Cleveland-based BP America, the U.S. affiliate of British Petroleum Co. PLC, offered to purchase Lear's common stock at $2.65 per share in cash, estimated at $31.5 million, in a bid made to the Lear management Tuesday, according to BP.
The merger would also be conditioned upon BP America's acquisition of some $100 million of Lear's outstanding indebtedness, and possible redemption of all debt.
At completion of the merger, preferred stock would be redeemed at $6 a share, totaling $13.2 million, with no payment of arrears on preferred dividends.
The deal was estimated to have a cash value of more than $250 million.
Lear, based in Dallas, is a natural gas transportation and marketing firm that got out of the crude oil and natural gas exploration and production business when it sold most of its producing properties for $115 million to TOTAL Minatome in December 1986. Lear has natural gas gathering operations in Oklahoma, Texas and Louisiana.
Lear Petroleum's full-year results for 1987 are not yet available. Through the first nine months of last year, the company had a net loss of $16.5 million, or $1.39 per share, on revenues of $164.5 million.
Approximately $250 million of Lear's debt is affected by the action taken by the Standard & Poor's stock analysis firm Thursday.
Lear's senior debt remains rated at CCC+, its subordinated stock at CCC- and preferred stock at C. Also placed on Standard & Poor's creditwatch is Lear's wholly-owned Netherlands Antilles finance subsidiary, LPC International Finance NV, whose CCC- subordinated debt is guaranteed by Lear. …