BERLIN – Germany is rushing to purchase a stake in EADS by year-end, fearful that the owner of the shares, carmaker Daimler, could unload them on the open market and hurt Berlin's influence in the aerospace group, a government document obtained by Reuters showed.
In a paper sent to the budget committee of Germany's lower house of parliament and dated October 23, the economy ministry warned that Berlin risked losing out to France in its quest for equal control over EADS.
Germany's scramble to buy the stake comes weeks after talks on a $45 billion merger between EADS and Britain's BAE Systems collapsed. Berlin vetoed the deal out of concern it would further reduce its influence.
Under the plans sketched out in the document, state-owned development bank KfW would increase its EADS stake to 13 percent from 1 percent in two steps to be carried out by the end of this year.
In a first move, it would buy out the 4.5 percent held by seven financial institutes in the Dedalus consortium. After that it would purchase half of the 15 percent stake that Daimler holds in EADS.
"The entire transaction needs to be carried out fast, otherwise there is a concrete danger that Daimler could sell its shares on the open market. With that, the Franco-German balance would be lost to Germany's detriment," the document said.
In the document, the ministry requests that 1.65 billion euros be freed up to purchase the Daimler stake. In a footnote, it says an additional 1 billion euros will be needed to buy the Dedalus share.
The German government and KfW declined to comment.
Even if Berlin pulls off the deal in the coming months, the German government risks seeing its influence wane because of a shareholder pact which effectively prevents KfW from obtaining full voting rights associated with the stake it plans to buy.
Were it to obtain those rights, KfW would be forced to make a tender offer to minority shareholders under Dutch law. EADS is incorporated in the Netherlands.
Reuters reported last week about the legal minefield surrounding the shareholder pact.
"In view of Dutch takeover law and the goal of avoiding a takeover bid resulting from KfW entering into the shareholder pact, it is unavoidable that our participation rights deviate from those of the French government," the ministry said.
"The federal government is aiming to keep these deviations as small as possible."
According to the ministry, KfW needs the approval of the French government to enter the EADS shareholder pact. It said negotiations with Paris had been at a very advanced stage in July before the EADS-BAE merger talks interrupted them.
"Ever since (the merger failed), negotiations with France and Daimler concerning the share purchase have been vigorously pursued," the document said.
A spokesman for Daimler reiterated that the carmaker intends to further reduce its EADS stake by the end of this year and that talks with the German government were very constructive.
The German carmaker currently owns 15 percent of EADS shares and exercises the voting rights for another 7.5 percent parked with the Dedalus consortium.
(Reporting by Matthias Sobolewski, Christiaan Hetzner and Arno Schuetze, additional reporting by Philipp Halstrick; Editing by Noah Barkin)