 Wendel : Wendel, Saint-Gobain Talks Stall Over Voting Rights |
|
PARIS (Dow Jones)--Saint-Gobain SA (12500.FR) and its largest shareholder Wendel (MF.FR) are deadlocked over the French construction materials group's attempts to stop Wendel from obtaining double voting rights allowed under company statutes.
Sources close to the situation said talks Monday night broke off over the voting rights issue, a move that may jeopardize earlier progress over board representation for Wendel.
Both parties say they are willing to seek an agreement and will meet again soon for further talks. Their positions still seem far apart, however.
Failure to agree on corporate governance issues is delaying in-depth talks about Saint-Gobain's strategy.
The company's stock has lost 30% since Wendel first started building its stake in September.
Saint-Gobain is willing to give Wendel three seats on its board and create a strategy committee sought by Wendel.
The building materials company wants Wendel to agree to limit its stake to 21.5% of the capital. It also wants Wendel to vote in favor of eliminating the mechanism allowing shareholders to obtain double voting rights. That proposal will be made by the company at the June 5 general shareholders meeting.
Wendel started amassing its stake in Paris-Based Saint-Gobain about five months ago, as a stated long-term investment. It took out EUR4.8 billion in debt to finance the operation. There has been speculation in the market that Wendel has faced margin calls by its lenders due to the fall in the Saint-Gobain share price.
Saint-Gobain's shares ended at EUR52.28 Tuesday, up EUR0.46, or 0.9% higher on the day in a generally firmer market. Saint-Gopbain shares have been as high as EUR85.85 in the past 12 months, and as low as EUR46.50.
Saint-Gobain's employees currently enjoy double rights that give their 6.5% share of the capital 10.5% of the voting power in the company. With similar rights, the investment holding group would control as much as 30% of the voting power in Saint-Gobain within a couple years, assuming it keeps to just 18% of the capital.
Wendel, which is led by financier Jean-Lafonta, doesn't want to lose the chance of getting double voting rights, especially as Wendel has already assured Saint-Gobain it doesn't intend to get control of the company.
The sources close to the situation said that, although Wendel is willing to limit its stake to 21.5% as requested, Wendel fears it will be constrained by too many limitations if double voting rights are scrapped.
Sources close to Saint-Gobain say it doesn't want to allow a shareholder to gain control of the French construction materials group through the double voting rights mechanism without having to pay the price for it.
Saint-Gobain shareholders "wouldn't understand that the conditions under which Wendel enters the board could allow for a creeping takeover of Saint-Gobain without Wendel, if such is it's goal, making a full takeover bid for the benefit of all shareholders," the board of Saint-Gobain said in a Feb. 8 letter seen by Dow Jones Newswires.
Under French law, any party gaining more than a third of the capital or voting rights of a company must make a public offer to acquire all of the target's shares.
Saint-Gobain will have to get the backing of a two-thirds majority of its shareholders to eliminate the double voting rights rule. That means shareholder employees will get a swing vote on this issue, as they are the second-largest voting block behind Wendel.
Saint-Gobain's February 8 letter, however, underlines that proposals made to Wendel, including the elimination of double voting rights, have the "unanimous" support of the board, which includes a representative of employees.
Company websites:
www.wendel-investissement.com and www.saint-gobain.com
- Nathalie Boschat, Dow Jones Newswires; +33 (0)1 40 17 17 40; nathalie.boschat@dowjones.com
(END) Dow Jones Newswires
February 19, 2008 13:43 ET (18:43 GMT)
Copyright (C) 2007-2008 DowJones.com |
| Toutes les actus : Holding | Investissement |
|
|
|
 Vous souhaitez trader Wendel avec un effet de levier maximum ? : cliquez-ici |
|
 Les dernières actualités |
|
|
|
 |
|
 
 CFD : disponible |
| Effet de levier : 10.00 fois |
| Short autorisé :
Oui |
| CFD : disponible |
| Tarif ordre 3000€ : 6.12€ |
| Effet de levier : 10 fois |
| Short autorisé :
Oui |
|
| Capi. :
1.51 M€ (114ème) |
| RN :
+894.00 M€ |
| Rendement :
7.18% |
| PER :
7.80 |
| ISIN : FR0000121204 |
| Marché : Compartiment A |
| SRD :
Oui |
| Secteur : |
|
Finances - Général |
| Principaux dirigeants : |
- Jean-Bernard Lafonta
|
|
| Perf. |
Valeur |
Cac40 |
| 1 sem. |
-14.85% |
-12.46% |
| 01/01 |
-69.64% |
-48.68% |
| 1 an |
-68.28% |
-46.46% |
|
|