NCR Spurns AT&T;’s Effort to Sweeten Its Takeover Offer

American Telephone & Telegraph Co. said Sunday that it tried during the weekend to break the three-month stalemate over its hostile takeover bid for NCR Corp. by sweetening its offer to $100 per share but was rebuffed again by its unwilling prey.

As a result, the telecommunications giant said, it will press its earlier $90-per-share, all-cash offer and proceed with plans to try to oust the entire NCR board at the computer maker’s annual meeting March 28.

AT&T; said its investment bankers contacted NCR representatives to try to arrange a meeting Saturday to discuss AT&T;’s new offer. The request for the meeting was turned down on the instructions of NCR Chairman Charles E. Exley Jr., who has steadfastly opposed the AT&T; offer. A higher bid from AT&T; has been widely expected on Wall Street, where NCR shares, buoyed by the general run-up in technology stocks, have been trading well above AT&T;’s $90-per-share offer. NCR closed at $98.25 Friday on the New York Stock Exchange.

However, many analysts had been expecting AT&T; to raise its bid to somewhere between $105 to $110 per share.

An AT&T; official said Sunday that it is still possible that the company would be willing to pay more than $100 per share for NCR. But, he cautioned, “perhaps $1 or $2 here or there, but not a pocketful more.”

Company officials said they had “reasonably high hopes” that the $100 offer would at least spark a conversation between the companies.

“We took this initiative to break the impasse between us,” AT&T; Chairman Robert E. Allen said in a prepared statement. “But it is now clear that NCR will not enter into discussions even at a higher price.” An AT&T; spokesman said the company was willing to pay the $100 per share in cash or in AT&T; stock, depending on what the NCR board wants.

In his own statement released late Sunday, Exley said AT&T;’s latest bid confirms its “desire to pay NCR shareholders as little as possible for their shares.” Although Exley repeated his position that NCR is best served by remaining an independent company, he also said the NCR “board would consider a serious proposal.” In the past, Exley has said it would take a $125-per-share offer to open negotiations, but he did not repeat that requirement Sunday.

AT&T; has been trying since early December to acquire NCR, the nation’s fifth-largest computer maker, in an effort to bolster its own sagging efforts to enter the computer business.