Sika Looks to Buy Axson as Board Blocks Saint Gobain Takeover

Axson Technologies is a leader in high performance epoxy and polyurethane polymer formulations for design, prototyping and tooling, structural adhesives, composite materials and encapsulation products for the automotive, nautical, renewable energy, sports & leisure and construction markets. The transaction is subject to conditions including anti-trust approvals in certain jurisdictions as well as consultations with employee representatives.

Meanwhile a legal battle looks to be hotting up as the Swiss epoxy manufacturer resisted a takeover attempt by Cie. de Saint-Gobain SA. Members of the company’s founding family were blocked in their attempts to use their majority voting powers to sell to the French company for $3.1 billion.

in a press release earlier in the month the company announced;

We can confirm that a meeting between representatives of Sika and Saint-Gobain took place today in Zurich. Sika entered this meeting in good faith and was expecting constructive discussions. However, Saint-Gobain continues to ignore the detrimental effects of the transaction on Sika and its shareholders. The concerns of Sika’s shareholders, Sika Management and Board are not taken serious. Furthermore, we distance ourselves from any claim made by Saint-Gobain that we have a joint view on possible synergies or any other aspect of the transaction. Sika will continue to act in the interest of its shareholders and other stakeholders.

In a statement by the Baar-company, the Burkard family’s vote should be limited to 5% and doesn’t have the right to arrange extraordinary general meetings. The family wants to oust current Sika chairman along with board members and agreed in December to sell its 16.1% equity stake and over 50% voting control to the french company.

Bloomberg are reporting that a shareholder group which includes the Bill & Melinda Gates Foundation moved last week to block the sale, calling for a probe to see whether non-public information had been used, which will increase the chance of a long drawn out legal battle.

The company’s share price rose over 4% with analysts predicting that the probability of the deal falling through increased to around 70%. Board members are saying that the deal will threaten the growth of the company and that these negotiations have damaged a century-old relationship with the founding family.

The Burkard family is angered by Sika management’s resistance to the deal, and has filed a legal motion to push forward with a shareholder meeting where they could possibly oust board members who oppose the transaction.

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