FAG Kugelfischer Georg Schaefer AG (Schweinfurt, Germany) is reportedly in active
negotiations with NTN Corporation (Osaka, Japan) and possibly another financial
investor not from the bearing industry. FAG management's aim is to quickly craft
and assemble the funding for an attractive alternative to INA Holding's hostile
takeover bid for the company.
Privately-held INA put its surprise 11 Euro per share offer for FAG on the table
September 9, 2001. Trading was halted on September 10, but since it began again on
September 11, INA has accumulated over 25% of FAG's outstanding shares. INA's
offer runs through October 22, 2001.
FAG management has vehemently rejected INA's offer and been
actively pursuing other avenues. The company strongly urged shareholders
to reject INA's bid as too low, not in the best interest of the company
or its employees, and as misrepresenting FAG's future potential. FAG and
INA are also waging aggressive campaigns in the German media.
As yet, FAG has no firm counter-offer on the table. However, many German
media outlets are now reporting it is expected to be in the
neighborhood of 13 Euro per share, plus a special one-time cash dividend.
Even if FAG does assemble the necessary financial backing - perhaps
including new financing from Germany's second-largest bank, Hypo Vereinsbank -
there is every likelihood INA will simply raise its offering price.
Also worthy of consideration is the fact that INA is now FAG's single
largest shareholder. Any counteroffer which did not raise the per-share
offering price could now be voted down.