	talking point purolator courier corp pcc purolator courier corp s stock rose on specualtion that a disgruntled former purolator director would find a new suitor for the company traders said purolator agreed in late february to a dlr a share mln dlr offer from e f hutton lbo inc and certain members of its purolator courier division s management the stock today hit up one today purolator revealed in a filing with the securities and exchange commission that director doresy gardner resigned from its board of directors in a letter dated march the letter from gardner said he resigned the board because the merger agreement with hutton barred directors from soliciting new offers and he believes shareholders might get a better deal gardner said he believes a better offer might be found if the company would agree to be sold to some other entity or if it could sell off all or part of its u s courier division basically the courier division is a company that has mln dlrs in revenues it s a very large company and it s being sold for or mln dlrs said gardner in a telephone interview with reuters gardner is an official of kelso management a firm associated with fidelity international ltd a group of fidelity companies owns eight pct of purolator and gardner said he personally owns shares a purolator official said the company has no comment on the letter from gardner arbitragers speculated another overnight messenger service may emerge as a likely bidder for purolator before the transaction with hutton lbo was announced analysts had also speculated another courier company would be the most likely suitor while one arbitrager acknowledged there in fact may be no new bidders he said the possibility one could appear pushed the stock into play again there s no shortage of possibilities it s just a question of management s willingness to let the process continue said one arbitrager arbitragers said a new buyer might be found because they believe hutton lbo has taken on no risk in the transaction hutton has begun a tender for pct of purolator at dlrs cash per share the balance of purolator s stock will be bought for securities and warrants in a new company holding the u s courier operations the arbitragers said tender offer documents show that hutton does not need to use its cash in the transaction and will emerge with a giant majority equity interest in purolator as far as i can tell from the public documents from the deal that s on the table hutton is basically putting up zero one always likes a situation like that you always like to think if they can do this deal at no risk there should be someone else in the world that could do it higher said one arbitrager the firm however is supplying temporary financing and sources close to the transaction disputed the claim that the firm will not end up paying for its equity position while one scenario mentioned in the tender offer document did note that the e f hutton group subsidiary may not have to keep cash in the transaction the sources said there is some risk to the firm there are a variety of contingencies and restricted cash and all sorts of things that make it very speculative said one of the sources adding there are also severance payments to employees the e f hutton group subsidiary is supplying mln dlrs in so called bridge financing for the transaction the bridge financing is a temporary loan from hutton the financing is to be replaced with permanent financing expected to come from banks however it may take some time to replace the financing the source said resulting in what could be a substantial expense to the firm gardner said hutton stands to gain fees of to mln dlrs from the transaction but sources close to the transaction said fees are at the low end of the scale it s a very complex transaction but basically what happens is they ostensibly put up money but the fees recapture any investment they might have once the merger takes place gardner said reuter 
