German Manager Magazine: Hella Annual General Meeting: Dispute over patent rights with Forvia003281

When Hella boss Bernard Schäferbarthold (52) presented the German auto supplier’s quarterly figures this Thursday, one day before the general meeting, he tried to appear as calm as possible. Sales: adjusted for currency effects, increased by 2.2 percent to 2 billion euros. The operating profit: at 111 million euros, at the same level as in the same quarter of the previous year. Overall, a solid result for the lighting professionals from Lippstadt; Schäferbarthold confirmed the goals for 2024 and spoke of “satisfactory results”.

Behind the scenes, however, the conflict between Hella and the French majority owner Forvia continues to rage. About two years ago he had Auto supplier Faurecia took over 80 percent of Hella for 5.5 billion euros and then renamed itself Forvia – the way forward. But things don’t seem to be moving forward together in the merged group with around 150,000 employees: Disputes between Lippstadt and Nanterre

According to insiders, these are the rule rather than the exception. Hella boss Michel Favre (65) dropped early at the end of the year, now his successor Schäferbarthold has to try to please the “Grand Directeur”, i.e. Forvia boss Patrick Koller (65). There is currently little that is satisfactory in the German-French business marriage.

Shareholders are also losing patience. A few days before the general meeting in the banquet hall of the Forum Rheda-Wiedenbrück, a private investor wrote to the management asking whether they were “out of their minds” with Hella, their own valuable traditional brand, to which Hella holds all the rights, against one “so far unknown on the market To exchange a pseudo-brand called “Forvia”, which is also only available to the major shareholder France belong? The new brand policy is “obviously initiated by the major shareholder” and endangers the market access of the Hella brand.

Hella’s largest individual shareholder after the French, the hedge fund Elliott Partners, is likely to see things similarly. The activist investor holds more than 9 percent of Hella shares. The German company – which operates under an umbrella brand with the French but is legally independent – will be excluded from Forvia, according to people close to the US investor. And this despite the fact that there is no control and profit transfer agreement between Forvia and Hella. In the run-up to the general meeting, it even seemed conceivable that Elliott could submit an application for a special audit – just as the belligerent activist investor had already done with the housing company Vonovia has done.

At the core of the disagreements are these questions: Who pays for the valuable Hella patents? Does Forvia dilute the value of the Hella brand if it merges it into Forvia? And wouldn’t Forvia have to pay Hella money in order to be able to use the established Hella name?

Many Hella shareholders are asking themselves these questions Germany. Even if there is no proposal or majority for the threatened special audit, Schäferbarthold and Koller still have to prepare for critical questions about the internal relationship and the money flows within the Forvia Group. The ballroom in Rheda-Wiedenbrück is unlikely to be very festive.

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