Results of the Tatra Trucks shareholders' meeting: The majority shareholder secured approval for a loan worth several billion and may thus become the company's sole major creditor.

Promet Group’s prediction is coming true. Promet Group presented its own loan proposal with better terms. However, the general meeting did not take this proposal into account. Promet Group has filed a protest against these actions and is preparing further legal steps. Through this unconventional and controversial approach, the majority shareholder, CSG, is strengthening its influence within the company. If the automaker fails to meet its obligations, this could easily lead to a full takeover of the company.

Tatra Trucks has accepted a loan offer in the high billions of crowns from YTARA SPV a.s., a company controlled by Michal Strnad. The transaction, which is also intended to squeeze out other creditors—namely, banks—will make him Tatra’s sole major creditor.

“What I warned about has happened. After several more rounds of negotiations failed to reach an agreement on the terms of selling our stake in Tatra—during which CSG, just as in the past, did not respect our offer of a fair market price—a step was taken that, should Tatra fail to meet its obligations, could result in its full takeover by the CSG group. We offered our own loan with better terms and requested a transparent bidding process for providing such significant financing. The general meeting did not accept these options, and we have no choice but to take all legal steps available to us,” commented Denisa Materová, CEO of Promet Group, on the general meeting’s decision.

Promet Group owns 35% of Tatra Trucks’ shares through Promet Tools. It also holds a veto right over certain decisions made by the general meeting. “We will make full use of our veto right to stop this transaction,” adds Materová.

There was no consensus among the shareholders on the other agenda items either. “This is a natural consequence of the current imbalance between the two shareholders, a situation caused by CSG’s actions after eleven successful years of our cooperation. These actions began in August 2024 with my removal from the supervisory board and continued to the point where, with the exception of general meetings, we have no information about the company. And even at those meetings, we do not receive answers to all our questions. No one should be surprised, then, that without prior discussion of the agenda items, we have reservations about them precisely at the general meeting,” explains Denisa Materová.

“The only way out of the current deadlock at the general meetings is for the representatives of the majority shareholder, CSG, to finally decide—after two years of negotiations—on one of the three solutions we have proposed,” adds Denisa Materová, CEO of the Promet Group.

Three Options for Resolving the Situation at Tatra

The current tense situation among Tatra’s co-owners actually has a very simple solution: a decision by the majority shareholder, the CSG Group, on one of the options currently on the table.

“For several months now, the CSG Board of Directors has had a very specific proposal from us to resolve the situation. It has three options. CSG has the option to buy out our stake in Tatra, sell us their stake, or take steps toward renewed cooperation. It’s that simple. Both Tatra and we would welcome their final decision regarding the current situation, which they themselves created two years ago. I personally can’t do any more to bring about a constructive resolution to the situation. Unfortunately, no agreement has been reached on any of the options so far,” adds Denisa Materová.

In the past, the CSG Group expressed interest in purchasing a stake in Tatra Trucks, to which the Promet Group ultimately agreed. For the Promet Group, two conditions must be met: a fair market price and a resolution regarding the land on the Tatra premises, where the group operates its major subsidiary, Tawesco.

Background on the Structure of the Controversial Loan

The loan offer from YTARA SPV a.s. is based on the general meeting’s rejection of an increase in the company’s registered capital. These increases are required to cover the financing of allegedly necessary investments. Tatra Trucks management’s request changes at every general meeting. Currently, the total amount requested is 2.2 billion crowns. Tatra’s registered capital now stands at one billion crowns.

“Tatra’s management is demanding that Promet Group invest 770 million crowns in a company where, by decision of the majority shareholder CSG, we have no representation on the statutory bodies; management acts in CSG’s interest and does not sufficiently inform us of its actions. Our ability to exercise control over the company’s management is therefore very limited. In this situation, we cannot support major strategic decisions, including a significant increase in share capital. No responsible owner would do so. We have no certainty that our funds would be managed with due diligence,” explains Denisa Materová.

At the same time, she reaffirms Promet Group’s support for all critically necessary investments in Tatra, as the group has consistently declared at previous general meetings.

For more information, please contact:
Pavel Barvík
Director of Marketing and Communications, Promet Group; Spokesperson
Tel. +420 602 266 815
Email: pavel.barvik@prometgroup.eu