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Group in hostile bid for minority stake in iVillage

The women's network says an investment group wants to make an unsolicited bid to buy up to 5 percent of the site at a discount to the current market price.

Women's network iVillage today said an investment group wants to make an unsolicited bid to buy up to 5 percent of the site at a discount to the current market price.

Growth Capital is seeking to purchase up to 1.4 million shares from existing iVillage stockholders at $22 a share. The company's stock today closed up 50 cents, or 2 percent, at $23.88.

Since last spring, iVillage's shares have fallen sharply from $113 to as low as $13.43 in mid-January.

An investor interested in picking up a significant stake in a company will usually work with the company's management to acquire the shares from existing shareholders. But an unsolicited tender offer is considered a more hostile move, because an interested investor directly approaches shareholders and bypasses the company's management and board of directors.

Investors who acquire 5 percent or more of a company are required to file documents with the Securities and Exchange Commission and to undergo more rigorous disclosures. Growth Capital, however, is seeking less than a 5 percent stake and is not held to the same requirements.

iVillage issued a statement advising its shareholders to avoid participating in the offer, saying the terms of the purchase would lock in sellers, even if the close date were extended.

"Without withdrawal rights, stockholders may have no ability to liquidate their investment before the expiration, which means that Growth Capital may purchase their shares at $22 per share in the future regardless of iVillage's then current stock price," the company wrote in a statement

iVillage added that it has never been involved with Growth Capital and was never formally notified of the group's plans to issue a tender offer.

Representatives for Growth Capital and iVillage were not immediately available for comment.