Hengeler Mueller advises METRO AG on new EPGC takeover offer
15. October 2020
The Management Board and the Supervisory Board of METRO AG have published today their Joint Reasoned Statement under the German Securities Acquisition and Takeover Act (WpÜG). Both Boards recommend that the shareholders of METRO do not accept the voluntary public takeover offer by EPGC, a holding company controlled by Daniel Křetínský, published on 1 October 2020. The Management Board and the Supervisory Board are of the opinion that the consideration offered by the bidder substantially undervalues METRO. Through the offer, the bidder uses the currently low statutory minimum prices to exceed the threshold of 30% of the voting rights of METRO without expecting a significant acceptance rate. This would allow the bidder to avoid a mandatory bid in the event of a subsequent increase in the shareholding. In its first takeover bid in the summer of 2019, EPGC had failed to meet the self-imposed acceptance threshold of 67.5%.
Hengeler Mueller advises METRO AG. The team includes partners Andreas Austmann and Carsten Schapmann as well as counsel Christian Strothotte and associate Stella Gardemann (all Corporate/M&A, Düsseldorf).