Share Name Share Symbol Market Type Share ISIN Share Description
Saint Gobain Or LSE:COD London Ordinary Share FR0000125007 COMPAGNIE DE ST-GOBAIN ORD SHS
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  +0.08 € +0.21% 37.95 € 37.95 € 39.86 € 37.95 € 37.82 € 37.82 € 307,526 16:35:01
Industry Sector Turnover (m) Profit (m) EPS - Basic PE Ratio Market Cap (m)
Construction & Materials 0.0 0.0 0.0 - 20,145.24

Saint Gobain Or Share Discussion Threads

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Europe’s bitterest takeover battle continues in Switzerland 02/05/2016 By Le News Leave a Comment Brought to you by Investec Switzerland. The main players in Europe’s most hostile bid situation are digging in. Saint-Gobain said last week that its bitterly contested plan to take control of building materials rival Sika was still a strategic priority — even though the Swiss target’s board and minority shareholders are prepared for a multi-year fight. There are peaceful ways out of the situation, if only emotion wasn’t involved. © Zepherwind | © Zepherwind | Sika is controlled by Switzerland’s Burkard family through a 16 percent shareholding that carries super-voting rights. The family cut a deal in December 2014 to sell this stake to Paris-based Saint-Gobain for 2.75 billion Swiss francs ($2.86 billion). This was done in secret, despite the family being on Sika’s board. Sika’s other shareholders are rightly livid. They get zero compensation for the change of control, despite provisions in the company’s statutes that seemed to protect them. They also face being stuck in a company controlled by a competitor, which would have a block on future M&A whether as buyer or seller. Sika’s fight against Saint-Gobain drags on as Board renewed Trading in Sika shares highlights Swiss risk The Sika board is furious too and has promised to quit if the deal goes through. It has succeeded in halting the transaction for now by curbing the Burkards’ voting power, using certain clauses in Sika’s company rules. This move is now subject to litigation that could last years. Suppose a judge restores the Burkard’s voting rights and the transaction can proceed, who wins? The Burkards achieve their aim of finding a new industrial owner for the stake, but at the expense of becoming an enemy of a company founded by their ancestors. Not a great legacy. As for Saint-Gobain, the deal doesn’t look so good anymore. Sika minorities are getting a special committee to oversee how Saint-Gobain runs the company — a thorn in its side. If only a small number of Sika’s top brass carry out their threat to quit, the company’s performance will surely be at risk. Saint-Gobain will be tying up 2.5 billion euros of capital effectively just to receive dividends worth about 30 million euros on its stake, a meager 1.1 percent return. Sika and some analysts want Saint-Gobain to walk away. However, Saint-Gobain owes it to its own shareholders to make the best of its hand. One option would be to re-work the deal as a takeover offer to the entire Sika register. After all, Saint-Gobain identified future savings and revenue gains of about 180 million euros from controlling Sika. While these will be hard to realize, they could help fund a fair bid. They’re worth nearly 3 billion Swiss francs when valued using Sika’s 22 times earnings multiple and 24 percent tax rate. Saint-Gobain could perhaps find extra savings with Sika’s help. If so, it could justify offering a 30 percent premium above Sika’s current market value of 10.4 billion Swiss francs, a bid of 13.5 billion Swiss francs. It might need to do a share issue to finance it, but the logic would be there — especially if Sika’s approval was secured. In this scenario, the Burkards would need a better price than the minorities, since their super-charged voting shares are worth more. For example, they could sell their holding for 2.4 billion Swiss francs, receiving a 50 percent premium, and the minorities sell theirs for 11.1 billion Swiss francs, roughly a 25 percent premium. True, the Burkards were being offered more by Saint-Gobain — but that deal came with stigma. A cheaper and less risky option would be for Saint-Gobain to shrink the deal into a joint venture, and for the Burkards to sell their stake to Sika itself for, say, 2.4-2.75 billion Swiss francs. That would push Sika’s leverage to almost 3 times Ebitda — uncomfortable, but it could raise cash from non-family shareholders to bring that down. The snag is that the mistrust between Sika and Burkards, which may have preceded the Saint-Gobain bid, seems to be so intense that it’s hard to see anyone sitting down for constructive talks yet. It may take the damage from a prolonged legal fight to eventually focus minds. By Chris Hughes (Bloomberg)
Apr 27 2016 2016 First Quarter Sales After market closing (quiet period starting on April 8, 2016) Jun 02 2016 3:00pm Annual General Meeting (A.G.M.) Palais des Congrès (Porte Maillot, Paris) Jul 28 2016 Results for First-Half 2016 After market closing (quiet period starting on July 8, 2016) Oct 27 2016 2016 Nine months sales After market closing (quiet period starting on October 10, 2016)
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ZURICH—Construction and automotive chemicals maker Sika AG is preparing for the long haul as it seeks to fend off a hostile $2.78 billion takeover from French rival Saint-Gobain SA, the chairman of the Swiss company said Friday. Baar-based Sika has been embroiled in a takeover battle for more than a year after Saint-Gobain offered to buy the controlling stake held by the company's founding family without making an offer to other shareholders, which include billionaire Bill Gates. Chairman Paul Hä lg said Friday that Sika's position had been boosted by the company posting its highest ever annual profit. "I am very pleased that these strong results support our defense of Sika against Saint-Gobain," said Mr. Hä lg, who the founding family have tried to replace. He said the results showed that Sika's business hadn't been damaged by the "difficult situation" with Saint-Gobain, that Sika could be successful as an independent company, and didn't need Saint-Gobain. "The way we have organized ourselves means we can work in this way for a long time," Mr. Hä lg said. Sika—whose products have been used in The Shard building in London—was prepared to continue resisting Saint-Gobain for as long as it takes, he said. The takeover sparked fierce opposition because Paris-based Saint-Gobain has proposed to buy only the 16% stake held by Sika's founding Burkard family for 2.75 billion Swiss francs ($2.78 billion). Buying the family's investment vehicle gives control of Sika as it has 52% of the voting rights in the Swiss company. Sika's management has responded by limiting the family's voting rights to 5%, a move that is now being disputed in Swiss courts with a decision expected this summer, although appeals could be lodged by either side. Mr. Hä lg said Sika had made an alternative proposal to buy the Burkard family's stake, "but they don't want to see it." "I am very confident with our legal arguments," he said. "I don't think that will be the end of it in the summer." Earlier Friday, Sika reported a 5.4% rise in net profit for 2015 of 465.1 million Swiss francs ($469.8 million) in the 12 months to Dec. 31, up from 441.2 million francs a year earlier, beating analyst expectations. Sales dipped 1.5% to 5.49 billion francs from 5.57 billion francs in 2014, as the strength of the Swiss currency took a toll, though were slightly ahead of analyst expectations for 5.47 billion francs. A spokesman for Cascade Investment LLC, the investment vehicle controlled by Bill and Melinda Gates, said they continued to "fiercely oppose" a Saint-Gobain takeover. "There needs to be a solution that fits all the investors and not just members of one family, and we would like Saint-Gobain to walk away," the spokesman said. This looks unlikely with Saint-Gobain repeating its commitment to the deal. "We are both patient and committed to completing the Sika-transaction," said Saint-Gobain CEO Pierre-André de Chalendar as the Paris company reported its full-year earnings on Thursday. Write to John Revill at (END) Dow Jones Newswires February 26, 2016 08:35 ET (13:35 GMT)
Saint-Gobain Says Capital Gains, Weak Euro Boost 2015 Profit -- Update 25/02/2016 6:48pm Dow Jones News Saint Gobain (EU:SGO) Intraday Stock Chart Today : Friday 26 February 2016 Click Here for more Saint Gobain Charts. By Matthew Dalton PARIS--Construction materials firm Compagnie de Saint Gobain SA Thursday said net income last year rose 36% to 1.3 billion euros ($1.43 billion), fueled by a capital gain on the sale of its glass bottle business and the weaker euro. Sales last year rose 3.3% to EUR39.6 billion, the French company said. The weakness of the euro relative to the U.S. dollar and sterling boosted sales 3%, it said. Private-equity firm Apollo Global Management paid EUR2.95 billion for Verallia, Saint-Gobain's glass bottle business, adding EUR811 million to the company's profits last year. The company said it is aiming to raise its operating income this year compared with 2015, when it was EUR2.6 billion, a 4.5% increase over 2014. It announced a full-year dividend of EUR1.24 per share, to be paid all in cash on June 8. Sales in France were down sharply, the company said, because of the country's weak construction market. But sales elsewhere in Europe were strong. And emerging markets, except for Brazil and China, also performed well, Saint-Gobain said. Write to Matthew Dalton at (END) Dow Jones Newswires February 25, 2016 13:33 ET (18:33 GMT)
IDMCOD RNS Number : 7761X Compagnie de Saint-Gobain 01 September 2015 September 1, 2015 The Swiss Federal Administrative Court definitely confirms the validity of the clause in Sika's by-laws ("opt-out") exempting Saint-Gobain from making a mandatory public takeover bid Saint-Gobain welcomes the final appeal ruling handed down by the Federal Administrative Court on 27 August, 2015, confirming the validity of the opt-out clause in Sika's by-laws and expressing no reservations about its application to Saint-Gobain's acquisition of all shares of Schenker--Winkler Holding (SWH). This is the fifth decision by a competent authority confirming this validity, following the decisions handed down by the Swiss Takeover Board (TOB) and FINMA earlier this year. Once again, another key argument put forward by Sika's Board of Directors has collapsed. In mid-July, FINMA had already confirmed that Saint-Gobain and the Burkard family did not form a group, as falsely claimed by Sika in order to reduce SWH's voting rights. Similarly, at the end of July, the European Commission unconditionally authorized Saint-Gobain's acquisition of control over Sika. After conducting an investigation and extensive market tests to assess whether and in which areas Saint-Gobain and Sika currently compete, it concluded that both groups' activities are complementary and that they are not close competitors, including in the area of mortars, as claimed by Sika's board to fight against the transaction. Regarding the state of competition between Sika and Saint-Gobain for mortars, the Commission indeed took note of what market participants confirmed: "Even though Weber also produces some specialist mortars, they are not perceived by customers as substitutes for Sika's mortars" (item 41, page 9 of the Commission's Decision). The European Commission, an independent and impartial authority, therefore concludes: "Sika and Saint-Gobain do not generally seem to be close competitors as their offerings are rather complementary in terms of quality and brand perception" (item 42, page 10 of the Commission decision). All these elements further strengthen Saint-Gobain's determination to succeed in carrying out an industrial project that would allow Sika and Saint-Gobain to increase their sales and profitability, thereby creating value for all their shareholders and other stakeholders involved. Underscoring this determination, Saint-Gobain and the Burkard family decided in April 2015, to extend the agreement's validity to June 30, 2016. On this date, Saint-Gobain will have the possibility of extending it for an additional period. ABOUT SAINT-GOBAIN In 2015, Saint-Gobain is celebrating its 350(th) anniversary, 350 reasons to believe in the future. Backed by its experience and its capacity to continuously innovate, Saint-Gobain, the world leader in the habitat and construction market, designs, manufactures and distributes high-performance and building materials providing innovative solutions to the challenges of growth, energy efficiency and environmental protection. With 2014 sales of EUR41 billion, Saint-Gobain operates in 66 countries and has over 180,000 employees. For more information about Saint-Gobain, visit and the twitter account @saintgobain or download the "Saint-Gobain Shareholder" application for tablet and smartphone. Analyst/Investor Relations Media Relations +33 1 47 62 32 52 +33 1 47 62 44 +33 1 47 62 Gaetano Terrasini 29 30 48 Vivien Dardel +33 1 47 62 30 Sophie Chevallon +33 1 47 62 Marine Huet 93 Susanne Trabitzsch 43 25 --------------------- ------------------ -------------------------------------------- -------------- This information is provided by RNS The company news service from the London Stock Exchange END ACQLBMLTMBTMBTA Subscribe to WSJ: (END) Dow Jones Newswires September 02, 2015 02:15 ET (06:15 GMT)
Source : Dow Jones News Stock : Saint Gobain (SGO) Quote : 42.79 -0.455 (-1.05%) @ 17:37 Saint Gobain share price Chart Trades Level2 Sika Boosted in Battle to Fend Off Saint-Gobain Takeover Bid--Update Print Alert Saint Gobain (EU:SGO) Intraday Stock Chart Today : Wednesday 24 June 2015 Click Here for more Saint Gobain Charts. (Adds futher comment, detail) By John Revill ZURICH--Sika AG (SIK.VX) has strengthened it ranks in its battle to fend off the $3 billion hostile takeover bid from France's Saint-Gobain SA (SGO.FR) after a big U.S. asset manager bought a stake in the Swiss chemicals maker. Memphis, Tenn.-based Southeastern Asset Management Inc. purchased a 3% holding in Baar-based Sika and said it "fully supports" the company's management and independent board of directors in their opposition to the takeover. Southeastern, which has 25 billion euros ($28.1 billion) in assets under management, describes itself as an "engaged investor." It plans to retain a long-term stake in Sika and could increase its stake according to prices and market conditions, said Josh Shores, a managing partner at Southeastern. "We will monitor the situation to see whether it will make sense to keep building our stake," said Mr. Shores. Sika has been embroiled in a heated takeover battle since December, when Paris-based Saint-Gobain announced an agreement to pay 2.75 billion Swiss francs ($2.95 billion) for Schenker-Winkler Holding AG, the investment vehicle controlled by Sika's founding family. The deal would have given the French construction materials company control of Sika because SWH holds 16% of the stock, but has 52% of the voting rights. The move sparked opposition when Saint-Gobain said the offer wouldn't be extended to the other shareholders in Sika, which makes chemicals used in the construction and automotive industries. Shareholders, including the Bill & Melinda Gates Foundation Trust, Fidelity Worldwide Investment and Columbia Threadneedle Investments, have all raised concerns. Sika's board has also opposed the takeover, saying it didn't make business sense and moved to limit the family's voting rights. This decision and others are being contested in court proceedings in Switzerland. Southeastern said the sale of the family's 16% stake to Saint-Gobain without an offer to other shareholders disadvantaged all Sika shareholders, employees and customers. The sale "should not proceed as currently structured," said Mr. Shores. "The only people who benefit from the offer, as it stands, is the founding family." He said the current arrangement wasn't good for Saint-Gobain either as it could only get a dividend from its investment in Sika. "We hope to drive a better outcome for all stakeholders, particularly minority shareholders," added Mr. Shores, who said Southeastern would now seek talks with Saint-Gobain to try to resolve the matter. A Sika spokesman welcomed the investment and Southeastern's backing of the company's board. "This is good news they are joining other longstanding investors," he said. A Saint-Gobain spokesman said the Southeastern purchase hadn't changed the situation and it still remained committed to taking control of Sika by buying SWH. "Southeastern has bought the shares on the open market from other shareholders, so it is another minority shareholder," said the spokesman. SWH welcomed Southeastern's involvement, saying it was a sign foreign investors were welcome at Sika and the investor seems to believe in a positive performance for Sika's share price. Write to John Revill at Subscribe to WSJ: Http://
JEUDI 4 JUIN - 07h30 Taux de chômage au sens du BIT / T1 - 10h50 Adjudication d'OAT long terme ADJUOATLT - Neopost NPOS.PA / CA du T1 (après Bourse) Assemblées générales : - Saint-Gobain SGOB.PA - Bolloré BOLL.PA - Havas HAVA.PA - Vranken Pommery VRKP.PA
TIDMCOD RNS Number : 4047M Compagnie de Saint-Gobain 06 May 2015 Paris, May 6, 2015 Saint-Gobain acquires ZenPure, a specialist in filtration products Saint-Gobain has acquired ZenPure, a company specializing in the development and manufacture of filtration products, mainly for the life sciences sector. Created in 2002, ZenPure designs custom filters manufactured in a state-of-the-art plant in Hangzhou, China. The products are marketed and sold across the globe and will bolster the range of fluid systems made by Saint-Gobain's Plastics business. This acquisition is fully in line with the Group's strategy of strengthening its positions in high-performance solutions on fast-growing markets. ABOUT SAINT-GOBAIN In 2015, Saint-Gobain is celebrating its 350(th) anniversary, 350 reasons to believe in the future. Backed by its experience and its capacity to continuously innovate, Saint-Gobain, the world leader in the habitat and construction market, designs, manufactures and distributes high-performance and building materials providing innovative solutions to the challenges of growth, energy efficiency and environmental protection. With 2014 sales of EUR41 billion, Saint-Gobain operates in 64 countries and has over 180,000 employees. For more information about Saint-Gobain, visit www.saint-gobain.comand the twitter account @saintgobainor download the "Saint-Gobain Shareholder" application for tablet and smartphone. Worldwide leader in performance plastics, Saint-Gobain Performance Plastics is headquartered at Aurora, Ohio (United States). The company has 5,700 employees in 18 different countries and offers a wide range of products such as films, foams, coated fabrics, bearings, seals and fluid systems. For more information, visit and Analyst/Investor Relations Media Relations ----------------------------------- --------------------------------------------------------- +33 1 47 62 32 52 +33 1 47 +33 1 47 Gaetano Terrasini 62 44 29 62 30 48 Vivien Dardel +33 1 47 Sophie Chevallon +33 1 47 Marine Huet 62 30 93 Susanne Trabitzsch 62 43 25 --------------------- ------------ -------------------------------------------- ----------- This information is provided by RNS The company news service from the London Stock Exchange END ACQAFMATMBIMBAA Subscribe to WSJ:
By Noemie Bisserbe PARIS--Compagnie de Saint-Gobain SA's (SGO.FR) revenue slid 0.2% in the first-quarter, as strong-emerging market demand for building materials failed to offset sluggish growth in Western Europe. Saint-Gobain said Tuesday its sales fell to 9.86 billion euros ($10.72 billion) in the three months to March 31 from EUR9.87 billion in the year-earlier period. Discounting the effects of foreign-exchange fluctuations and mergers and acquisitions, sales fell 1.2%, the company said. Analysts polled by FactSet expected sales of EUR9.89 billion. Saint-Gobain said it still expected operating income this year to be higher than in 2014, excluding the effects of currency fluctuations. Write to Noemie Bisserbe at Subscribe to WSJ: Http://
( - Saint Gobain a franchi début avril la résistance des 42E de fin février... mais le plafonne déjà sous 43,1E. En cas d'enfoncement de la MM20 qui gravite vers 41,4E, le titre pourrait consolider jusqu'au contact de la MM100 qui gravite vers 38E.
TIDMCOD RNS Number : 1288K Compagnie de Saint-Gobain 14 April 2015 April 13, 2015 Saint-Gobain steps up presence in abrasives in Brazil Saint-Gobain has signed a joint venture agreement with British Indústria e Comércio Ltda., a manufacturer of non-woven abrasives in Brazil, resulting in the acquisition of 70 percent of this company's equity. Created in 1996, the company is located in Indaiatuba, 100 km from Sao Paulo. It manufactures and sells non-woven abrasives for industrial applications (surface conditioning materials), professional cleaning and consumer goods. In a market for non-woven products that has high growth potential in South America, this investment will enable Saint-Gobain to strengthen its lead position in the industry and construction segments. The Group will be able to expand its range of abrasive products and add new customers to its portfolio. ABOUT SAINT-GOBAIN In 2015, Saint-Gobain is celebrating its 350(th) anniversary, 350 reasons to believe in the future. Backed by its experience and its capacity to continuously innovate, Saint-Gobain, the world leader in the habitat and construction market, designs, manufactures and distributes high-performance and building materials providing innovative solutions to the challenges of growth, energy efficiency and environmental protection. With 2014 sales of EUR41 billion, Saint-Gobain operates in 64 countries and has over 180,000 employees. For more information about Saint-Gobain, visit www.saint-gobain.comand the twitter account @saintgobain or download the "Saint-Gobain Shareholder" application for tablet and smartphone. With approximately 10,600 employees, Saint-Gobain's Abrasives Activity has a powerful manufacturing network of 63 plants in 27 countries. Its portfolio of products (coated, bonded, superabrasives, organic grinding wheels, construction products) offers comprehensive solutions for every step of the grinding process. For more information, visit Analyst/Investor Relations Media Relations +33 1 47 62 32 52 +33 1 47 62 Gaetano Terrasini +33 1 47 62 44 30 48 Vivien Dardel 29 +33 1 47 62 Sophie Chevallon +33 1 47 62 Marine Huet 30 93 Susanne Trabitzsch 43 25 --------------------- ------------------ -------------------------------------------- -------------- This information is provided by RNS The company news service from the London Stock Exchange END ACQIIMRTMBJBMLA Subscribe to WSJ:
ZURICH--A Swiss court affirmed a restriction on the voting rights of a large shareholder in Sika AG on Monday, handing the industrial adhesives maker a victory in its efforts to fend off a hostile takeover by Saint-Gobain SA. In a summary decision, the Cantonal Court in Zug upheld a decision by Sika's board to cap the voting rights of the founding Burkard family at 5%, well below the stake's original weight of more than half the voting rights, Sika said. The family previously was exempted from a company rule that limited all shareholders' voting rights to 5%. The Burkard family, which is trying to sell its stake to Saint-Gobain for 2.75 billion francs ($2.82 billion), own about 16% of Sika's shares. Saint-Gobain is willing to pay a premium of roughly 80% because the shares hold 52.9% of the company's votes. The French construction materials giant isn't extending its offer to other Sika shareholders. The court's decision creates a new obstacle for Saint-Gobain and the family, which have been opposed by Sika's board and management. In January, the board restricted the family's voting rights, which had been granted because of the family's pledge to protect the company from takeovers, because it wanted to sell to Saint-Gobain. Schenker-Winkler AG, the family's holding company, said in a statement that the decision didn't affect the validity of its agreement with Saint-Gobain. Schenker-Winkler also said that it can apply for another legal decision to restore its voting rights or ask the court to overturn decisions made at the Sika annual meeting. Sika's annual general meeting is scheduled for April 14. Sika said that it welcomed the court's decision and would analyze it in detail. A spokesman for Saint-Gobain said that the company was sticking to the timetable of its takeover of Sika and expects to complete the transaction in the second half of 2015. Shares of Sika jumped 10% in value immediately after the announcement. In early afternoon, the stock was up nearly 6.2% at 3764 Swiss francs. Sika management has rebuffed efforts by Saint-Gobain to smooth relations, arguing that the deal doesn't treat all shareholders fairly. Sika has also said that it would get lost inside a conglomerate as big as the French giant. Write to John Revill at Access Investor Kit for Sika AG Visit hxxp:// Subscribe to WSJ:
ZURICH-- Sika AG suffered a setback in its battle to prevent a takeover by France's Saint-Gobain SA as the body governing acquisitions in Switzerland ruled in favor of the founding family's plan to sell its interest. The Swiss Takeover Board said Friday that it upheld a so-called opting-out clause that gives the Burkard family more than half of the company's voting rights without triggering a mandatory offer for the rest of Sika's shares. The decision makes it more likely that the clause will be upheld if Saint-Gobain is successful in its attempt to seize control of Sika. The Burkard family is trying to sell its stake to Saint-Gobain, giving the building materials giant control of Baar-based Sika. The Burkard's stake, which is held by Schenker-Winkler Holding AG, represents around 53% of the company's voting rights but only about 16% of its share capital. The 2.75 billion Swiss franc ($2.82 billion) deal between the family and Saint-Gobain has angered other shareholders because the French company hasn't offered to buy the rest of the company. The board and management of Sika, which makes chemicals additives for concrete and cement as well as adhesives for the automotive industry, has also opposed the planned takeover. A court in Sika's home canton of Zug is currently deliberating on the takeover. Write to John Revill at Access Investor Kit for Sika AG Visit hxxp:// Subscribe to WSJ:
PARIS--French construction materials group Compagnie de Saint-Gobain SA (SGO.FR) on Wednesday said net profit jumped in 2014 thanks to profits made on the sale of assets. The company said net profit rose to 953 million euros ($1.08 billion) from EUR595 million a year earlier, chiefly buoyed by the sale of bottle and jar maker Verallia North America. Revenue declined slightly to EUR41.05 billion, down from EUR41.76 billion a year ago as the company faced a weak construction sector in its home market. A group of analysts polled by FactSet expected an average net profit of EUR1.19 billion out of sales of EUR41.1 billion. "2014 confirmed the improvement in the Group's results despite a challenging macroeconomic climate in France and uncertainty in Germany," chief executive Pierre-Andre de Chalendar said in a statement. Operating profit rose to EUR2.8 billion in 2014 from EUR2.75 billion in 2013. Like construction companies and other suppliers to the industry, Saint-Gobain is still struggling to recover from the hit it took following the sovereign debt crisis in Europe which led to housing slumps in many countries and cuts in government spending in public works in many others. Still, the company expects to improve its operating profit this year on a like-for-like basis. -Write to William Horobin and Inti Landauro at; Subscribe to WSJ:
Burkard Family Won’t Reverse Sika Deal on Investors’ Opposition by Jan-Henrik Foerster 8:00 AM CET February 22, 2015 (Bloomberg) -- Sika AG’s founding family said it won’t reverse a 2.75 billion-franc ($2.9 billion) deal to sell its stake in the Swiss adhesives maker, even as the agreement faces resistance from management and investors. The Burkard family has signed binding treaties with Cie. de Saint-Gobain SA and the deal is irreversible, Urs Burkard, who represents the family and is a member of Sika’s board of directors, said by e-mail. “Both sides are totally determined.'' The sale of the controlling interest has descended into a legal battle as Sika’s board, supported by investors including the Bill & Melinda Gates Foundation and Fidelity Worldwide, say a combination with the French company defies commercial sense. A deal would also allow the family to cash out of its investment before the need to transfer the stake to a generation of 11 offspring. The family says the relationship with the company had already deteriorated before the deal was signed. “Sika’s appreciation of the family got lost in recent years,” Burkard said. “Management and board increasingly tried to diminish the influence of the family. We want to organize the succession in time, handing over the company into new and safe hands.” Sika officials didn’t immediately respond to a phone call and e-mail seeking comment outside of regular office hours. Legal Battle While the Burkards own only 16 percent of Sika’s shares, they have 52 percent of voting rights because of the class of stock and an opt-out clause they hold. That means Saint Gobain doesn’t need to make an offer for all of the adhesives company, but Sika’s management board is seeking to overturn the opt-out. “Investors knew or should have known about our right to sell the stake,” Burkard said. Investors confirmed the bylaws with the opt-out at the 2014 annual general meeting, said the executive, who’s also vice chairman of the family’s Schenker Winkler Holding AG investment vehicle. The family is seeking an order by the cantonal court of Zug to call a shareholder meeting where it plans to oust board members opposing the sale. Sika says the Burkards’ voting rights should be curbed because they form a group with Saint Gobain. “The chances are high that the family will be able to use all of its voting rights at the next shareholder meeting,” Burkard said. Restricting voting rights could lead to Sika becoming a target for a takeover by another company, he said. Burkard said he expects a first response from the court in March. To contact the reporter on this story: Jan-Henrik Förster in Zurich at To contact the editors responsible for this story: Simon Thiel at; Mariajose Vera at Tony Barrett
By John Revill ZURICH---Senior managers at Sika AG rejected on Friday an offer to meet with the chief executive of Saint-Gobain SA, throwing up another obstacle in the French company's attempt to seize control of the Swiss chemical maker. In a two-page letter, the group of 120 managers refuted Saint-Gobain's claim that its 2.75 billion Swiss franc ($2.98 billion) takeover is friendly, saying it didn't treat shareholders fairly and could trigger an exodus of talent from the company. "All stakeholders have raised concerns about the future of our company," said the letter, which was addressed to Saint-Gobain CEO Pierre-André de Chalendar. "Such a planned transaction must be clearly described as a hostile takeover," it read. The letter, which was seen by The Wall Street Journal, represents the latest ratcheting of tension in the 10-week-old battle for Sika, whose founding Burkard family is trying to sell a holding company that controls its stake in the Baar-based chemical maker to Saint-Gobain. Sika managers and board members have said they weren't consulted on the deal before it was announced. Sika's board has opposed the deal, and last month restricted the family's voting rights to 5%--in line with rules governing other shareholders--because it had formed "a group" with Saint-Gobain. That would deny the family the right to call an extraordinary general meeting to vote on the deal. The family-owned holding company, Schenker-Winkler Holding AG, holds more than half of Sika's voting rights but less than a fifth of its shares. By purchasing the holding company, Saint-Gobain hopes to gain control of Sika without having to buy the whole company. The strategy has provoked questions over Switzerland's corporate governance standards since it came to light in December. Many Swiss companies have similar share structures that are dominated by founding families. Earlier this month, the Saint-Gobain CEO proposed a meeting to "correct some of the misunderstandings" that Sika's management voiced. A spokeswoman at Saint-Gobain didn't respond to a request for comment. Sika's managers indicated Saint-Gobain was far from coming to an agreement with the company. "If you are not able to convince them that the planned takeover will be in the best interest of all involved, many of them will leave," reads the letter. "Currently you are far from the point of convincing them." The managers also said the deal would have "very limited" advantages for Sika and could muzzle competition between the two companies in the 50 countries where they vie with each other. So far investors representing more than 45% of Sika's share capital have backed the board's stance. Shareholders including, Threadneedle Investments and Fidelity Worldwide Investment, have lined up against Saint-Gobain. Write to John Revill at Access Investor Kit for Sika AG Visit hxxp://
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