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True North Communications is expected to announce this week an agreement to acquire Bozell, Jacobs, Kenyon & Eckhardt for about $400 million in stock.

The deal could come as early as June 24, after a meeting of BJK&E's board of directors, who were scheduled to meet in New York today to review the pact.

The board of True North, the parent of Foote, Cone & Belding, met Friday to receive an update on the negotiations. And at that time, "conceptual agreements" had been reached on several points, said executives familiar with the deal, although a number of questions remained.

Among those: the ultimate fate of FCB client Mazda Motor of America and merger/IPO plans for interactive units Poppe Tyson, a BJK&E company, and True North's TN Technologies.


While a merger of the latter two might happen fairly quickly, financial results are said to remain too weak to do an initial public offering of stock any sooner than six months from now.

Officials at both companies declined comment.

But executives close to the deal expect True North will issue new stock as part of the acquisition, giving BJK&E shareholders a stake estimated at between 30% and 40% in the post-acquisition holding company, depending on the final pricing.


Those familiar with the deal said True North Chairman Bruce Mason and BJK&E President-CEO Charles Peebler will serve as co-chairmen of the company, each with a separate set of responsibilities that are being worked out.

Apparently this is a compromise, since Mr. Peebler had set his cap for the role of chairman and it was earlier believed Mr. Mason would depart once a deal was done.

Even now, many in the industry doubt a power-sharing arrangement between Messrs. Peebler and Mason will work in the end.

FCB's Mazda account, with $240 million in billings, was a sticking point for Chrysler Corp., a major client of Bozell. Some FCB executives are hoping to keep the account, citing rival Omnicom Group's handling of various Japanese, German and domestic auto brands within its networks.

But most industry executives believe Chrysler will not allow the Mazda relationship to continue, since Mazda is partially owned by rival Ford Motor Co.

Arthur "Bud" Liebler, VP-communications at Chrysler, said the company would have to discuss that account with Bozell later.

"There are fire walls. There are agencies with competing car accounts, but Mazda is a pretty big account," he said. "We'd have to have an awful lot of assurances from them."

FCB has been living under the ax with Mazda lately. FCB's San Francisco office recently took over creative on the business from the Santa Ana, Calif., office. FCB also handles Mazda in Canada, Puerto Rico and Thailand.M

Contributing: Pat Sloan, Jean Halliday, Alice Z. Cuneo, Judann Pollack, Carol

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