Germany’s BASF SE (BFFAF) is planning to crash the merger plans of Dupont (DD) and Dow Chemical (DOW), Bloomberg reported at the weekend.
The German company, which is the world’s biggest producer of chemicals, declined to comment on “speculation” to FORTUNE Monday, but the move, if confirmed, would give investors a radical alternative to the strategy thrashed out by the two U.S. companies under pressure from activist investors Nelson Peltz and Dan Loeb.
Under the plan unveiled by Dow and Dupont in December, the two companies would merge before breaking up into three companies focused respectively on agriculture, materials and ‘specialty’ areas like nutrition and health. The logic is that more focused companies can react more quickly and effectively to their markets’ needs, and strip out unnecessary costs more easily. The deal has attracted some criticism for focusing too much on short-term cash generation at the expense of long-term research.
By contrast, BASF is a company that believes very much in the old-fashioned conglomerate model, where advances in one division are used to cross-fertilize research in others, and where the different dynamics of its businesses are tolerated as something that stabilizes earnings over the longer-term. It’s also a vertically-integrated company with billions of dollars of capital tied up in an oil and gas subsidiary, Wintershall, that guarantees the company’s input of feedstock for its downstream operations (although it sold its natural gas trading and storage operations last year).
The size of BASF’s oil and gas business (last year, it contributed €13 billion in revenues out of a total of €70 billion) has been a major drag on earnings since the oil price collapsed in the second half of 2014, and the company’s shares hit a four-year low last month after it issued a drop in underlying profits this year due to a “volatile and challenging macroeconomic environment.”
BASF chief executive Kurt Bock had told Bloomberg last month that he had considered a deal in agricultural chemicals before the announcement of the Dow-Dupont merger, but had decided against it. DuPont’s regulatory filings show its chairman and CEO met with “a large, publicly traded chemical company” in November, shortly before announcing its deal with Dow.
BASF’s shares fell in early trading in Europe Monday in reaction to the report, on the perception that a bidding war for DuPont could get expensive. For a start, a successful bid would force DuPont to pay a breakup fee of $1.9 billion to Dow, according to Bloomberg.