Sika Founding Family Calls for Extraordinary Meeting to Oust Senior Executives

By Neil MacLucas 

ZURICH--The founding family of Swiss construction chemicals maker Sika AG has called for an extraordinary general meeting to remove senior executives who object to its proposed sale of the company to French building-materials group Compagnie de Saint-Gobain SA.

Zurich-based Sika said that Schenker-Winkler Holding AG, a holding company owned by members of the Burkard family, wants to remove Sika Chairman Paul Hälg, as well as board members Monika Ribar and Daniel Sauter. Schenker-Winkler owns 16.1% of Sika's share capital but controls 52.4% of the company's voting rights.

Schenker-Winkler has proposed replacing Mr. Hälg with Max Roesle and appointing Chris Tanner as an additional board member, Sika said. The board will consider the request, Sika said.

Schenker-Winkler wasn't immediately available for comment.

The call for a shareholder meeting is the latest development in a takeover battle that erupted on Monday, when Saint-Gobain said it had agreed to pay 2.75 billion Swiss francs ($2.8 billion) in cash for the family's stake, part of the French group's attempt to kick-start earnings growth. The deal prompted a fierce response from Sika's management, which said it hadn't been consulted on the sale.

Sika's board said it didn't see the logic of the sale and warned "shareholder value would be impaired."

The shares fell 22% on Monday after news of the proposed transaction and a further 3.7% on Tuesday, leaving them 7.9% lower this year.

Sika, with annual sales of more than 5.14 billion Swiss francs, supplies a range of additives for concrete and cement. It also makes waterproofing products for the building sector and noise-damping products for automobile makers.

Write to Neil MacLucas at [e-mail]

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