Akzo Nobel trumps US company takeover, wins $28 billion case

PPG has to decide whether to file formal bidding papers for Akzo with Dutch regulators

A Dutch court on Monday rejected a request by Akzo Nobel investors for it to take immediate action against the company over its rejection of a takeover bid by US rival PPG Industries, handing the Dutch company a victory in its efforts to repel the US firm's 25 billion-euro ($28 billion) proposed offer.

The decision ratchets up the pressure on PPG to decide whether to file formal bidding papers for Akzo with Dutch regulators by a June 1 deadline - or walk away for at least six months.

Presiding Judge Gijs Makkink said that Akzo's board had been within its rights to reject entering into talks with PPG. However, he noted that the management faced dissent from a large group of shareholders which wanted it to engage in talks with PPG. A group representing around 18 percent of its equity had spoken out in support of the suit, launched by hedge fund Elliott Advisors.

"This is a problem that cannot be ignored by Akzo Nobel," Makkink said, though he left it up to the company to decide what steps it should take to mend the rift.

Elliott Advisors had asked the court to order an extraordinary shareholders meeting to consider a motion to dismiss Chairman Antony Burgmans over the company's decision to reject a proposed takeover offer from PPG worth 25.3 billion euros ($28.3 billion).

The judge rejected that, saying that it amounted to an attempt to force the board of directors to change their strategic direction, which was not a right that shareholders have under Dutch law.

A spokesman for Elliott declined to comment. PPG, which has taken legal action with a different Dutch court in seeking to extend the June 1 deadline for filing bid papers, was not immediately available for comment.

Akzo Nobel spokesman Leslie McGibbon said the company was "very pleased" with Monday's decision.

"Now we are focused on executing our high growth and value creation plan."

He said it was too soon to say what more the company might do to explain its position to shareholders.

"We have been conducting a high level of shareholder engagement in the past several months and that will continue."

PPG began its pursuit of Akzo Nobel in March.