American Commercial Lines sued over $777M buyout bid

October 26, 2010

American Commercial Lines Inc. is being sued by an investor who claims a $777 million buyout of the barge and towboat maker doesn’t provide enough for his shares.

Officials of Jeffersonville-based American Commercial and private-equity firm Platinum Equity LLC structured the $33-a-share offer in a way that unfairly bars other bids for the shipping company, American Commercial shareholder Leonard Becker said in his Delaware Chancery Court lawsuit.

Investors “will not receive adequate or fair value for their” shares as part of Beverly Hills, California-based Platinum’s buyout, Becker said in the Oct. 22 complaint filed in Wilmington, Del.

American Commercial’s barges carry goods along the U.S.’s inland waterways, according to the company’s website. Its boats deliver coal to power plants along the Ohio River and also operate along the Mississippi River.

Christopher Black, an American Commercial spokesman, didn’t immediately return a phone call for comment on Becker’s suit. Dan Whelan, Platinum’s spokesman, declined to comment.

Companies controlled by billionaire real-estate developer Sam Zell, owner of the Chicago Tribune newspaper, control about 25 percent of the company, according to regulatory filings.

Zell has agreed to take $31.25 for each of his American Commercial shares if the buyout is completed by the end of the year, according to court papers. If the deal is pushed into 2011, he’ll get the same $33 a share as other investors, court papers said.

Becker contends American Commercial’s directors and Platinum’s executives have included provisions in the buyout bid designed to fend off other suitors, including a $14 million termination fee.

“A rival bidder is not likely to emerge with the cards stacked so much in favor of Platinum,” Becker said in the suit.

Platinum, run by Flint, Mich., native Tom Gores, has made more than 100 acquisitions since Gores founded it in 1995, company officials said in a September press release. The fund has more than $27.5 billion in aggregate revenue, officials said in the release.

Platinum, which was also named as a defendant in Becker’s suit, is best known as the owner of the San Diego Union-Tribune newspaper.


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