Australian Seeks to Boost Texaco Stake Beyond 10%

Robert Holmes a Court, Texaco’s largest shareholder, sought U.S. government clearance Tuesday to boost his stake in the nation’s third-largest oil company to more than 10%, heightening speculation about his intent and further pressuring Texaco to resolve its differences with Pennzoil.

In a filing with the Securities and Exchange Commission, the Australian financier said he notified the U.S. Justice Department and the Federal Trade Commission of his Bell Group’s plan to exceed the 10% mark, and he asked for permission to resume his stock purchases sooner than securities laws normally allow.

Holmes a Court also disclosed that, for the third time in less than a week, he has increased his holdings in the beleaguered oil company, whose $10.3-billion feud with Pennzoil over the rights to Getty Oil forced it into bankruptcy proceedings April 12. He now has about $900 million invested in 9.6% of Texaco’s 242.2 million shares.

The veteran takeover artist--who Tuesday was named deputy chairman of London-based Standard Chartered Bank, which he helped save from a hostile takeover--didn’t specify how much grander are his designs on Texaco. The permission he sought Tuesday would entitle him to buy no more than 15% of the company, although he could then reapply to increase his stake again.

But Wall street analysts and sources on both sides of the Texaco-Pennzoil battle continued to accept Holmes a Court’s assurances, stated in his original disclosure May 20 and never amended, that he has no “desire or intention to influence Texaco’s basic business decisions or its management.”

That analysis may seem somewhat surprising, since Holmes a Court would become subject to additional federal disclosure requirements once he exceeds the 10% barrier. The early speculation was that he would not subject himself to those requirements unless he intended a takeover bid.

But analysts point out that the huge trading volume in Texaco’s stock recently has been almost exclusively fueled by Holmes a Court’s stock purchases--an indication that his buying hasn’t scared up any other suitors and a bidding war isn’t in the offing.

The stock’s recent price performance further supports that theory. On news of Holmes a Court’s latest purchase, the stock finished Tuesday at $43.75 a share, down 37.5 cents, in heavy trading on the New York Stock Exchange.

“He is responsible for a very substantial portion of the daily volume, which leads me to believe that he’s out there playing tennis alone,” said Andrew Gray III, an analyst with the Wall Street investment firm Pershing & Co.

Analysts also say they will be watching with great interest the appointment--expected later this week--of a committee of Texaco shareholders to help oversee the bankruptcy proceedings. If Holmes a Court is on the committee, many believe, Texaco can breathe easier. Once on the panel, he would have a fiduciary obligation to all of the other shareholders--a responsibility a suitor wouldn’t accept.

Some observers say Holmes a Court’s purchases--by increasing the uncertainty that Texaco’s mangement must cope with--are putting pressure on the company to settle its dispute with Pennzoil.

“I can’t read his mind,” said George Weisz, the attorney for a Texaco creditors committee. “But clearly, this puts more pressure on everybody to come to a resolution of this case, and if there’s a resolution, the stock goes up and he makes a lot of money.”

Sources for the two creditors committees overseeing the proceedings say they are making progress toward a reorganization that would include a settlement between Pennzoil and Texaco. Details are expected within two weeks.

Moreover, in a filing late Tuesday in Bankruptcy Court in White Plains, N.Y., Pennzoil disclosed that it is prepared to offer a plan of reorganization that would permit Texaco shareholders to decide how much the two companies should settle for. This plan also would guarantee that all other Texaco creditors receive full payment plus interest. Pennzoil proposes that the entire matter--including a settlement--be resolved no later than Jan. 31, 1988.