WASHINGTON -- A French company Tuesday completed a $3 billion acquisition of a major U.S. minerals firm, Texasgulf Inc., despite a request from the U.S. government to postpone the merger.
'It's done,' said a spokesman for Societe Nationale Elf Aquitaine, a company two-thirds owned by the French government and the new owner of Texasgulf, the world's largest producer of sulphur. 'We have majority control and we move ahead,' the spokesman said.
Elf Aquitaine's subsidiary, E.A. Development Inc., announced it received tender offers of nearly 35 million shares of common stock and almost 768,000 shares of convertible preferred stock by the midnight deadline, giving it complete control.
More important for the merger, the tenders amounted to more than two-thirds of the outstanding stock, required under Texas law for any acquisition to take place.
In an unusual move, the United States Committee on Foreign Investment had tried to block the merger two weeks ago, asking the French firm for more time to study the implications. The committee, created to watch oil industry mergers after the oil shocks of the mid-seventies, is made up of representatives from several Cabinet departments and is administered by the Treasury Department. There was no immediate comment on the merger by Treasury Department spokesmen.
Texasgulf was more than one-third owned by the Canadian government. It has major oil producing and mining operations in Texas and Canada and is headquartered in Stamford, Conn.
As part of the deal the Canada Development Corporation trades its Texasgulf stock for Texasgulf property holdings in Canada.
Texasgulf now passes into the hands of one of the 10 largest oil companies in the world, Elf Aquitaine, as the U.S. government continues to study advantages foreign firms often enjoy in U.S. acquisitions that are denied by law to domestic firms.
The issue has become particularly acute in the case of Canadian mergers across the border, since Canadian law restricts U.S. investment.
Several measures are moving through Congress which would either block foreign takeover attempts or require foreign investors to put up a percentage of American-based collateral for takeover loans. Meanwhile, the Reagan administration is trying on a diplomatic level to convince Canada to ease its restrictions on U.S. investment.
E.A Development Inc. paid $56 a share for the Texasgulf common stock and $178.49 for the preferred stock. The company said, 'As previously announced Elf Aquitaine intends to cause Texasgulf to call for redemption of the remaining shares of preferred stock and to enter into a merger agreement with Texasgulf whereby the remaining holders of common stock will receive $56 per share in cash.'
The company spokesman said he expects the remaining stock to be purchased in 'a matter of weeks.'
