D&O: “Schrempp-Prozess” settled
The Financial Times Deutschland reports today (in German; see here for a related article in today’s Financial Times in English, subscription required) that the so-called Schrempp-Prozess, or “Schrempp litigation” after DaimlerChrysler AG’s (NYSE, XETRA: DCX) former chairman Jürgen E. Schrempp, has come to an end by way of settlement.
The case, which was on course for a 9 January trial date, relates to the DaimlerChrysler securities litigation as settled in 2003. The trigger of that litigation was the remark and alleged misrepresentation by Schrempp that, following the initially claimed “merger of equals” of Daimler-Benz AG with Chrysler Corporation wasn’t a merger but actually a takeover by the German company. The settlement was for $300 million, paid for by DaimlerChrysler. The insurers didn’t want to pay out on the €200 million D&O policy cover, claiming that Schrempp acted with intent and so DaimlerChrysler then sued. Only AIG reportedly contributed €25 million toward the cover, the suit was for the remainder. This settlement sees the remaining eight insurers – ACE, AXA, Baseler, Chubb, HDI, Gerling, XL and Zurich Financial - contribute a further €168 million towards the US recovery.
Lead Counsel in the securities class action were Entwistle & Cappucci LLP, Grant & Eisenhofer PA, Bernstein Litowitz Berger & Grossman LLP
But that doesn’t end all proceedings related to the merger. Two more class actions, one in the US and one in Germany, are still ongoing.
According to regulatory filings by the company, a class action, containing allegations similar to those in the prior class action complaint, was filed against it in 2004 in the US District Court for the District of Delaware on behalf of shareholders who are neither US citizens nor residents of the United States and who acquired their DaimlerChrysler shares on or through a non-US based stock exchange. The Court granted DaimlerChrysler’s motion to dismiss the complaint in January 2006. Plaintiffs then filed a notice of appeal to the Court of Appeals for the Third Circuit the following month.
In 1999 in Germany, former shareholders of Daimler-Benz AG instituted a valuation proceeding (a so-called Spruchstellenverfahren) against DaimlerChrysler AG in Stuttgart district court, claiming that the ratio used in the course of the merger with Chrysler Corporation to determine the value of the Daimler-Benz shares was too low. In August 2006, the court ruled that, based on the December 2005 report produced by an expert commissioned by the court, DaimlerChrysler must pay an additional €22.15 per share, bringing the cost of the decision to an approximate €232 million (based on 1.8% of Daimler-Benz shares claiming). (See this article in the financial daily Börsen-Zeitung (in German) on the decision, which comes to the conclusion that, even though it may take seven years, this outcome confirms that “complaints for shareholders (nearly) are always rewarding”.) DaimlerChrysler, which earlier in the year rejected a settlement, notes that it “continues to believe that the exchange ratio set by the company at the time was appropriate and has appealed the decision of the district court.”