Deutsch
A A A
Bereichsnavigation

Previous
RHÖN-KLINIKUM AG | 07/30/2013

RHÖN-KLINIKUM AG: Intended increase of Asklepios’ shareholding in RHÖN-KLINIKUM AG to 10.1% of all shares prohibited by Federal Cartel Office

By resolution dated 12 March 2013, the German Federal Cartel Office (Bundeskartellamt) had approved the increase of Asklepios Verwaltungsgesellschaft mbH’s (“Asklepios“) shareholding in RHÖN-KLINIKUM AG to 10.1% subject to, amongst other conditions, the condition precedent of Asklepios selling the Harz clinic (Dr. Herbert-Nieper-Krankenhaus) and the medical service center (MVZ Harz) operated by Asklepios in the Goslar area to an independent hospital operator. For that purpose, Asklepios was also obligated under the resolution of the Federal Cartel Office to appoint a hold separate manager and a security trustee (Sicherungstreuhänder).

On 29 July 2013, the Federal Cartel Office informed the Company that Asklepios will not fulfil the condition precedent. The mandates of the hold separate manager and the security trustee, which had been issued in the meantime, have been terminated by Asklepios. Hence, the conditions precedent can no longer be fulfilled. The Federal Cartel Office has declared that the intended increase of Asklepios’ shareholding to 10.1% is now prohibited in accordance with the resolution of 12 March 2013.

Due to the prohibition, the decision of the Federal Cartel Office of 12 March 2013 challenged by RHÖN-KLINIKUM AG before the Higher Regional Court of Düsseldorf is obsolete (erledigt) in a legal sense. RHÖN-KLINIKUM AG intends, however, to continue the clarification of the legal situation pursued with the appeal procedure by way of a continued appeal (Fortsetzungsfeststellungsbeschwerde). Thereby the Company intends, in view of a possible renewed filing for merger control clearance of the acquisition of a blocking minority by Asklepios, to have determined by the court that the merger control clearance of such acquisition is impermissible for a variety of reasons that, from the Company’s point of view, were not taken into consideration in the Federal Cartel Office’s decision of 12 March 2013.

„RHÖN-KLINIKUM AG welcomes the declaration of the Federal Cartel Office that the requested increase of Asklepios’s shareholding is now prohibited.”, said the Company’s CEO Dr. Martin Siebert. “It increases legal certainty and substantially improves our strategic development prospects.”

On the question whether the appeal procedure pending against the resolution of the Federal Cartel Office of 12 March 2013 is now obsolete, Siebert said: “The procedure is obsolete in a legal sense. We intend, however, to continue the clarification of the legal situation by way of a so-called Fortsetzungsfeststellungsbeschwerde.” In view of a possible renewed filing for merger control clearance of the acquisition of a blocking minority by Asklepios, the Company has a legitimate interest in that respect.