FRANKFURT (Reuters) - China’s Ningbo Jifeng (603997.SS) on Tuesday pledged to keep Grammer (GMMG.DE) independent after securing an 84.23 percent stake in the German automotive interiors maker, a step which prompted senior managers to resign.
Grammer’s management had welcomed Ningbo Jifeng as a white knight to fend off an activist investor, but top managers on Monday said they would invoke a change-of-control clause.
“We acknowledge that the management board members of Grammer decided to leave their posts, and we thank them for supporting our takeover offer, and for ensuring a smooth transition to a new leadership team,” Ningbo Jifeng’s Jimin Wang said in a statement on Tuesday.
Wang said Ningbo Jifeng had secured an 84.23 percent stake on Sept. 10 and pledged to keep Grammer independent.
Ningbo Jifeng does not intend to nominate more than two members to Grammer’s supervisory board and will not seek to impose a profit transfer and domination agreement, Wang said.
Grammer’s stock listing will be maintained along with the company’s strategy, corporate governance, financing policy and its dividend policy. Furthermore, Grammer’s intellectual property will also remain with Grammer, Wang said.
Chief Executive Hartmut Mueller, Chief Financial Officer Gerard Cordonnier and Chief Operating Officer Manfred Pretscher on Monday said they will make use of a change-of-control clause to resign. The clause entitles managers to receive three year’s pay upon departure.
“By resigning from my position, I am giving the Supervisory Board and the major shareholder the possibility of making basic decisions on the company’s future strategy,” Mueller said in a statement.
Reporting by Edward Taylor in Frankfurt and Alexander Huebner in Munich; editing by Louise Heavens