Goodyear Case Summary

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Robert E. Mercer's account of the hostile takeover of Good Year Tire and Rubber Company focuses mainly on a struggle between the powerful and the powerless. According to the Interviewee, The Goodyear Tire and Rubber Company is portrayed as an underdog in several incidents against certain established practices; stock manipulation and unfounded legal claims by law firms who accused Goodyear for, depriving their “shareholder of the highest price he can get,” along with abuse by well by share holders, corporate giants, Wall Street, and mass media. While Goodyear was a major corporation, it was an underdog in a sense that it was faced with unfavorable legal loopholes. As Mercer points out, his company was vulnerable to corporate raid in the abuse …show more content…
A hostile takeover is the buy out or raid of a certain target company by an individual or group by bidding and buying out stocks without the consent or control of the board of directors of a company. The Robert Mercer who was the chairman of the board explains in detail that Goodyear had somewhat expected to be a target stating that “In 1986, the early part of 1986, I recognized, as did our board, that we were living in an era of hostile takeovers and mergers and acquisitions, and we looked at our program to see whether or not we were vulnerable to such an attack…we had about a 15% chance of being attacked.” Mercer goes on to criticize several loopholes of the country’s financial systems, which allowed for takeovers, notably the "shareholder's right's plan," which he states "if somebody gets 15% of your stock, the shareholder has a right to buy 100 shares at .1 of the price." Mercer stated that this program of "mutually assured destruction" was promoted by Wall Street, which he criticizes that "they [Wall Street thought] it's a very clever program." In one instance in the interview Mercer makes to Schedule 13-D; The beneficial owner report, would notify a company of the intentions of a purchaser of stocks worth 5% or more. While addressing Schedule 13-D Mercer and the Interviewer makes reference to the Hart-Scott-Rodino Antitrust Act, which allows the Federal government to review for 30 days mergers and acquisition and there effects on competition. The loophole that raiders took, however avoided such regulations and the time of review by declaring themselves as limited partnerships as opposed to a legitimate corporation who were bond to such restrictions. Mercer went on to explain that Goldsmith would hire a public relations firm, “investment bankers” and a law firm to do “the dirty tricks.” Holistically,

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