Nov 19 First Reserve Corp and SK Capital
Partners believe their $705 million offer for chemical maker TPC
Group Inc fairly values the company and they intend to
close the deal before Christmas, a person familiar with the
firms' thinking said.
Innospec Inc, another chemical manufacturer, raised
its proposed bid for TPC to about $745 million last week,
raising speculation about a counter-offer from the two firms.
The private equity firms are offering $45 per share, while
Innospec is proposing to offer of $47.50, pending due diligence.
"...$45 is a good offer for the company. It's the only one
for the company right now," said the person, stressing that
there was no firm bid from Innospec.
"There's a deal on the table and First Reserve and SK
Capital are moving ahead aggressively to close it," the person
The directors of TPC back the offer from First Reserve and
SK Capital, saying, among other things, that Innospec was
unlikely to be able to close a deal this year.
"Time matters to investors," the person said. "They
(Innospec) wouldn't be able to close a deal in 2012 even if they
did get to a firm bid."
QVT Fund and One East Partners, which together hold 21
percent of TPC, also back the $45 per share offer.
However, some shareholders say TPC is worth more than $45
per share, and at least two -- Eagle Asset Management
and Sandell Asset Management, which together hold about 10
percent of the company -- have said they won't support the
First Reserve and SK Capital originally offered $40 per
share for TPC, which produces butadiene used to make synthetic
rubber for tires and other automotive products.
TPC shares were trading at $47.89 on Monday, above
Innospec's $47.50 per share offer.
Support from QVT and One East bodes well for completion of
the deal, the person said, as they were they were "economically
"I have to take that as an indicator," said the person.
TPC shareholders will vote on the $45-per-share offer on