At Lagardère, the match between big bosses refereed by justice -
CHAMUSSY / SIPA
Rififi at Lagardère.
For several months, a real showdown has been playing out with Arnaud Lagardère on one side, supported by Bernard Arnault and on the other, Vincent Bolloré and his ally Amber Capital.
In this battle, the Paris Commercial Court was called to decide certain points, an extremely rare decision concerning a listed company.
To sum up: the media giant Vivendi, controlled by Vincent Bolloré and the activist fund Amber Capital, are the first shareholders of Lagardère.
The latter wish to overthrow the group's supervisory board in order to be represented on it by appointing four new members.
Lagardère risked being outvoted
When management ruled out organizing an extraordinary general meeting, the two shareholders turned to the Paris Commercial Court to appoint an ad hoc representative responsible for convening it.
If the court gave its agreement, the heir Lagardère risked being outvoted, despite the rapid rise in capital in recent weeks of his new partner the luxury emperor Bernard Arnault.
Their joint offer has just reached 15% of the capital and 17% of the voting rights.
But justice did not go in their direction.
The court in fact dismissed all their requests on Wednesday, considering that they had not "demonstrated with the requisite evidence that they are pursuing a goal other than that of their own interests".
A victory for Arnault Lagardère.
No anomalies
To justify the urgency of organizing such a General Meeting without waiting for the one scheduled each year in May, Amber explained during the pleading hearing that she wanted to challenge as quickly as possible the early renewal, on August 17, of the mandate of manager of Arnaud Lagardère for four more years.
However, this renewal "is not contrary to any statutory provision" and "its desirability can be justified", wrote Wednesday the president of the commercial court Paul-Louis Netter.
"We do not find any anomaly in the formal functioning of the corporate bodies of Lagardère SCA", writes the court more generally.
Vivendi and Amber plan to appeal
Lagardère's management and supervisory board welcomed a decision "in line with the group's social interest, for which the stability of the governance bodies is essential to ensure the implementation of the new strategic roadmap".
They “reiterate their common concern for openness in order to restore a constructive and peaceful shareholder dialogue.
"
Vivendi and Amber have for their part announced their intention to appeal.
For the heir Arnaud Lagardère, it is an opportunity to breathe because in the case of a general meeting, he would risk being outvoted.
Bolloré has acquired control of 27% of the shares
Opposite, Mr. Bolloré, invited in April to support the management, has now acquired control of 27% of the shares, and 20% of the voting rights: a position he particularly likes, at the threshold of the automatic triggering of a public offer on the publishing group (Hachette) and distribution in stations and airports (Relay), not to mention the media (JDD, Paris Match and Europe 1).
Vivendi benefits from more than one right of first offer on the 20% stake held by Amber Capital.
Qatar's sovereign wealth fund (13% of the shares and 20% of the voting rights) would then be called upon to decide between them.
However, this historic support of Arnaud Lagardère was taken out of his reserve at the end of September to publicly qualify Vivendi and Amber's request as "legitimate".
"Shareholders who dream of having my scalp"
Arnaud Lagardère has long ruled out giving up his sponsorship, but was forced this year to try to monetize it.
In the agreement concluded with Bernard Arnault to whom he sold 27% of his personal holding to pay off part of his personal debts, he mentions the exchange of his privileged status for shares in his group, which has suffered from the crisis health but whose share price has benefited from this fight between billionaires.
According to Capital, he also met one-on-one Vincent Bolloré, his neighbor in the upscale neighborhood of Villa Montmorency in Paris.
“Obviously, I will not + cancel + with shareholders who dream of having my scalp and who want to cut up my business, like Amber Capital.
But if I manage to have in front of me people who want to do it in an intelligent and peaceful way, why not, ”he told the magazine on Friday, also affirming that“ Vincent Bolloré is not (his) enemy ”.
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