Skoda offers Criteria and Escribano to join its Talgo merger bid

A proposal to integrate a Czech manufacturer with a Spanish group without an economic proposal is creating tension in Spanish law just days before the economy decides whether to veto the takeover bid for Magyar Vagon.

“We are waiting for new actors.” What the Minister of Transport and Mobility, Oscar Puenteexpected on May 15, when talk turns to a possible counter-takeover Talgowas formed on Monday thanks to a merger proposal made by Skoda, Czech train manufacturer, a permanent competitor of the Spanish company in the European market of regional trains.

Skoda, which has the support of the Spanish governmentintends to be accompanied by Spanish partners in this operation, the purpose of which is to thwart a takeover bid put forward in March by Hungary’s Hans Mavag. Part of the funding is covered by Hungary through the fund. CorvinA Hungarian consortium has offered Talgo shareholders five euros per share in cash in a takeover bid that values ​​100% of the Spanish company at 620 million euros.

According to the sources interviewed, Criteria, the investment arm of La Caixa, and the Escribano group, Indra’s main shareholder, could join the Skoda operation.although the Czech did not specify the terms of his offer. Both Spanish investors would have taken a backseat in the loophole-ridden merger attempt.

Unlike similar deals with Spanish listed companies, Skoda has not submitted a competing offer. Stock company PPF sent a document to Talgo’s board on Monday proposing a “combination of business and industrial integration” without offering economic compensation or an industrial plan.

“Without containing an economic proposal, Talgo has asked the Czech company for details of the proposal. and, in particular, indicate whether this offer to the company’s shareholders involves a reward higher than that offered by GanzMavag in the takeover offer announced on March 7, and whether it will be satisfied in cash,” Talgo said in a statement to The CNMV. It also asks you to explain “your current production and financial capabilities.”

Skoda’s lack of specifications comes at a key moment for the interests of Talgo shareholders, who are waiting for the government to make a decision on the Hungarian proposal via the Foreign Investment Board. Sources close to the Hungarian consortium note that on July 1 last year, the Foreign Investment Sub-Directorate of the Ministry of Economy last requested additional information from the businessman-led consortium. Andras TomborThis means that the deadline to submit an application will be August 10.

Given the government’s statements against the Hungarian proposal because of its links to the conservative government of Viktor Orban, Spain will veto the operation or at least allow the proposal to be rejected by applying a negative administrative law. Magyar Vagon has reserved the right to sue the EU company’s veto. which, in addition to offering a 40% bonus to Talgo shareholders, presented the CNMV with an industrial plan guaranteeing Talgo’s Spanish character and investments to double turnover within five years.

“If someone wants to merge or buy Talgo, they must present a better offer than ours,” Andras Tombor, who distances himself from any political relations with Viktor Orban’s party, stressed a few days ago.

Magyar Vagon suspicious of Skoda’s offerbecause he believes it is a financially struggling group that he believes is looking for a buyer following the death in 2021 of investor Petr Kellner, owner of PPF Corporation, which owns just under 90% of Skoda.

When asked by EXPANSIÓN, the Czech company denies financial difficulties. “The entire rail industry in Europe has been hit by Covid-19 and the Russian war in Ukraine. As a result, the sector is facing rising costs due to higher inflationary pressures, as well as delivery delays as a result of some of these events. Supply chain problems culminated last year and led to a decline in financial and operational performance, including due to risks that Skoda has reflected in its 2023 figures,” says a Skoda spokesman, who, however, did not want to elaborate. doubts about Talgo’s offer. The Czech offer yesterday sent Talgo shares up 1.2% on the stock market, to 4 euros per share.

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