The management of Cooper Industries, Inc., is considering whether to acquire the Nicholson File Company, a leading manufacturer of hand tools. The Nicholson family and other members of the management group own about 20% of the Nicholson stock; the remainder is publicly held. From the standpoint of Cooper, an affirmative decision may involve Cooper in a bidding contest with two other companies, which have already purchased part of the outstanding Nicholson stock and made tender offers in an effort to acquire control of Nicholson. If Cooper decides to proceed, it must determine what price it will have to pay in order to acquire control of Nicholson and whether it can reasonably afford to pay this price for Nicholson. These decisions must be made in the light of the interests, motivations, and bargaining positions of several widely divergent groups of Nicholson stockholders. After these questions are resolved, the Cooper management must determine its precise acquisition tactics.
Suggested Questions
1. If you were Mr. Cizik of Cooper Industries, would you try to gain control of Nicholson File Company in May 1972?
2. What is the maximum price that Cooper can afford to pay for Nicholson
and still keep the acquisition attractive form the standpoint of Cooper? [Treasury Bills yielded 5.6% in May 1972.]
3. What are the concerns and bargaining positions of each group of Nicholson stockholders? What must Cooper offer each group in order to acquire its shares?
4. On the assumption that the Cooper management wants to acquire 100% of the outstanding Nicholson stock and to make the same offer to all stockholders, what offer must Cooper management make-in terms of dollar value and the form of payment (cash, stock, debt)?