Technitrol reveals offer for Bel Fuse
The Trevose maker of electronic parts said it went public after being twice rebuffed in its $480 million bid.
After two previously undisclosed offers were rebuffed, Technitrol Inc. said publicly yesterday that it has offered to acquire Bel Fuse Inc. for $40.30 a share, or $480 million in cash.
Technitrol, of Trevose, said that it offered twice last fall to purchase Bel Fuse but that the Jersey City maker of magnetics-based electronics components refused to enter into discussions. Both of those offers were also at $40.30 a share.
The latest offer represents premiums of 38 percent to the closing price Thursday of Bel Fuse's class A shares and 21 percent to that day's close of its Class B shares, Technitrol president and chief executive officer James M. Papada said.
The offer price is higher than those at which the shares traded in the last two years.
Colin Dunn, vice president of finance for Bel Fuse, said its board had not seen the formal offer. "Our board met today and will meet again next week to review the offer," he said yesterday in a telephone interview.
Bel Fuse is a manufacturer of electronic components mainly in the computer, networking and telecommunications industries.
Technitrol also makes electrical contacts and electrical components, including magnetics-based parts and modules, such as cell-phone and automotive antennas and automotive coils for ignition and other uses.
Combining the two companies would create "a larger, stronger" electronics-components business, offering more products to a larger customer base, Technitrol said in a statement.
In a letter to the Bel Fuse board, Technitrol said it was making the offer public in light of Bel Fuse's "continued refusal to enter into meaningful discussions with us."
"We are very disappointed that you have not responded to our several previous, private offers," the letter said. "We believe our offer represents serious value for Bel Fuse's shareholders, which has never been reflected in your stock price."
Bel Fuse also has been looking for acquisitions, and has made an unsolicited offer to acquire Toko Inc., a Japanese electronic-parts-maker. Bel Fuse has a stake of more than 6 percent in Toko.
Last year, Technitrol's sales were $954.1 million, while Bel Fuse reported revenue of $254.9 million.
Bel Fuse reported a 44 percent increase in fourth-quarter earnings to $4.7 million. As of Dec. 31, Bel Fuse had $92.3 million in cash, cash equivalents and marketable securities.
Technitrol shares closed up 34 cents, or 1.4 percent, yesterday to $25.17 on the New York Stock Exchange.
Bel Fuse Class A shares closed up $7.87, or 27 percent, to $37, and its Class B shares closed up $4.74, or 14.3 percent, to $37.98 on the Nasdaq.