Whirlpool Corp. must submit a firm offer to buy Maytag Corp. no later than noon next Tuesday, according to an agreement between the two companies outlined in documents filed Tuesday with the Securities and Exchange Commission.
A confidentiality agreement between Whirlpool, the nation's largest appliance maker, and Maytag, the third largest, signed July 26 specifies that for a period of three years after Maytag opened its books to Whirlpool, either company cannot try to acquire control of the other without permission.
Newton, Iowa-based Maytag must have 96 hours plus five days to consider any changes in the Whirlpool offer, such as an increase in the per-share value of the offer. Whirlpool's offer, which remains tentative, stands at $18 per share, or $1.43 billion.
Triton Acquisition Holding Co., an investment group led by New York-based Ripplewood Holdings, has offered $14 per share, or about $1.13 billion. Maytag shareholders are scheduled to vote on that offer Aug. 19.
If Triton's offer is declined by shareholders, Whirlpool can "submit to the Maytag board a proposal to acquire the company," the document said. The Maytag board continues to endorse the Triton bid.
Benton Harbor, Mich.-based Whirlpool also informed Maytag on Tuesday that Whirlpool's top 20 trade customers support the purchase of Maytag and the balance did not indicate opposition.
Whirlpool said one of the top four major appliance retailers has written a letter of support and two have indicated they are not opposed to the deal, but have corporate policies against such letters.
The fourth has a policy of not commenting on pending mergers, Whirlpool officials said.