United Technologies makes $3 billion bid for Diebold
March 3rd, 2008United Technologies has made public an unsolicited $3 billion bid for Diebold, one of the largest makers of automated teller machines and voting machines.
United Technologies, which first approached Diebold two years ago, initially made the offer in private Friday. The bid, announced Sunday, amounts to $40 a share in cash, or a 66 percent premium over Diebolds closing price Friday of $24.12, United Technologies said.
Several unsolicited or hostile offers have been made this year despite an overall slowdown in deal-making activity. Among companies making unfriendly advances are Microsoft, which is pursuing the wounded Internet giant Yahoo, and Electronic Arts, which made a bid for Take-Two Interactive, the maker of the “Grand Theft Auto” video games.
In Diebold, United Technologies sees a chance to expand its electronic security business with one of the fields largest players.
Last year, United Technologies bought Initial Electronic Security Systems for about $1.2 billion.
“This transaction creates significant and immediate value for Diebold shareholders with no operational risk, while creating long-term value for UTC shareholders,” George David, United Technologies chairman and chief executive, said in a statement Sunday.
James Geisler, United Technologies vice president for finance and the head of its mergers and acquisitions team, said in an interview Sunday that the company contacted Diebold about a possible deal two years ago but was rebuffed.
On Feb. 19, David sent Diebolds board a letter proposing talks about a deal. Two days later, Diebolds chairman, John Lauer, responded that the companys board had rejected any possible combination. He also said a deal would not serve Diebolds interests and requested that United Technologies refrain from contacting its directors.
Geisler declined to say whether United Technologies would press the bid if Diebold formally declined it, saying only that “we know what our options are.” United Technologies is based in Hartford, Connecticut.
Founded in 1859, Diebold grew as a provider of security technology for financial systems. But Diebold was thrust into the spotlight in the 2004 election, when it was criticized for flawed electronic voting machines in Ohio and elsewhere.
The company has struggled recently with a variety of problems, both internal and external. In January, Diebold said it would restate its financial reports from 2003 through the first quarter of 2007 because of changes to its accounting methods.
Diebold previously disclosed that both the Securities and Exchange Commission and the Justice Department had made inquiries into the way it recognized certain kinds of revenue.
The global credit crisis that has stung financial services companies has affected Diebold as well. It said last week that it would cut about 5 percent of its work force, or 800 jobs, in anticipation of slowing demand for ATMs.
Diebold shares have declined nearly 50 percent in the last year.

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