urged shareholders to reject a buyout offer from financier Carl Icahn, calling the bid adequate.
WCI said late Thursday that the $22-a-share offer is "highly conditional, opportunistic and inadequate from a financial point of view." The board instead plans to seek a sale on its own, and hired Goldman Sachs to help in the effort.
``WCI's Board of Directors believes that the Icahn tender offer is not in the best interests of all stockholders,'' said Chairman Don Ackerman. ``We reached this conclusion after carefully considering the tender offer price and terms, as well as the advice of our financial and legal advisors."
Icahn already owns nearly 15% of WCI, and
his bid was structured as an "any and all" tender offer, meaning it isn't subject to any minimum number of shares. Icahn has said he would propose his own slate of board members if WCI does not drop its poison pill and allow the tender offer.
At the time Icahn made his offer, WCI was trading around $19 a share. WCI said the bid came at a time of a cyclical downturn and downward pressure on its stock, and it believes that it may receive offers greater than $22 a share.