US coatings giant PPG has launched a third and what it called a last friendly bid for rival AkzoNobel. The latest offer is at €96.75 per ordinary share, including dividend. It values the Dutch company at €26.9 billion (including assumed net debt and minority interests) and represents, said PPG, an increase of €6.75 over the last bid and a 50% premium over Akzo’s value on Mar. 8.

“We are extending this one last invitation to you and the AkzoNobel boards to reconsider your stance and to engage with us on creating extraordinary value and benefits for all of AkzoNobel’s stakeholders. “Our revised proposal represents a second increase in price, along with significant and highly-specific commitments that we are confident AkzoNobel’s stakeholders will find compelling,” PPG’s chairman and CEO, Michael McGarry, said in a statement.

PPG has openly criticized AkzoNobel’s plan announced on Apr. 19 to spin off the Specialty Chemicals segment and focus on its paints and coatings business, saying: “The capital markets have not recognized any additional value from its new standalone plan, including the enhanced regular dividend and special dividend that AkzoNobel has proposed for 2017.”

The  Pitttsburgh, Pennsylvania-based US coatings producer said it believes its European rival’s planned move would create “two smaller, unproven standalone companies” with uncertain market valuations and substantial risks for reaching its 2020 guidance. It added that the standalone plan would also require substantial restructuring, would potentially decrease free cash flow, putting future and accelerated growth plans of the demerged companies at risk and could require a regulatory review that would extend the timeline and create uncertainty. In contrast, a merger would save both firms at least $750 million annually, PPG said.

To sweeten the deal, PPG has outlined a long list of commitments. These include pledges to pay to a significant reverse break-up fee, not to relocate any production facilities in Europe to the US, to maintain R&D investment and also to support a dual-listing company for the merged companies in the former rivals’ home country. It also said a post-merger company would spend at least as much on R&D in the Netherlands and the UK as Akzo currently does.

The US player also tossed a few bones directly to the Dutch workforce. It said also that no employees of a Netherlands-based specialty chemicals plant would lose their jobs as a direct result of the acquisition, with the addendum that any displaced PPG or legacy AkzoNobel employee would be eligible to apply for any vacancy occurring in the newly combined company. Existing redundancy arrangements of Akzo, including the recently agreed social plan would be respected, unless more favorable conditions were agreed.

Several of AkzoNobel’s investors, including activist hedge fund Elliott, have been demanding that the company enter discussions with PPG. Responding to this latest offer, AkzoNobel issued a statement saying it would “carefully review and consider” PPG’s proposal. Analysts noted this was the first time the Dutch firm had not dismissed the bid out of hand.