FRANKFURT, Sept 25 (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.
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"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)
((Edward.Taylor@thomsonreuters.com; +49 69 7565 1187;))