Rockwell Automation Inc. on Wednesday rejected a third takeover bid from Emerson Electric Co., saying the sweetened $ 29 billion offer still underestimated the Milwaukee-based company.
The offer of $ 225 per share, publicly announced on November 16 "Presents a significant long-term risk to the shareholders of Rockwell Automation, and would create a company that is not well positioned to compete successfully in the evolving market "Rockwell said in a statement, adding that his board of directors voted unanimously to reject the offer.
Rockwell, a global manufacturer of industrial control equipment and technology, is a $ 6,000 million company with 22,000 employees worldwide.  Emerson, a $ 15.3 billion company with 81,000 employees, has a strong presence in the automation control industry.
Its $ 29 billion offer by Rockwell consisted of $ 135 per share in cash and $ 90 per share in Emerson shares.
In October The Rockwell board of directors rejected Emerson's offer of $ 215 per share, or $ 27.6 billion. In August, he rejected an Emerson offer of $ 200 per share.
The acquisition would be a blow for Emerson, a competitor of Rockwell sometimes. But it could be a blow to Milwaukee if Emerson finally removed Rockwell's headquarters on the city's south side, where the company's iconic 17-story tower, still commonly known as the Allen-Bradley clock tower, after the predecessor company of Rockwell, dominates the horizon. 19659006] On Wednesday, Rockwell President and CEO Blake Moret repeated his objections to the acquisition proposal and added some new arguments against the combination of companies in a $ 23 billion company.
"Larger is not always better for boosting growth and value creation, although Emerson may consider this proposed acquisition as necessary to improve its growth and profit potential and expand its capabilities in the industrial information and automation market. , Rockwell does not, "Moret said in a letter to Emerson CEO David Farr.
the talent, technology, culture and resources necessary to continue raising the bar, exceeding our customers' expectations and creating superior value for Rockwell Automation shareholders, "said Moret.
Rockwell says that his The commercial strategy has generated strong financial returns, including 14% of earnings adjusted for stock growth in 2017.
"The proposed combination of Emerson would destroy shareholder value and result in a less competitive combined organization," said Moret. 19659006] "Your proposal contemplates that approximately 40% of consideration to Rockwell Automation shareholders would be in the form of Emerson common stock. However, the performance of Emerson's common stock demonstrates that holding Emerson's common stock would involve significant long-term risk to the shareholders of Rockwell Automation, "he told Farr.
Emerson said the combined companies would have approximately $ 23 billion in annual revenue, supporting greater investments in software and technology and accelerating the growth of results.
"As outlined in our previous proposals, we would work with Rockwell to select a management team that would use the philosophy of" what best of both, "with important roles for members of his current team," Farr said in a letter to Moret earlier this month.
"We would expand our current board of directors from 10 to 13, with three nominee directors from the current Rockwell's board, "he said.  Some industry badysts have said it's only a matter of time that Rockwell is acquired by a larger company. But they have presented arguments against Emerson's proposal of rea "We are getting closer and closer to the point where Rockwell has to take Emerson's interest seriously, but that also means that we are entering the valuation of the crazy city" said Brooke Sutherland with Bloomberg Gadfly in a statement. November 16 column.
A takeover of Rockwell Automation would be one of North America's largest and most expensive industrial offerings of the last decade.
"Rockwell will have to decide whether he wants to take advantage of Emerson's guidance or continue to stand alone. Emerson shareholders have already voted on this agreement by going to the exits," Sutherland wrote.
Emerson Electric could not be immediately contacted for comment.
This story will be updated this morning as more information becomes available.
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