Rohm and Haas Co. v. The Dow Chemical Co.
In a matter that was closely watched on Wall Street and in the financial press, The Dow Chemical Co. settled its dispute with Rohm and Haas. Dow agreed to acquire Rohm and Haas for the original share price that the parties had established in their July 2008 merger agreement. Dow had cited the liquidity crunch and its declining business results in an attempt to avoid closing the deal.
Analysis Group was retained by Wachtell, Lipton, Rosen & Katz, counsel for Rohm and Haas. We worked closely with Wachtell Lipton attorneys Marc Wolinsky, Ian Boczko, and Elaine Golin in examining the financial implications of the proposed merger on Dow's creditworthiness, liquidity, and ability to raise capital. Analysis Group Co-Founder Bruce Stangle, and Managing Principals Maureen M. Chakraborty and Michael Holland, led a team that supported affiliate William J. Chambers of Boston University. Professor Chambers, a former senior executive at Standard & Poor's, evaluated the impact the Rohm and Haas acquisition would have on Dow's credit rating, and provided an expert report and deposition testimony. Professor Chambers also was scheduled to deliver expert testimony in Delaware Chancery Court, but the matter settled shortly before the trial was to commence.