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DuPont's $6 Billion Danisco Bid Under Pressure

DuPont Says It Will Not Raise Bid

29.04.2011 -

U.S. chemical giant DuPont's $6 billion bid for Denmark's Danisco is struggling to win investor approval before the current terms expire on Friday.

The 665 Danish crowns per share offer has been extended twice pending regulatory approvals, and is set to fall short of the required 90% approval from Danisco's shareholders unless terms are improved, analysts said on Thursday. On Thursday the shares last traded down 0.7% at 654.50 crowns.

"They (DuPont) don't stand much chance at the 90% threshold," said a London-based special situations analyst. "They have to either lower the threshold for acceptances, increase the price or a mixture of both."

U.S. hedge fund group Elliott Associates, which has a track record of shareholder activism and holds more than 4.9% of Danisco, does not plan to accept the offer, a person familiar with the matter told Reuters. Danisco and DuPont have said they expect to announce the results of the agreed offer on Monday.
Under Danish law, DuPont would have to amend the terms to trigger another 14-day extension.

"The most likely scenario is that we will get a conclusion to this bid process (without any changes)," said Sydbank analyst Morten Imsgard.

He did not expect DuPont to raise the price as recent market turmoil would make that hard to justify to its own shareholders. "The price is a fair, fundamental valuation of Danisco," Imsgard said.

DuPont told Danish newspaper Berlingske on Thursday it was ready to give up its pursuit of Danisco and had no plans to extend or raise the bid if it did not get 90% acceptance.

But it said earlier this month it was confident the offer would get the required level of acceptances from Danisco shareholders by the offer deadline.
DuPont was more likely to lower the threshold for acceptances to smooth the deal's progress, another analyst said, although he did not rule out "a small bump on price."

The deal could be approved with support from 80% of Danisco's investors, although anything lower would require the consent of the board.
DuPont needs the full 90% approval to delist Danisco.

"My view is that DuPont is not interested in having a listed subsidiary in Denmark," Imsgard said. "But it could do that and then move some of the divisions into DuPont and have a more or less empty skeleton on the Danish stock exchange."