By David Benoit And Joann S. Lublin
Dow Chemical Co. and Third Point LLC settled a looming proxy
fight Friday by adding four new directors next year, including two
the activist investor had proposed.
Third Point also agreed to a one-year standstill agreement,
meaning the firm won't publicly criticize the chemicals
company.
The settlement comes a week after Third Point, run by Daniel
Loeb, had launched a renewed attack on Dow and puts to rest the
possibility of a long fight over the chemical giant's board.
Shares of Dow Chemical, up 30% over the past 12 months, rose
2.4% in premarket trading to $52.70.
Dow will add Raymond Milchovich and Robert S. "Steve" Miller,
Third Point's suggested nominees, to the board, along with two
other independent nominees: Richard Davis and Mark Loughridge.
Mr. Milchovich is a former chief executive at Foster Wheeler AG.
Mr. Miller is a turnaround specialist who was most recently chief
executive at Hawker Beechcraft Inc. and is chairman of American
International Group Inc. Third Point has said they have turnaround
skills that "Dow desperately needs."
Mr. Davis is the chairman and chief executive of U.S. Bancorp,
and Mr. Loughridge is a former chief financial officer of
International Business Machines Corp.
Third Point's moves last week came after Dow had privately
rejected its nominees, partially because of how Third Point wanted
to pay them, people familiar with the matter have said. The
rejection led Third Point to launch a website and attack the
performance of the company and Chief Executive Andrew Liveris,
which set the possibility of a proxy fight in motion. The website
was taken down early Friday.
Write to David Benoit at david.benoit@wsj.com and Joann S.
Lublin at joann.lublin@wsj.com
Access Investor Kit for Foster Wheeler AG
Visit
http://www.companyspotlight.com/partner?cp_code=P479&isin=CH0018666781
Access Investor Kit for American International Group, Inc.
Visit
http://www.companyspotlight.com/partner?cp_code=P479&isin=US0268747849
Access Investor Kit for The Dow Chemical Co.
Visit
http://www.companyspotlight.com/partner?cp_code=P479&isin=US2605431038
Access Investor Kit for Textron, Inc.
Visit
http://www.companyspotlight.com/partner?cp_code=P479&isin=US8832031012
Subscribe to WSJ: http://online.wsj.com?mod=djnwires