The Indians could participate in the listed Pierer Mobility instead of the operational KTM.
In order to prepare a simpler shareholding structure between the Pierer Group and the Indian partner Bajaj, a special general meeting of Pierer Mobility AG is planned for February 26th. The industrialist Stefan Pierer and Bajaj Auto have been discussing the subject for some time. In the future, the Indians could take a direct stake in the listed Pierer Mobility AG instead of the operational KTM AG, but the Pierer Group would retain the majority control, it said in November.
preparation
Consideration is given to transferring Bajaj's 48 percent stake in the operative KTM AG to Pierer Mobility AG, in which Pierer Industrie AG has a stake of over 60 percent. Pierer Mobility holds 51.7 percent of KTM, Bajaj Auto around 48 percent.
“In preparation for a possible implementation of the simplification of the shareholding structure, the takeover regulations should be coordinated in a first step due to the dual listing on the Six Swiss Exchange and the Frankfurt Stock Exchange,” said a statement from Pierer Mobility AG on Wednesday evening.
At the AGM on February 26, the proposal will be made to add a new provision in the articles of association that would include an opting-out under Swiss takeover law. An opting-out in the articles of association means that whenever there is no obligation to make an offer under the provisions of Austrian takeover law, there is also no obligation to make an offer under Swiss takeover law.
No takeover
If, on the other hand, there is a mandatory offer under Austrian law, the provisions of Swiss takeover law should continue to be observed. The Swiss Takeover Commission declared the inclusion of the opting-out clause to be valid under certain conditions by a ruling dated Tuesday of this week. The opting-out made it clear that there would be no takeover under Swiss law either.
In November it was announced that Pierer Industrie AG, in preparation for the transaction, would bring its stake in Pierer Mobility AG of 60 percent of the share capital into a “PTW Holding AG” through a contribution in kind, which would be an immediate 60 percent -Become a shareholder of Pierer Mobility AG.
After completion of the transaction, Pierer Mobility AG's stake in KTM AG will increase from currently around 51.7 percent to around 99.7 percent. The Bajaj stake would then run through the listed Pierer Mobility (formerly KTM Industries) instead of KTM AG.
