Corporate | 10 March 2015 18:25
Ekotechnika GmbH / Key word(s): Restructure of Company
10.03.2015 18:25
Dissemination of a Corporate News, transmitted by DGAP - a service of EQS
Group AG.
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Ekotechnika GmbH decides cornerstones for financial restructuring
- Rouble exchange rate and interest rate trend as a result of sanctions
and drop in oil price has significant negative consequences for the
trading firm
- Corporate Bond to be exchanged for shares after Ekotechnika GmbH adopts
the legal status of a joint stock company
- Subsequent cash capital increase to further strengthen the equity base
- Bondholders to vote between 30 March 2015 and 2 April 2015
Walldorf, 10 March 2015 - The Ekotechnika Group is responding to the
significant deterioration in its financial position resulting from the
massive deprecation of the Russian rouble and the strong increase in its
financing costs. The main reason is the weakness of the Russian economy as
a result of the sharp drop in the oil price and the sanctions imposed in
the context of the Ukraine crisis. Against this background, the management
of Ekotechnika GmbH today agreed on the following cornerstones of the
company's financial restructuring with the consent of the shareholders'
meeting:
As a first step, the company's share capital will be reduced from EUR
2,025,000 by EUR 1,944,000 to EUR 81,000 on a 25:1 basis by way of a
simplified capital reduction.
Subsequently, the share capital will be increased from EUR 81,000 by EUR
1,539,000 to EUR 1,620,000 against a contribution in kind of the 9.75%
bearer bond 2013/2018 (ISIN: DE000A1R1A18) in a total nominal amount of EUR
60 million ("Ekotechnika Bond") including accrued interest. According to
the resolution proposal, the Ekotechnika Bond will be swapped against the
right to acquire in total 1,539,000 new shares in a German stock
corporation after the conversion of Ekotechnika GmbH. This means that each
bondholder would receive 25.65 new shares in the German stock corporation
for each note with a nominal amount of EUR 1,000. If bondholders do not
exercise their right to acquire new shares, these shares are to be sold at
the best possible conditions and the proceeds from the sale are to be paid
out to the bondholders. After completion of this capital increase against
contributions in kind, 95% of the company's registered share capital will
be attributed to the bondholders of the Ekotechnika Bond.
Subsequently, it is planned to increase the company's share capital from
EUR 1,620,000 by EUR 1,520,000 to EUR 3,140,000 against cash contribution,
by way of which the current sole shareholder, Ekotechnika Holding GmbH,
will provide the company with equity in the total amount of EUR 3,040,000.
After the conversion of Ekotechnika GmbH into a German stock corporation
and the completion of the capital increase against contributions in kind
and the cash capital increase, the company's shares are to be traded in an
open market segment of a German stock exchange. The proposed restructuring
concept forms the basis for a restructuring report (IDW S6 report)
commissioned by the company, which is being prepared by the auditors from
PricewaterhouseCoopers.
Company founder and majority shareholder Stefan Dürr will return to the
company's management in order to actively shape the restructuring of
Ekotechnika GmbH together with CFO Wolfgang Bläsi. He was appointed with
effect from 6 March 2015 and will replace former Managing Director Olga
Ohly.
Additionally, it is proposed to appoint One Square Advisory Services GmbH,
Munich, as joint representative for all bondholders of the Ekotechnika
Bond.
The first bondholders' meeting will be held by way of a vote without
meeting between 30 March 2015 and 2 April 2015. Should less than 50% of the
nominal amount of the bond participate in the vote, the meeting will be
inquorate. In this case, a second bondholders' meeting will be convened in
the form of a physical meeting. The latter has quorum if at least 25% of
the outstanding bond nominal amount attend or are represented at the
meeting. If required, this second bondholders' meeting is scheduled for 6
May 2015.
The company will shortly announce further information for bondholders and
publish it on its website under
www.ekotechnika.de/de/anleihe/abstimmung-ohne-versammlung.html (in German
only).
About Ekotechnika
Walldorf-based Ekotechnika GmbH is the German holding company of the
Ekoniva-Technika Group, the largest distributor of agriculture equipment in
Russia. The company's single most important supplier is John Deere & Co.,
the world's leading manufacturer in this field. In addition, Ekotechnika
sells equipment from another 11 market-leading manufacturers. Its main
business is in selling new equipment such as tractors but also milking
equipment and precision farming technology. In addition, the company sells
spare parts and provides service and maintenance. Ekotechnika's founder and
main shareholder is Stefan Dürr, who has been active in the Russian farming
sector since the late eighties and has been instrumental in its
modernisation over the past two decades. In 2011 the equipment business was
separated from the farming business, which now operates independently under
the name Ekosem-Agrar. Operating 12 locations in attractive Russian farming
regions, Ekotechnika today employs around 625 people and generates sales of
EUR 212 million in 2012/2013.
Contact
Ekotechnika GmbH // Johann-Jakob-Astor-Str. 49 // 69190 Walldorf // T: +49
(0) 6227 3 58 59 60 //
E: info@ekotechnika.de // www.ekotechnika.de
Media / Investor Relations
Fabian Kirchmann // IR.on AG // T: +49 (0) 221 9140 970 // E:
presse@ekotechnika.de
10.03.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: Ekotechnika GmbH
Johann-Jakob-Astor-Str. 49
69190 Walldorf
Germany
Phone: +49 (0) 6227 3 58 59 60
Fax:
E-mail: info@ekotechnika.de
Internet: www.ekotechnika.de
ISIN: DE000A1R1A18
WKN: A1R1A1
Listed: Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg,
Hanover, Munich, Stuttgart (bondm); Open Market in Frankfurt
End of Announcement DGAP News-Service
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