By Marta Falconi
ZURICH--A group of Sika AG (SIK.VX) shareholders has asked for a
change to the Swiss company's articles of incorporation to make it
more difficult for French materials conglomerate Saint-Gobain SA
(SGO.FR) to buy the chemical maker.
On Tuesday, the Ethos Foundation and 11 shareholders who hold
shares representing 1.7% of Zurich-based Sika's capital, said they
have submitted a resolution requesting the company drop an "opting
out" clause at an expected extraordinary shareholder meeting.
The clause allows an investor who purchases shares representing
more than a third of the company's voting rights to be exempted
from the obligation to make an offer for the rest of the
shares.
"This is very detrimental to minority shareholders and endangers
one of the flagships of Swiss industry," Ethos said in a
statement.
The call for the vote comes two weeks after Sika became
embroiled in a takeover tussle following an agreement between
Saint-Gobain and members of the Burkard family, descendants of the
company's founder. Saint-Gobain agreed to pay 2.75 billion Swiss
francs ($2.8 billion) in cash for Schenker-Winkler Holding AG, a
family company that holds 16% of Sika's capital but represents 52%
of its voting rights.
In a statement, Sika said its board "will examine the request
and proposal and will comment in due course." Saint-Gobain said the
action "has no legal basis."
Sika, with annual sales of more than CHF5.14 billion, supplies a
range of additives for concrete and cement. It also makes
waterproofing products for the building sector and noise-damping
products for automobile makers.
In late afternoon trading, Sika shares were 2.07% higher at
CHF2,964.
Write to Marta Falconi at Marta.Falconi@wsj.com
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