14 May 2018

Sika Takeover: Settlement among the Burkard family, Compagnie de Saint-Gobain and Sika



On May 11, 2018, the Burkard family sold all shares of Schenker-Winkler Holding AG (SWH) to Compagnie de Saint-Gobain (Saint-Gobain) for a purchase price of CHF 3.22 billion. The purchase price of CHF 3.22 billion reflects an increase of more than CHF 500 million from the purchase price agreed on December 5, 2014 between the parties.

SWH sold a 6.97% stake in Sika (representing a 23.7% voting interest in Sika) for a total consideration of CHF 2.08 billion to Sika. This amount contains a CHF 795 million premium over the market value of the Sika shares as of May 4, 2018. Sika will call for an extraordinary shareholders’ meeting to introduce unitary share class, cancel the opting-out clause, eliminate the 5% transfer restrictions and cancel the 6.97% shares acquired from SWH. SWH will retain 10.75% of the capital and votes in Sika for a minimum of two years and will be during that period the largest shareholder of Sika.

All pending litigation will be terminated and Sika will propose to the shareholders to terminate the mandate of the special experts.

Walder Wyss advised the Burkard family on the transaction and settlement. The team was led by Urs Schenker (Corporate / M&A, Senior Counsel) and further included Thomas Meister (Tax, Partner), Alexander Eichhorn (Corporate / M&A, Associate) and Samuel Lieberherr (Corporate / M&A, Associate).

News

News

14 May 2018

Sika Takeover: Settlement among the Burkard family, Compagnie de Saint-Gobain and Sika

On May 11, 2018, the Burkard family sold all shares of Schenker-Winkler Holding AG (SWH) to Compagnie de Saint-Gobain (Saint-Gobain) for a purchase price of CHF 3.22 billion. The purchase price of CHF 3.22 billion reflects an increase of more than CHF 500 million from the purchase price agreed on December 5, 2014 between the parties.

SWH sold a 6.97% stake in Sika (representing a 23.7% voting interest in Sika) for a total consideration of CHF 2.08 billion to Sika. This amount contains a CHF 795 million premium over the market value of the Sika shares as of May 4, 2018. Sika will call for an extraordinary shareholders’ meeting to introduce unitary share class, cancel the opting-out clause, eliminate the 5% transfer restrictions and cancel the 6.97% shares acquired from SWH. SWH will retain 10.75% of the capital and votes in Sika for a minimum of two years and will be during that period the largest shareholder of Sika.

All pending litigation will be terminated and Sika will propose to the shareholders to terminate the mandate of the special experts.

Walder Wyss advised the Burkard family on the transaction and settlement. The team was led by Urs Schenker (Corporate / M&A, Senior Counsel) and further included Thomas Meister (Tax, Partner), Alexander Eichhorn (Corporate / M&A, Associate) and Samuel Lieberherr (Corporate / M&A, Associate).