TEAM Treuhand GmbH
TEAM Treuhand GmbH: Report and verification meeting in insolvency proceedings over estate of AEG Power Solutions GmbH on 16. March 2017, current state of play in the restructuring of the bond
DGAP-News: TEAM Treuhand GmbH / Key word(s): Miscellaneous TEAM Treuhand GmbH: Report and verification meeting in insolvency proceedings over estate of AEG Power Solutions GmbH on 16. March 2017, current state of play in the restructuring of the bond – The capitalization of interest agreed upon in the Bondholders’ meeting of 5 January 2017 will be implemented via a pool factor. – Claims of the Bondholders from the Guarantee given by AEG Power Solutions GmbH as collateral for the 2014/2019 Bond have been contested on a preliminary basis in the report and verification meeting on 16 March 2017. – TEAM Treuhand GmbH will take part in the next creditors’ meeting on 6 April 2017 on behalf of the Bondholders, in which the creditors will decide upon an insolvency plan. The insolvency plan provides for a plan quota of 14% for the claims from the Guarantee. Berlin, 20 March 2017 Current state of play in the restructuring of the bond, capitalization of interest In the Bondholders’ meeting of 5 January 2017 regarding the 2014/2019 bond issued by 3W Power S.A. (ISIN DE000A1ZJZB9/WKN A1ZJZB – the “2014/2019 Bond”) the bondholders of the 2014/2019 Bond (the “Bondholders“) decided on certain amendments to the bond terms of the 2014/2019 Bond (“Bond Terms“). 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. These resolutions have already been implemented by an amendment and changes to the global certificate with Clearstream. Amongst other amendments, the Bondholders have agreed on a capitalization of interest in the Bondholders’ meeting. This amendment was implemented via a so-called pool factor, for the first time for the interest rate due on 28 February 2017. With this factor, the true value of the Bond can be calculated, that increases with the capitalization of the interests. The factor increases with every interest amount that is due but is not paid out in accordance with the agreed upon amendments. Insolvency proceedings over estate of AEG Power Solutions GmbH and claims from the guarantee On 1 February 2017, Arnsberg Local Court commenced insolvency proceedings regarding the assets of AEG Power Solutions GmbH as debtor-in-possession proceedings. AEG Power Solutions GmbH guarantees the repayment of the 2014/2019 Bond on the basis of a guarantee dated 29 July 2014 (the “Guarantee“). In the Bond Terms, TEAM Treuhand GmbH was appointed joint representative for the bondholders (“Joint Representative“). Arnsberg Local Court appointed TEAM Treuhand GmbH to the committee of creditors for AEG Power Solutions GmbH on behalf of the Bondholders. Registered guarantee claims contested on preliminary basis 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). TEAM Treuhand GmbH’s managing director, Dr. Thomas Hoffmann, attorney at law, took part in the report- and verification meeting on 16 March 2017 on behalf of the Bondholders. In the meeting, the debtor-in-possession-management of AEG Power Solutions GmbH and Dr. Rainer Eckert as trustee reported on the restructuring in the protective shield proceedings which is proceeding according to plan. The trustee contested the claims registered by the Joint Representative on a preliminary basis. This is, amongst other reasons, due to the fact that the definite amount of the outstanding bond could not be established. In addition, the trustee has not made a final decision as to whether the Guarantee is subject to insolvency claw-back. Decision on insolvency plan in creditors’ meeting on 6 April 2017 Arnsberg Local Court also specified a date for the next creditors’ meeting on 6 April 2017 at 10.00 a.m. before Arnsberg Local Court (Eichholzstrasse 4, 59821 Arnsberg, ground floor, courtroom 325). 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 in this meeting and inform the Bondholders afterwards. In the meeting, the creditors will decide upon the adoption of an insolvency plan for AEG Power Solutions GmbH. The aim of the insolvency plan is to reduce AEG Power Solution GmbH’s indebtedness and to guarantee the service of the debt in the future. This will be achieved by a cut of the share capital to zero with a subsequent increase of the share capital and a subscription of new shares by AEG Power Solutions B.V. The insolvency plan provides for a plan quota of 14% for all unsecured insolvency creditors that are not subordinated. In addition, the plan entails a restructuring concept in order to regain AEG Power Solutions GmbH’s profitability. The main aspect is to focus on the core business in the field of UPS industry. With approval of the plan by the creditors and legally binding adoption by the court, the insolvency proceedings over the estate of AEG Power Solutions GmbH can be lifted. Pursuant to the insolvency plan, the claims from the Guarantee will be capped at EUR 6,553,251.72, which corresponds to a plan quota of 14% referring to an outstanding amount of the Bond including interest of EUR 46,808,940.89 on 1 February 2017 when the insolvency proceedings were opened. At the instigation of the Joint Representative, the insolvency court again invites interested Bondholders to attend the creditors’ meeting on 6 April 2017 as guests meaning that Bondholders can take part in the meeting but without being entitled to speak or vote. All Bondholders who wish to attend the meeting are requested to register by sending an informal e-mail to TEAM Treuhand GmbH (tth-3wpower@noerr.com) at the latest one week before the creditors’ meeting so that the court can be informed of attendance in advance. The entitlement to take part in the meeting depends on such prior registration. In addition, interested Bondholders must enroll on site on the day of the meeting with a current securities account certificate and a valid identity document. The Joint Representative 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 Representative assumes no liability as to their accuracy or completeness. Insofar as this document contains details of the economic outlook, the Joint Representative assumes no liability for their actual occurrence. The Joint Representative liability is limited to willful intent and gross negligence. Liability for gross negligence is limited to ten times the Joint Representative’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
20.03.2017 Dissemination of a Corporate News, transmitted by DGAP – a service of EQS Group AG. |