The company says that the interests of AkzoNobel stakeholders were not adequately safeguarded
Highlighting that the indicative offer price did not come close to adequately reflecting the value of AkzoNobel and its long-term prospects, Dulux paint maker has rejected a EUR 12.5 billion conditional and non-binding takeover proposal from Nippon Paint and Sherwin-Williams.
The companies had made a cash offer for all issued and outstanding shares of AkzoNobel at an indicative offer price of EUR 73 in cash per share (excluding regular annual and interim dividends). The Dutch company’s board continues to recommend the planned merger with the United States coatings maker Axalta.
“The boards concluded that the proposal did not qualify, nor was it reasonably expected to qualify, as a superior proposal,” the company said in an official statement. The boards considered that the proposal provided insufficient deal certainty in relation to regulatory clearances and the separation of the business between Nippon Paint and Sherwin-Williams. It also added that the interests of AkzoNobel stakeholders were not adequately safeguarded.
“Both AkzoNobel Boards unanimously continue to recommend the merger of equals between AkzoNobel and Axalta, taking into account the compelling strategic rationale and benefits,” the company added.
Under the terms of the proposal, which the company rejected, Nippon Paint would launch the all-cash public offer for all of the issued and outstanding shares of AkzoNobel. Upon completion of the proposed transaction, Nippon Paint would retain AkzoNobel’s decorative paints and industrial coatings businesses, while AkzoNobel’s automotive and specialty coatings, marine and protective coatings and powder coatings businesses would be sold separately to Sherwin-Williams.

