LONDON (ShareCast) - (Sharecast News) - TT Electronics said on Friday that in the last three months it has received and rejected three highly conditional unsolicited all-cash takeover proposals from DBAY Advisors.
The company announced on Thursday that it has agreed to be taken over by Swiss rival Cicor Technologies in a £287m cash and shares deal.

Under the terms of the acquisition, Cicor will pay 100p per share in cash and 0.0028 new Cicor shares. The price, which values TT Electronics - a manufacturer of electronic components - at 155p per share, is a premium of about 64% to the closing share price on Wednesday.

Late on Thursday, however, DBAY - which has a 16.5% stake in TT Electronics - said it was "happy with the progress the business is currently making, and is therefore not supportive of the acquisition".

"Accordingly, DBAY does not intend to vote in favour of the scheme of arrangement at the court meeting, nor the resolutions to be proposed at TT Electronics' general meeting, as further described in the announcement," it added.

TT said on Friday that DBAY's first offer was at 122p a share, while the second and third were at 127p and 130p respectively.

"Each of these proposals was unanimously rejected by the TT board after careful consideration together with TT's financial advisers Gleacher Shacklock and Rothschild & Co," it said.

TT said the proposals received from DBAY were each subject to a number of assumptions and conditions, including undertaking due diligence which DBAY expected to take eight to ten weeks, and securing financing.

It noted that the offer from Cicor is 19% higher than DBAY's latest proposal of 130p per TT share, based on the closing price on 29 October.

"Against this background, the board of TT believes that DBAY may in some respects have a different agenda to other TT shareholders," it said. "The board of TT remains focused on delivering maximum value for all shareholders and believes the Cicor offer is the best route to achieving this objective."

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