Minority, Shareholders

Minority Shareholders Land Payout Hikes of Up to 25% in German Squeeze-Out Rulings

13.06.2026 - 09:13:12 | boerse-global.de

German court rulings boost payouts to minority shareholders in squeeze-outs, with compensation rising up to 25% (BUWOG) and key decisions on market price floors and synergy valuations.

German Courts Force Higher Compensation for Squeezed-Out Minority Investors
Minority - Minority Shareholders Land Payout Hikes of Up to 25% in German Squeeze-Out Rulings 13.06.2026 - Bild: ĂĽber boerse-global.de

A string of court decisions across Germany is forcing companies to sharply increase the compensation they pay to minority investors forced out of listed firms. In one of the most striking cases, a review panel set a new value range for shares in BUWOG AG that could lift the original payout by as much as a quarter.

On 13 June 2026, the panel delivered its final report on the squeeze-out of BUWOG minority shareholders. Rejecting the stock market price as the sole benchmark, the experts calculated the company’s worth using multiple synergy scenarios. The resulting per-share values landed between €31.90 and €36.30, well above the initial offer of €29.05. That gap represents a potential increase of up to 25%.

Just two days earlier, on 11 June, a separate appraisal proceeding for Generali Deutschland Holding AG ended after a marathon twelve years. The Düsseldorf Higher Regional Court (OLG Düsseldorf) set the cash compensation at €130.67 per share, an improvement of €22.90. On top of that, shareholders will receive interest payments of roughly €14 a share. The KR Fonds Deutsche Aktien Spezial reported a positive earnings contribution of over €1.8 million from the revised payout.

German courts are not uniform in how they weigh stock prices against other valuation methods. The Munich I Regional Court (LG München I) dismissed appraisal requests on 13 February 2026 in the case of EQS Group AG, affirming the €40.00 per share offer. The court argued that the exchange price provided an adequate basis for valuation because the stock had sufficient liquidity.

The Hamburg Regional Court took a different line in the Softship AG matter. Even prices formed on the open market—including the less regulated Freiverkehr—must set the floor for fair compensation, the judges ruled. A shareholder should not end up with less than they could have obtained by selling freely on the market. As a result, the payout rose from €11.66 to €14.35.

A similar logic emerged at the Frankfurt Higher Regional Court (OLG Frankfurt) in mid-January 2026. The court fixed the compensation for Elektrische Licht- und Kraftanlagen AG at €77.79, a 12.1% increase. The ruling relied on the principle of reformatio in peius (prohibition of worsening): the court was bound by an earlier decision more favourable to shareholders, even though a later estimate produced a lower figure.

Several other procedures remain pending. In February 2026, the Hamburg Regional Court appointed a joint representative for minority shareholders of ENCAVIS AG. At the end of May 2026, the OLG Hamburg heard appeals against a first-instance increase for VTG AG from €88.11 to €102.37 per share. Meanwhile, the Frankenthal Regional Court (LG Frankenthal) raised the compensation for Tarkett AG to €21.12 after identifying methodological flaws in the original expert report. The majority shareholder has filed an appeal.

The duration of these proceedings varies widely. While some squeeze-outs—such as Travel Viva AG in 2014—concluded quickly, the Generali Germany case illustrates how drawn-out disputes can become. For investors seeking to protect their claims in merger-related proceedings, lodging a formal objection on the record at the annual general meeting remains an absolute prerequisite.

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