Rhoen Faces Four Investor Suits Aginst Vote on Threshold

Rhoen-Klinikum AG (RHK), a German hospital operator, was sued by four investors challenging a vote to abolish a 90 percent investor-approval threshold on mergers and other key decisions.

Asklepios Kliniken GmbH, a rival hospital operator, and shareholder B. Braun Holding GmbH filed two of the complaints in Nuremberg, Germany, spokespeople for the companies said. The other investors can’t be identified until the suits have been served on Rhoen-Klinikum, said Michael Hammer, a court spokesman.

Rhoen-Klinikum’s shareholders in June abolished a requirement that major decisions receive the backing of investors holding at least 90 percent of the voting rights. Votes from B. Braun opposing the change weren’t accepted because the medical-supply company’s representative wasn’t “duly legitimated,” Rhoen-Klinikum Chairman Eugen Muench said at the time.

The approval requirement played a role in derailing a takeover last year of Rhoen-Klinikum by Fresenius SE, another hospital operator. Braun, which competes with Fresenius’s Kabi intravenous-therapies division, bought a stake of at least 5 percent in Rhoen-Klinikum following the failed combination.

Hans-Juergen Heck, a spokesman for Bad Neustadt an der Saale-based Rhoen-Klinikum, declined to comment.

Fresenius offered 22.50 euros a share, or a total 3.1 billion euros ($4 billion), for Rhoen-Klinikum before abandoning the bid in September after Asklepios bought a stake to block the takeover. A successful deal would have created the biggest German hospital-operating network.

Asklepios, based in Hamburg, and Fresenius, which is headquartered in the Frankfurt suburb of Bad Homburg, each own at least 5 percent of Rhoen-Klinikum, equaling the stock held by Braun, according to data compiled by Bloomberg. Muench and his family own the biggest stake at 12.5 percent.

To contact the reporters on this story: Naomi Kresge in Berlin at nkresge@bloomberg.net; Karin Matussek in Berlin at kmatussek@bloomberg.net

To contact the editor responsible for this story: Kristen Hallam at khallam@bloomberg.net

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