made a federal filing Tuesday that supported the belief of many of the company's longs: that the company is well into a process of pursuing other buyers for its business.
Since early January, Engelhard has fought against a hostile takeover bid launched by German chemical competitor
( BF). The $37-a-share price was deemed insufficient by the company, and soon after Engelhard hired Merrill Lynch as a strategic adviser.
A 14D-9 filing with the
Securities and Exchange Commission
Tuesday said Engelhard has retained J.P. Morgan to render a fairness opinion to the board, "in connection with any acquisition by a third party of a material portion of the company." The company also said that it had entered into confidentiality agreements with other bidders who are taking part in the company's strategic review.
The filing said the company had offered a similar confidentiality agreement to BASF, but BASF has not yet agreed to the contract.
"BASF can confirm that we asked for nonpublic information from Engelhard and they provided us with a draft of a confidentiality agreement on the evening of Feb. 20," said company spokesman Jack Maurer. "We are in the process of reviewing the draft and will have no further comment at this time."
A signed agreement would also allow BASF to take a closer look at Engelhard in a due diligence process and potentially change its offer. The company earlier said that it would go as high as $38 per share, if given the opportunity to properly review Engelhard's financial performance.
Although the filing does not mean that other suitors have placed formal bids, it does give Engelhard shareholders some confidence that others are taking a look.
"BASF was convinced that there is nobody else, and Engelhard is convinced that they will have an alternative," said one Engelhard shareholder closing watching the deal. "Now you are in the dance, and the filing just confirms what we expected."
The bidding method of BASF makes it easy for other potential bidders to decide if they want to consider a purchase. With BASF bringing the auction public, other suitors are unlikely to dedicate resources to pursuing a deal if they aren't confident they could come up with more than $37.
BASF launched its $4.9 billion bid in January, sending Engelhard's stock price up 27% in one day. Earlier this month, BASF's tender offer for $37 expired with less than 1% of Engelhard shareholders opting to sell. Engelhard's stock, which before this month never traded above $33, hit an all-time high of $40.92 on Jan. 27. Shares have hovered around the company's all-time high of $40.92 for the past two weeks, trading around $40.40 during the session Tuesday.