Processing Magazine

Rohm wants financial advisers to meet with Dow, not executives

February 9, 2009
Rohm and Haas has rejected a possible meeting with top Dow Chemical executives to talk about a way forward for their stalled merger, but instead suggested that the companies'' financial advisers should meet, as reported by Reuters. Rohm has sued Dow to force it to complete the more than $15 billion takeover it agreed to in July. Rohm said in a statement on Sunday it still believes that Dow has the resources and flexibility to complete the deal, but is instead running a campaign to frighten the employees, communities and customers of the two companies about the deal. Along with its statement, Rohm released a letter it sent to Dow on, in which it discounted the usefulness of its three previous negotiations with top Dow executives. The most recent meeting between top executives at Dow and Rohm and Haas took place before Rohm''s lawsuit was filed. Rohm and Haas said Dow should provide Rohm''s financial adviser Goldman Sachs with specific details of its action plan, including the company''s recent presentations to ratings agencies. These negotiations could lay the foundation for later talks between executives of the two companies. Rohm and Haas sued Dow, arguing that the chemical company has no legal basis to walk away from the deal and asking a Delaware court to order it to complete the transaction. A trial on the matter is scheduled to start on March 9. In a statement, Dow criticized Rohm and Haas for "releasing what Dow believes should be private negotiations between the parties." The company is working with its lenders to renegotiate the $13 billion, one-year bridge loan it obtained to help pay for the deal. It is also looking for new partners for the scuttled Kuwaiti joint venture. It said it continues to evaluate all options to close the deal and is willing to engage in a dialogue with Rohm and Haas concerning its issues. Rohm has alleged that Dow Chief Executive Andrew Liveris personally lobbied FTC commissioners to delay approving the Dow-Rohm deal. Dow denied any wrongdoing in its interactions with the FTC.