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Campbell Soup Defiant in Purchase Of Cookie Company

February 1, 1993

CAMDEN, N.J. (AP) _ Campbell Soup Co. said Monday it will proceed with its offer to buy Arnotts Ltd., despite renewed opposition by the Australian cookie maker.

In the latest move in the five-month battle, Arnotts on Friday asked the Australian Security Commission to permit its shareholders to pull out of their agreement with Campbell.

Since making a bid for Arnotts in October, Campbell has acquired another 14 percent of Arnotts’ 139 million shares. It already owned 33 percent of the common stock.

According to Arnotts, shareholders have been ″misled″ into accepting Campbell’s offer while others were influenced by false information that Arnott family members had accepted the offer.

″Some shareholders were concerned and decided to sell,″ the Sydney, Australia-based company said in a statement. ″Had they known the true picture, they may have retained their shares.″

Campbell spokesman Kevin Lowery said the claims by Arnotts were without merit. The Camden-based foods company has filed a complaint with the Australian Security Commission contending Arnotts has not been forthright in the pending transaction, he said.

″This is literally just a major smokescreen being developed by them,″ Lowery said Monday. ″They’re trying to snooker you.″

On Thursday, Campbell set a Feb. 5 deadline for its final offer of 9.50 Australian dollars, or about $6.40, per share. Campbell is just 4 percent short of the minimum 51 percent of Arnotts stock it has said it wants to accumulate.

The takeover bid by Campbell has met widespread resistance by large and small Arnotts stockholders. The Arnotts board claimed the offer was too low, while others argued the cookie maker should not be foreign-owned.