TotalFina SA extended its takeover bid for French rival Elf Aquitaine SA with an offer for shares traded on U.S. stock exchanges.
TotalFina offered four TotalFina shares in exchange for three Elf shares, and four American depository shares (ADSs) of TotalFina for every three ADSs of Elf Aquitaine.
The company said its U.S. exchange offer was open to all holders of Elf ADSs and to U.S. persons holding Elf Aquitaine shares. The move is part of a $43 billion hostile bid that was met by an unexpected counterattack by Elf (OGJ, July 26, 1999, p. 40).
TotalFina said the U.S. exchange offer provides the same share consideration as the French exchange offer. It is conditional on the French bid succeeding and on TotalFina acquiring at least 66.67% of Elf`s U.S. share capital.
While the U.S. offer is due to close on Aug. 27, the Paris exchange authority has not yet set a date for closure of the French exchange offer. However, TotalFina said it would extend the U.S. deadline to match that for Paris.
Meanwhile, the board of Elf issued a statement in which it described as "inappropriate" an offer by TotalFina Chairman and CEO Thierry Desmarest to hold direct discussions with Elf top management.
Desmarest was quoted in the Wall Street Journal as saying, "What we hope is that, in the coming weeks, we try to find an amicable solution." Analysts anticipate that TotalFina will increase its offer and that Elf will concede.
