AXA Moves Ahead on ‘Squeeze-out” of German Minority Shareholders

France’s AXA Group announced that its “squeeze-out of the minority shareholders of its German subsidiary AXA Konzern AG” is proceeding.

AXA announced last year that it planned to acquire the remaining 7.24 percent of the shares of the German subsidiary it didn’t already own (See IJ Website Dec. 23, 2005). It now proposes to acquire the remaining 3.2 percent of AXA Konzern shares it hasn’t already acquired, i.e. the ones that didn’t accept the original offer, at a price of €134.54 ($172.13) per ordinary share and preference share.

AXA described its initial offer as “a success, with AXA reaching a direct and indirect holding of 96.8 percent of the share capital of AXA Konzern as of the end of the offer period, thereby exceeding the 95 percent threshold that is a condition to launching a minority squeeze-out. Under the terms of the voluntary public offer, shareholders who tendered their shares to AXA at €129.30 per share during the offer period will also benefit from the higher squeeze-out price of €134.54 per share.”

The resolution of the squeeze-out will be submitted for a vote at the annual general meeting of AXA Konzern scheduled on July 20, 2006.

AXA also said it “will also proceed with a squeeze-out of the 0.44 percent minority shareholding in Kolnische Verwaltungs-Aktiengesellschaft fur Versicherungswerte AG (“KVAG”) at a price of €2,042.01 [$2612.55) per ordinary share. The principal asset of KVAG is a 25.6 percent stake in AXA Konzern’s share capital.” The resolution of the squeeze-out will be submitted for a vote at the annual general meeting of KVAG, scheduled on July 21, 2006.

“The total investment of the squeeze-outs of AXA Konzern’s and KVAG’s minority shareholders of €144 million [$184.23 million) will be self-funded, and slightly accretive to AXA’s EPS,” said the announcement.

AXA also said it is “launching in parallel the squeeze-out of the minority shareholders of its listed life insurance subsidiaries, AXA Lebensversicherung AG (“AXA Leben”) (0.86 percent of the share capital) at a price of €62,80 [$80.35] per share and Deutsche Arzteversicherung AG (“DAEV”) (2.13 percent of the share capital) at a price of €57.94 [$74.13] per share, for a total investment of €12 million [$15.35 million].” These two “squeeze-out operations” will be voted upon at the annual general meetings of AXA Leben and DAEV, scheduled on July 18, 2006 and July 17, 2006, respectively.

Upon the completion of these four transactions, AXA will own directly or indirectly 100 percent of all its German subsidiaries.