Sauer-Danfoss Investor Sues Over $700 Million Danfoss Buy

Sauer-Danfoss Inc. (SHS), a maker of hydraulic and electronic equipment, was sued by an investor claiming shareholders will be shortchanged by a $700 million offer from Danfoss A/S for the shares it doesn’t already own.

Sauer-Danfoss investor C. David Schacher, in a complaint filed March 8 in Delaware Chancery Court in Wilmington, said majority shareholder Danfoss’s $58.50-a-share offer to buy the remaining 24.4 percent stake undervalues the company. Schacher is asking for class-action status to represent minority shareholders as a group.

“Given Sauer-Danfoss’s future growth prospects, the consideration shareholders will receive is inadequate and undervalues the company,” lawyers for Schacher said in the lawsuit.

Nordborg, Denmark-based Danfoss’s offer represents a 5.3 percent premium to the highest trading price during the one-year period before its previous proposal of $49 a share on Nov. 28, according to a March 1 statement announcing the new offer. The new offer, which was accepted by the board of directors, represents a 19.4 percent premium to the prior deal.

Bryan Locke, a spokesman for Ames, Iowa-based Sauer- Danfoss, wasn’t immediately available to comment on the lawsuit.

Sauer-Danfoss fell 4 cents to $58.76 in New York Stock Exchange trading at 12:43 p.m. The shares rose 8.5 percent to $58.73 after the latest offer and have traded above the offered share price since.

The case is Schacher v. Sauer-Danfoss Inc., CA8396, Delaware Chancery Court (Wilmington).

To contact the reporter on this story: Michael Bathon in Wilmington, Delaware, at mbathon@bloomberg.net

To contact the editor responsible for this story: Michael Hytha at mhytha@bloomberg.net

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