Nabisco Willing to Review Other Takeover Proposals

Directors of RJR Nabisco Inc. tried to flush out more offers for the giant consumer products company Wednesday by issuing a statement that they are interested in reviewing acquisition proposals.

The announcement came more than a week after Kohlberg Kravis Roberts & Co. launched a $20.3-billion tender offer for Nabisco. The aggressive New York buyout firm is offering to pay $90 a share for the company under the condition that Nabisco management approve the deal.

A statement issued by a special committee of Nabisco’s board said it is interested in hearing from “credible parties wishing to present (acquisition) proposals.”

Charles Hugel, chairman of the committee of outside directors that was appointed to review takeover proposals, said the group believes that “this will serve the best interest of all shareholders.”

A spokesman for Nabisco characterized the committee’s statement as “very responsible. They want to make sure the world knows if anyone wants to make an offer.”

Stock Rises

But market observers have said it was unlikely that a higher offer would emerge. Some even have acknowledged the possibility that Kohlberg Kravis, which has begun to receive a stream of financial data from Nabisco, might even lower its bid after reviewing the material.

Nabisco executives and their primary financial partner, Shearson Lehman Hutton Inc., were believed to be working on a counterproposal to the Kohlberg Kravis bid, which would be the largest corporate acquisition in U.S. history.

But there was no indication that the group would be able to match the Kohlberg Kravis offer.

In trading on the New York Stock Exchange, Nabisco rose $1.75 to close at $86.75 a share on Wednesday.

Two weeks ago, Nabisco Chief Executive F. Ross Johnson and Shearson Lehman said they were considering a $75-a-share, $17-billion deal to take the company private. Since then, the company has also signed up Salomon Bros. Inc. as adviser and financial partner.

Rumors on Wall Street circulated that Kohlberg Kravis might be under pressure to withdraw from the bidding process. Several institutional investors in the firm’s leveraged buyout fund, which would provide a small part of the financing for the takeover, are balking on the grounds that the firm’s approach is hostile.

Typically, Kohlberg Kravis works with management members, who are instrumental in running a target company after it is acquired.