Robbins Arroyo LLP: Acquisition of Taminco Corporation (TAM) by Eastman Chemical Company (EMN) May Not Be in Shareholders’ Best Interests
Robbins Arroyo LLP is investigating the proposed acquisition of Taminco Corporation (NYSE: TAM) by Eastman Chemical Company (NYSE: EMN). On September 11, 2014, the companies announced the signing of a definitive merger agreement pursuant to which Eastman Chemical Company will acquire Taminco. Under the terms of the agreement, Taminco shareholders will receive $26.00 for each share of Taminco they own.
Is the Proposed Acquisition Best for Taminco and Its Shareholders?
Robbins Arroyo LLP’s investigation focuses on whether the board of directors at Taminco is undertaking a fair process to obtain maximum value and adequately compensate its shareholders.
As an initial matter, the $26.00 merger consideration represents a premium of only 8.9% based on the company’s closing price on September 10, 2014. This premium is significantly below the average one-day premium of nearly 42% for comparable transactions in the past three years. Further, on August 7, 2014, Taminco released its second quarter 2014 earnings, reporting a strong increase in net sales. Notably, net sales reached $370 million, an increase of 21% or $65 million compared to the same quarter in 2013. Taminco also reported an increase in volume of 25% year over year to 128K tons. In commenting on these results, Laurent Lenoir, Chief Executive Officer of Taminco noted, “Taminco achieved record performance in the second quarter, driven by strong demand in our Specialty Amines and Corp Protection businesses. Sales in North America, Europe and our emerging markets all outperformed their respective regional economies.”
In light of these facts, Robbins Arroyo LLP is examining Taminco’s board of directors’ decision to merge the company now rather than allow shareholders to continue to participate in the company’s continued success and future growth prospects.
Taminco shareholders have the option to file a class action lawsuit to ensure the board of directors obtains the best possible price for shareholders and the disclosure of material information.
Taminco shareholders interested in information about their rights and potential remedies can contact attorney Darnell R. Donahue at (800) 350-6003, or you can complete the form below and we will contact you directly.