Amec fights off pounds 360m Norwegian bid
Tuesday 19 December 1995
Amec has won its acrimonius battle against Kvaerner's pounds 360m hostile bid after key institutions and a large number of small shareholders backed the UK company's call to remain independent.
Kvaerner, the Norwegian engineer which began yesterday holding 26 per cent of Amec, received acceptances for another 10.4 per cent of ordinary shares and 28.2 per cent of the preference stock.
Although the combined holding was worth about 40 per cent in voting rights, the battle may not end here as Kvaerner is expected to keep its stake, making a later bid possible. Erik Tonseth, Kvaerner's chief executive, said that holding onto the investment was being seriously considered though no decision on whether to sell would be taken until after the Christmas holiday.
He would not comment on suggestions last week that Kvaerner would sue Amec's public relations company, Financial Dynamics, if the bid failed. The PR firm was sacked by Amec after it was heavily censured last week by the Takeover Panel.
Crucially, PDFM, the fund management offshoot of Union Bank of Switzerland and holder of 14 per cent of Amec, rejected Kvaerner's offer. M&G had already said it would line up behind Amec, while Norwich Union had accepted. A large number of Amec small shareholders, who held about 20 per cent of the company, appear to have sold to Kvaerner.
Mr Tonseth said he must accept "differing views of value" after its bid for Amec lapsed earlier this afternoon "In launching our bid for
Amec three weeks ago, we made clear we believed the value to Kvaerner of a combination of our businesses was pounds 1 cash per ordinary Amec share. The majority of Amec's ordinary shareholders have not accepted our offer and we must respect these differing views of value."
The bid, which lasted just 21 days rather than the normal 60, was sometimes a bitter affair. M&G hit out at the use of a seldom-used 21-day timetable, saying the period was too short to make a sensible investment decision. Kvaerner was expected to announce the result at yesterday's 5pm deadline, but instead allowed the bid to simply lapse under the takeover rules.
The move was described by one Amec source as being "ungracious in defeat".
"The whole thing has been too rushed through", a M&G spokesman said. Another institutional shareholder was last week critical of the dawn raid which netted Kvaerner's original 10 per cent stake at the end of November. However, Amec's defence strategy has not escaped the flak.
Its attempt to consummate a merger with rival construction group Alfred McAlpine the day after Kvaerner first showed its hand was seen as weakening its case, particularly after receiving an almost immediate brush-off by its intended partner. And at the weekend, Richard Needham, former trade and industry minister, entered the fray with backing for Amec. His comment that a takeover would undermine UK export efforts angered the Norwegian company. Amec shares closed yesterday 3p down at 93p.
Comment, page 19
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