Nippon Paint Fails to Strike Deal With Buffett-Backed Axalta

(Bloomberg) -- Nippon Paint Holdings Co. failed to reach an agreement to buy Axalta Coating Systems Ltd., dashing the Japanese paintmaker's plans to expand sales to automobile manufacturers and bolster its U.S. footprint. Axalta shares plunged and Nippon Paint stock climbed.

Nippon Paint was “unwilling to meet our expectations” regarding Axalta's value and to take on the debt needed to complete such a large deal, the U.S. company said Thursday. Shares of Nippon Paint, which said Friday that both companies had decided not to pursue a transaction, jumped the most in more than a year in Tokyo trading.

Axalta Chief Executive Officer Charles Shaver has been unable to seal deals with two separate companies this month as rising raw-materials costs pressure paintmakers' profit margins. Talks to combine with Amsterdam-based Akzo Nobel NV, the world's third-largest coatings company, fell apart last week as Nippon Paint emerged as a suitor. Axalta's biggest shareholder is billionaire Warren Buffett's Berkshire Hathaway Inc.

“While neither deal came to fruition, the keen interest by these companies underscores Axalta's global leadership position,” Shaver said in the statement. “We are well positioned to continue as a standalone growth company.”

Axalta, the world's largest maker of coatings for autos, fell 16 percent to close at $31.66 in New York, the largest drop since 2014. Nippon Paint shares, which fell 13 percent last month, gained as much as 11 percent to 3,820 yen, before trading at 3,760 yen as of 9:27 a.m. local time.

The Japanese company's offer for Philadelphia-based Axalta was $37 a share in cash, Reuters said in a tweet, citing unidentified sources. Analysts who follow Axalta had estimated Nippon Paint might pay more than $40 a share, although financing was a potential obstacle.

Nippon Paint “will continue to actively pursue M&A and strategic partnerships,” the company said.

Akzo has been under shareholder pressure after rebuffing an unsolicited $29 billion buyout offer from U.S. rival PPG Industries Inc. and battling activist investor Elliott Management Corp. Adding to the squeeze, U.S. competitor Sherwin-Williams Co. acquired Valspar Corp. this year to become the world's largest maker of paints and coatings.

Axalta's failed talks with Nippon Paint frees the company to potentially restart merger discussions with Akzo. The Amsterdam-based company walked away from negotiations with Axalta because it couldn't reach an agreement on a “merger of equals” in which no cash would be exchanged, said Leslie McGibbon, a spokesman for Akzo.

“We now see the talks between Axalta and Nippon have broken down and will assess the situation,” McGibbon said in an emailed statement.

Under Dutch rules, PPG is allowed to make a renewed bid for Akzo starting Dec. 1. Merging with Axalta was viewed as a deterrent should PPG decide to wage another takeover campaign. PPG this week said it has “moved on” from Akzo.

--With assistance from Ellen Proper Sam Nagarajan and Lena Lee

To contact the reporter on this story: Jack Kaskey in Houston at jkaskey@bloomberg.net.

To contact the editors responsible for this story: Brendan Case at bcase4@bloomberg.net, Susan Warren, Dave McCombs

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