No truce in the soap opera of the sale of 29,9% of the capital of Suez by its shareholder Engie. On the eve of a decisive advice from Engie who must decide on Monday on the offer of 3,4 billion euros filed by Veolia (the former General Waters), to buy its competitor Suez (formerly Lyonnaise des eaux), the two parties are sticking to their positions. While Veolia was talking this Sunday morning about "constructive discussions" to buy out its lifelong competitor and persisted in presenting its offer as "friendly", a board of directors of Suez was meeting at the same time. On the agenda, the result of a week of negotiations as discreet as they are tense between Antoine Frérot, the CEO of Veolia, Philippe Varin, the president of Suez, and Jean-Pierre Clamadieu, the president of Engie. The buyer, the one who does not want to be redeemed and the seller around the same table. But despite a dinner organized Thursday at the headquarters of Engie, the three protagonists did not find common ground after a month of highly publicized fight, rich in invective and twisted blows.

At the end of the Suez board of directors this Sunday, its president Philippe Varin sent a letter to the boss of Veolia, Antoine Frérot. letter of which Libération was able to find out. The text is as short as it is unambiguous. The author of the letter observes that "Suez has shown goodwill and spared no effort in seeking a solution acceptable to all.". However, he considers that "theThe proposals made do not reflect the industrial objective". This is why Philippe Varin believes that “the proposed operation, in particular the first stage of the purchase of the block of 29,9% of Suez shares by Engie, remains hostile.” A firm and apparently final inadmissibility to Veolia, which provided the same morning by press release “unconditionally undertake not to file a hostile takeover bid following the sale of the securities held by Engie in Suez”.

The “poison pill” is still there

We could not be clearer. Suez therefore reaffirms its refusal to see its main competitor in water and waste get its hands on 29,9% of its capital for 3,4 billion euros, before launching a public takeover bid (OPA) on the remaining 70% in a second time for a little more than 10 billion in total. This “Niet” has at least two direct consequences. First put the State shareholder of Engie (23,6% of the capital) in a delicate position. Bruno Le Maire, the Minister of the Economy, wanted at all costs to avoid a battle of rag pickers between the two French heavyweights of water and waste. Suez and Veolia are two world famous companies. Then if the operation is described as "unfriendly", it means that Suez will not dissolve the poison pill that he made last week to put a spoke in the wheels at Veolia. Namely, a foundation under Dutch law in which the control of Suez's activities in France was housed. This legal mechanism has the effect of making all Suez subsidiaries that distribute water in France non-transferable. However, it is precisely these activities that Veolia wanted to sell to the Meridiam investment fund in order to avoid finding itself in a dominant position. A situation that would inevitably be sanctioned by the Competition Authority since Veolia is already the number one water distributor in France.

This Monday, the seller Engie must therefore meet his board of directors, with the high probability that he will be tempted to sell the approximately 30% of Suez he owns to Veolia. In the meantime, an alternative takeover proposal could emanate of the French investment fund Ardian, the "white knight" whom Suez has called to the rescue. Ardian has the support of unions and employee shareholders of Suez. In a press release published this Sunday, the inter-union of Suez, which plans to bring the case to justice, announces that it "will fight until Veolia's offer is withdrawn": she thinks it is necessary "stop Veolia's takeover bid" to avoid “the assassination of an industrial flagship” and supports the “white knight” Ardian. The employee shareholders of Suez (4% of the capital) are in the same position. And they received at the end of the week the reinforcement of two tenors of the left, Jean-Luc Mélenchon and Arnaud Montebourg.

Mélenchon and Montebourg get involved

The leader of the Insoumis estimated in the columns of Libération that “water is a common good” et "should not be the subject of a war between private shareholders". The second wrote him an inflammatory letter to Prime Minister Jean Castex on October 2, whose existence was revealed by Freed, to say all the bad things he thinks of "the forced sale" from Suez to Veolia: “How can the government you lead allow such a large and robust company like Suez to be dismantled? thundered the former Socialist Minister for Productive Recovery when he saw the hand "oligarchic" by Emmanuel Macron.

On the En Marche side, not everyone sees this operation with a good eye either: in a letter sent on October 3 to the Minister of the Economy, Bruno Le Maire, the LREM deputy for Paris Pierre Person, supported by a quarantine of his colleagues, expresses a strong "worry" in the face of the turn of events: “If the merger goes through, it would be more of a forced marriage than a real merger wanted by the stakeholders,” he writes. Faced with the risk of job destruction, quantified by the unions "5000 in France and 10.000 worldwide out of the 90.000 employees at Suez”, Person asks The Mayor to “give time to time”. That of allowing Ardian to finalize its counter-offer which would make it possible to maintain the independence of Suez. And that of a "parliamentary control mission on the consequences of this merger on the commons". On the right, several LR deputies are in the same position.

Unions want to take legal action

In short, the affair is becoming politicized in the home stretch at the risk of embarrassing the government. Especially since the inter-union of Suez (CFE-CGC, CFDT, CFTC, CGT and FO) threatens from Monday to "seize the judicial authorities and in particular the National Financial Prosecutor's Office to report their serious questions or even their suspicions about the lawful nature of the operation".

Unless there is a final new deadline granted by Engie to the Suez camp, the time seems extremely short for this counter-offer from Ardian to be completely tied up, while that filed by Veolia at 3,4 billion euros, while completely firm, valid until Monday midnight. The Engie seller warned on Sunday that he would not examine "an alternative offer" for its shares in Suez “only if it is a firm offer and at a price at least equal to that of Veolia”. But this water battle has already reserved more than one twist for its spectators.

Jean-Christophe Feraud , Frank Bouaziz