Rally as part of the day of mobilization of the intersyndicale de Suez against the offer of Veolia, in front of the Tour Engie, in September 2020. -
Veolia can resume its forward march towards the acquisition of Suez.
Justice acknowledged on Wednesday that the group did not have to consult "at this stage" the representative bodies of its competitor.
Ruling on the merits, the court of Nanterre considered that the social and economic committees (CSE) of Suez were "ill-founded in claiming that Veolia [had] become the majority shareholder by the effect of this sale" and therefore had no not to be informed.
Via press release, Veolia is delighted to "immediately recover all of its rights", an essential asset in view of the shareholder battle that could take place at the next general meeting of Suez in the spring.
Veolia intends to call there to disembark the management of Suez and launch its takeover bid on the rest of the capital of its competitor, after having acquired a first block of 29.9% in October.
A meeting on February 9 in Bercy
"Veolia's voting rights remain suspended on the basis of competition law and Veolia cannot file a public offer" unfriendly "on Suez shares", for its part reacted Suez.
In its press release, the group ensures that its CSEs appeal the decision.
This "confirms that Veolia has not failed in any obligation towards Suez employees", nevertheless ensures Veolia, now determined "to complete the creation of a world champion of ecological transformation".
"Based on the non-holding of 0.1% of the capital of Suez by Veolia, the court justifies the failure to take into account the opinions of the employees in a global takeover project yet clearly affirmed by Veolia", regrets the intersyndicale de Suez, which deplores an announcement "surprising" after several favorable court decisions.
Received at Bercy on February 9, it will be able to denounce the “dismantling” that it fears.
"It may be to step back to jump better", summarized Claude Vaillant, the lawyer of the European works council (EEC).
As requested by Veolia, which bought a first block of Suez shares in early October, the court considered that the consultation requested by the Suez CSEs could only be initiated by the controlling shareholder.
What Antoine Frérot's company is not - yet - with 29.9% of Suez's capital acquired from Engie.
Suspension in November
A judgment of the Paris court, confirmed on appeal on November 19, had suspended this takeover, as well as the takeover bid (takeover bid) that Veolia intended to launch on the remaining 70.1% of the capital, estimating that a the prior information-consultation procedure with employees had to be completed.
For months, Suez has been struggling to find a way to avoid being bought out by its competitor, which cut its cards at the end of August while a month earlier Engie had said it was "open" to the sale of its shares in Suez.
In mid-January, Suez thus announced that it had obtained an offer from the French Ardian and American funds GIP, to reach a "friendly solution" with Veolia, which immediately sent a notice of disqualification.
This offer aims to guarantee the sustainability of the two French water and waste giants by offering a way out for Veolia, from which it would be proposed to buy back 18 euros each its Suez securities, that is to say the same price. than the one paid to Engie.
“The board of directors asked me to work on alternative solutions and to look for other investors.
It is done, with this consortium which is ready to support Suez ”, defended the managing director of Suez, Bertrand Camus.
Antoine Frérot has however repeated many times that he refused to sell his stake.
The state distances itself
This plan B, which Suez took several months to bring to light, has the advantage "of ensuring the preservation of employment, the maintenance of essential competition, especially in France", according to Bertrand Camus.
The State, past its initial support for the buyout project by Veolia, has indeed distanced itself.
In order to respond to anti-trust laws, Veolia plans to sell Suez Eau France, the heart of its history, to the Meridiam fund.
A project that worries Suez employees and which is strongly denounced by the group's management.
“We stumbled on a small stone, but we were not condemned to be bought by Veolia.
There are other procedures in progress ”, now projects Franck Reinhold von Essen (CGT), the secretary of the Suez EWC.
Takeover of Suez by Veolia: The Paris court orders "the suspension of the operation" in summary proceedings
Suez-Veolia merger: The State calls for the return of discussions between the two groups