Lexicon Corp. fell short in its effort to take over Scope Inc. yesterday, ending up with only 44 percent of the company's stock as a result of its tender offer of $5 a share.
But the Florida company made it clear it would continue its efforts to acquire Scope, which specializes in computer and signal-processing technology, specifically bar code readers, for industry and defense.
Lexicon acquired 213,874 shares of Scope's common stock through the tender offer, which expired at midnight on Wednesday. But Lexicon Executive Vice President Timothy J. Crow said his company wants to buy more shares of the Reston corporation.
Lexicon, based in Fort Lauderdale, Fla., specializes in computer terminals and equipment for electronic signal processing. While Crow points to compatibility between the two companies, Edward C. Driese, president of Scope, has expressed his company's strong desire to remain independent.
Scope complained that Lexicon's cash offer was too low, and urged shareholders in a letter dated June 10 to wait until Scope's Employee Stock Option Plan, which now owns 17 percent of Scope's shares, could offer a better price for their shares. Scope recently valued its shares at $5.41 each, based on a value established for its physical plant by an outside appraiser.
Scope promised in the letter to try to offer shareholders a price "substantially higher" for their shares, but admitted that the plan for its ESOP to become the majority stockholder would require the company to borrow funds to lend the ESOP. Lexicon strongly criticized the plan, calling the assumption of more debt by Scope "categorically unfair and detrimental" to shareholders.
In the last quarter, Scope lost $140,000 on revenue of $3.57 million. Lexicon earned $229,000 on revenue of $3.3 million in a six-month period ending in February. Scope closed at 4 3/4 per share yesterday, unchanged from Wednesday, while Lexicon closed unchanged at 2 9/16.