Strabag wants to push Deripaska’s shareholding below 25 per cent with bpv Hügel

Listed construction group Strabag has initiated various capital measures to push the shareholding of sanctioned Russian oligarch Oleg Deripaska to below 25 per cent. At the same time, proceedings are underway at the Klagenfurt Regional Court against the resolutions passed at the annual general meeting in June 2023.

Strabag justified the steps at the general meeting by saying that it would have to accept “disadvantages and risks” if Deripaska’s company Rasperia Trading continued to hold a 27.8 per cent stake as the current shareholding gives it a blocking minority. In addition, this could also trigger problems in investment control proceedings. The construction group also cites contract awards where it has a worse chance with Deripaska as the beneficial owner. This is likely to be the case in Poland and the Czech Republic, among others, which accounted for about 12 per cent of the group’s construction output in 2022, at 1.13 and 1.09 billion euros respectively. The company also fears disadvantages with financing banks and insurance companies, and securities analysts would classify the current ownership structure as a risk factor.

The aim is to ultimately push Rasperia’s shareholding below the 25 per cent threshold by issuing almost 25 million new shares. This is because new share certificates are to go exclusively to the core shareholders Haselsteiner, Uniqa and Raiffeisen as well as the small shareholders in free float – not to Rasperia. Completion of the measures is planned for the first quarter of 2024 at the earliest.

The advisors

Strabag’s advisors have been the law & tax firm bpv Hügel, with partners Christoph Nauer (corporate/M&A, capital markets – pictured), Florian Plattner (litigation), Kornelia Wittmann, Gerald Schachner (both tax), Christian Schneider (public law/sanctions); and associates Roland Juill (corporate/M&A, capital markets), Johannes Mitterecker (corporate/M&A), Barbara Valente, Jasmin Slavik (both corporate/M&A, capital markets), Anna Zirkler (litigation), and Lucas Hora (tax; the latter four trainee lawyers).

Strabag’s in-house legal team, with Meera Ramakrishnan (Head of Corporate Austria), has also been active.

Firms Pistotnik & Krilyszyn, with Karl Pistotnik, and Herbst Kinsky, with Philipp Kinsky, has been advisors to the major shareholders.