The Hungarian group Ganz Mavag (Magyar Vagon) has withdrawn the takeover bid it had launched, for 620 million euros, to control 100% of the train manufacturer Talgo, after the Government vetoed its offer on Tuesday and after Brussels endorsed the Spanish decision. According to sources close to the Hungarian group consulted by EFE, the decision was taken at the meeting held this Thursday in Budapest by the board of directors of the consortium.
On Friday, the group sent a note to the National Securities Market Commission (CNMV) in which, at the request of the regulator, it confirmed the veto and stated that it “intends to initiate all legal actions within its reach, both at national level and within the European Union” to oppose the decision of the Council of Ministers, which it considers “not in accordance with the law”.
In particular, the court plans to appeal in the first instance to the Administrative Litigation Division of the Supreme Court, for which it has two months, “asking for its annulment and compensation for all damages and losses caused.” It is also considering appealing to “the competent bodies of the European Union.”
Ganz-Mavag says that the veto “lacks the slightest motivation and leaves the Offeror completely defenseless” and insists that its offer “complies with all legal requirements.”
Does not rule out presenting another offer in the future
Ganz Mavag has thus agreed to withdraw its takeover bid and maintain a legal strategy against the Spanish government’s decision, and has not given up on presenting another offer in the future to take over Talgo.
The consortium “continues to believe that the offer submitted by Ganz-Mavag was attractive for Talgo shareholders (who are being unlawfully deprived of this possibility) and in the best interest of the company and all its stakeholders, as expressly confirmed by the Board of Directors of Talgo, and therefore, depending on how the circumstances evolve, the Offeror may consider, where appropriate, re-submitting an offer for the acquisition of 100% of Talgo”.
The Spanish government vetoed the Hungarian group’s entry into Talgo on Tuesday, considering that there were “insurmountable” strategic interests and reasons of national security, based on secret reports that would warn of the risk of an operation behind which the shadow of Russia looms. Now Talgo is in a compromised situation, without industrial capacity to cope with the avalanche of orders, exposed to multi-million-dollar fines for late deliveries, and with a core of shareholders (the Trilantic fund and the Oriol and Abelló families) eager to sell their 40%.
The Council of Ministers, in its first meeting after returning from vacation, ratified the position of the Foreign Investment Board (a multi-ministerial body led by the Ministry of Economy) against the takeover bid for those “insurmountable” reasons of national security, which the Government has not revealed because it has decided to declare the information in this case classified.
The Hungarian consortium announced that it would appeal the decision in all possible instances, both in Spain and in Brussels, according to sources from the group who spoke to EFE.
However, the Spanish government says it feels supported by Brussels in its veto of the Hungarian public-private consortium’s takeover bid, after the European Commission (EC) stated on Thursday that it is a decision that is up to Spain and does not need to be communicated to the Community Executive.
“These decisions are the prerogative of the Member States. We have no specific comment,” said EU spokesperson Francesca Dalboni at the Commission press conference.
Dalboni recalled that European legislation allows Member States to “restrict” free movement within the European Union (EU) on grounds of public security, although the measures adopted must be “justified and proportionate”.
Criteria remains interested if there is an industrial partner
On the other hand, CriteriaCaixa, the investment holding company of the La Caixa Foundation, has not changed its position regarding its entry into Talgo after the Government vetoed the Hungarian takeover bid, and will therefore consider acquiring a part of the company only if there is an industrial partner to lead the operation.
“Our hypothetical entry into the capital of Talgo is subject to the appearance of an industrial operator to lead the project,” sources from the company confirmed to Europa Press. Furthermore, they will only do so if they have the approval of the Government. The same sources stress that Criteria’s role is in any case secondary, since they will wait for an industrial partner dedicated to the same industry as Talgo to enter the project, and then they will study their involvement.
Once the operation was vetoed by the Government, the Czech company Skoda, which had already proposed a business combination to the management of Talgo on two occasions, could be one of these industrial partners, as it is also dedicated to the manufacture of trains.
Source: www.eldiario.es
