Merck KGaA goes Hostile in Versum Takeover Bid

On Tuesday, Merck KGaA launched a hostile $5.9 billion all-cash takeover bid for Versum Materials to boost its presence on the market for semiconductor materials and sideline the bid of Entegris.

Since it was first proposed last month, Versum opposed Merck’s unsolicited cash offer, saying it was committed to an all-share merger with U.S. rival Entegris agreed in January.

Merck’s offer price remained unchanged on Tuesday at $ 48 per share. That compares with an Entegris stock offer worth $ 39.20 for each share of Versum under their deal.

“The Versum board’s hasty rejection of our proposal and unwillingness to engage in discussions with us has forced us to take this proposal directly to shareholders,” family-controlled Merck said in a letter to Versum shareholders.

The offer from Merck will run until June 7, said the letter. A spokesman for Merck said the offer would be conditional on Merck winning over investors with over 50 percent of Versum shares in combined holdings.

Merck said Bank of America had committed funding for a Versum acquisition from Merrill Lynch, BNP Paribas Fortis, and Deutsche Bank. “Now the burden shifts to the Versum board to explain with much greater clarity any objections they may have about this offer,” said one Versum shareholder, who was previously leaning towards the Entegris deal.

Merck KgaA Urges Versum Shareholders to Vote Against Entegris Deal