Santa Fe Southern Pacific offered to buy back Henley Group's 14.7% stake in the Chicago company for an undisclosed amount of cash and assets, but the offer was rejected and negotiations were terminated, the companies disclosed Monday.
Henley Group revealed in a filing with the Securities and Exchange Commission that Santa Fe Southern asked Henley on Thursday evening to consider a proposal in which Santa Fe Southern "would acquire all the shares owned by Henley in exchange for a combination of cash and certain assets."
La Jolla-based Henley, which had offered to buy Santa Fe Southern through a combination of cash and securities, rejected the Santa Fe Southern buyback proposal on Friday, the filing said. Santa Fe Southern, parent of the Southern Pacific and Santa Fe railroads, said Monday that all negotiations between the two had ended. Santa Fe Southern earlier this month had broken off takeover talks with Henley when the company would not meet Santa Fe Southern's $63-per-share price and because of possible regulatory difficulties.
But Henley in a statement said it is still interested in taking over Santa Fe Southern.
"Instead of pursuing the (buyback) proposal, Henley believes Santa Fe should seek to take action to maximize the value of its shares for all Santa Fe shareholders, including the possibility of a transaction in which all of the outstanding Santa Fe shares would be acquired by Henley," the company said. A Henley spokesman declined further comment on the company's plans.