised offer, though the company added that it had previously rejected the $6-a-share price as too low.

The battle between Community and Tenet has been long and often contentious, even before the lawsuit was filed. The same day that Community publicly announced its takeover bid in December, Tenet said in a statement that it had already reviewed the proposal and dismissed it as “opportunistic.”

Since then, Community has moved to replace Tenet’s board with its own nominees, in part to remove a “poison pill” that limits shareholders from gaining more than a 4.9 percent stake in the company.

But deal-makers have said that Tenet’s lawsuit is among the most aggressive takeover defenses they have seen. The day that the lawsuit was filed, shares in hospital operators plummeted.

Community’s stock tumbled nearly 36 percent that day, to $25.89. While shares in the company have risen since then, closing on Friday at $31.90, they remain well below their price on April 8.

Meanwhile, Tenet’s own stock fell 15 percent on the day the lawsuit was filed, to $6.44.The company’s shares closed on Friday at $6.66.

Community is being advised by Credit Suisse, Goldman Sachs, the law firm Kirkland Ellis and the proxy solicitor D.F. King.

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