Today the Supervisory Board of Porsche Automobil Holding SE, Stuttgart, together with Dr Wendelin Wiedeking and Holger P. Haerter agreed upon their resignation. Both Members of the Board of Management will leave Porsche SE and Dr Ing. h.c. F. Porsche AG with immediate effect, but will provide advice to both companies (make themselves available for serving both companies as consultants) as wished by the Supervisory board. Both resign from their respective seats at the Supervisory Board of Volkswagen AG and Audi AG.
In the last weeks Wiedeking and Haerter have come to the conclusion that the further strategic development of Porsche SE and Porsche AG is better off if they are not on board as acting persons. They both see that step as a significant contribution to the appeasement of the situation and to support the forming of an integrated car manufacturing company. Both gentlemen will accompany the handover at the Board of Management level positively and support their respective successors in their tasks.
Wendelin Wiedeking in his functions as CEO Porsche AG will be followed by Michael Macht, currently Board member of Porsche AG in charge of Production and Logistics. Thomas Edig, Board member in charge of Human Resources of Porsche AG will become his deputy. Furthermore Macht and Edig have been appointed as Members of the Board of Management of Porsche SE, Macht in charge of technology and products, Edig with responsibility for commercial issues and administration.
The Supervisory Board expressed its thanks to both Board members resigning from office for their long lasting work. The Board has offered Dr Wiedeking a compensation for the termination of his contract, originally maturing 2012, of 50 million Euros. Wiedeking accepted this proposal as well as Holger P. Haerter, who was offered a compensation of 12.5 million Euros. Both Wiedeking and Haerter have waived a substantial amount of rights deriving from their current Contracts.
At the same time, the Supervisory Board of Porsche Automobil Holding SE, Stuttgart, in its extraordinary meeting this Wednesday accepted the proposal of the Board of Management to prepare for a capital increase of at least five billion Euros in cash and/or a contribution in kind. The measure shall create the foundation of building an integrated car manufacturing group with Porsche SE and Volkswagen AG.
The Supervisory Board of Porsche Automobil Holding SE, Stuttgart, unanimously authorised the Board of Management to finalise talks with Qatar Holding LLC (QH) over an investment in Porsche SE. The ultimate goal is to lay the foundations for creating an integrated car manufacturing company from Porsche SE and Volkswagen AG.
Statement from VW
At its extraordinary meeting today, the Supervisory Board of Volkswagen Aktiengesellschaft endorsed the creation of an integrated automotive group with Porsche under the leadership of Volkswagen. The Volkswagen Board of Management will now begin talks with the newly-nominated representatives of Porsche to jointly draw up a final concept to achieve this goal. At the same time, a comprehensive auditing and assessment process will be initiated as the prerequisite for signing an agreement on the principles relating to the combination of the two companies.
The integrated automotive group will be formed from the progressive participation of Volkswagen in Porsche AG and the subsequent merger of Porsche Automobil Holding SE and Volkswagen AG. Porsche will remain an independent company headquartered in Stuttgart. In the opinion of all parties, this basic concept represents the best possible solution for pooling the strengths of both companies as envisaged.
The agreement on the principles which is now to be negotiated will specify the further procedure and the individual transaction steps. In this context, the Supervisory Board expressly welcomes the inclusion of Qatar among Volkswagen’s shareholders as a strategic partner committed to supporting the goal of an integrated automotive group. The final concept for the envisaged union of Volkswagen and Porsche will preserve the Volkswagen Group’s financial solidity and sustain its ability to act as well as ensuring Porsche’s independence. Moreover, appropriate consideration will be given to the interests of all stakeholders when setting up the automotive group.
Volkswagen welcomes the intention of the Porsche and Piëch family shareholders to retain a close involvement in the further process and to remain the major active shareholder of Volkswagen going forward. The Supervisory Board of Porsche SE also approved the creation of the integrated automotive group at its meeting today, laying down important foundations to that end.
Prof. Dr. Martin Winterkorn, Chairman of the Board of Management of Volkswagen Aktiengesellschaft, commented: “The envisaged union of Volkswagen and Porsche follows a compelling industrial logic and offers promising perspectives: it makes two strong companies even stronger. Volkswagen and Porsche have excellent know-how at their disposal and can use their resources even more efficiently by combining them. For this reason, we expect additional growth opportunities, safeguarding existing jobs and creating new ones. At the same time, we can call on our considerable experience in the integration of proud and successful brands rich in tradition. Like Audi today, Porsche can also continue its independent development under the aegis of Volkswagen and preserve its own identity. We have great respect for the achievements of the Porsche workforce and are convinced that Porsche can enrich the Volkswagen Group – just as Volkswagen can vice versa enrich Porsche.”