Reuters Blogs

DealZone

Behind the deals and deal-makers

April 2nd, 2009

Dow Chemical: Official Rainmakers’ Punching Bag

Posted by: Michael Erman

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.

September 29th, 2008

Another four bite the dust

Posted by: Adam Pasick

wachovia.jpgLawmakers are gearing up to vote on a $700 billion financial bailout plan, but the rescue from Capitol Hill didn’t come soon enough for Wachovia — whose assets are being acquired by Citigroup — or for Fortis NV, Hypo Real Estate and Bradford & Bingley, which were nationalized by European governments on Monday.

“Wachovia did not fail; rather, it is to be acquired by Citigroup Inc on an open bank basis with assistance from the FDIC,” the agency said in a statement. Still in doubt is the status of brokerage AG Edwards and asset manager Evergreen, which are not included in the deal.

Wasn’t it only two weeks ago that Wachovia was in talks to merge with Morgan Stanley?

DEALS OF THE DAY

** Nokia Oyj is in advanced talks to sell its security appliances business to a financial investor, while it would halt its corporate software development, it said.

** Italy’s ENEL and Czech CEZ submitted bids to buy up to 76 percent of Albania’s power distributor while Austria’s EVN and Energie Steirmark withdrew, a government commission said.

** Iceland took control of its third largest bank, Glitnir as the global credit market turmoil claimed its latest victim following a string of financial collapses in the United States and Europe.

** Kazakhstan’s No.1 insurer Eurasia said it had made a formal offer to buy the local subsidiary of AIG, the insurer bailed out by the U.S. Federal Reserve earlier this month.

** Athletic shoe and clothing chain Foot Locker Inc said it plans to buy Delias Inc’s CCS business for $102 million, as it seeks to boost its appeal with teen-age skateboarders.

** Private equity firms Bain Capital LLC and Hellman & Friedman LLC were closer to a deal on Sunday night to buy Lehman Brothers Holdings Inc’s prized Neuberger Berman unit, two sources familiar with the situation said.

** A buyout of Japanese property firm Daito Trust Construction Co is unlikely to get done this year due to difficulty in raising funds for the deal estimated at $6 billion, financial industry sources said.

** Kazakh gold miner KasakhGold said it had received a possible cash and shares offer for 50.1 percent of the company from Russia’s top gold producer Polyus Gold.

** German lender Hypo Real Estate struck a last-minute deal with a consortium of banks for credit to resolve a refinancing squeeze that it faced, the group said.

** Singapore’s Neptune Orient Lines said it has submitted a binding bid to acquire the Hapag-Lloyd container shipping business but declined to provide details of its bid.

** Kookmin Bank cut the value of its planned sale of shares in Bank Internasional Indonesia to reflect a revision to Maybank’s bid for the Indonesian lender.

** Australian steel company OneSteel Ltd said it would make a NZ$175 million ($120 million) offer for its partly owned New Zealand subsidiary, Steel and Tube Holdings Ltd.