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The eBearing News
November 13, 2008
Schaeffler Seeking Options for Excess Continental Shares
copyright © 2008 eBearing Inc.
Schaeffler Group (Germany; parent of LuK and INA/FAG Bearings) is reportedly evaluating
its options in acquiring Continental AG (Germany) as Conti's share price continues to
tumble along with its potential in the slumping global auto industry it serves.
Schaeffler has bid €75 per share for Continental's outstanding shares, but since
the deal was announced, Conti's shares have plummeted to the €35 range.
Amid the turmoil, 90% of Continental's shares were tendered off to Schaeffler's offer -- far in
excess of the 50% maximum stake negotiated between Schaeffler and Continental. Therefore,
Schaeffler must find buyers as soon as possible for that excess 40%, or "warehouse" the shares
by having one of its banking partners acquire the shares.
However, if it warehouses the excess shares, Schaeffler will still have to finance the entire
90% position, leaving it deeply in debt and underwater on the excess shares.
One option reportedly being explored would involve a friendly co-investor to buy Schaeffler's excess
shares, then agree to gradually sell them back to Schaeffler in the future (the agreement with
Conti allows Schaeffler's ownership share to grow gradually). Maria-Elisabeth Schaeffler
said: "It cannot be ruled out that a long-term oriented investor could take a larger
stake in Continental."
It should be noted that Schaeffler has not been paying €75 for every Conti share;
as the price declined, Schaeffler was reportedly actively buying them on the open market
at prices far below the €75 level. Schaeffler has not revealed a strategy for which
shares and at what price it will keep or dispose of the excess Conti shares tendered.
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