The rest of the directors disagree with the reasons for the resignation and request an urgent meeting
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The president of the NH hotel group, Alfredo Fernández Agras, along with José María Cantero de Montes-Jovellar and Fernando Lacadena Azpeitia, independent directors on the group’s board of directors, have presented their “irrevocable decision” on Tuesday to resign as members of the body rector for disagreements with the “actions implemented by Minor”, as the company has communicated to the National Securities Market Commission (CNMV).
They have reported that their resignation will take effect from the next ordinary shareholders’ meeting of the company, which is scheduled to be held in June.
In the letter by which these three executives have submitted their resignation, they have stated that their decision is motivated by disagreement with the actions implemented by Minor in relation to the acquisition of NH shares on the market once the process of promoting a public delisting offer, which, in his opinion, supposes “harm” for the company’s minority shareholders.
Along the same lines, the chairman of the board has communicated his “irrevocable” decision not to sell any of the 177,834 shares of the company that he owns under the terms referred to by Minor during the set period of 30 days in which he will maintain the purchase order.
This rejection is due to his conviction of the intrinsic value of the NH shares, which would be “much higher” than the maximum price set by Minor, of 4.5 euros per share. “Minor would be promoting an even greater reduction in the liquidity of NH shares,” they have maintained in the letter.
As a result of these resignations, the remaining members of the board of directors have expressed their disagreement and have summoned the board “urgently” to acknowledge the resignation presented by the aforementioned independent directors and to “analyze” the actions and statements that the board deems pertinent to make in relation to what was expressed by the independent directors for the purpose of issuing a formal response from the company as soon as possible.
“Despite the gravity of these developments, we remain hopeful that Minor’s board has not been fully cognizant of the implications of the decisions it has made and the potential damage that could be inflicted on NH. Therefore, we hope that a decision as relevant as the one communicated here by all the independent directors of NH makes the Board of Minor reflect in depth and change the meaning of its latest decisions”, the directors who have resigned have stated in their letter, in relation to the behavior of the rest of members.
