"MOL's management continues to use shareholders funds to control MOL and denies shareholders from determining the future of the company," OMV said.
OMV holds a 20.2% stake in MOL. The Austrian oil and gas company, Central Europe's largest, has said it intends to place a 32,000 Hungarian forint per share, or $19.6 billion, takeover bid for MOL if certain technical impediments are removed. MOL has categorically turned down OMV's advances.
Thursday MOL and CEZ announced a deal that will see CEZ take a 7% equity stake in MOL and the two set up a joint venture to construct gas-fired power plants in Hungary and Slovakia. According to the agreement, CEZ will pay HUF30,000 per share, and MOL will retain an option to buy back the shares within three years at HUF20,000 per share.
OMV noted that CEZ will pay clearly less per share than OMV is prepared to offer and said it sees the deal as yet another takeover fend-off measure by MOL.
Since OMV first declared its interest in a tie-up with MOL in the early summer of 2007, MOL has spent around EUR1.9 billion on repurchasing own shares.
According to MOL's statutes, it can only hold 10% of its own shares, but through the lending of stakes to associated Hungarian companies, MOL has effectively secured control over some 40% of its own shares. A move OMV has continuously criticized.
"Apparently, the agreement between MOL and CEZ is similar to the arrangements in place with BNP, Magnolia, OTP, MFB (the associated companies which currently holds stakes repurchased by MOL). We note that MOL continues to fail international standards of good corporate governance," OMV said.