The legal imbroglio continues in the interminable saga of the sale of Provence. The commercial court of Marseille suspended, Thursday, June 16, the decision of the board of directors of the newspaper which had given, on May 9, its approval to the takeover offer of 81 million euros issued by the CMA-CGM , despite the two votes against representatives of the newspaper’s minority shareholder, Xavier Niel (individual shareholder of World). Seizure in summary proceedings by Mr. Niel, who owns 11% of the capital and also wishes to buy Provencethe justice considered that the representatives of the businessman had been deprived of their right to vote in a way “unlawful”.
“It is clearly not apparent from the powers of the Chairman of the Board of Directors to Provence not to count these votes cast, on the grounds that they would be abusive or that they would not be valid”, assures the judge in his order. This decision puts on hold the sale of the 89% of shares held by the Bernard Tapie Group in this press company with 850 employees, which publishes newspapers Provence and Corsica Morning. The interim order issued by the judge refers to the hearing on the merits of the case, which is to be held before this same commercial court on June 29.
On May 9, the board of directors of Provence took place in a stormy atmosphere and in a baroque manner. While the company’s main unions had called on the directors to give their approval to the CMA-CGM offer, which they support, anti-Xavier Niel graffiti appeared the previous night at the entrance to the company. During the meeting, the company’s CEO, Jean-Christophe Serfati, refused to take into account the votes cast by the two directors representing Avenir Développement, a subsidiary of NJJ, Xavier Niel’s holding company.
“A rough passage in force”
Mr. Serfati then mentioned the presence of a conflict of interest concerning the two directors. He also refused to count the voting delegation of the fifth director, Stéphane Tapie, who, absent, gave a proxy to the representative of Mr. Niel, Anthony Maarek, to oppose the shipowner’s offer. According to Mr. Serfati, the son of Bernard Tapie, representing the Bernard Tapie group (GBT), owner of the newspaper, could not validly give power of attorney to a director representing another shareholder.
This procedure, conducted in the presence of GBT’s two judicial liquidators, enabled the CEO to Provence to announce the unanimous validation of the offer of Rodolphe Saadé, the owner of CMA-CGM. Two votes, out of the five administrators, were taken into account: that of the general secretary of Provence, Virginie Layani, and that of Mr. Serfati. A situation immediately denounced by the representative of Xavier Niel, evoking “a rough passage in force”.
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