U.S. hedge fund group Elliott Associates has rejected U.S. chemicals giant DuPont's $5.8 billion offer to acquire Danish food ingredients and enzymes maker Danisco, a letter from Elliott showed.
Elliott Advisors, a London-based advisor to the Elliott group, said that Elliott advises funds with about 1.0 percent of the voting shares in Danisco.
DuPont and Danisco announced the $6.3 billion deal, which in which DuPont would also take over $500 million in Danisco debt, on January 9 and the offer runs to February 22.
DuPont has said it will carry out the deal only if it gets acceptance from shareholders with at least 90 percent of Danisco stock.
Elliott Advisors said the 665 Danish crowns per share bid, which is supported by Danisco's board, is too low.
As advisor to shareholders in the company, we are at a loss to understand why the Board of Directors of Danisco ... should have seen fit to recommend the offer, Elliott portfolio manager Franck Tuil said in the letter to the Danisco board.
A sale of Danisco at the price offered would represent a shameful betrayal of shareholders' interests, and we see very little prospect of shareholders accepting a price of 665 Danish crowns per share, the letter said.
Elliott said the offer price represented a substantial discount to the underlying economic value of the company, especially in a takeover situation.
It said the price ignored the strength of Danisco's market position and the opportunities for significant margin improvements, took no account of synergies available to a DuPont/Danisco combination, and failed to attribute any control premium on a successful offer.
Moreover, contrary to DuPont's claims, the Offer is not in line with comparable transactions, but is at a material discount, it said.
Danisco has said the bid was the best of several offers and that it provides the best possible value for shareholders.
Danisco chairman Jorgen Tandrup told Reuters on January 19 that the deal maximizes value for shareholders and that the board is totally satisfied that the auction process extracted the best possible value for shareholders.
DuPont's Chief Executive Ellen Kullman has ruled out raising the 665-crowns bid.
(Reporting by John Acher; Editing by Hans Peters)