* Daimler sells 7.5 pct stake in EADS for 1.66 bln euros
* Placing priced 27.23 euros per share, top end of range
* Sale part of new shareholder pact at EADS
* EADS shares close 8 pct higher, Daimler up 1.2 pct
(Adds geographical breakdown of sales, deal details)
By Christiaan Hetzner and Alexander Hübner
FRANKFURT, Dec 6 German carmaker Daimler raised
over $2 billion from a lightning sale of shares in Airbus parent
EADS on Thursday, making it the first beneficiary of a shake-up
of the European aerospace group that drove up shares in EADS.
Daimler's sale of a 7.5 percent stake is the
first step in a series of choreographed transactions designed to
reduce the scope for government interference in EADS
under a deal negotiated by politicians, banks and
The deal led by France, Germany and Spain calls for nations
and their proxies to reduce a block of shareholdings in EADS to
30 percent from 50 percent, while removing state vetoes over
industrial matters such as one enjoyed by France.
Daimler said it had netted 1.66 billion euros ($2.2 billion)
from selling the 7.5 percent stake.
EADS shares closed 8 percent higher at 29.40 euros,
recovering their value to the level seen before the announcement
in September of negotiations to merge with BAE Systems.
Although the $45 billion merger attempt failed, due in
particular to opposition from Germany, many of the structures
designed for the tie-up have been adopted, handing full
day-to-day control to Chief Executive Tom Enders.
"The primary purpose of the changes to the EADS shareholder
pact is a move towards normalizing the governance structure,"
said RBC Capital Markets analyst Rob Stallard.
EADS shares were buoyed by its plans to buy back up to 15
percent of the stock to mop up excess shares and facilitate the
exit of Daimler's fellow core industrial shareholder, French
media company Lagardere.
The shake-up will see France and Germany holding stakes of
12 percent each and Spain at 4 percent. Senior partners France
and Germany will have two representatives each on the board, but
neither can be a civil servant.
Neither government will be able to nominate its
representatives. Each can only object to a list nominated by
management from which the names will be drawn, but cannot
propose any new names. A new EADS chairman must be found.
France had previously held a veto over appointments and
other matters, and sources close to the talks said Germany had
hoped to duplicate these -- but the powers were scrapped.
However, many analysts say France and Germany will continue
to exert indirect influence as major defence customers.
EADS has been eager to reduce state interference, fearing
in part that it might deter orders from other countries.
The changes are subject to approval at a full extraordinary
shareholder meeting in the first quarter, most likely early
Ratings agency Moody's cut its EADS rating to A2 from A1
after the changes were announced.
Daimler sold 61.1 million shares in EADS for 27.23 euros
each, level with Wednesday's closing price and the top end of
the expected range.
The share placement was four-times oversubscribed, sources
familiar with the matter said, adding that 70 percent of the
shares went to institutions based in the UK or the United
Daimler will maintain a 7.5 percent stake in EADS for the
time being, matching a stake held by Lagardere, but both will be
free to exit after a lock-up period of around six months.
Because Lagardere is expected to sell most of its stake into
the EADS share buyback, rather than directly onto the market,
investors aiming to increase the weight of EADS in their
portfolios flocked to participate in Daimler's share placing.
Daimler aims to focus on its core business at a time when it
has become a distant third in the global luxury car market. Its
shares closed 1.2 percent up at 38.65 euros.
"We will invest the proceeds of the sale into the global
growth of our divisions, our products and the extension of our
technological leadership," Bodo Uebber, Daimler's finance chief
and a former EADS chairman, said, confirming the company would
not return the cash to shareholders.
Also on Thursday, fresh details came to light of some of the
legal hoops that the signatories to the accord had to jump
through to avoid triggering a mandatory takeover bid for
Dutch-registered EADS if the government blocks exceed 30
France owns 15 percent of EADS and has agreed to sacrifice
voting rights for 3 percent in order to achieve parity with
Germany's core 12 percent voting stake. Together with Spain's 4
percent, these government votes make up 28 percent of EADS.
France's surplus shares will be placed in a Dutch foundation
whose votes will not be under French control. Technically, legal
experts said, foundations can vote but must do so independently.
In practice, such entities tend not to vote in order to prevent
any sign of collusion with the true economic owner of the
shares, which in this case would spark a dramatic unwanted bid.
($1 = 0.7652 euros)
(Additional reporting by Markus Wacket, Tim Hepher,
Jean-Baptiste Vey, Cyril Altmeyer; Editing by Mark Potter, Helen
Massy-Beresford and Leslie Adler)