December 31, 1985 |
In a decision that should cheer the managers of corporate takeover targets, a federal judge on Monday endorsed steps taken by Union Carbide Corp. to defend against a hostile $5.1-billion acquisition by GAF Corp. U.S. District Judge Milton Pollack rejected GAF's request for an injunction against Carbide's offer to buy back up to 70% of its own shares, a step that Warren Anderson, chairman of the Danbury, Conn.
March 19, 1989 |
A jury in the GAF Corp. stock market manipulation trial said Saturday that it was deadlocked 11 to 1 on eight pending criminal charges, raising the possibility that the widely followed Wall Street case may end for a second time in a mistrial. The jury agreed at the urging of U.S. District Judge Mary Johnson Lowe to try again today. The jurors gave no indication of which way the majority voted but said in a note: "We need help."
March 9, 1989 |
In closing arguments in the GAF Corp. stock manipulation trial, defense lawyer Arthur Liman for the first time spelled out a theory of why a Los Angeles-based brokerage firm made a series of unusual purchases and sales of stock in late 1986. Liman contended that an erratic pattern of buying and selling Union Carbide stock was carried out so that the brokerage, Jefferies & Co., could make a profit, and to help persuade GAF to use Jefferies & Co. to sell a 9.
January 11, 1989 |
A federal judge declared a mistrial Tuesday in the GAF Corp. stock manipulation case because a prosecutor had delayed turning over to defense lawyers a report showing that a crucial piece of evidence had been tampered with. Defense lawyers Stephen E. Kaufman and Arthur L. Liman immediately said they would ask the U.S. 2nd Circuit Court of Appeals to permanently dismiss the case. They claimed that a retrial would subject their clients to "double jeopardy," which is banned by the Constitution.
December 30, 1985 |
Union Carbide Corp. urged its stockholders Sunday to tender their shares to the company in its effort to fight GAF Corp.'s $5.1-billion takeover bid and warned them that the offer could be changed or ended at any time. Union Carbide also said its board of directors would meet Thursday to consider GAF's $74-per-share offer, made Christmas Day, for all of Carbide's shares.
March 8, 1990 |
GAF Corp. said today it has agreed to pay $1.25 million to settle a civil action with the Securities and Exchange Commission stemming from charges that the chemicals company and its vice chairman manipulated certain stock prices. In settling the case, GAF and its vice chairman, James Sherwin, did not admit or deny the allegations and promised not to violate any securities laws in the future. The government has alleged that GAF and Sherwin attempted to boost the stock price of Union Carbide Corp.
February 17, 1988 |
GAF Corp., which is considering a $1.2-billion buyout offer from a group led by Chairman Samuel J. Heyman, has exempted itself from Delaware's new law limiting hostile corporate takeovers, the company said Tuesday. GAF was the first major corporation to announce such a step since the controversial law was enacted earlier this month, but the action probably does not signal a widespread movement, experts said.
June 24, 1988 |
GAF Corp. confirmed Thursday that it is under investigation for possible securities law violations. According to a company spokesman, who denied that any wrongdoing was involved, the focus of the investigation appears to relate to the disposition of a portion of GAF's stock position in Union Carbide Corp. during late 1986. GAF made a hostile bid for Carbide in 1985, but reached a standstill agreement with the company the following year.
August 14, 1985 |
GAF Corp. said Tuesday that it has acquired more than 5% of the stock of troubled Union Carbide Corp. The disclosure appeared to fuel speculation on Wall Street that GAF might mount a bid to acquire all or part of Union Carbide. Union Carbide's stock jumped $3.25 a share to $52.125 in New York Stock Exchange composite trading. It lost $1.875 on Monday, following the release of toxic gas at its plant in Institute, W.Va. GAF's common stock rose $2 a share Tuesday to $31.625.
December 13, 1988 |
Jury selection began Monday in the stock manipulation trial of GAF Corp. and its vice chairman, James T. Sherwin. The case is the first among the investigations spawned by the Ivan F. Boesky insider trading scandal to actually come to trial. It is also being billed as an important test of the evidence that prosecutors obtained from Boyd L. Jefferies, former chairman of the Los Angeles-based brokerage Jefferies & Co.