DealZone

Dow Chemical: Official Rainmakers’ Punching Bag

April 2, 2009

Poor Dow Chemical.

Not only did the company end up having to buy Rohm and Haas at basically the same steep price it agreed to last year, but it has also become the favorite target of lawyers, bankers and maybe even judges at the Tulane Corporate Law Institute, an annual gathering of top dealmakers.

Timothy Ingrassia, head of Goldman Sachs mergers and acquisitions business in the Americas struck the first blow on Thursday morning.

 ”You’ve already had Dow Chemical’s unique interpretation of the merger agreement. There was never a transaction that made Apollo look better,” Ingrassia said, referring to private equity firm Apollo’s previous efforts to get out of an agreement to buy Huntsman Corp. 

“Dow did make a great point which is it was inconvienient to need to close that deal. I guess that was their legal argument,” he said.

Theodore Mirvis, a partner at the law firm that represented Rohm and Haas in the case, was later met with laughter when he presented a “hypothetical” case based on the Dow deal.

And Delaware Vice Chancellor Leo Strine may have been making a veiled reference to Dow, observing that litigating to get out of a deal puts a buyer in the not enviable position of arguing that your business is in bad shape.

“From the buyer’s side, the litigation is about how badly you suck,” he said.

Comments
2 comments so far | RSS Comments RSS

Some people should really refrain from writing, when it is about deals of the old crashed world. Reality is that this world without rules (except contracts) is gone to bottomless graveyards.

Don’t tell me that I should refrain from commenting. Deals that make a few billionaires even richer than before just because of exogeneous factors and at the expense of 60,000 people had and have to be revisited.

Posted by ami | Report as abusive
 

Not the first time a merger has come with strings attached for Dow, the team has connected with extra costs previously.

Dow Chemical purchased a company called Union Carbide, a company that did some major pollution and damage in India, recklessly putting the chemical plant next to an urban population. the UC was ordered to clean it up , they didn’t.

Now it is Dows responsibility to do right by the people in India, they have the resources. Especially if they are reaping benefits from acquired patents and infrastructure from Union Carbide. Dow

wiki
http://en.wikipedia.org/wiki/Bhopal_disa ster

 

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