Clearwater's Technology Research Corp., a 30-year-old, publicly traded company that makes surge protectors and electrical safety equipment, said it will defend itself against an unsolicited takeover bid by Illinois-based Coleman Cable Inc.
Coleman said it delivered its offer of $5.50 per share in cash for all of the outstanding stock of TRC, a proposed deal representing a 41 percent premium. "We have attempted to engage TRC's board of directors on a number of occasions, and we are disappointed that rather than engaging in constructive dialogue with Coleman, TRC's board instead adopted a poison pill to block a transaction that is clearly friendly to its shareholders," Coleman CEO Gary Yetman said.
In response, TRC's board adopted a shareholder rights plan — often known as a "poison pill" — to prevent Coleman from negotiating the terms of sale with shareholders. The idea is to force Coleman to negotiate with TRC's directors. TRC CEO Owen Farren indicated the plan would help give his company time to evaluate and respond to the Coleman offer. TRC shares rose 32 percent Tuesday to close at $5.15.
The Coleman bid came on the heels of TRC exhibiting its products at the Consumer Electronics Show in Las Vegas. Early in 2010, TRC employed 85 people full time in Clearwater, 426 at its subsidiary in Honduras and 18 at its Patco subsidiary in Titusville.