National Can Corp., which has been battling a takeover attempt by Miami financier Victor Posner, yesterday found itself with two new suitors.
Triangle Industries Inc., a New Brunswick, N.J.-based maker of vending machines, currency changers and wire products, said it will begin a $420 million, $41-a-share offer for National Can today. Meanwhile, New York investor Carl C. Icahn, fresh from his pursuit of Phillips Petroleum Co., said in a Securities and Exchange Commission filing that he had bought 9.1 percent of National Can's stock and is considering his own takeover bid for an unspecified price.
National Can, a Chicago-based packaging company, said it already has held "very cordial" discussions with Icahn and also will consider Triangle Industries' bid, which apparently came as a surprise.
Neither Posner nor Icahn could be reached for comment, and representatives of Triangle had no comment on Icahn's position.
The two new contenders for National Can complicate an already confused situation that stems from a failed friendly takeover of the company by Posner, a Miami Beach-based financier and takeover specialist. That deal collapsed several weeks ago, and Posner then said he would try to gain control of National Can without the cooperation of management.
Last month, National Can countered Posner with a plan to buy back more than half its stock. In that offer, National Can said it and a newly formed employe stock-ownership plan (ESOP) would offer $40 a share -- $216 million in all -- for 5.4 million National Can common shares, equal to 52.7 percent of the company's total outstanding shares. National Can also issued 4 million new preferred shares to the ESOP.
The proposed stock buyback and other transactions would freeze Posner's position in National Can, leaving him with 37 percent of its stock and virtually no way of acquiring more -- while at the same time, the value of his shares would be forced lower by management's actions, analysts believe.