PPG says Akzo offer good for staff, shareholders

2017-03-23

PPG says Akzo offer good for staff, shareholders

U.S. paint maker PPG Industries said on Wednesday that its takeover bid for Akzo Nobel would benefit shareholders and staff after its Dutch rival rejected its 22.7 billion euro ($24.5 billion) offer as too low and too risky.

The statement came as investors piled pressure on Akzo to hold talks with its rival after PPG’s Monday bid of $88.72 per share. PPG said its deal was worth 90 euros a share if Akzo’s dividend payments were included — the level at which one investor told Reuters a sale would become attractive.

In a nod to the political sensitivity of any deal, PPG said its cash and share offer would reflect the interests of “shareholders, employees, customers and the communities” served by Akzo and that regulatory approval could be obtained.

Pittsburgh-based PPG’s dogged pursuit of Akzo has raised hackles at the paints and coatings maker, which, like many Dutch companies, is ringed with defences designed to make hostile takeovers difficult.

“PPG’s first proposal came during an election campaign, at a time of high sensitivity,” said Akzo Chief Executive Ton Buechner in a media call earlier on Wednesday, highlighting cultural differences that he said would hamper a merger.

Akzo said it had considered and rejected PPG’s second proposal as not good enough even to merit engaging with the bidder. PPG’s initial offer of 83 euros per share on March 9 valued the company at 21 billion euros.

“It created tremendous uproar,” Buchner said of the bid, which came before a March 15 election in which nationalist sentiment played a prominent role. “That’s just one example of cultural differences.”

PPG urged Akzo to sit down and negotiate a deal, adding the latest bid was a 40 percent premium compared to before the first approach was announced.

“A combination of PPG and AkzoNobel would result in enhanced financial growth prospects for the combined company in the coming years, which will also accrue to the benefit of all stakeholders of the combined business,” said PPG Chairman and CEO Michael McGarry.

TIME TO TALK?

Several of the company’s shareholders have said they see merit in a deal and encouraged management to enter talks.

“A price in the 90s would represent a chunky multiple and could be tempting,” one top 20 investor told Reuters. “At this price we would believe it is up to management to convince us not to sell.”

Elliott Advisors, which has a more than 3 percent shareholding in Akzo, said that while it considered PPG’s first and second bids “inadequate”, Akzo had not adequately consulted shareholders before rejecting them.

Shareholder Columbia Threadneedle also said a takeover made sense and the Akzo board should engage in talks.

PPG said its bid valued Akzo’s equity at around 22.7 billion euros. Factoring in net debt and minority interests, it said the valuation was 24.5 billion euros ($26.3 billion).

Akzo said any bid would bring job losses and substantial divestitures. PPG disagreed, saying the two companies’ cultures were a good match, while employees would benefit from improved career opportunities inside a larger company.

Shares in the Dutch company, known for Dulux paint and advanced coatings that make submarines go faster, were down 2.1 percent at 75 euros at 1335 GMT after Akzo’s rejection. Akzo acquired the Dulux brand when it bought Britain’s ICI in 2008.

POLITICAL OPPOSITION

Dutch politicians including Economic Affairs Minister Henk Kamp publicly opposed PPG’s first bid, saying it was not in the Dutch national interest.

Four provincial governors also oppose a takeover, saying it would cost Dutch jobs. Akzo employed more than 45,000 people as of the end of 2015 and PPG has a similar workforce.

Politicians have voiced concerns about possible foreign takeovers of Dutch companies, especially after Kraft’s failed bid for totemic Anglo-Dutch consumer giant Unilever, where many of the country’s top business leaders trained.

Akzo’s anti-takeover defences include a foundation with the power to appoint company officers. Buchner said the foundation was not consulted on the bid, though its board, composed of Akzo supervisory board members, were “part of what’s going on”.

Akzo has said it wants to to pursue its own strategy of selling or floating the company’s chemicals division.

Source: Reuters (Additional reporting by Anthony Deutsch and Simon Jessop; Editing by Keith Weir/Susan Thomas)

Source from : International Shipping News

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