Executives of Fairchild Industries Inc. and Bunker Ramo Corp. have begun talks that could lead to merger of the two companies, Bunker Ramo announced yesterday.
Fairchild last month spent $27.4 million to buy a 20.6 percent share of Bunker Ramo, making the Germantown, Md., firm the largest shareholder of Bunker.
Fairchild purchased its stock in Bunker Ramo from Martin Marietta Corp. of Bethesda.
When plans to purchase the stock were announced in January, Fairchild said it, "desires to explore the possibility of a mutually beneficial business combination" of the two companies.
That "exploration" apparently began Wednesday although representatives of both companies declined to discuss the subject of the meeting.
The Bunker announcement yesterday said, "officials stressed that no proposals have been presented for consideration and the discussions were extremely preliminary in nature."
Fairchild's delegation to the session -- held at Bunker Ramo headquarters in Oak Brook, a suburb of Chicago -- was led by its chairman Edward G. Uhl, who has been a member of the board of directors of Bunker since 1973.
Uhl is Fairchild's only representative on Bunker board and executives of both firms said they did not know if Fairchild will seek additional board representation at Bunker's annual shareholders' meeting on April 24.
When Martin Marietta owned the large block of stock now controlled by Fairchild, Joseph E. Muckley, a Martin Marietta director, and George M. Bunker, retired chairman of Martin Marietta, served on the Bunker board.
Bunker, the chairman of Bunker Ramo, founded the company in 1964 as a joint spinoff from Martin Marietta and Thomson Ramo Wooldridge Inc., now known as TRW Inc.
The one-fifth of Bunker's stock owned by Fairchild is the largest single block of the company and the only single holding of more than 5 percent of its shares, a Bunker executive said.
When it acquired the stock Fairchild agreed not to buy more stock in Bunker or sell its holdings without Bunker's approval, except through a public offering or other transaction approved by the Securities and Exchange Commission.