Financier Carl C. Icahn paid an average of more than $46 per share for his 7.5 million Phillips Petroleum Co. shares, according to an analysis of documents he filed with the Securities and Exchange Commission.
He thus seems to be in a position to make a profit under virtually any outcome of his ongoing battle with the company.
Icahn has claimed that a recapitalization plan proposed by Phillips would hurt his $347.3 million investment in the company, and as a result he has mounted an $8.5 billion attempt to take over Phillips for the equivalent of $55 a share.
Phillips, however, says that its recapitalization proposal, under which the company would borrow money to purchase a huge number of its own shares, would be worth about $53 per share, and it has asked shareholders to approve the plan at a meeting next Friday. Wall Street analysts believe Phillips' estimate is optimistic, and have fixed the value of the offer at around $50 a share. Yesterday, Phillips stock closed at $49.125, off 50 cents, in active trading on the New York Stock Exchange.
Icahn has declined comment on any aspect of his bid for Phillips, and has not even said what he paid for his stock. But in a filing with the SEC earlier this week, he detailed how much stock he has purchased, and a rough analysis based on the closing price of Phillips each of those days indicates that he paid an average of $46.34 per share.
Therefore, Icahn could make money on his 7.5 million Phillips shares even if he sold them at current market prices -- not counting brokerage costs and any costs he has incurred borrowing money to buy and hold the stock. But the investor, who has claimed that Phillips' recapitalization plan is worth only $42 a share, continues to press for a greater return on his investment.
Many on Wall Street have questioned Icahn's ability to raise enough money to buy a controlling interest in Phillips, and they have also questioned his motives, speculating that he is trying to force the company either to raise its offer for its own shares or is trying to lure an offer from another bidder. Icahn is trying to gather proxy votes from shareholders to defeat the recapitalization plan, and also has said he will wage a proxy fight to remove Phillips' board and replace it with directors of his own choosing.
But Phillips has battled the investor, both sweetening the terms of the recapitalization offer somewhat, in response to Wall Street criticism, and adopting a "poison pill" provision that would force anyone trying to grab control of the company to pay $62 per share to other Phillips shareholders. Phillips has also said it would accept a merger offer of $62 a share, a price analysts believe is unrealistically high.
Icahn has already won one battle with Phillips: A federal judge in Oklahoma Wednesday stuck down two orders by local judges in the state -- where Phillips is based -- that blocked Icahn from proceeding with his pursuit of Phillips.