At a press conference in Frankfurt, FAG Kugelfischer AG CEO Uwe Loos
announced the company is weighing
two different strategies to combat the hostile takeover bid by INA
Holding Schaeffler KG.
First, FAG is considering borrowing heavily for a special dividend payout,
which would have the effect of pushing the company's shares above INA's 11 Euro per
share takeover offer.
The second possible strategy still involves a counter-offer by another
investor, bearing manufacturer, or consortium of investors.
FAG is hoping the offer they eventually put on the table will be enough
to sway the majority of shareholders to hold onto their shares. FAG
claims that a discounted cash flow analysis indicates the shares are
worth between 13 Euros and 16 Euros each.
"We are convinced that either option will lead to higher values for
our shareholders than the INA offer," Mr. Loos stated.
Mr. Loos said he expects FAG management will be able to formally present
the best offer to shareholders sometime within the next three weeks. "We are
holding ongoing talks with financial investors as a matter of
urgency," he said. He refused to reveal any further details of the
counter-offers being considered.
Many analysts believe FAG's inability to act or find a partner to
fight the INA bid is becoming a moot point. Most consider the takeover
as essentially unstoppable, with FAG's efforts too weak and taking far
to long to develop. After three weeks, INA already owns approximately
25% of FAG's outstanding shares, and is accumulating more every day
via open market and private transactions at 11 Euros per share. INA is
now FAG's largest shareholder by far.
More details have also come to light regarding FAG's long-term relationship
with Dresdner Bank, which the bank severed late last week. Dresdner
joined a consortium of banks, including the powerhouse Deutsche Bank, supporting
the INA bid. It now appears that over 33% of FAG's outstanding shares are
held by clients of Dresdner Bank.
INA's CEO, Jurgen Geissinger, said his company was not bothered by
FAG's attempts to muster a challenge to the bid. "Mr. Loos will have his work
cut out looking for an
investor who will be prepared to come in alongside us, as the major
shareholder at present, and offer more than 11 Euros in cash per share,"
he said.