Merger activity proceeds quietly at year's end - C&EN Global

The suit sought to enjoin Kennecott's offer for all outstanding shares of Carborundum as well as unspecified damages against Kennecott's board of dire...
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The Chemical World This Week

EPA FINALIZES CHEMICAL INVENTORY RULES The Environmental Protection Agency's final rules for compiling an inventory of existing chemical substances go into effect this week. Chemical producers and importers, as well as petroleum refiners, will have until May 1 to tell EPA what they make or import. Larger companies also must report the quantity of the chemicals they make and where they are made. EPA Administrator Douglas M. Costle characterizes the new rules as a first step toward putting together a road map of the chemical problem. "By itself it may not sound like much—a block-long laundry list of unpronounceable chemical names," he says. "But what we learn about the production activity of the chemical industry is crucial in deciding where toxic problems might exist." Production volumes will play a part in decisions on which existing chemicals should receive further safety testing. Chemical identities, volumes, and sites will be considered in determining where EPA and other agencies should concentrate their studies of people and the environment for possible chemical contamination, he explains. EPA has made several changes in the reporting requirements in response to industry criticisms of an earlier draft voiced at public hearings last August (C&EN, Sept. 5, 1977, page 17). At that time EPA defined a small manufacturer as one that had a single plant site and total annual sales

Costle: what we learn is crucial 6

C&EN Jan. 2, 1978

of less than $100,000, or annual production of no more than 1 ton of any chemical. The final rules define a small manufacturer as one with less than $5 million in annual sales, which includes nearly 80% of U.S. chemical firms. However, EPA says, these firms account for only 4% of U.S. chemical sales. Small manufacturers must tell EPA only what they produce. They do not have to report production and site data unless they make more than 100,000 lb per year of any chemical. Processors are not subject to any reporting requirements at this time. In an attempt to allay industry fears that competitors might be able to learn trade secrets from the chemical inventory data, EPA says it will allow a manufacturer to report production volumes in wide ranges instead of precise figures, for example 1 million to 100 million lb. And manufacturers, importers, and processors can claim as confidential that a particular chemical substance is manufactured or processed in the U.S. If

EPA allows the claim, the chemical will not appear on the inventory list. However, its generic name will be published in an appendix to the inventory. And its presence on the list could be disclosed to another manufacturer, that, believing it has found a new chemical substance, has a bona fide intent to produce the chemical. EPA estimates that the new reporting requirements will cost the chemical industry about $15 million. Industry estimates have been much higher. However, Costle, pointing out estimated chemical sales of $113 billion this year, says, "This is not a poor industry; it can afford to report what we're asking." And he sees another benefit from the reporting requirements. He was amazed, he says, that the industry didn't have a centralized information system on what it produced, where, and in what quantities. In fact, he adds, one company has told the agency that it's glad EPA is requiring this type of information because it's just good business to have it on hand. D

Merger activity proceeds quietly at year's end U.S. chemical merger and acquisition activity continued quietly but steadily at the end of the year. Some acquisitions were called off, some were completed, and others are still in progress. Kennecott Copper's bid for Carborundum advanced after Justice Irving Kirschenbaum of the New York State Supreme Court granted summary judgment in favor of Kennecott in a stockholder suit (C&EN, Dec. 5,1977, page 8). The suit sought to enjoin Kennecott's offer for all outstanding shares of Carborundum as well as unspecified damages against Kennecott's board of directors. Kennecott is offering $66 per share for any and all outstanding shares of Carborundum. Kennecott also has extended the period during which shares can be tendered. The offer, which was scheduled to expire Dec. 19, now will expire Jan. 4. Kennecott says that as of Dec. 19, about 90% of outstanding Carborundum shares had been tendered. Also late last month, National Distillers & Chemical and Emery In- I

dustries signed a definitive agreement for the merger of Emery into National Distillers (C&EN, Nov. 28,1977, page 5). The agreement calls for Emery stockholders to receive one share of a new limited-life National Distillers preference stock with a stated value of $25. The annual cumulative dividend rate on the stock has been established at $2.08—an annual rate of 8.32%. The preference stock will be noncallable for five years, then callable initially at $26 per share. Emery stockholders also have the option to receive cash in lieu of the preference stock. They will receive $25 per share for up to 45% of the outstanding Emery stock. During the same period, Thiokol disclosed that it would not sell its U.S. fibers division to Synthetic Industries of St. Louis, as previously planned (C&EN, Nov. 28, 1977, page 9). The company said that it will continue to operate the U.S. fibers business. Various improvements will be made to increase profitability. Robert E. Davis, chairman and president of Thiokol, said that he still expected the sale of the company's fiber oper-

ations in Scotland and its participation in a fibers joint venture in the Netherlands to have been concluded by the end of 1977. This is the second major move by Thiokol to be called off in the past few months. The other was a proposed merger between the company and Hoover Ball & Bearing (C&EN, Oct. 17,1977, page 5). This leaves Thiokol domestically where it was before it started these moves to improve profitability. D

Demand for scientists continues to soar Although a breather in employment demand for chemists and chemical engineers might reasonably be expected after the rapid buildup in the past year, none is in sight. A number of demand indicators, including C&EN's own classified advertisements, still point distinctly upward—in fact, to a fairly tight market in 1978. "Engineering and scientific openings are expected to be the hardest positions to fill," predicts New York City consultants Deutsch, Shea & Evans after a survey for 1978 of 201 responding companies. The engineer-scientist group ranks far ahead of other new employees considered most difficult to find. Nearly half the surveyed companies put engineers and scientists in this category. The reasons given DS&E for this recruitment difficulty are all different points of view on a shortage situation. "Lack of applicants with appropriate backgrounds.,, "Intensive competition." "Short supply, high salary demands." Despite these recruiting conditions, companies still want to increase their engineering and scientific staffs. Of the companies responding to the survey, 44% forecast an increase in these staffs in 1978, stable staff levels were predicted by 26%, and lower employment by 5%. For perspective, total employment is expected to be up at 51% of the companies, stable at 33%, and down at 12%. Affirmative action hires are due up at 63% of the companies, stable at 27%, and down at 2%. This upbeat view of 1978 is reassuring after a slight pause in total industrial employment from late spring to early fall in chemicals and allied products. Although the pause apparently did not affect professionals much, it could have had an eventual impact as the chemical industry reacted to a slowed down business climate. However, the latest employment figures from the Labor

Department seem to show an end to this pause (C&EN, Dec. 12, 1977, page 10). After revising October employment figures upward considerably, the agency reported November chemical employment at a new high for the current business expansion. DS&E's latest monthly engineerscientist demand survey for October lays the entire increase for the month to the chemical field. Overall, the consultants' index rose to 165.9 (1961 = 100) in October from 156.1 in September. The high point in the index for 1977 was 183.5 in July, the only month to exceed the latest reading. Among other indicators, C&EN's own classified advertising also carried its strong increase for 1977 through most of the fall. And initial college recruitment forecasts for spring 1978, such as the College Placement Council's (C&EN, Dec. 19,1977, page 10), show a substantial increase in job openings in the science and engineering area. D

NAS wants observer at Soviet scientist's trial An unprecedented move has been taken by the National Academy of Sciences in its human rights activities. It has asked the Soviet Union for permission to send a legal observer to the pending trial of Soviet computer scientist Anatoliy B. Shcharanskiy. The move was one of several actions, including the urging of the Supreme Court of the Czechoslovak Socialist Republic to commute the sentences of agricultural chemist Alex Machacek and nuclear physicist Vladimir Lastuvka, who were convicted of subversion at a secret trial in September. The request to the Soviet Union took the form of a cable at mid-December to Soviet president Leonid I. Brezhnev by NAS president Philip Handler with the concurrence of the council of the academy. No response has been received as yet. The moves stem from several actions by the academy's Committee on Human Rights. Shcharanskiy, the committee noted, "is under investigation for possible indictment [for] treason." The Soviet Union announced last month that Shcharanskiy's trial for the as-yet-undisclosed offense has been postponed for about six months. The committee noted the "widespread reaction . . . and grave concern of [Shcharanskiy's] colleagues in the U.S. and elsewhere for his welfare and their fear that further actions against him will severely damage scientific interactions with the U.S.S.R." Shcharanskiy is a

Zettlemoyer elected to ACS Board ACS councilors have elected Albert C. Zettlemoyer to a three-year term on the ACS Board as director-at-large in a runoff election that pitted him against David M. Wetstone. Zettlemoyer, provost at Lehigh University, won by a vote of 209 to 164. The runoff election was held to break a tie vote in the ACS national election last fall (C&EN, Nov. 28, 1977, page 4).

founding member of the Public Group to Promote Observance of the Helsinki Agreements in the U.S.S.R. Machacek and Lastuvka, the committee points out, received three-and-a-half-year prison terms for alleged involvement with Charter 77. Charter 77 was an unofficial petition circulated in early 1977 that called for international covenants and Czechoslovak constitutional guarantees of basic freedoms to be observed. D

Industrial institute to fund particle research Plans for a new industrial association to support academic research are beginning to take shape. The new group, to be called the International Mechanical-Chemical Processing Research Institute, is intended to channel industrial research funds to universities throughout the world with particular expertise in mechanical and chemical processing of materials. The idea for the institute comes from the need for more research on the behavior of fine particles about 1 micrometer in size, explains Howard E. Turner, manager of chemical engineering consulting services for Du Pont. Many of the problems encounJan. 2, 1978 C&EN

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