Du Pont shareholders approve Conoco merger The largest U.S. merger ever, in the chemical industry or any other, headed for completion last week as Du Pont's shareholders overwhelmingly supported the company's merger with Conoco. At a jampacked meeting of about 2000 persons at Du Pont's headquarters in Wilmington, 94% of the shares voted were in favor of the move. These shares were 74% of Du Pont's outstanding common stock, with 5% opposed and 21% not voting. Technically, the vote allows Du Pont to increase the number of its shares from 195 million to 300 million and to issue the shares necessary in the stock swap with Conoco shareholders. In practice, this means that the total Du Pont shares outstanding will rise from 156 million to about 236 million, leaving 63 million shares available for future use. The actual increase in outstanding shares, about 80 million, is stock going for 55% of Conoco shares outstanding. Du Pont already has begun paying $98 per share for the other 45% of Conoco stock. In addition, Du Pont has bought 19% more Conoco shares held by Conoco itself. The Conoco shares exchanged for stock include 33% from Seagram, which failed to beat Du Pont in the bidding for Conoco stock. All told, Du Pont chairman Edward G. Jefferson told shareholders, Du Pont went into the meeting holding more than 90% of the total 102 million Conoco shares. Du Pont began issuing the new stock immediately after the stockholder vote. Conoco shareholders still must approve the takeover at a meeting in late September. Du Pont estimates the final merger date about Oct. 1. Jefferson emphasized to his audience three strategic advantages to Du Pont in combining with Conoco: earnings protection, international competitiveness, and technology expansion. "The earnings of the combined company will be less susceptible to sharp changes in the prices of oil and natural gas," he said. The combined company would be able to take advantage of upswings in commodity oil and gas prices as well as business expansion downstream in Du Pont's traditional specialized chemical products. On competitiveness, Jefferson pointed to three other types of combined oil-chemical enterprises with which Du Pont now could better
compete. These are big European companies with interests in oil, oil giants with large chemical operations, and chemical ventures of middle eastern oil-producing countries. In the merger transaction, Jefferson pointed out advantages of a steep discount in the merger cost from Conoco's asset value (as much as 50%) and the lack of earnings dilution. In subsequent remarks to the press, Jefferson addressed several remaining issues. On possible Seagram influence in Du Pont's management, Jefferson said only that if a company had a 20% interest in another company, the company would reasonably suggest board representation. He also said of Du Pont's resulting debt load,, more than 40% of equity or about twice the company's traditional level, that he looked forward to reducing it substantially with retained earnings during his time in office. Glove box train for handling waste covers On Du Pont's buying out Mon- Incinerator access doors santo's interest in a Chocolate Bayou, Tex., olefins venture with Conoco to The other experiment involved satisfy antitrust requirements, Jef- burning PCP-treated wooden amferson said long-term product supply munition crates that have been piling to Monsanto would continue. • up in Asia from shipment of practice ammunition to peace-keeping forces in Korea. More than 2800 lb were incinerated, and more than 99.97% of Test burns successful the PCP in the crates destroyed, with on hazardous wastes no evidence of hazardous chemical by-products of combustion. In OctoIn tests at Los Alamos National ber researchers will attempt to inLaboratory, New Mexico, an incin- cinerate polychlorinated biphenyls. erator facility developed there has The Los Alamos controlled-air inbeen used successfully to handle two cineration process makes use of a types of hazardous waste. One ex- specially modified, commercially periment involved low-level radioac- available incinerator. Features of the tive trash typical of nuclear reactor facility include a waste-handling operations;.the other, wood contain- glove box train, a dual-chamber furing carcinogenic pentachlorophenol nace, and an elaborate cleanup sys(PCP) used as a preservative. tem. The lower furnace chamber, The one experiment simulated the fired by natural gas and operated at nuclear processing area waste— 1500 °F, accomplishes preliminary packing materials, plastic products, burning at a temperature that proand other mundane items—that must duces very little turbulence. Addibe treated as contaminated, whether tional air fed to the upper furnace it is or not. The trash was spiked with chamber, where temperatures reach five fission products commonly gen- more than 2000 °F, assures nearly erated in nuclear power operations* In total combustion of the waste. Comthe same operation, four types of bustion gases are scrubbed repeatnotoriously hard to burn resin—used edly, then filtered before release. D in ion exchange columns at nuclear plants to bond and remove radioactive elements from liquid secondary Monsanto cuts back processing streams—were incinerated successfully. The process demon- nylon production strated a 100-to-l volume reduction to ash that can be isolated in an inert Monsanto has closed 125 million lb of form for ready disposal. nylon capacity at its two production The Department of Energy is facilities at Greenwood, S.C., and transferring the technology to a nu- Pensacola, Fla. The cutbacks involve clear reactor vendor. A demonstration carpet nylon production, both staple facility will be constructed at a se- and bulk continuous filament. lected nuclear power plant. Monsanto says that the cutback, Aug. 24, 1981 C&EN
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