Henley to Buy Out Fisher Stock; Deal Worth Up to $125 Million
In a transaction with a potential value of $125 million, Henley Group said Thursday that it plans to buy back the 20% of Fisher Scientific Group stock that it does not own.
Most of that 20% was distributed as a stock dividend to Henley shareholders in April, 1987.
Henley also said Fisher Chairman Richard Cramer is resigning from his other job as chief executive but will stay on as chairman. In an interview, Cramer said he plans to devote more time to community activities and to starting up biomedical companies in the San Diego area. Henley Group President Paul Montrone will become Fisher’s new chief executive.
Cramer, who has made a fortune starting biomedical companies--including IVAC, IMED and Versaflex Delivery Systems--will do well on his Fisher holdings as well. His 1 million shares are worth more than $20 million. Cramer and other Fisher executives bought Fisher stock through an equity purchase plan, putting 10% down and borrowing the rest of the purchase price from the company at favorable terms.
Henley’s buyout, which would be equal to $20.50 a share, must be approved by a special committee of five Fisher directors who are not members of management at either Henley or Fisher. Approval is expected within 30 to 60 days, Cramer said Thursday. Fisher stock closed unchanged at $19.25 a share in Thursday trading on the over-the-counter market.
Cramer said Fisher “didn’t work out” as an independent public company, in part because Henley lost its bid to take over Santa Fe Southern Pacific Corp. in 1988. Henley had planned to sell the remainder of its interest in Fisher to finance such a takeover. With a takeover no longer in the offing, Henley lost its motivation to spin off Fisher, Cramer said.
Based in La Jolla, Fisher Scientific, which makes medical and research supplies and instrumentation, reported net income of $38 million on sales of $957 million for fiscal 1988. The previous year it earned $30 million on sales of $908 million.
