Case | HBS Case Collection | February 2009 (Revised March 2013)

Messer Griesheim (A)

by Josh Lerner, Ann-Kristin Achleitner, Eva Lutz and Kerry Herman

Abstract

In 2001, Allianz Capital Partners and Goldman Sachs acquired a majority stake in Messer Griesheim, a European industrial gas concern held by Hoechst. The dealmakers faced several challenges, including delicate corporate governance issues due to partial family ownership and a consolidating market for industrial gases. Aiming to make Messer Griesheim a more attractive potential acquisition, Messer Griesheim management had drawn up a restructuring plan as early as 2000. By late 2003 the private equity players were ready to exit and the Messer family agitated for further control. Several factors were in play: the family had a buy-back option, the window of which was quickly closing; there were few possible strategic buyers, given the anti-trust issues facing a European player interested in buying the firm; and the family made no secret of its desire to retain a piece of the firm, at the very least, and some measure of control. The case explores the steps taken by the private equity investors to restructure the firm, and the relationship the partners forged with the family owners, to bring about a favorable exit for the private equity partners and ownership for the Messer family.

Keywords: Mergers and Acquisitions; Restructuring; Venture Capital; Private Equity; Corporate Governance; Family Ownership; Chemical Industry; Industrial Products Industry; Europe;

Citation:

Lerner, Josh, Ann-Kristin Achleitner, Eva Lutz, and Kerry Herman. "Messer Griesheim (A)." Harvard Business School Case 809-056, February 2009. (Revised March 2013.)