Caterpillar Board Sued Over ERA Mining Machinery Acquisition for failure to heed “red flags” that should have alerted them the company was overpaying for a Chinese mine-equipment maker
August 6, 2013 Leave a comment
Caterpillar Board Sued Over ERA Mining Machinery Merger
Caterpillar Inc. (CAT) Chairman Douglas R. Oberhelman and 13 directors failed to heed “red flags” that should have alerted them the company was overpaying for a Chinese mine-equipment maker, a shareholder said in a lawsuit. New Jersey investor Michael D. Wolin accused Oberhelman, the directors and Chief Financial Officer Edward J. Rapp of breaching their fiduciary duties to the company in a complaint filed yesterday in federal court in Chicago. Caterpillar, the world’s biggest maker of construction and mining machinery, took a $580 million writedown in January on its 2012 acquisition of Hong Kong-based ERA Mining Machinery Ltd. and its Zhengzhou Siwei Mechanical & Electrical Equipment Manufacturing Co. “The red flags clearly show that Siwei was being overvalued by Caterpillar senior management, including Rapp and Oberhelman,” Wolin said in the complaint. The board “blindly acceded” to the acquisition, he said. Among the factors Caterpillar executives should have considered were the Chinese company’s aging receivables and its need for “an immediate $50 million cash infusion” to continue operating before the deal was closed, Wolin said. Read more of this post



