By Eyk Henning
FRANKFURT--Some representatives of Rhoen-Klinikum AG'S (RHK.XE)
supervisory board are willing to step down, a condition health-care
company Fresenius SE & Co. KGaA (FRE.XE) has set before making
a second bid for the hospital operator, several people familiar
with the matter told Dow Jones Newswires Thursday.
A deal isn't a foregone conclusion, however. Fresenius's
supervisory board still has to rubber-stamp a second offer after
the company failed to secure enough of Rhoen's shares in an attempt
earlier this year. Fresenius would create the largest hospital
operator in Germany with 6 billion euros ($7.52 billion) in revenue
by merging Rhoen-Klinikum into its hospital unit Helios.
"Rhoen's capital representatives on the supervisory board are
willing to step down, and signed agreements in the last couple of
days," one person close to Rhoen-Klinikum's supervisory board
said.
Fresenius made the resignations a prerequisite before launching
another bid. It wants to put its own people on the board, which
would help it gain control over Rhoen-Klinikum and realize
synergies, people familiar with the matter have told Dow Jones
Newswires.
Both Fresenius and Rhoen-Klinikum declined to comment.
While some people familiar with Fresenius's thinking said the
supervisory board is working constructively to get the deal done,
others suggested a few members on the committee have recently
raised concerns about the transaction's complexity.
Should the board OK the deal, Fresenius would make an unchanged
bid of EUR22.50 per share, valuing Rhoen-Klinikum at EUR3.1
billion, but lower the minimum acceptance threshold to just over
50%, instead of the 90% targeted in the first bid, Dow Jones
Newswires reported earlier.
In Fresenius's first offer, investors tendered 84.3% of
Rhoen-Klinikum's shares.
Fresenius Chief Executive Ulf Schneider recently told analysts a
decision on another offer for Rhoen-Klinikum would be made in
August.
The potential new offer takes account of ownership changes at
the hospital operator. While Rhoen-Klinikum founder Eugen Muench,
who owns 12.45% of the company, continues to support Fresenius,
some competitors also hold stakes now. Hamburg-based hospital firm
Asklepios Kliniken GmbH has acquired a 5.01% stake and
pharmaceutical company B. Braun Melsungen AG has built a stake of
more than 5%. Hospital operator Sana Kliniken AG holds a stake of
just under 3%, people close to the matter have said.
Write to Eyk Henning at eyk.henning@dowjones.com
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