The bid by Invensys for software company Baan turned into a white-knuckle ride for both parties this week, with the UK company struggling to amass the shares it needs and the Dutch firm warning it faces collapse if the deal falls through.
Invensys extended its offer deadline to 25 July after securing acceptances equivalent to 58% of Baan’s stock on 13 July, the original closing date.
It is aiming to obtain 95% of Baan’s shares, under Dutch law anything less would require Baan to continue being listed on the Amsterdam stock exchange as a separate company.
A problem for Invensys is that the bank ING, which holds 6% of Baan, is reluctant to part with its stake. Under Dutch law ING could recover more of its investment if the company went into liquidation than if it was sold.
Invensys will not increase the value of its £474m offer, but may settle for owning less than 95% of Baan if that is what it takes for the deal to succeed.
But a spokesman said there was a `very real possibility’ that Invensys would walk away if it was unable to acquire significantly more shareholder backing.
Baan raised the stakes this week when it revealed bigger than expected 1999 losses of £208m and said the collapse of the Invensys deal could threaten its survival.
When Invensys made its initial bid, chief executive Allen Yurko outlined plans to integrate Baan to create a `shop-floor-to-top-floor’ systems provider.
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