Lenexa, Aug 17: Transfinancial Holdings Inc. said it has agreements with its two largest shareholder groups that will allow it to avert a hostile takeover of the company.TransFinancial said in a news release issued Saturday it repurchased about 1.2 million shares held by the Crouse family, founders of its Crouse Cartage Co. shipping unit, and has an agreement with Thomas Salvatore to buy 900,000 shares from entities controlled by the Connecticut-based investor.
The stock at issue represents about 35 per cent of its total shares outstanding, it said.
The company said it is paying $9.125 per share in the cash purchases for a total of about $19.3 million. Its stock closed at $8.50 per share Friday on the American Stock Exchange.
Salvatore had said in June that he planned to acquire the Crouse family's holding, obtain control of the company's board and study such alternatives as the liquidation of the company or the sale of some or all of its assets.
"The board did not believe the takeover attempt byour two largest shareholders was in the best interests of the company," TransFinancial chairman Bill Cox said in a statement.
In connection with the resolution of the takeover effort, Lawrence Crouse has resigned from the board, it said.
The company said it will record $500,000 in transaction costs associated with fending off the hostile takeover bid.
It also continues to evaluate various strategic and financial alternatives and may record after-tax charges of no more than $2.5 million in connection with the transactions and the strategic review.
"In response to the takeover attempt, we developed a financial restructuring plan to accelerate the achievement of our primary objective, to maximize shareholder value," company president Tim O'Neil said.
Copyright © 1998 Indian Express Newspapers (Bombay) Ltd.