Three independent directors of NH Hotels on Tuesday submitted their “irrevocable” resignations, expressing disagreement with their main shareholder’s recent decision to buy back the group’s shares on the market, to proceed with an exclusion bid. instead .
Thai group Minor International, which owns 94.1% of NH Hoteles’ shares, informed the CNMV—the Spanish stock market watchdog—on May 5 that it was withdrawing from the launch of a delisting bid for the hotel group at a price of between 4.81 per cent. and 5.68 euros, a valuation drawn up by his consultants Ernst & Young.
After that, they announced plans to buy back NH shares on the market at a price not exceeding 4.5 euros per share, in order to “facilitate an additional liquidity mechanism” to shareholders. But he later modified the process by indicating that he would buy the shares at market value, in an operation that, he clarified, “should not in any way be regarded as a takeover bid.”
On Wednesday, May 17, NH was trading at EUR 4.33, compared to EUR 3.5 at the beginning of the month.
On Tuesday, NH’s three independent directors—Alfredo Fernández Agras, who is also chairman of the board of directors, José María Cantero de Montes-Jovelar and Fernando Lacadena Azpitía—announced their resignations in protest of the miner’s decision, as they believe that According to a company note to the stock market regulator, the number of shares on the stock market is “detrimental to the minority shareholders” of the group.
“Neither does the liquidity (of shareholders) increase nor does a public delisting proposal with all guarantees for minority shareholders be submitted” with the Minor offer, the three independents said in their resignation letters, which drew criticism. that they consider “the inaction or opposition of other members of NH’s board of directors” to offer an alternative.
NH’s chairman said he would not sell any of his 177,834 group shares during the 30 days until his offer ends, under conditions set by the miner.
The resignations will take effect after the 2023 Ordinary General Meeting of Shareholders to be held in June.