Maxwell Offers to Sweeten Bid for Macmillan : Move Raises Questions About Reorganization
Maxwell Communication Corp. said Friday that it was willing to sweeten its $2.34-billion tender offer for Macmillan Inc., which also is the target of a hostile, lower offer from Robert M. Bass Group Inc.
Maxwell also said it would be prepared under certain circumstances to raise its alternative offer for the U.S. publisher’s information division to $1.4 billion from its original $1.1 billion bid.
Macmillan has rejected as inadequate Maxwell’s offer of $80 a share for all of its outstanding stock.
Wall Street apparently expected the bidding for Macmillan to continue. The publisher’s stock rose $3.625 to $83.875 a share in New York Stock Exchange composite trading Friday.
The Bass group reached agreement Monday to to take over Irvine-based American Savings & Loan Assn.
Bid Launched Aug. 12
Maxwell’s latest move followed a second meeting, on Thursday, between its Chairman Robert Maxwell and Macmillan Chairman Edward P. Evans.
“At this meeting Mr. Maxwell indicated that, based on the information provided to MCC (Maxwell Communication Corp.) by Macmillan, MCC would be prepared to consider, subject to certain conditions, raising its alternative offer for Macmillan information from $1.1 billion to $1.4 billion,” Maxwell Communication said in a statement.
“However Mr. Maxwell also reiterated MCC’s primary wish to acquire the whole of Macmillan and MCC’s willingness to discuss increasing the price offered above $80 a share,” Maxwell Communication added.
Maxwell Communication previously had not disclosed publicly any willingness to raise its tender offer.
Maxwell launched its original tender offer Aug. 12. The bidder has said from the start that if the tender offer was not acceptable to Macmillan, it would be prepared to purchase only the information division.
Macmillan has proposed a restructuring plan that would involve spinning off the information division as part of an effort to ward off the Bass offer of $75 a share. Macmillan has rejected the Bass offer as inadequate.
Bass won a temporary injunction in June blocking the restructuring plan. The Delaware Supreme Court has scheduled a hearing Sept. 20 to consider Macmillan’s appeal against the injunction.
The court, meanwhile, had asked Macmillan to file a memo by Friday informing it about recent events and explaining whether the company intended to go forward with the proposed restructuring in light of the offers from Maxwell and Bass.
Macmillan spokesman David Jackson said Macmillan had asked the Delaware court for a delay in filing the memo until Monday. Jackson said Macmillan’s board plans to meet Saturday to prepare a definitive response for the court.
Last Tuesday, the court criticized Macmillan for failing to keep it informed about the publisher’s discussions with Maxwell.
Robert Maxwell held his first meeting with Evans in London Aug. 30, at which he was supplied with information about the Macmillan information division and the company as a whole.
