Whirlpool is poring over Maytag's confidential due diligence documents in an effort to submit a formal acquisition bid for the company by Aug. 9 — the cutoff for Maytag to terminate its merger agreement with an investment group led by Ripplewood Holdings.
Whirlpool began due diligence late last month after Maytag's board reversed its decision to reject a second Whirlpool proposal that upped the ante from $17 to $18 per share, representing a 29-percent premium over Ripplewood's $1.13 billion all-cash agreement.
Maytag said in a statement that it expects that the terms of a definitive agreement with Whirlpool, if any, will take into account the risks to Maytag of non-consummation — including a $40 million kill fee to Ripplewood — plus Whirlpool's assertion that the anti-trust clearance process can be completed by the end of 2005.
Separately, Maytag posted a 7.9 percent sales jump in the second quarter, hitting $1.16 billion, up from $1.08 billion in the second three months last year.
Second-quarter home appliances segment operations benefited from sales growth, a positive mix in majaps and savings from restructuring and a plant closing, with the segment posting operating income of $21 million, compared with an operating loss of $23.7 million in the same period in 2004.
The loss in 2004 included charges and litigation costs of about $46 million, compared with $3 million in costs for the second quarter of this year.
Sales of majaps showed solid improvement during the quarter, ended July 2, with refrigeration and cooking product sales up appreciably, said Ralph Hake, chairman/CEO.
Overall, second-quarter sales were up year-over-year in all major categories of the home appliances segment — refrigeration, laundry, cooking, dishwashing and floor care.