Hoover Co. rejected Chicago Pacific Corp.'s offer.

The company's board of directors declined to recommend the $496-million takeover offer to its shareholders. Chicago Pacific's $40-a-share offer, which expires Nov. 13, is not conditioned on the tender of a minimum number of Hoover's 12.4 million shares outstanding. Hoover, the North Canton, Ohio-based manufacturer of vacuum cleaners and other floor-care products, said its board ordered the company's management and financial adviser, Lazard Freres & Co., "to explore all alternatives which may be available to maximize value" to its stockholders.

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