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Employee Stock Plan Trustees Will Study Bids for Grumman

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From Times Wire Services

The trustees of the Grumman Corp. employee investment plan, which owns nearly a third of Grumman’s stock, has hired advisers to evaluate the takeover offers made by Martin Marietta Corp. and Northrop Corp.

The three trustees, all Grumman executives, said in a letter to employees that they “are required to act solely in the best interests of the (employee investment plan) participants and their beneficiaries.”

The trustees explained that under state law, once a buyer has acquired at least two-thirds of the outstanding shares of common stock, the buyer can require the remaining stockholders to sell. But even though the employee plan is the largest single shareholder, it holds less than a third of the 35-million outstanding Grumman shares.

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The action comes after Los Angeles-based Northrop offered $60 a share for Grumman stock, besting Martin Marietta’s offer of $55 a share.

The trustees, who have retained the law firm of Whitman Breed Abbott & Morgan and investment banker Rothschild Inc., said they will decide whether to tender the plan’s stock during the takeover bid or to allow the employees to make the choice.

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