EC Greenlights WPP Takeover of Grey Global

25 January 2005

Although few (including Sir Martin Sorrell) thought it likely the European Commission would block on competition grounds the acquisition of Grey Global Group by WPP Group, there were relieved sighs all round after the EC's approval of the deal on Monday.

The largest exhalation likely came from seventy-seven year old Ed Meyer, who not only gets to keep his job as chairman/ceo after the takeover, he'll also be showered with gelt up to a maximum of $86.9 million (€66.64m; £46.28m) in cash [WAMN: 28-Oct-04].

Given the EC's blessing, only one possible hurdle now remains: approval by Grey shareholders - and the bar's set lower than an earthworm's paunch given that Meyer is the group's controlling stockholder.

But there's the not-so-cut-and-dried question of which way Grey's external shareholders will jump.

In a December filing to the SEC WPP points out: "Even if ... [Grey] directors, officers and employees vote all of the Grey shares they own in favor of the adoption of the merger agreement, a majority of the Grey shares held by the Grey public stockholders ... will need to be voted in favor of the adoption of the merger agreement."

A thumbs-down is unlikely. Sorrell has sweetened the deal so lavishly that even the sucrose-allergic will find it difficult to refuse. Each publicly-held Grey share will be exchanged for a cash and WPP stock package worth $1,061 (based on WPP's stock price Monday).

Grey stock traded below $800 a share before the first rumors broke last June that Meyer intended to put the agency and media-buying group up for auction.

Data sourced from AdAge (USA); additional content by WARC staff