DGAP-News: RASCHKE VON KNOBELSDORFF HEISER Dienstleistungsgesellschaft mbH / Key word(s): Offer
17.05.2017 / 14:32
The issuer is solely responsible for the content of this announcement.
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RASCHKE VON KNOBELSDORFF HEISER Dienstleistungsgesellschaft mbH informs on a voluntary public purchase offer (cash offer) to the bondholders of the 8,875% corporate bond 2013/18 of Rickmers Holding AG
(WKN: A1TNA3/ISIN: DE000A1TNA39)
17 May 2017
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The Hamburg-based RASCHKE VON KNOBELSDORFF HEISER Dienstleistungsgesellschaft mbH (“RKH Dienstleistung GmbH”) which has been asked by the Management Board of Rickmers Holding AG to run for office as joint representative informs all bondholders on the following circumstances:
Yesterday, Schnigge Wertpapierhandelsbank SE published a voluntary public purchase offer (cash offer) in the German Federal Gazette (Bundesanzeiger) to acquire up to nominal EUR 30,000,000 bearer notes of the 8,875% corporate bond 2013/18 issued by Rickmers Holding AG.
The purchase offer provides for a purchase price of 15.25 % for each Rickmers bearer note with a nominal value of EUR 1,000 and can be accepted until 25 May 2017, 24:00 hours (CEST).
Schnigge Wertpapierhandelsbank SE is a German securities trading bank based in Düsseldorf and is subject to supervision by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht).
It is not known to us on whose behalf Schnigge Wertpapierhandelsbank SE submitted the purchase offer.
Bondholders who intend to accept the purchase offer should take into account that such offer is a so called “flat” offer and does not comprise the payment of the interest accrued since the last interest payment date (Stückzinsen). Therefore the interest payment as of 11 June 2017, which the restructuring concept of Rickmers Holding AG provides for, would be entirely collected by the bidder and would be compensated exclusively by payment of the purchase price.
In consideration of the outstanding interest payments as of 11 June 2017 and in June 2018 the offered “value recovery” for the accepting bondholders amounts to 12.95 %.
Preliminarily, we assume that the bidder supports the restructuring concept proposed by Rickmers Holding AG. Depending on the success of the submitted purchase offer there should be higher chances to achieve the attendance quorum for the second noteholders’ meeting on 1 June 2017 of 25 % of the bond volume and the required majority vote for approval of the restructuring concept as proposed by Rickmers Holding AG.
We recommend all bondholders considering to accept the purchase offer to exactly examine and assess the terms and conditions of the purchase offer and to seek for external legal advice if necessary.
Bondholders deciding not to accept the purchase offer we nevertheless ask to participate in the second noteholders’ meeting on 1 June 2017 and to make use of their right to vote or to instruct accordingly the proxy proposed by Rickmers Holding AG.
On short notice we will publish a further press release in order to invite to a second informational telephone conference and to present a report on the status of our candidacy.
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Contact
RASCHKE VON KNOBELSDORFF HEISER Dienstleistungsgesellschaft mbH
Dr. Kristian J. Heiser
Wexstraße 16
20355 Hamburg
phone: +49 (0) 40 86643363
(on Mondays, Wednesdays and Fridays from 10:00 am until noon)
e-mail: dienstleistung@rkh-law.de
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Background
RKH Dienstleistung GmbH located in Hamburg, registered in the commercial register of the local court of Hamburg under HRB 145610, is a service provider which was founded to act as common representative of bondholders pursuant to the German Act on Issues of Debt Securities (Schuldverschreibungsgesetz). Managing director of RKH Dienstleistung GmbH is lawyer (Rechtsanwalt) Dr. Kristian J. Heiser, LL.M. Sole shareholder of RKH Dienstleistung GmbH is the Hamburg-based Raschke von Knobelsdorff Heiser Partnerschaft von Rechtsanwälten mbB (“RKH”) which is one of the leading German corporate/M&A boutiques. RKH was established in 2005 as spin-off of its founding partners from Freshfields Bruckhaus Deringer. RKH is focused on legal high-end advice to German and international industrial and commercial clients, private equity companies as well as banks and other financial service providers in the areas M&A/private equity, corporate law as well as banking and capital market law.
17.05.2017 Dissemination of a Corporate News, transmitted by DGAP – a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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