UAP

"It is better to deal with God than with his saints. The Moët-Hennessy clan reacts like Chevalier: since Racamier opened the door to Arnault, they might as well deal directly with him! A royal path thus opens up before the boss of Financière Agache. Especially since David Dautresme recovers 12% of the capital of LVMH, just by making a few phone calls. These securities are, in fact, in the hands of the six investors to whom the OBSA issued by Moët-Hennessy in 1987 had been placed. Since then, these securities have discreetly remained parked in these six parking lots: UAP, Caisse des dépôts, Crédit agricole, Worms Bank, BNP and... Lazard, lead manager of the operation. Dautresme is thus negotiating with these establishments the conditions for the sale of these OBSA to Bernard Arnault. But the sellers must not appear, as it was stipulated that these securities had to be placed in the general public. Also, once the terms of the transaction are agreed upon, they will be invited to go through a discreet Belgian-Luxembourg intermediary, Belmavobel International Securities."

"For the CEO, cascading has a major advantage: it allows for absolute power with a small fraction of the capital. As the owner of company A, I control 51% of company B, which controls 51% of company C, which in turn... "With only three successive holdings, one can have power over the company at the bottom of the structure by committing capital equal to about 13% of the net asset," wrote Jean Peyrelevade in the magazine Banque in 1985. The current president of Crédit Lyonnais, who was then chairman of UAP, denounced the ill effects of "capitalism without capital," which gives power to executives who are not accountable to anyone. He is now a particularly discreet director of LVMH. For the king of cascades, there is still a catch: when dividends flow upstream, they are divided by two at each level in the opposite direction! As for minority partners, it is hard to see the advantages they gain from tying themselves up like this, unless they believe that the horse they hitch themselves to will outclass all others and allow them to grow rich alongside it."

"Mrs. Piniot recalls that Moët's management had committed to placing the warrants with foreign investors. However, she notes that more than two-thirds of the issued warrants were placed with French institutional investors who agreed to hold them for a certain period of time. These included the Caisse des dépôts et consignations, the Caisse nationale du Crédit Agricole, Crédit Lyonnais, BNP, and UAP. A memorandum of understanding was even considered to formalize this commitment. It was only signed by UAP. Therefore, Mrs. Piniot concludes that there was a "misuse of procedure harmful to minority shareholders." Even more serious, she emphasizes that Bernard Arnault was perfectly aware of this irregularity when he entered the capital of LVMH. When the head of Dior abandoned his takeover bid and opted for a less aggressive solution, Lazard bank assigned one of its partners, David Dautresme, to recover the maximum number of warrants and "negotiate the conditions of their transfer." The operations were carried out through a Luxembourg intermediary, Belmavobel International Securities. Thanks to these negotiations, Arnault obtained nearly 94% of the issued warrants, which ensured him nearly 12% of LVMH's capital."