Chemical maker Huntsman Corp’s second-quarter earnings have triggered a new round of sparring with its disgruntled suitor, Hexion Specialty Chemicals.

Hexion, a unit of Apollo Management, jumped on Huntsman’ssecond quarterresults, saying they showed that a material adverse change had occurred in Huntsman’s financial condition. Hexion has claimed the $6.5 billion purchase of chemicals maker Huntsman is no longer feasible and the combined company would be insolvent. The two companies have already filed lawsuits against each other.

Hexion said Huntsman’s EBITDA (earnings before interest, taxes, depreciation and amortization) had dropped 19 percent from prior year and its net debt — adjusted for asset sales — was more than 25 percent higher than a year ago.

“These results further demonstrate that Huntsman has suffered a material adverse effect which is the primary reason why the combined company would be insolvent if the transaction were to be completed based on the agreed capital structure,” Hexion said. “Huntsman has provided no information to support its assertion that the combined company would be solvent.”

For its part, Huntsman remained upbeat and said it had been “encouraged by the recent moderation in crude oil and natural gas prices” and it expected adjusted EBITDA in the second half of the year to be stronger than both the first half of this year and the second half of 2007.

Huntsman Chief Executive Peter Huntsman said he hopes litigation with Hexion will be resolved by mid-September, after an expedited hearing. The trial is scheduled to begin on September 8.

Stay tuned.

Drumroll, please: Almost two years after radio station and billboard company Clear Channel Communications began exploring strategic options, its $17.9 billion takeover finally closed on Wednesday.

The deal, slowed by legal battles in two states and negotiations to lower the purchase price, became a symbol of the buyout industry’s glory days and the subsequent struggles of the credit crunch.

Clear Channel had agreed to be acquired by private equity firms Thomas H. Lee Partners and Bain Capital Partners last year. The market quickly changed and credit to fund the acquisition became more costly and difficult to secure.

The buyout firms had agreed to buy Clear Channel for $39.20 per share, but were forced to file lawsuits in New York and Texas to ensure that a syndicate of six banks would still fund the deal. In May, the bank syndicate, the private equity buyers and Clear Channel struck a deal to lower the price to $36 per share.

And now Clear Channel’s stock will cease trading at the end of the day. Phew!

Sirius Satellite Radio and XM Satellite Radio also closed their merger this week after struggling for 526 days, or 17 months, to gain regulatory approval. The new Sirius XM Radio, with more than 18.5 million subscribers, is now the second-largest radio broadcaster after Clear Channel.

The next marathon wait? Shareholders of BCE Inc, the Canadian telecommunications company, must wait until Dec. 11 for the long-awaited $34.1 billion deal to close. Of course, that’s more than five months from now — who knows what could happen?

Two takes from the latest data on U.S. M&A activity so far: The Europeans are coming like never before — and buying their beer here — and the credit crunch has really taken the pizzazz out of the ‘p’ in private equity.

The latest numbers from Thomson Reuters show that so far in 2008, about one-third of U.S. targets were acquired by foreign companies, up from 19 percent in the same period last year.

The weak dollar and slumping stock prices of U.S. companies has created a window of opportunity for international buyers to snatch up American icons.

European companies accounted for more than one-fourth, or $196.9 billion, of U.S. target M&A volume, the highest year-to-date percentage ever, the data shows. The year-to-date volume of these transactions already exceeds full-year volumes of the last eight years.

With financing for large leveraged buyouts still scarce, private equity firms have been quieter. Globally, private equity-backed deals have plummeted, accounting for just 10 percent of total deal volume so far this year, compared to 24 percent in the same period last year.

But amid the broad slowdown of deal activity, consumer staples companies, which include deals like InBev’s offer for Anheuser-Busch and Mars buy of Wrigley, stood out. The deal volume in that sector so far this year has surpassed the figure from the year-ago period, the data shows.

Clearly, that’s something to chew over, err, drink about, umm, have a smoke over …

(Photo credit: Reuters)

A U.S. appeals court decision to revive antitrust proceedings against Whole Foods Market’s takeover of rival Wild Oats may be too little too late to resurrect the organic market, but that might not be the point. S&P points out that Wild Oats is being quickly digested. The appeals court rejected Whole Foods’ argument that the FTC appeal is irrelevant because the agency does not have the authority to undo a completed merger. Federal courts “have the power to grant relief on the FTC’s complaint, despite the merger’s having taken place, …” the court said. Howard University law professor Andrew Gavil said the ruling could be important for the FTC as it sets a precedent strengthening the agency’s hand in seeking a preliminary injunction in future cases. The reversal drew a sharp dissent from one of the three judges on the panel, Appeals Court Judge Brett Kavanaugh, who accused his colleagues of trying to “unring the bell.”

German ball-bearing firm Schaeffler launched a hostile $18 billion bid for tire-to-brakes firm Continental in what would be the biggest takeover so far this year in Europe. It’s been a nasty business so far, with the two companies sparring publicly. Schaeffler appears to be more interested in picking up stakes privately, as its offer is about 3 percent below where the share is trading. Schaeffler has about 36 percent of Continental’s stock.

A unit of Dubai sovereign wealth fund Investment Corporation Dubai has teamed up with private equity group Blackstone and others to buy British media group Informa, the Financial Times reported. A consortium of private equity groups Providence Equity Partners, Carlyle and Hellman & Friedman have been in talks to buy Informa for about 3.2 billion pounds ($6.4 billion). The FT said Dubai World Trade Centre, one of the biggest events organizers in the Middle East, is seeking to buy Informa’s IIR conference and events division. Blackstone and other private equity groups, possibly including Permira, would keep Informa’s Taylor & Francis academic publishing division, while seeking trade buyers for other units, such as the Datamonitor business information arm, the paper said.

German chemical group BASF is considering taking over U.S. rival W. R. Grace & Co, the Financial Times Deutschland said, citing middle management and banking sources. As well as assessing Grace, which has $3.1 billion in annual turnover, BASF will also be looking closely at the strategy, company structure and business development of U.S. group Rockwood and Germany’s Cognis with a view to acquisitions, the paper said. All three potential targets have been given project names, a sign that they are being considered seriously for takeover, the report said.

Other deals of the day:

* Czech financial group PPF officially withdrew its 950 crown per share bid for Czech generic drug maker Zentiva, it said.

* Belgian biotech company ThromboGenics said that a group of private investors based in Belgium had together acquired an 8 percent stake in the company.

* Sweden’s Assa Abloy, the world’s largest lock maker, said it had bought Korean door firm Cheil for an undisclosed sum.

* Indian drug maker Lupin said it acquired Hormosan Pharma, a German sales and marketing company of generic drugs.

* Spanish publishing group Zeta said it had turned down an offer by Alfonso Gallardo, the Spanish steel group, to acquire a majority stake in the company.

Republic Services Inc’s move to adopt a poison pill to ward off unwanted suitor Waste Management Inc typifies the recent jump in such defensive tactics by companies under attack.

Republic, the third-largest U.S. trash hauler, adopted a poison pill, or shareholder rights plan, on Monday to thwart “disruptive and coercive” acquisition tactics. Republic had agreed to acquire Allied Waste Industries for $6 billion, but now faces an unsolicited $6.2 billion bid from Waste Management.

Republic’s shareholder rights plan has a 10 percent trigger, or 20 percent in the case of investors who already own 10 percent of the company’s stock. Republic carved out an exception for Cascade Investment LLC, Microsoft Chief Executive Bill Gates’ investment vehicle, and the Bill & Melinda Gates Foundation Trust. Cascade and the Trust already own 15 percent of Republic stock and have permission to acquire up to 20 percent of Republic.

In recent years, the adoption of poison pills has been on the decline as shareholder activists have pushed for more open corporate governance practices at public companies. Only 85 poision pills were adopted in 2007, down from 298 in 2001, according to research firm FactSet SharkRepellent. So far this year, there have been 54 poison pills adopted.

Yet, when you look at companies that are under attack, the use of poison pills has surged, FactSet SharkRepellent said.

Of the 31 first-time users of a poison pill this year, 12 companies, or 39 percent, have been “in play” or under attack, like Republic. In 2007, the rate of “in play” poison pill adoptions was 24 percent, up from 20 percent in 2006. In 2001, the rate was less than 3 percent, FactSet SharkRepellent said.

Even with the new poison pill, Republic remains vulnerable to an unwanted deal, since it has an annually elected board of directors and shareholders can take action through written consent.

The company has a “Bullet Proof Rating” of 4.25, on a scale of 0-10, with 10 being the strongest defenses, according to research firm FactSet SharkRepellent. The mean Bullet Proof Rating for the Standard & Poors 500 Index is 3.67.

Waste Management said on Tuesday it hoped to buy Republic through a friendly, negotiated deal, but it did not rule out a hostile move. Waste Management said it was too early to speculate, but “we certainly hope that the path it will take is one where we can cooperate.”

The marathon satellite merger for Sirius and XM is finally complete. (Check out the new “Sirius XM Radio” logo, above, provided by Sirius.)

That means new channel options, new pricing options, new radios — eventually.

We want to know if you care. Does the prospect of having Oprah and Howard Stern on your radio make you want to sign up for satellite radio? Will you start paying for the service once the free subscription in your new car runs out? Does the thought of the upcoming professional football season mean it’s time to pick up a satellite radio?

We’d like to know.