According to a statement released by Diebold, the company's board of directors has recommended that shareholders take no action at this time with respect to the proposal.
Diebold's board recently completed a detailed strategic review of the company and its prospects. At least three times in the last month, including this morning, the board met to discuss UTC's interest in a potential business combination with the company.
Given that Diebold has not filed financial statements since its quarter ending March 31, 2007, and since the company is working to become current in its filings with the Securities and Exchange Commission, the board believes that now is not the right time to pursue discussions with UTC.
"The board strongly believes that UTC's proposal significantly undervalues the company and fails to reflect Diebold's strengths and significant upside potential," said John N. Lauer, non-executive chairman of the board for Diebold. "UTC's proposal is an opportunistic attempt to buy Diebold at a time when shareholders do not have sufficient data to evaluate the offer, and as such the board believes that it would be irresponsible to engage in discussions with UTC at this time."
Goldman, Sachs & Co. is financial advisor to Diebold, Jones Day is legal advisor, and Sard Verbinnen & Co. is media and investor-relations counsel.