** After the bulk of Hershey’s board resigned yesterday, the sugar daddies at British candy house Cadbury could only offer up a no comment. Cadbury plans to demerge its soft drinks business in the second quarter of 2008, to become a pure confectionery group, A report earlier this year suggested that the Hershey Trust had met with Cadbury. The Trust controls about 78 percent of the U.S. chocolate maker’s voting shares.  The Wall Street Journal cites people familiar with the matter as saying the changes don’t make a possible deal with Cadbury or any other potential partner any more or less likely. “The company won’t pursue a deal that would dilute earnings per share or that would decrease the trust’s control of the company, these people said.” Hershey also has eyed Campbell Soup Co.’s Godiva chocolate unit, sources said.
    
** BHP Billiton mapped out its plan to acquire rival Rio Tinto, promising to hand $30 billion to shareholders via a share buyback if the deal goes through and signalling it was ready for a long fight. BHP’s new chief executive, Marius Kloppers, said he would step up the pressure to draw Rio’s board into talks by pitching BHP’s $140 billion takeover proposal to major Rio shareholders, more than two-thirds of whom also own BHP stock. “The process will start now,” said Kloppers, who has been CEO for six weeks. He added that as no formal offer has been launched there was no need for BHP to consider going hostile.  Bloomberg reports BHP will begin meetings “imminently” to win over shareholders. 
 
** UK insurer Pearl has raised its stake in Resolution to 25.9 percent from a previous holding of just over 24 percent, adding shares at below its offer price. Unlisted Pearl, already Resolution’s top shareholder, is set to win the 4.9 billion pound ($10.2 billion) takeover tussle after rival suitor Standard Life pulled out on Sunday. Resolution’s chairman and founder, Clive Cowdery, plans to leave if Pearl bid succeeds.
    
** Dutch distributor Hagemeyer has agreed to a sweetened 2.86 billion euros ($4.2 billion) break-up, all-cash offer from French rival Rexel. Hagemeyer had previously rejected lower offers from Rexel.  French group Sonepar, which had also bid for Hagemeyer, will be offered certain Hagemeyer operations to Sonepar.
    
** Tyco International is selling Nippon Dry-Chemical, a Japanese unit that makes fire extinguishers and installs sprinkler systems, sources familiar with the deal said. Nippon Dry-Chemical official Sho Abe said his company is in talks with Tyco and will make an announcement on Friday. Tyco Chief Executive Ed Breen said in June that Tyco, which spun off its electronics and health-care businesses that month, might yet sell off businesses representing about 10 to 15 percent of its revenue in the next 18 months to two years.