Feud Arises Over Planned Sale of Sika to Saint-Gobain

A feud has sprung up in Switzerland over the planned sale of a controlling stake in family-controlled building chemicals producer Sika to French conglomerate Saint-Gobain for about $2.8 billion.

One of the world's largest manufacturers of specialty chemicals for the for the construction industry, including adhesives and sealants used in waterproofing and soundproofing, Sika employs more than 16,000 people in 84 countries and posted revenue of 5.14 billion Swiss francs in 2013.

Schenker-Winkler Holding, owned by the Burkard family - which also controls the Swiss chemical firm despite having only a minority shareholding - has called for an extraordinary general meeting to remove three board directors opposing the sale, including chairman Paul J. Hälg and board members Monika Ribar and Daniel J. Sauter, chairman of Swiss private bank Julius Baer Group.

The family, which already has three directors on Sika's board, wants to replace the three with nominees of its own. Schenker-Winkler holds 16.1% of Sika's capital, but has 52.4% of the voting rights, despite the fact that nearly 84% of the company founded in 1910 by Kaspar Winkler is in public ownership.

Sika's three oppositionalist directors have said they will resign, along with management, if the deal goes through. They contend that selling the stake to an industrial conglomerate could have negative consequences for the company's public shareholders. Saint-Gobain could incorporate Sika without buying any of the other 85.9% of shares.

A successful sale would be a "disaster for the public shareholders, among them pension funds," one analyst told the news agency Reuters.

Saint-Gobain, Europe's largest supplier of building materials with €42 billion in revenue in 2013 and 190,000 employees in 64 countries, said it hoped the deal would generate €100 million in annual cost savings from 2017.

The French group has said it does not intend to make an offer for the remaining shares of the Swiss company.