Investor activists want to stop Varta restructuring in court

Published: 2024-12-20 06:15:16 ET VAR1.DE

MUNICH (dpa-AFX) - The investors' association SdK wants to stop the restructuring plan for the battery manufacturer Varta before the Federal Constitutional Court. The reason is the planned reduction of the share capital to zero in the course of the restructuring, which would mean the complete loss of money for the free shareholders. This was announced by the SdK at the presentation of the new edition of the annual "Schwarzbuch Borse". Varta CEO Michael Ostermann defended the restructuring process.

Accusation: Restructuring law leads to expropriation of shareholders

The Varta reorganization is taking place within the framework of the Restructuring Act StaRUG, which is intended to spare companies in crisis from insolvency proceedings. The SdK's main criticism is that the StaRUG makes it possible for stock corporations to temporarily reduce their capital to zero before increasing it again. The free shareholders are then left empty-handed. "The legislator has thus effectively established an expropriation of shareholders without compensation," the SdK accuses the federal government in the new "Black Book".

The investor community had already lodged a constitutional complaint once, but Karlsruhe did not accept it. Now that the restructuring plan has been confirmed by the Stuttgart district court, the SdK is planning an extended constitutional complaint, as board member Markus Kienle said.

Varta CEO: Without restructuring, the company would be at risk

Ostermann commented on the SdK's criticism: "I did not want to assess the chances of the legal complaints in court. We understand the disappointment of the small shareholders," said the manager. "But there is no alternative to the StaRUG proceedings for Varta. It is about 4,000 jobs and the future of Varta." Without the StaRUG, there would be massive damage, which would not only affect the small shareholders, "but the entire company, its future viability and, of course, all employees".

Second appeal goes to the Stuttgart district court

The law offers "high potential for abuse", criticized Kienle. "For the independent shareholders, conducting the proceedings is usually associated with a total loss." The SdK intends to take legal action against the Varta restructuring plan on two levels: In addition to the extended constitutional complaint, the SdK intends to lodge an immediate appeal against the court confirmation of the restructuring plan with the Stuttgart District Court.

The Varta plan: debt haircut and reduction of share capital

The two main components of the Varta restructuring plan are a haircut and a reduction of the share capital to zero. Varta would be taken off the stock exchange and the shareholders would leave without compensation. "Whoever has the planning sovereignty also determines the result," said Kienle.

Varta then wants to issue shares again - but only to a company owned by the previous majority shareholder Michael Tojner and the sports car manufacturer Porsche. Both are paying 30 million euros each. A similar procedure was previously used to restructure the automotive supplier Leoni, where the independent shareholders were also left empty-handed./cho/DP/jha

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