One such overhang is a charge of $127.6 million to cover the potential cost of settling the shareholder litigation.

"There may be other undisclosed shareholder litigation," this person said.

"And, of course, there will be shareholder litigation," he added.

Emerson settled shareholder litigation last month by agreeing to pay $7.5 million and to leave decisions about compensating top executives to independent board members.

Mr. Lerach is well known in the world of shareholder litigation.

The combination had been delayed because of shareholder litigation over the proposed terms.

The increase of $12.2 million in its offer was made to settle shareholder litigation on the bid.

The appeal of shareholder litigation is easy to see.

Analysts said the lack of a response by the company yesterday might prompt more shareholder litigation.

Some have been a result of shareholder litigation, while others have come from regulatory pressure.