Dow Chemical acquires Rohm & Haas

By Lisa Kerner

Charlotte, N.C., April 1 - Dow Chemical Co. announced on Wednesday that it completed its acquisition of Rohm & Haas Co., making the company part of Dow's advanced materials division led by Pierre Brondeau.

In July 2008, Dow agreed to acquire Rohm & Haas for $78 per share in cash, or about $15.2 billion.

As previously reported, under an agreement to close the acquisition, Rohm & Haas' two largest shareholders, one of which is the Haas Family Trusts, will purchase $2.5 billion in face value of perpetual preferred equity issued by Dow.

Proceeds from the equity issuances will be used to reduce the amount Dow would have been required to draw down from its $12.5 billion bridge loan, the company said.

Dow said it will exercise its option to have the Haas Family Trusts make an additional $500 million investment in Dow equity, consistent with the Midland, Mich., chemical company's plan to retire the bridge loan for the transaction financing by the end of 2009.

As part of a consent order from the Federal Trade Commission, Dow is required to divest certain businesses within 240 days of acquiring Rohm & Haas. Dow said it is actively seeking buyers for the businesses, which include its:

• Clear Lake, Texas, acrylic acid and esters plant and the related glacial acrylic acid, butyl acrylate and ethyl acrylate businesses in North, Central and South America;

• UCAR Emulsion Systems specialty latex businesses in North America; and

• North American hollow plastic pigment business.

Rohm & Haas is a Philadelphia-based specialty materials company.

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