Your advice of issues
that may concern CA shareholders in the new year will be appreciated to
guide our development of the Forum's agenda.
Initial attention is
expected to be focused on shareholder rights to allocations of the 38-cent
per share ($225 million) restitution fund, since court deadlines have been
established for two of the relevant proceedings:
▪
Responsibility for claims against directors and officers (see item #2 of
the December 8, 2004 letter inviting
management cooperation to develop Forum procedures)
▪
Preparation of a "Restitution Plan" for distribution of the $225
million corporate penalty to present and former CA shareholders (see
paragraph #11 of the September 22, 2004
Deferred Prosecution Agreement)
The economic value of
these claims-related issues will be reflected most directly in the amounts
of any cash payments you may receive from the restitution fund. For
example, your allocation could be significantly influenced by the
Restitution Plan’s treatment of stock acquired after 2001 news reports had
alerted shareholders to accounting questions. The greatest value, though,
should be realized less directly from the risk reduction associated with
effective shareholder oversight of corporate integrity.
We also expect to start
a separate project for Forum participants interested in working with CA
management to determine what is needed to make investment information more
understandable (as suggested in item #1 of the previously referenced
December 8, 2004 letter, and in the
listed key objectives of the “Forum Summary” posted on the
CA Forum Home Page). The establishment of
analyst comfort with the company’s performance reports, and the resulting
confidence in CA’s new management, will be critical to eliminating the
remaining marketplace discount in the value of CA stock.
These and any other
Forum activities should of course be conducted in the context of all the
issues you may want to address, now or later in the year. Whatever advice
you can offer regarding the range or priorities of those issues will be
very helpful.
I look forward to
working with you in what should be a bright new era for CA.
- GL
Gary Lutin
Lutin & Company
575 Madison Avenue, 10th Floor
New York, New York 10022
Tel: 212/605-0335
Fax: 212/605-0325
Email: gl@shareholderforum.com