EQS Related Party Transactions announcement: GRAMMER Aktiengesellschaft
/ Release of an announcement according to Article 111c of the AktG [the German Stock Corporation Act]
Publication of material transactions with related parties pursuant to Section 111c (1) Sentence 1 of the German Stock Corporation Act (AktG) Ursensollen, August 12, 2024 On August 9, 2024, GRAMMER AG, Ursensollen, Germany, and its subsidiary GRAMMER Automotive CZ s.r.o., Česká Lípa, Czechia, as buyers (collectively the “Buyers”) and Jifeng Automotive Interior GmbH, Kitzingen, Germany, Jifeng Automotive Interior CZ s.r.o., Česká Lípa, Czechia, and Jifeng Automotive Interior BH d.o.o., Žepče, Bosnia and Herzegovina, as sellers (collectively the “Sellers”) and the parent company of the Sellers, Ningbo Jiye Trading Co. Ltd., Ningbo City, China (“Ningbo Jiye”), as guarantor, signed a framework agreement to acquire the respective operations of the Sellers in the field of manufacturing headrests and center armrests for automotive interiors and other decorative and functional interior components for both industrial and commercial customers by transferring the assets of the respective operations (“Framework Asset Purchase Agreement”). GRAMMER AG has the right to acquire the Bosnian business operations through an own subsidiary. The ultimate parent company of Ningbo Jiye, Ningbo Jifeng Auto Parts Co. Ltd., Ningbo City, China, holds around 86% of the outstanding shares of GRAMMER AG through its indirect subsidiary, Jiye Auto Parts GmbH, Kitzingen, Germany, and is therefore a related party of GRAMMER AG within the meaning of Section 111a of the German Stock Corporation Act (AktG). Being subsidiaries of Ningbo Jiye, the Sellers are also related parties of GRAMMER AG within the meaning of Section 111a of the German Stock Corporation Act (AktG). The maximum purchase price for these assets amounts to EUR 45,000,000.00. Based on a Fairness Opinion from an internationally acknowledged consulting firm, the maximum purchase price is appropriate from a financial point of view. The Supervisory Board of GRAMMER AG had given its prior consent in accordance with Section 111b (1) of the German Stock Corporation Act (AktG) to the conclusion of the Framework Asset Purchase Agreement.
Ursensollen, August 12, 2024 GRAMMER AG The Executive Board
12.08.2024 CET/CEST The EQS Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. |
Language: | English |
Company: | GRAMMER Aktiengesellschaft |
Grammer-Allee 2 | |
92289 Ursensollen | |
Germany | |
Internet: | www.grammer.com |
End of News | EQS News Service |
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1965965 12.08.2024 CET/CEST