AkzoNobel rejects second unsolicited proposal from PPG
(Thomson Reuters ONE) -
March 22, 2017
Proposal fails to recognise value of AkzoNobel and neglects to address
significant risks and uncertainties, including extensive anti-trust concerns
AkzoNobel N.V. (AKZA.AS; AKZOY)
AkzoNobel today announces it has rejected a second unsolicited, non-binding and
conditional proposal of 20 March from PPG Industries Inc. for all of the issued
and outstanding ordinary shares in the capital of AkzoNobel.
The proposal not only fails to reflect the current and future value of
AkzoNobel, it also neglects to address the significant uncertainties and risks
for shareholders and other stakeholders.
The Management Board and Supervisory Board of AkzoNobel, together with their
financial and legal advisors, have thoroughly reviewed the second proposal
taking into consideration the interests of AkzoNobel's shareholders, customers,
employees and other stakeholders.
The revised proposal represents a value of ?88.72 (adjusted for final dividend)
consisting of ?56.22 (adjusted for final dividend) in cash and 0.331 PPG shares,
as at 20 March 2017, per AkzoNobel share.
The proposal does not address the concerns expressed by the Boards in their
initial rejection of 9 March 2017. The revised proposal:
1. Is not in the best interests of shareholders. It substantially undervalues
AkzoNobel and fails to reflect the value creating opportunities of the new
strategic direction and focus for both the Specialty Chemicals and the
Paints and Coatings businesses, allowing them to build further on their
respective leadership positions.
2. Contains significant risks related to the increased stock component and the
high leverage of the proposed combined businesses.
3. Would result in a large number of substantial divestitures due to the major
geographical and segment overlap of both companies across Decorative Paints
and Performance Coatings, bringing into question value leakage. It does not
address the significant risk and uncertainty, including timing, of deal
completion due to extensive anti-trust concerns. These anti-trust issues
would have a significant negative impact on employees and customers which
will affect the integrity of AkzoNobel.
4. Will lead to significant job cuts. It includes synergies which can be
expected to result in the restructuring of the combined employee base,
leading to job losses. PPG provides no substantive commitments to
employees, creating potential uncertainty for thousands of jobs worldwide.
5. Does not address fundamental stakeholder concerns and uncertainties, nor
does it substantiate any tangible solutions in relation to, among others,
R&D, pensions and employees.
6. Does not meaningfully address our concerns regarding community contribution
and sustainability and the significant culture gap between both companies,
including how any issues arising from this would be addressed.
The unsolicited proposal does not warrant AkzoNobel's engagement with PPG. The
Boards unanimously reject PPG's revised proposal.
Ton Büchner, CEO, AkzoNobel:
"This proposal significantly fails to recognize the value of AkzoNobel. Our
Boards do not believe it is in the best interest of AkzoNobel's stakeholders,
including our shareholders, customers and employees. That is why we have
rejected it unanimously.
"We are convinced that AkzoNobel is best placed to unlock the value within our
company ourselves. We are executing our plan, including the creation of two
focused businesses and new cost structure, and believe this gives us a strong
platform for continued profitability and long term value creation for all our
stakeholders with substantially less execution risks."
AkzoNobel will provide updated financial guidance and hold an upcoming investor
event soon. Details of the event will be announced in due course.
This is a public announcement by AkzoNobel N.V. pursuant to section 17 paragraph
1 of the European Market Abuse Regulation (596/2014). This public announcement
does not constitute an offer, or any solicitation of any offer, to buy or
subscribe for any securities in AkzoNobel N.V.
About AkzoNobel
AkzoNobel creates everyday essentials to make people's lives more liveable and
inspiring. As a leading global paints and coatings company and a major producer
of specialty chemicals, we supply essential ingredients, essential protection
and essential color to industries and consumers worldwide. Backed by a
pioneering heritage, our innovative products and sustainable technologies are
designed to meet the growing demands of our fast-changing planet, while making
life easier. Headquartered in Amsterdam, the Netherlands, we have approximately
46,000 people in around 80 countries, while our portfolio includes well-known
brands such as Dulux, Sikkens, International, Interpon and Eka. Consistently
ranked as a leader in sustainability, we are dedicated to energizing cities and
communities while creating a protected, colorful world where life is improved by
what we do.
AkzoNobel had total revenues of ?14.2 billion in 2016: Specialty Chemicals -
?4.8 billion, Decorative Paints - ?3.8 billion, Performance Coatings - ?5.7
billion..
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PDF Media Release:
http://hugin.info/130660/R/2089569/788929.pdf
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Source: AkzoNobel NV via GlobeNewswire
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Bereitgestellt von Benutzer: hugin
Datum: 22.03.2017 - 08:43 Uhr
Sprache: Deutsch
News-ID 531723
Anzahl Zeichen: 7917
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Kategorie:
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"AkzoNobel rejects second unsolicited proposal from PPG"
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