For the majority shareholder Jan Světlík, Monday’s general meeting of the Vítkovice, as group ended with an unpleasant surprise.
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On Monday, for the first time in history, Světlík’s board of directors was constantly pressured by minority shareholders, led by his age-old rival, Prague billionaire Karel Komárek. More precisely, his group KKCG Industry, which controls 12 percent of the shares in Vítkovice, as
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Subscription for Duohamer
Světlík’s Board of Directors came to the General Meeting with a proposal to subscribe for new shares worth 241 million crowns, which were to be acquired exclusively by the pre-determined company Duohamer. It would become the largest shareholder with more than a two-thirds share.
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Duohamer is represented by lawyer Rostislav Doleček, demonstrably connected with Světlík: he has represented an Ostrava industrialist in a number of disputes for which the documentation is traceable in public sources.
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By increasing the assets according to the original proposal, the company Vítkovice, as would be safely controlled by a company connected to Jan Světlík, who has been fighting with the minority shareholder Komárek for years. The shares of the current shareholders would be “diluted” in such a way that KKCG Industry would completely lose influence in the Vítkovice group.
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Although the minoritarians have never been able to enforce their will in Vítkovice, they have been given information about its management and the condition of its subsidiaries. Which they could use. It was Komárek-controlled companies that recently launched insolvency proceedings against indebted Vítkovice daughters. Insolvencies started the disintegration of Světlík’s empire, during which the Ostrava industrialist lost the most valuable part of the Vítkovice holding.
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In addition to the Vítkovice, as holding company, where it controls approximately four-fifths of the shares, Světlík also defended the Vítkovice Cylinders group, which covered the production of gas cylinders, in the trade war with Komárek in recent years. It stands outside Vítkovice and Světlík controls it safely.
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Even in the residual group Vítkovice, as, which lost its former flagship in the field of heavy and energy engineering or transport and where Světlík is still “bothered” by Komárek, valuable assets remain to this day. The holding covers several non-manufacturing companies, such as the Vítkovice IT Solutions technology company. And he owns valuable real estate, especially land, suitable for development projects. In the previous year’s annual report, Vítkovice lands are reported at a book value of 1.3 billion crowns, but their market value can be up to three times, according to a source from KKCG. The Vítkovice, as group employs about 500 people.
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Quarrel with minorities
The proposal to increase the capital of Vítkovice, as was justified by the representative of the minority shareholder Matěj Zachvej at the General Meeting by the need to strengthen the company’s capital. However, unexpected resistance rose from him from among the minorities. The debate was started by Komárek’s lawyers, who were joined by small shareholders who still hold about eight percent of the company’s shares since the time of privatization.
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The minority shareholders did not understand why all interested parties except the preferred Duohamer are excluded from the subscription of new shares. All the more so as Duohamer would acquire a stake in Vítkovice, as without spending additional capital – the company had to pay for the new shares by offsetting a receivable from Vítkovice, as, which it had previously taken over from other creditors.
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“The receivable comes from unpaid interest on a loan that Komerční banka once provided to Vítkovice. The entire receivable from this loan was recently taken over by the company E-Invest of the now deceased Martin Ulčák, from whom Duohamer obtained it through other companies, “says a source well informed about Vítkovice’s financial ties.
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Ulčák did business with Světlík for the summer, they were friends. The fact that Duohamer also represents Světlík’s lawyer signals that the receivable is under the control of the main shareholder Vítkovice and that it was a way to strengthen his position in the company.
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Peach: It was a stabilization
According to Vítkovice’s management, however, the proposal to increase capital had a different meaning: “We want our company to reduce the burden from the past and stabilize,” says Vítkovice Chairman Rodan Broskevič.
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“We attribute to the shareholders’ nervousness in relation to capitalization the misunderstanding of the fact that our company does not currently have sufficient funds to cover this liability. Capitalization is a benefit to shareholders, not a detriment. This was not understood even after many hours, “he added, emphasizing that after reducing Vítkovice’s indebtedness, the value of their shares would increase, it would help maintain the Vítkovice brand and strengthen the company for new projects. “In particular, it is a new development use of reclaimed areas, such as Agglomeration and Heap Hrabůvka,” he said.
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However, the minority shareholders did not accept these arguments and in dozens of speeches at the general meeting, they accused Světlík’s leadership of attempting to tunnel the group. The debate lasted for long hours, was emotionally heated, and was interrupted repeatedly. Jan Světlík himself was not present at the meeting, but his co-workers went with him to consult the situation on an ongoing basis.
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In the end, the representatives of the majority shareholder gave up the dispute over the capital increase after more than a 12-hour debate. Světlík’s lawyer Zachveja announced that the proposal would not be put to the vote. This is despite the fact that Světlík’s party would comfortably enforce the capital increase according to the original intention by the ratio of votes.
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“We therefore consider yesterday’s General Meeting of Vítkovice, as to be a turning point. For the first time in history, the minority shareholders came together and clearly showed Mr. Světlík that times had changed and that things were not what he had been used to for many years. That his personal interests are not the same as the interests of Vítkovice, as, “said Dana Dvořáková, spokeswoman for KKCG Industry.
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According to her, during the general meeting it became clear that Vítkovice, as had extensive assets and did not need any new capital. “This resulted directly from the statement of the company’s board of directors. This and other findings proved that Mr. Světlík’s proposal to subscribe for new shares is purposeful, “adds Komárek’s spokesman, who described the proposal as” further tunneling of the company under Mr. Světlík’s direction “.
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Yesterday, the General Meeting also approved last year’s financial statements of Vítkovice, as After a loss of CZK 3.2 billion the year before, the group achieved a pre-tax profit of CZK 162.8 million in 2019 with revenues of CZK 164.7 million.
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