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Cold Steel: The Multi-Billion-Dollar Battle

Cold Steel: The Multi-Billion-Dollar Battle for a Global Empire

Tim Bouquet, Byron Ousey
2009
T4 352 pages · about 5h 52m to read OL24346721Wgoodreads

Summary

Bouquet and Ousey reconstruct the 2006 contested acquisition of Arcelor by Mittal Steel, which created the world's largest steel company and which was the largest hostile cross-border takeover attempted in Europe at the time.

The transaction had commercial and political dimensions in roughly equal measure. Lakshmi Mittal had built Mittal Steel by acquiring distressed and state-owned steel plants across Eastern Europe, Central Asia, Africa and the United States and turning them around, which had made him one of the world's wealthiest people while leaving the company regarded as an outsider by the European industry. Arcelor was the product of a merger between French, Luxembourgish and Spanish producers and had close relationships with the governments involved.

The defence was substantially political. Arcelor's management characterised Mittal Steel as culturally incompatible and as a company of Indian origin despite its Dutch domicile, and the governments of France and Luxembourg intervened publicly. The board pursued a defensive merger with Severstal that would have handed control to a Russian shareholder, which shareholders rejected. Bouquet and Ousey document the shareholder pressure that eventually forced the board to negotiate.

The reporting draws on access to both sides. The book is written as a narrative rather than an analysis and does not assess whether the combination created value, which subsequent results make a fair question. It is a useful case in cross-border hostile takeovers and in the limits of political defence when institutional shareholders want a deal.

Key takeaways 7

  1. Mittal built its steel business by acquiring distressed and state-owned plants across several continents and turning them around, which no established European producer had attempted.
  2. Arcelor's defence was substantially political, invoking national interest and cultural incompatibility rather than valuation arguments.
  3. The board's attempt to merge with Severstal as a defensive measure would have transferred control to a Russian shareholder without a shareholder vote on the merits.
  4. Institutional shareholders forced the board to negotiate, which demonstrates that political defence fails when the owners want the transaction.
  5. Cross-border hostile takeovers in Europe face obstacles that are governmental rather than legal, and the obstacles operate through public pressure rather than through rules.
  6. Steel industry consolidation was driven by the need for scale in raw material purchasing and in negotiations with automotive customers.
  7. The book does not assess whether the combination created value, which the subsequent record makes a legitimate question.

Who should read it

Investors and corporate development teams interested in cross-border hostile takeovers and the limits of political defence.

Where it sits in the reference 2

Business themes
Industries

Who recommended it 1 · 1 direct

Chai with Pabrai bookshelf — Entrepreneurship, Management and Leadership

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