The boss of Veolia, Antoine Frerot (2nd on the right) on September 23, facing the Finance Committee and the Economic Affairs Committee of the National Assembly.
CELINE BREGAND / SIPA
End of the first act in Veolia's attempt to merge with its rival Suez: Engie, the main shareholder, decided on Monday to sell its shares to it, despite the vote to the contrary by the State and even if Suez continues to fight against this operation which he considers "hostile".
The Board of Directors of Engie "took note of the commitments made by Veolia and in particular of its unconditional commitment not to file a hostile takeover bid", explains a press release from the energy group.
“In this context, the board decided to accept Veolia's offer.
The showdown between the two French flagships of water and waste treatment has stirred the place of Paris since Veolia announced at the end of August its intention to create a global giant by buying most of Engie's stake in Suez , before launching a takeover bid on the remaining shares.
The world number one in the sector on Monday evening "confirmed his intention to acquire control" of his old rival.
“At the same time, this offer will not be launched without a favorable reception from the board of directors of Suez,” added Veolia, which said it wanted to “resume discussions from tomorrow” Tuesday with Suez.
No "hostile" takeover bid
The way seemed clear for his project after the Ardian fund, presented as an appeal, gave up filing a counter-offer on Monday to Engie's board of directors.
The State, a 22% shareholder in Engie, however voted on Monday "against the proposal to sell the Suez block to Veolia", "in the absence of an amicable agreement between the two companies", explained Bercy in a press release.
But if "the State has an important voice, the board of directors must act in the interest of all the shareholders", explained the president of Engie, Jean-Pierre Clamadieu, to journalists after the vote.
Veolia's improved offer, which offers Engie 3.4 billion euros (18 euros per share) for 29.9% of Suez, expired Monday at midnight.
Engie had said on Wednesday that he welcomed him "favorably".
Veolia had also accepted Sunday one of the conditions that were placed on it, by committing "unconditionally" not to file subsequently a hostile takeover bid on the rest of the capital of Suez.
From now on, the group will be able to file a “takeover bid”, subject to suspensive conditions linked to the approval of the competition authorities, which should take 12 to 18 months, he believes.
This gives him time to talk to Suez.
This offer will be at the same price as that paid to Engie, ie 18 euros per share, indicates Veolia, which nevertheless reserves the right to modify it in the event of events likely to affect Suez's outlook.
In search of "friendliness"
Suez is very upset against these plans, which he believes are synonymous with dismantling and social breakdown.
Veolia's offer "is hostile, whether it relates to the acquisition of the 29.9% block or the project as a whole," the group's board of directors reiterated on Monday before Engie's decision.
The board "regrets the haste of the board of Engie to want to decide without analysis and without prior discussion and dialogue on an alternative offer that preserves the social interest of Suez", he added, confirming "that it will implement all the means at its disposal to avoid a creeping takeover or de facto control ”.
The position of the Suez management is supported by the group's union representatives, but also political figures.
LREM deputies had thus invited the Minister of the Economy Bruno Le Maire "to give time to time".
For the State, which had set four criteria for acceptability of Veolia's offer, the price offered was appropriate.
But in addition to the friendly nature, details were missing, in particular the dates in the social guarantees provided.
An agreement also remains to be found on the Suez assets that Veolia will agree to sell, in addition to the