TEAM Treuhand GmbH
TEAM Treuhand GmbH: Registration of claims from the guarantee for the 2014/2019 bond issued by 3W Power S.A. – Initiation of proceedings and report meeting
DGAP-News: TEAM Treuhand GmbH / Key word(s): Miscellaneous TEAM Treuhand GmbH: Registration of claims from the guarantee for the 2014/2019 bond issued by 3W Power S.A. – Initiation of proceedings and report meeting – Insolvency proceedings regarding the assets of AEG Power Solutions GmbH in debtor-in-possession management initiated as scheduled on 1 February 2017 – TEAM Treuhand GmbH handles registration of claims from the guarantee given by AEG Power Solutions GmbH for the 2014/2019 bond issued by 3W Power S.A. – TEAM Treuhand GmbH will take part in the report meeting on 16 March 2017 on behalf of the bondholders Berlin, 1 March 2017 Commencement of insolvency proceedings and status of proceedings By decision of 1 February 2017, Arnsberg Local Court commenced insolvency proceedings as planned regarding the assets of AEG Power Solutions GmbH and at the same time ordered debtor-in-possession management. 3W Power S.A., listed on the General Standard of the Frankfurt Stock Exchange and headquartered in Luxembourg (ISIN LU1072910919/WKN A114Z9 – the “Issuer“), announced on 22 November 2016 that its lossmaking subsidiary AEG Power Solutions GmbH, headquartered in Warstein-Belecke, Germany, had filed an application for “protective shield” proceedings to be conducted. This application was granted by the competent Arnsberg Local Court on 22 November 2016. The insolvency proceedings have now been opened as scheduled. Dr Rainer Eckert from the law firm Eckert Rechtsanwälte was confirmed by the court as the trustee. AEG Power Solutions GmbH guarantees the repayment of the 2014/2019 bond issued by 3W Power S.A. (ISIN DE000A1ZJZB9/WKN A1ZJZB – the “2014/2019 Bond”) on the basis of a guarantee dated 29 July 2014 (the “Guarantee“). In the bond terms of the 2014/2019 Bond (“Bond Terms“), TEAM Treuhand GmbH was appointed joint representative for the bondholders (“Joint Representative“). Arnsberg Local Court therefore appointed TEAM Treuhand GmbH to the committee of creditors for AEG Power Solutions GmbH on behalf of the bondholders. Against the backdrop of the protective shield proceedings at AEG Power Solutions GmbH, the bondholders of the 2014/2019 Bond (the “Bondholders“) decided in the creditors’ meeting of 5 January 2017 on certain amendments to the interest and termination rules and the obligations of the Issuer with regard to financial liabilities, guarantees and transaction security as well as other termination waivers, authorisation of the Joint Representative and consent to the amendment of collateral agreements, guarantees and the collateral agency agreement and/or the conclusion of an intercreditor agreement. Reference is made to the wording of the resolutions from the second Bondholders’ meeting on 5 January 2017 by 3W Power S.A., published in the German Federal Gazette on 11 January 2017. Registration of claims from the guarantee given by AEG Power Solutions GmbH TEAM Treuhand GmbH, as Joint Representative of the Bondholders, registered the claims of the Bondholders from the guarantee given by AEG Power Solutions GmbH as collateral for the 2014/2019 Bond within the framework of a global registration in the insolvency table in the amount of the nominal value of the 2014/2019 Bond and the interest since 29 August 2016 (inclusive). According to Sec. 19(g) of the Bond Terms, the provisions of Secs. 5 to 21 German Bond Act (SchVG) apply correspondingly to the guarantors, including AEG Power Solutions GmbH, with regard to the guarantees they granted. A corresponding provision was also included in the guarantee given by AEG Power Solutions GmbH. Therefore TEAM Treuhand GmbH as Joint Representative according to Sec. 19(3) and Sec. 22 SchVG is solely authorised and required to assert the rights of the Bondholders from the guarantee given by AEG Power Solutions GmbH to secure the 2014/2019 Bond. The Bondholders do not have to and are not allowed to register claims from the guarantee in the insolvency table. Due to the valid registration already done by TEAM Treuhand GmbH as Joint Representative, the insolvency administrator will dispute additional individual registrations by individual Bondholders. Participation in the report meeting on 16 March 2017 By decision of 1 February 2017, Arnsberg Local Court also specified a date for the creditors’ meeting on 16 March 2017 at 11.00 a.m. before Arnsberg Local Court, Eichholzstraße 4, 59821 Arnsberg (ground floor, courtroom 325). At this meeting, the next steps in the proceedings will be decided upon, based on a report by AEG Power Solutions GmbH as debtor. TEAM Treuhand GmbH as Joint Representative will take part in this meeting and, according to Sec. 19(3) SchVG, exercise the rights of the Bondholders at this meeting. TEAM Treuhand GmbH will then inform the Bondholders about the report meeting. At the instigation of TEAM Treuhand GmbH, the insolvency court invites interested Bondholders to attend the report meeting as guests so that Bondholders can also take part in the report meeting but without being entitled to speak or vote. All Bondholders who wish to attend the report meeting are requested to register one week prior to the report meeting by sending an informal e-mail to TEAM Treuhand GmbH (tth-3wpower@noerr.com) so that the court can be informed of attendance in advance. The entitlement to take part in the report meeting depends on such prior registration. In addition, interested Bondholders must enrol on site on the day of the meeting with a current securities account certificate and a valid identity document. TEAM Treuhand GmbH is still holding intensive talks with all those involved and will rigorously audit and support the restructuring efforts in the interests of the Bondholders. Disclaimer This document is solely to inform the Bondholders of the EUR50 million bond of 3W Power S.A., Luxembourg. Details about the operations, assets, earnings and financial situation of 3W Power S.A. and its associated enterprises and about the restructuring of AEG Power Solutions GmbH have not be reviewed by the Joint Representative as to their accuracy or completeness. The Joint Agent assumes no liability as to their accuracy or completeness. Insofar as this document contains details of the economic outlook, the Joint Agent assumes no liability for their actual occurrence. The Joint Agent’s liability is limited to wilful intent and gross negligence. Liability for gross negligence is limited to ten times the Joint Agent’s annual remuneration. The Bondholders are advised to gather comprehensive information themselves and if necessary seek legal, tax and financial advice.
Contact: TEAM Treuhand GmbH
01.03.2017 Dissemination of a Corporate News, transmitted by DGAP – a service of EQS Group AG. |