Danish food ingredients firm Danisco
DuPont raised its cash offer late on Friday by 5 percent to 700 Danish crowns ($139) per share from 665 crowns, in an eleventh-hour attempt to win over shareholders who snubbed the original deal recommended by the Danisco board in January.
Danisco's shares were up 4.3 percent at 696.50 crowns by 1341 GMT, after earlier rising to an all-time high of 698.
The board said on Monday the new offer was at a 32.1 percent premium to Danisco's share price on the last trading day before the deal was announced in January and a 67.1 percent premium to the previous year's average price.
Danisco chairman Jorgen Tandrup told Reuters he had no regrets about having recommended the lower, initial offer.
We found the right buyer in the first phase, and now to get acceptance from the majority of shareholders DuPont has raised its offer, Tandrup said.
DuPont's offer period, which had already been extended twice, was due to run out on Friday night. The company, which had repeatedly said it would not raise the bid, then also lowered the acceptance level it requires of Danisco shareholders to 80 percent from 90 percent and extended the offer period again to May 13.
The U.S. company said on Friday that shareholders with 48 percent of Danisco's stock had already backed the deal.
Danisco's biggest shareholder, Danish pension insurance group ATP with 5.1 percent of the stock, said it would accept DuPont's new offer, and some other institutional investors also said they would now take the money.
We think this is an attractive offer and we are willing to support this new increased bid, Claus Wiinblad, ATP's head of Danish equity investments, told Reuters.
I think that this increased bid will lead most people to accept the offer, Wiinblad said.
Under Danish law 90 percent acceptance is needed for a buyer to squeeze out minority owners and delist the acquired company.
If DuPont's new bid does not win 90 percent approval Danisco will remain listed in Denmark. The U.S. company could however pick up enough shares from remaining small investors to cross that threshold over time.
Tandrup said he thought DuPont would try to boost its stake above the 90 percent level in order to squeeze out minority owners if the raised bid did not at first reach that level.
It is much easier to realize synergies if you are the sole owner of a company. Otherwise, you have to take the minority shareholders' interests also into account, he told Reuters.
Sydbank analyst Morten Imsgard said some minority stakes in the hands of professional investors could still pose a problem for DuPont.
(They're) in for the long term and DuPont would have very little opportunity to get hold of those shares.
SEB Asset Management, which has about 2 percent of Danisco's stock under management and had rejected the initial bid of 665 crowns, said it would accept the new offer.
We are going to sell our shares to DuPont at the current bid, SEB Asset Management's head of Danish equity investments Niels Andersen told Reuters.
Danske Capital, whose active portfolios have about 1.4 percent of Danisco shares, said it would accept the new offer after considering the earlier bid inadequate.
We intend to tender our shares into this new offer, portfolio manager Jesper Poll, head of Danske Capital's Danish investment team, said.
LD Invest, which manages 6 billion Danish crowns ($1.19 billion) worth of stock for 12 Danish institutional investors who had been reluctant to take the earlier offer, said investors should accept the new offer.
We think it is a decent offer, and I think they will get through with the 80 percent (acceptance) at least, LD Invest's chief portfolio manager Keld Henriksen told Reuters.
($1=5.036 Danish crowns)
(Additional reporting by Jakob Vesterager, Shida Chayesteh and Mette Fraende; Editing by Sophie Walker, Greg Mahlich)