Cooper Tire & Rubber Co. (CTB) plans to seek expert trial testimony on whether suitor Apollo Tyres Ltd. (APTY) used its best efforts in negotiations with the steelworkers’ union to aid in a $2.5 billion takeover, court papers show.
Cooper, based in Findlay, Ohio, said June 12 that it would be bought by Apollo for $35 a share. Cooper sued Apollo to enforce the buyout after the Gurgaon, India-based company failed to close the deal by an Oct. 4 deadline.
Cooper claims in the Delaware Chancery Court lawsuit, which is headed for trial in three weeks, that Apollo is feeling “buyer’s remorse.”
Peter Hurtgen and Daniel Silverman, lawyers specializing in labor relations, will be asked “whether Apollo use reasonable best efforts” in required talks with the United Steelworkers union “or refused to accept any commercially reasonable proposals” before the buyout was to have closed, according to a filing made public today.
Cooper will also call David Stowell of Northwestern University’s Kellogg School of Management “concerning the custom and practice in the financial industry regarding the reasonable provision of information” in mergers, according to the filing. Apollo has questioned the currency of Cooper’s data.
Hurtgen is a former chairman of the National Labor Relations Board, and Silverman was a regional NLRB director. Stowell is a finance professor and was a managing director of JPMorgan Chase & Co., according to court papers and data compiled by Bloomberg.
Cooper fell as much as 5.72 percent to $24.05 at 11:08 a.m. in New York. The shares rebounded to $24.51 at 12 noon.
The case is Cooper Tire & Rubber Co. v. Apollo Holdings Pvt Ltd., CA8980, Delaware Chancery Court (Wilmington).
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