Macfarlane has confirmed its 250p-per-share bid for British Polythene Industries (BPI), but BPI is urging shareholders to reject the "opportunistic" bid.
"The offer [which values the firm at 92.3m] fundamentally undervalues BPI," said its chairman Cameron McLatchie.
But in a report, stockbroker Collins Stewart said that due to BPI's steady decline in performance since 1996, it would be "hard to see why BPI's shareholders would back independence" and accused the firm of being a "value destroyer".
A BPI spokesman hit back, saying that the stockbroker had written an "historic and backward-looking document", which did not represent the re-organisation of the business.
BPI's largest institutional shareholders said they expected an offer "in the high 300s", adding that the 250p offer was "wholly inadequate".
However, Macfarlane chief executive Iain Duffin told the Sunday Herald that he saw no reason to increase his offer. A spokesman for Macfarlane said that a bid from a third party was unlikely and pointed out that the offer was now in its fourth week and still none had emerged.
However, a number of BPI's rivals are thought to have looked at it, but placed no bids.
The possibility of an MBO has not been ruled out, but Macfarlane said that while that was always a potential, BPI would have to raise a sum based on 4 per share and that this would be "challenging".
BPI now has 60 days to consider Macfarlane's bid.
Story by Jeremy Allen
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