HP, Compaq Deal Approved, IVS Says

A day after a major court victory against Walter Hewlett, independent auditors confirmed HP shareholders' majority approval of the company's Compaq buyout plan.

Hewlett-Packard Co. today announced that it will complete its $19 billion buyout of Compaq Computer Corp. and that the merged companies will formally launch as the new HP on May 7.

The declaration accompanied the companys announcement that today it has officially been declared the winner of a controversial March 19 HP shareholder vote.

The certification of the vote by proxy counter IVS Associates Inc. comes less than a day after dissident shareholder Walter Hewlett declared he would end his proxy fight to block the deal.

Hewlett halted his bitterly-fought campaign after a Delaware judge dismissed his lawsuit accusing HP of misleading and coercing shareholders to support the buyout.

According to IVS, the final tally was 838,401,376 shares cast in favor of the deal, with 793,094,105 shares voted against the takeover of Houston-based Compaq.

Based on an earlier preliminary estimate of results disclosed last month, HP said shares not under control of the companys Hewlett and Packard heirs voted 2-to-1 in favor of the deal, first announced in September.

Hewlett and the Packard family foundation, who together control about 17 percent of HPs stock, openly opposed the takeover, arguing it would dilute stock values by increasing the companys exposure to an already struggling PC market and undermine the value of its market-leading imaging and printing business.

But most of HPs shareholders side with the companys management team, led by Chairman Carly Fiorina, who contended the deal would strengthen the computer makers position in several key market, enhance its services business and boost its product offerings, making it more attractive to enterprise customers.