UPDATE 1-Danisco boss defends DuPont bid as "fair value"

Wed Jan 19, 2011 11:10am EST

* Chairman Tandrup reiterates support for DuPont bid

* Follows reports of potential shareholder revolt

* Says board "totally satisfied" it got best possible value

* Says bid gives premium over historic highs

(Adds details, quotes, background, share price)

By Teis Jensen

COPENHAGEN, Jan 19 (Reuters) - Danisco's DCO.CO chairman reaffirmed support on Wednesday for chemicals group DuPont's (DD.N) bid for the food ingredients and enzymes maker in what appeared to be his first public response to reports of a looming shareholder revolt.

Chairman Jorgen Tandrup's remarks in an emailed statement came in answer to questions from Reuters about a Danish newspaper report that said some institutional investors were teaming up to seek a higher bid or block the takeover.

"The offer from DuPont represents a fair value for the company," Tandrup said.

U.S. chemicals giant DuPont announced on Jan. 9 that it would pay $5.8 billion in cash or 665 crowns per share and assume $500 million in Danisco debt to acquire the Danish company with backing from Danisco's board. [ID:nN09219516] [ID:nN10135762]

Danisco shares wobbled off highs for the day after Tandrup's comments to trade nearly flat, before edging back up 0.2 percent at 662 crowns by 1525 GMT.

Tandrup said at the time of the bid that DuPont's was the best of several offers and gave shareholders a 25 percent premium over Danisco's all-time high share price set on the trading day preceding the DuPont offer.

But since then, media have reported that some Danisco shareholders have been unsatisfied with the offer and are ready to look for a better deal.

"It (the deal) was made after a very thorough process involving a number of interested parties," Tandrup said in the email. "The offer maximises value for shareholders and the board is totally satisfied that the process extracted the best possible value for Danisco's shareholders."

"The offer not only compares favourably with any stand-alone strategy with all its execution risks but delivers a premium to shareholders compared with the recent historic high prices of Danisco's shares, and a 90 percent premium to the share price only a year ago," he said on Wednesday.

Earlier on Wednesday, Danish financial daily Borsen said that "a handful" of big institutional investors who were not impressed with the DuPont bid were talking to one another and considering taking action against it.

"They want at least a higher bid, but are also considering whether there is not a better case for letting Danisco continue as an independent company and try to reap some of the improvements in profitability that Danisco has promised its shareholders," Borsen said, citing a source it did not identify.