Porsche 2012 Annual Report Download - page 39

The industry-specific trends derived from these
include new materials and drive concepts, shorter
product life cycles and rising customer demands
regarding safety and connectivity.
Taking these criteria into account, Porsche
SE’s investment focus is on strategic investments
in midsize companies in Germany and abroad
with experienced management. The aim is to
achieve a long-term increase in value. First poten-
tial investments opportunities have already been
examined.
Repayment in full of liabilities to banks
Porsche SE repaid in full the syndicated loan of a
nominal amount of 2.0 billion euro that was utilized
at the time it contributed its holding business opera-
tions to Volkswagen AG, by using the cash inflow
resulting from the execution of the contribution. Due
to the applicable terms of the syndicated loan
agreement of October 2011, the previously undrawn
revolving credit line of 1.5 billion euro decreased to
1.0 billion euro as a result of the repayment. This
credit line remains undrawn.
The primary lien on 70 million ordinary
Volkswagen AG shares belonging to Porsche SE in
favor of the syndicate of banks has not been utilized
yet, but secures the possible future use of the re-
volving credit line by the company.
After repayment of the liabilities to banks in
full, the cap on the amount of dividend distribu-
tions by Porsche SE to its shareholders contained
in the syndicated loan agreement was canceled.
Changes to the supervisory board and
executive board of Porsche SE
Effective 23 January 2012, Mr. Hansjörg Schmierer
was appointed to the supervisory board of Por-
sche SE by the court as an employee representa-
tive. He takes over this function from Mr. Hans
Baur, who had laid down his office effective as of
31 December 2011.
Mr. Thomas Edig left the executive board of
Porsche SE effective as of 29 February 2012. He
was the member of this Porsche SE board in
charge of commercial and administrative issues.
The supervisory board of Porsche SE approved
the premature termination of his appointment to
the executive board in its meeting on 27 February
2012. In June 2011, the Porsche AG supervisory
board had appointed Mr. Thomas Edig as deputy
chairman, board member for human resources
and social issues, and labor director of Porsche
AG for a further five years, effective as of 1 May
2012.
The supervisory board appointed Mr. Philipp
von Hagen to the executive board of Porsche SE,
effective as of 1 March 2012. Mr. von Hagen, who is
the member of the board responsible for investment
management, had previously been Chief Operating
Officer and director in the corporate finance division
at Rothschild.
Extension of the appointment of
Prof. Dr. Winterkorn and Mr. Pötsch
In its meeting of 9 March 2012, the supervisory
board of Porsche SE extended the appointment of
the Chief Executive Officer (CEO), Prof. Dr. Dr. h.c.
mult. Martin Winterkorn, and the Chief Financial
Officer (CFO), Mr. Hans Dieter Pötsch, by five years,
effective from 25 November 2012. Both members of
the executive board will perform their functions
alongside their respective roles on the board of
management of Volkswagen AG.
Significant developments relating to claims
for alleged damages
In early March 2013, 12 plaintiffs, of the most recent
total of 32 plaintiffs in the appellate proceeding,
withdrew their appeal before the U.S. Court of Ap-
peals for the Second Circuit with Porsche SE’s con-
sent. The effectiveness of the withdrawal of the
appeal is subject to its acceptance by the court. The
appellate proceeding concerning the remaining 20
plaintiffs remains unaffected by the withdrawal of the
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