logo

A. Schulman brings on legal, financial advisers to help with Ferro buy

By: CRAIN'S CLEVELAND BUSINESS

March 22, 2013

FAIRLAWN, OHIO — A. Schulman Inc. has hired investment banking firm Moelis & Co. to serve as financial adviser in the company's effort to acquire Ferro Corp. for about $855 million, including debt.

Schulman, a Fairlawn-based compounder and resin distributor, also said Cleveland-based law firm Squire Sanders LLP will serve as its legal adviser in the proposed acquisition.

On March 4, Schulman announced it had made a hostile bid to the Ferro board of directors to acquire the Mayfield Heights, Ohio-based specialty chemicals maker for $6.50 per share; payment would consist of a cash payment of $3.25 for each Ferro share outstanding and $3.25 worth of Schulman common stock.

The offer "was hastily dismissed by Ferro's board of directors without further discussion or the opportunity for A. Schulman to conduct due diligence, even though A. Schulman expressed its willingness to adjust its offer if warranted by the due diligence process," Schulman said in a news release this morning announcing the retention of New York-based Moelis.

"We are pleased to have Moelis on board to assist us in our continued pursuit of this compelling business combination," said Joseph Gingo, chairman, president and CEO of Schulman, in a statement.

"Since we announced our offer, we have had active discussions with many Ferro shareholders, and the overwhelming majority of those shareholders strongly stated that Ferro's board should have entered into dialogue with us concerning our offer," Gingo said. "Many of the shareholders specifically indicated they will communicate that message to Ferro's board. Our offer merits serious consideration by the Ferro board, and we are encouraged by the Ferro shareholder responses."

Ferro shares closed trading on Thursday, March 22, at $6.75, or 25 cents above the Schulman offer.