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Special Directors Call Offer to Buy Ropak ‘Inadequate’ : Manufacturing: The British suitor controls 45% of Fullerton firm’s stock, but it has agreed to not buy any for two weeks.

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TIMES STAFF WRITER

A special directors committee at Ropak Corp., a major maker of plastic shipping containers, put a pending sale of the company in jeopardy Friday by calling a British firm’s $53-million offer “inadequate.”

The three-member committee, basing its decision on a confidential report from a New York investment bank, rejected the $10.50-a-share bid by Linpac Mouldings Ltd. in Birmingham, England.

“I’m not privy to what the investment bankers think is fair, but obviously it’s higher than Linpac’s proposal,” said William Roper, Ropak’s chairman. No one from Linpac or the special committee could be reached for comment.

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The three founding Roper brothers and their families would receive the same price per share as other shareholders in any sale. But they stand to gain $14.75 a share if no agreement is reached with Linpac by the end of February.

Ropak’s board authorized the special committee and its investment banker, Wertheim Schroder & Co. Inc., to negotiate with Linpac and take “appropriate action.” One source close to Linpac said the British firm was surprised by the rejection because it thought it had offered a fair price and “didn’t expect to negotiate.”

News of the special committee’s rejection bumped the firm’s stock price up 62.5 cents a share to close at $10.875 in Friday’s Nasdaq trading.

Linpac, which has been buying Ropak stock on the open market, agreed to halt further purchases from Friday through Dec. 16.

“This gives both parties time to assess where we are and what’s in the best interests of both sides,” Roper said.

In September, Roper and his two brothers decided to sell to Linpac their 25.4% stake in the company they founded 16 years ago. They gave Linpac, which had purchased an 8.5% stake in Ropak, an option to vote their stock on all matters pertaining to Linpac’s offer.

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With the Ropers’ stock, Linpac now controls 45% of Ropak.

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