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Spotlight on QVC’s Diller at Deadline Time on Paramount : Media: Shopping network and rival suitor Viacom are expected to again raise the ante for the studio at the 11th hour.

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TIMES STAFF WRITER

With final bids for Paramount Communications Inc. due today, QVC Network Inc. Chairman Barry Diller practiced brinkmanship Monday by leaving his 5-week-old bid unchanged.

By holding off, Diller ran the risk of losing Paramount had a majority of shareholders tendered their stock to archrival Viacom Inc. by 9 p.m. PST, when that company’s cash-rich offer was set to expire. In effect, Diller called the bluff of Wall Street speculators who had threatened to tender their stock to Viacom.

But Wall Street sources said he made a fairly safe bet, since most stockholders are likely to sit tight until after 2 p.m. PST today, the final deadline for both sides to submit revised bids. QVC and Viacom are expected to raise the ante, although neither side knows what the other will do.

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“Everybody has got to bid blind,” according to one investment banker involved.

More than 50% of Paramount’s stock is now believed to be in the hands of arbitragers, while more cautious institutional investors have reduced their Paramount holdings. In an informal survey, arbitragers said Monday that they had no intention of tendering their shares as long as there was a chance of improved offers from both QVC and Viacom. “If I were an arbitrager, I’d do the same damn thing,” acknowledged one investment banker involved in the bidding.

Under rules adopted by the Paramount board, the five-month contest should be drawing to a close with final bids due today. If changes are made in the existing tender offers, the expiration date will be extended 10 business days. Under the auction rules, the outcome will be determined when 50.1% of Paramount’s shares are tendered to one of the two suitors.

During the battle, both QVC and Viacom have altered the mix of cash and securities they have offered to Paramount shareholders in their two-tier tender offers. Depending on the daily fluctuation of their stocks, the so-called blended value of the bids has varied accordingly.

At the close of trading Monday, Viacom valued its bid at about $81 per share, while QVC’s was worth about $85.50 per share.

But Viacom won the endorsement of the Paramount board 10 days ago because it boosted the cash component of its bid to $107 per share and promised Paramount shareholders some restitution if Viacom shares plummeted in value.

Since then, QVC has been expected to offer some similar guarantee for the value of its own securities--and possibly more cash. QVC is currently offering $92 per share for 50.1% of Paramount.

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Opinion varied Monday on just how much Viacom or QVC would be willing to raise its bid. One investment banker said he expects the blended value of the offers to rise to a range of $85 to $88 for each share of Paramount.

One source in the Viacom camp scoffed at such predictions. “I don’t think either side is going to do much, if anything,” the executive said. “It’s all about shoring up value, as opposed to giving more.”

But another executive close to Viacom said, “I’ve got a feeling (Viacom Chairman Sumner Redstone) is going to go in again” with an improved bid.

Intending to make the deadline stick, Paramount issued a warning last week that it “fully intends” to hold to the schedule.

In trading Monday, Paramount closed at $79.625, down 25 cents, while QVC added 25 cents to close at $44. Viacom A shares were unchanged at $39.50, while Viacom B shares fell 75 cents to close at $35.25.

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