BASF has made an all-cash proposal to acquire all the outstanding shares of common stock of Engelhard Corporation, the Iselin, New Jersey-based supplier of catalysis and surface finishing products, for $37.00 per share or $4.9 billion.
The price represents a 23% premium above the December 20, 2005 closing price of Engelhard’s stock of $30.05 and a 30% premium over Engelhard’s 90-day average share price (VWAP) of $28.42 as of December 20, 2005.
The price also represents a premium to Engelhard’s 2005 year-end closing price of $30.15 and to the four-year-high closing price of $32.49 achieved on July 14, 2004.
“We believe that our all-cash proposal provides a compelling opportunity to achieve significant value for Engelhard’s stockholders,” said Dr. Jürgen Hambrecht, Chairman of the Board of Executive Directors of BASF.
“We hope that Engelhard’s Board and management will recognise this opportunity as well as the benefits for Engelhard’s employees. We look forward to continuing and strengthening business relations with Engelhard’s customers.”
BASF says that it has already made efforts to negotiate a friendly deal with Engelhard’s Board of Directors and management. But, it says, Engelhard’s management has refused to meet with its representatives to discuss the acquisition proposal.
And, it adds, Engelhard representatives refuse to share any information that might enable it to increase the price it proposes to pay for Engelhard’s shares.
BASF says that it would be prepared to raise its current offer price by as much as $1.00 per share if it were provided with information that might warrant such an increase.