P&G/Gillette merger
This article was originally published in The Rose Sheet
Executive Summary
Federal Trade Commission is seeking additional information from the companies as it conducts a review of the proposed $57 bil. merger, Procter & Gamble reports. "A request of this nature is typical in a transaction of this size," firm notes. Announced in January, the deal already is facing several challenges. Gillette shareholders filed a putative class action lawsuit in Delaware state court Feb. 10 alleging the proposed merger is "unduly favorable" to P&G. Plaintiffs are seeking injunctive relief halting consummation of the merger or rescission following its consummation, as well as compensatory damages (1"The Rose Sheet" March 21, 2005, In Brief). In addition, Massachusetts Secretary of the Commonwealth William Galvin recently launched an investigation into Gillette CEO James Kilts' compensation package under the deal, and has expanded the inquiry to include proposed benefits for Gillette retirees (2"The Rose Sheet" Feb. 7, 2005, p. 8 and 3"The Rose Sheet" Feb. 28, 2005, p. 8)...
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Gillette lawsuit
Gillette's proposed merger with Procter & Gamble is "unduly favorable" to P&G, company shareholders maintain in a putative class action lawsuit filed in Delaware state court Feb. 10. Suit alleges breaches of fiduciary duties by Gillette's board of directors and senior management regarding the proposed merger, and claims P&G senior management will receive "excessive compensation" as a result of the deal. Plaintiffs seek injunctive relief halting consummation of the merger or rescission following its consummation, as well as compensatory damages. A similar suit was filed in Delaware state court the following day, and a motion to consolidate the two is pending. P&G and Gillette say they find the allegations to be without merit...
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