Even on Saturday, the "Switzerland over the weekend" had written, it is still open to say whether it is coming at all: the big battle for Implenia is coming. Implenia is still back, in the background, conversations would run. Today, Veraison has confirmed that the talks have been sought, a compromise – but the talks have failed.
The eight most important questions and answers in the fight against the largest Swiss construction company:
1. What is new?
In a press statement raised, discussions were held with the Board of Directors and their advisers. Dabei has sought a solution that better protects the interests of existing shareholders. Previously, Veraison had been briefed by the Board of Directors, working on a flattering endorsement of existing shareholders.
Veraison also supported the Implenia Board of Directors, taking its concerns seriously and being open to alternatives. However, he only wanted to negotiate, if he kept the prerogative and conditions, rather than a halting agreement. Leaving the Veraison Those negotiations have failed, at least first. "We are looking forward to breaking down the talks with Implenia on alternatives."
Damit, the search for a compromise was aborted. The signs rise to confrontation. Here are the most important questions and answers to the ongoing conflict.
2. Who is being sued at all?
The Implenia Board of Trustees had proposed: The Development Division be charged to the Implenia Group. But one part of the project was relocated from the Development Division and transferred to a new plant vehicle. Investors can buy these vehicles privately. Implenia received new capital, which could have progressed Projects more quickly. The plans were proposed on the Investor Day. According to the manager, they say: Expanding their own value chain. You could also say: Implenia is shaking up competition in the Swiss Boden business.
This suggestion has been heavily criticized by Veraison. Intrasparently, the precautions said: It remains unclear at what price the projects have been transferred to the new construction vehicle. These would be the shareholders, since they had no clear rights in the construction vehicle. Veraison provided a different path. The development partner is to be separated from Implenia and brought to the stock exchange. Das said a clean, transparent solution. Veraison therefore requires an extraordinary general meeting, and this should provide a consultative vote on the split.
3. Who is going further?
Veraison asked the Implenia Board of Directors to convene this extraordinary general meeting. The shareholders should then be asked whether they understand this, break down the Development Division and bring it to the stock exchange. However, the vote will not be binding, but only consultative.
In addition, the extraordinary general meeting should decide whether to elect the current Board President Hans Ulrich Meister. I should be blamed for the fact that the stock price has developed very poorly in his tenure. In his position, Peter Bodmer is to become new president, a former Implenia man.
The board must now decide on these desires.
4. Who will decide the conflict?
Veraison itself holds only about 2 percent in Implenia. Yet his word gains additional weight: He had the support of Implenia wholesaler Max Rössler. Together, Veraison and CEO Gregor Greber form a shareholder group. The 79-year-old Rössler is Implenia loyal, having been founded since 2006. It holds around 1
Rössler's claims are not publicly available, as is the usual spate of activists: companies break into two parts, and the stock exchange reads with the two parts then make more cash than with the the entire company. Rössler can now really not be thrown away, if at the fast money to be spent.
It still seems to tact. Once it had been placed, a split of the development would go far. Lastly, he stressed his concern that the plans of the Implenia Management Board could actually be harmed as being appropriately appropriated.
5. Was standing on the game – unprotected without Lex Koller?
Veraison said, if the Implenia Board of Directors went through with its plans, the existing shareholders would be expropriated. This fear probably moved Rössler too, together with Veraison and Gregor Greber. Implenia itself has so far hardly expressed itself publicly. There are still suggestions and general analyzes of the situation. In the financial market, the potential consequences of a split have been precisely in the eye. One thing to do with the Lex Koller.
This Lex Koller severely restricts foreign investment in Swiss soil. As a result, today's implements could not be taken over by foreign investors. This was already evident when the British hedge fund Laxey launched a takeover attempt in 2007. The then Implenia Board of Directors denied Laxey the full entry of the shares. Laxey was blocked and lost the takeover fight. In November 2009, he gave up.
A split of the Development Division would repossess Implenia as pure construction companies. These could then also be taken over by foreign investors. The largest Swiss construction companies went overseas property. The consequences of this for the workplaces in Switzerland are still unclear.
6. Was Power The Development Division Exactly?
This development then assumes that Implenia finds new areas. Some that may not have been built at first. It is lacking in appropriations and implements must convince all authorities. Or it is to small plots and Implenia buys more together. Only then does a habitable area emerge. If you are all prepared, your own developers will then pick up quotes at the actual construction business. Investors are offered and sold the finished project. Now drive the building cranes
7. In the Development Division, both camps want to change it, the Implenia Board of Directors and Veraison – why, really? Implenia still delivers the key project. But the deal still says the financial has been negotiated. But one industry expert says: "After this phase comes the real increase in value." With the offices, stores or apartments created by Implenia, investors earn good money: foreseeable, without fluctuations. First and foremost: They make extra profits, because higher values can be added to the projects in the books. Firstly, we will assess land and construction costs. Later after future revenue. In the end, it may be true that you have insurance that counts otherwise – and that doubles the construction cost. Implenia had nothing more then
This status quo is valid for Implenia. It actually does the most important work in this value chain. She finds suitable offers and is not buildable. "That is what everyone in the industry wanted," says der Kenner. Areas that everyone buys have a market price. They are expensive, but the large Reibach is not possible. Implenia also wants to cut a larger piece of business with the development. They want to develop their foundations themselves to the end: build their own bill, take the buildings on their own books. But that is why she needs money that she does not have today.
8. Who are the key figures on both sides of Implenia?
Hans Ulrich Meister becomes new Implenia board president in spring 2016. Lastly, he worked for about 30 years for both Swiss wholesale banks UBS and Credit Suisse. In the end he was struggling to learn the next stage on the career ladder at Credit Suisse. Meister is held by former longtime chef Anton Affentranger in Implenia. However, in the fall of 2018, there had to be an affair. It says Affentranger and Meister had been fired.
CEO André Wyss will resign as new chief executive in October 2018. Wyss spent three decades at the Novartis Pharmaceutical Group, and he did not work at the head office in Basel. When he applied to Implenia, the corporation and the stock exchange had prepared a break in the back. The expectations of the foreign business were not fulfilled. Point out space. In December, he announced that foreign trade had needed to write off depreciation. Later went the long-time CFO. However, the course feels even deeper. Wyss had almost involuntarily prepared the ground for the reunion.