(MergerMarket) Scania minorities still in talks but ability to block VW bid ques

Scania minorities still in talks but ability to block VW bid questioned
Some of Scania's [STO:SCV-A] minority shareholders are continuing discussions over Volkswagen’s [ETR:VOW] SEK 200 per share offer to buy out the remaining shares in the Swedish truck maker it does not already own.

But a question remains over whether this investor coalition, dubbed “Friends of Scania”, holds enough to block the deal, which is conditional on 90% acceptances, said Albin Rannar of the Swedish Shareholders Association.

The group of investors comprises AMF, AP4, Alecta, Swedbank Robur and Skandia, Mats Andersson, AP4's CEO, told this news service. He said that the five investors have had discussions along the way and if they were to come to the same conclusion, they could block the deal.

Both Andersson and Rannar said they thought the “Friends of Scania” group controlled 6-7% of shares, but this cannot be verified.

On Monday, AMF was the first of Scania’s investors to publicly reject the bid. This decision was based on both its own analysis and the advice of Scania’s independent committee, according to AMF’s head of corporate governance, Anders Oscarsson.

AMF holds 7m Scania shares representing 0.83% of the share capital, according to Oscarsson, while AP4 holds over 0.5% of the shares, Andersson said. Alecta is believed to have 2.04% and Swedbank Robur 1.8%.

Oscarsson believes that it might take a week or two for other shareholders to make a decision as “we all have different processes”. All members of the group may not necessarily reach the same decision.

Rannar said he was awaiting Scania’s quarterly report, set to be published next Friday 11 April, before issuing any advice to the private individual investors that his association represents. Private shareholders held around 5% of Scania’s shares until recently, but some may have sold their positions on the market, said Rannar.

A wider group made up of around 15 institutional shareholders formed a group last year to express concerns at Scania’s 2013 AGM about the dissolution of the company's nomination committee. It is not clear whether this larger group is in discussions over Volkswagen’s bid.

The group controls around 12.5%, according to Oscarsson, while Peter Lundkvist of AP3 thought the figure was closer to 10%.

One investor of this wider group, Nordea, which owns 6.4m shares, said that it thought SEK 200 was a fair bid. Other members of the group, AP2 and AP3, said they were yet to reach a decision, while Llanego said it had sold its shares. Didner & Gerge declined to comment.

Some institutions have a more political view on the offer than others, noted a source close to Scania.

While Volkswagen may be standing firm now, its position may change closer to the 25 April deadline, the source said, noting that US group McKesson [NYSE:MCK] upped its bid for German peer Celesio earlier this year.

If Volkswagen’s offer were to be blocked by minority shareholders representing at least 10% of Scania’s capital, the German company could extend the offer and possibly start buying on the market, Andersson said. But a VW spokesperson said that the company is not buying Scania shares in the market and has no plans to do so.

The 14 March offer document states that neither Volkswagen nor any related parties had acquired any shares in Scania for the prior six months. The automaker holds 62.64% of Scania’s shares and controls 89.18% of the voting rights.