TORONTO U.S. convenience store Casey's General Stores Inc (CASY.O) asked its shareholders to reject the $1.9 billion hostile bid from its Canadian rival, Alimentation Couche-Tard Inc (ATDb.TO).
Casey's said it board believes the offer substantially undervalues the company and is not in the best interests of Casey's, or its shareholders.
Casey's board rejected the $36-per-share in April. Couche-Tard, Canada's largest convenience store operator, said at the time it would take its offer directly to Casey's shareholders if the board failed to reconsider its rejection.
Casey's, which has about 1,500 convenience stores in the U.S. Midwest, said the timing of the offer is highly opportunistic and takes advantage of extraordinary equity market volatility.
Couche-Tard's offer price represented a 14 percent premium over Casey's closing price of $31.59 on Nasdaq on April 8, a day before the takeover bid was announced.
Casey's argues that this is significantly lower than the 32 percent median premium for all cash acquisitions of U.S. companies in transactions valued between $1 billion and $3 billion in 2009 and 2010.
Couche-Tard has said it will nominate nine independent directors to Casey's board. The company said it remains committed to enter into a negotiated deal with Casey's.
Casey's said the nomination of a slate is clearly an attempt by Couche-Tard to gain control of Casey's and force through its inadequate proposal to acquire the company.
($1= $1.05 Canadian)
(Reporting by Euan Rocha in Toronto and Sakthi Prasad in Bangalore; Editing by Derek Caney)