According to Offshore Energy, Hamburg, the Executive Board and the Supervisory Board of Hamburger Hafen und Logistik AG (HHLA) have officially recommended that shareholders accept the takeover offer made by the MSC Mediterranean Shipping Company, the world’s largest shipping company. This recommendation follows the publication of their joint reasoned statement, expressing support for the proposed acquisition.
In addition to this recommendation, HHLA, MSC, and the City of Hamburg have entered into a binding preliminary framework agreement. This agreement outlines key aspects aimed at securing HHLA and its long-term business model.
The takeover offer by MSC, which was officially submitted on October 23, sought to acquire a substantial 49% share in HHLA, a prominent Hamburg-based logistics company, through one of its subsidiaries.
According to the framework agreement, the City of Hamburg will continue to be the majority shareholder of HHLA, managing the company jointly with MSC to foster its further development. The City of Hamburg intends to retain a 50.1% stake, while MSC plans to hold up to 49.9%.
Extensive negotiations between the Executive Board, Supervisory Board, the City of Hamburg, and MSC have resulted in commitments for the long-term development of HHLA. In the coming weeks, discussions will further refine specific points of the Business Combination Agreement (BCA) that have not yet been finalized in the preliminary framework agreement.
Angela Titzrath, Chief Executive Officer of HHLA, stated, “The preliminary framework agreement that has been signed addresses the key interests of all HHLA stakeholders. With the agreements reached, we are securing the future viability of HHLA and its business model. As the offer price is deemed adequate following our review, the HHLA Supervisory Board and the Executive Board recommend accepting the offer from MSC.”
Rüdiger Grube, Chairman of HHLA’s Supervisory Board, commented, “The commitments in the binding preliminary framework agreement cover various areas, ensuring the continued development of HHLA. With the support of the City of Hamburg and MSC, HHLA’s investment plans, neutrality, independence, and business model are secured, allowing us to move forward with our existing strategy.”
Key commitments in the binding preliminary framework agreement include:
- Subject to the approval of the Hamburg Parliament, the City of Hamburg and MSC will provide HHLA with additional equity capital of €450 million for investments in business operations over the next few years.
- The neutrality and independence of HHLA’s business model, particularly the intermodal subsidiary Metrans, will be safeguarded, ensuring equal treatment of all customers.
- HHLA retains decision-making authority over its investment planning, with support from the City of Hamburg and MSC for investment plans totaling at least €775 million in the years 2025 to 2028.
- Employee rights are protected, including the exclusion of redundancies for operational reasons for a minimum of five years, and co-determination within the HHLA Group continues.
- HHLA’s existing strategy will be upheld, with a focus on becoming a European logistics company, sustainably reorganizing the container segment, and expanding the European intermodal network, particularly through Metrans.
Despite recent protests by hundreds of HHLA employees in September, the boards have approved the takeover offer. The workers had voiced concerns about the partial sale of HHLA to MSC.
Fuente: Offshore.Energy.biz, Splash247, The Journal of Commerce