Hostile takeover turns downright nasty

Amy Scott May 18, 2006

KAI RYSSDAL: What began as a regular old hostile takeover has become downright nasty. Mittal’s the world’s biggest steelmaker. It’s been after number two Arcelor for months. And today Mittal went to the shareholders. It’s offering $24 billion in cash and stock. Might go even higher. Marketplace’s Amy Scott reports the fight’s already won.

AMY SCOTT: Shareholders have until June 29th to decide the fate of the world’s two largest steel companies…and put an end to a months-long battle of wills. Steel analyst Michelle Applebaum says Arcelor appears to have no intention of backing down.

MICHELLE APPLEBAUM: The only offer I think the Arcelor management would find acceptable is one in which Mittal doesn’t buy them. So Mittal’s just decided to go directly to the shareholders.

Since Mittal made its bid in late January, Arcelor has gone on the defensive. It launched a share buyback program to placate stockholders. It sealed off a Canadian subsidiary so that any hostile buyers wouldn’t be able to sell it. Mittal hasn’t changed its bid. Meanwhile, analyst Scott Burns with Morningstar says Arcelor has tried so hard to make itself an unattractive target, it’s succeeded in hurting its own business.

SCOTT BURNS: Mittal wins either way. Either they take out their biggest competitor Arcelor by owning them. Or Arcelor does so much damage to its balance sheet and its operations that it’s no longer a credible bidding threat. So either way, Mittal wins.

But Mittal has some critics of its own. Lakshmi Mittal serves as both chairman and CEO. His son is chief financial officer. And many of the company’s board members have close ties with the family. Some analysts have questioned its corporate governance practices, an attack some viewed as thinly veiled racism because the family is from Indian. Mittal agreed to address its transparency issues in exchange for Arcelor’s support for the deal. Now it’s up to the shareholders.

In New York, I’m Amy Scott for Marketplace.

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