EANS-Adhoc: ESCADA AG
Board of Management decides to file for an insolvency
petition in the event that bond exchange offer fails
ad-hoc disclosure pursuant to section 15 of the WpHG transmitted by euro adhoc with the aim of a Europe-wide distribution. The issuer is solely responsible for the content of this announcement.
Restructuring
10.08.2009
Munich, August 10, 2009 - Today the Board of Management of ESCADA AG decided that - in keeping with previous disclosures by the company - in the event the bond exchange offer fails, it would file for an insolvency petition later this week due to imminent illiquidity. The filing would be made if the minimum acceptance ratio of 80% of bond holders as described in the prospectus accepting the exchange offer cannot be attained by the end of the exchange period on Tuesday, August 11, 2009 at 3 pm CEST.
The Supervisory Board of ESCADA AG is due to meet on August 12, 2009, during which the Board of Management will inform the Supervisory Board of the consequences and further steps to be taken in the event the financial restructuring fails.
Under the exchange offer ESCADA AG is offering the bond holders a new bond, made up of two parts plus a cash component, which taken together carry a total nominal value of 400 euros in exchange for every 1,000 euros in nominal value of the old bond. In addition, the bondholders whose tenders are validly made and accepted receive 10 ESCADA shares from the portfolio of existing shareholders. Given the company's liquidity situation, the exchange period cannot be extended any further nor is it possible to improve the offer again.
end of announcement euro adhoc
Further inquiry note:
Investor Relations
Yara Kes
Tel.: +49 (0) 89 9944 1336
E-mail: yara.kes@de.escada.com
Presse:
Frank Elsner Kommunikation für Unternehmen GmbH
Frank Elsner
Tel.: +49 - 54 04 - 91 92 0
Email: info@elsner-kommunikation.de
Not for release, publication or distribution in the United States, Australia,
Italy Canada or Japan.
This information does not constitute a prospectus. The exchange offer in Germany
is made exclusively on the basis of the prospectus, which contains the
information for investors required under statutory provisions and which is
available on the websites of ESCADA AG (http://investorrelations.escada.com) and
the information agent Thomson Reuters (www.escadaanleihe.com); print copies may
be requested free of charge from ESCADA AG (Einsteinring 14-18, 85609
Aschheim/Munich, Germany).
The prospectus prepared for the subscription offer is available free of charge
from ESCADA AG (Einsteinring 14-18, 85609 Aschheim/Munich, Germany).
This ad-hoc disclosure is not an offer for sale of securities in the United
States. Securities may not be sold in the United States absent registration with
the United States Securities and Exchange Commission or an exemption from
registration under the U.S. Securities Act of 1933, as amended. ESCADA AG does
not intend to register any part of any offering in the United States or to
conduct any public offering of securities in the United States.
This communication is only being distributed to and is only directed at (i)
persons who are outside the United Kingdom or (ii) to investment professionals
falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order") or (iii) high net worth
companies, and other persons to whom it may lawfully be communicated, falling
within Article 49(2)(a) to (d) of the Order (all such persons together being
referred to as "relevant persons"). The securities are only available to, and
any invitation, offer or agreement to subscribe, purchase or otherwise acquire
such securities will be engaged in only with, relevant persons. Any person who
is not a relevant person should not act or rely on this document or any of its
contents.
The exchange offer is not extended to any persons (natural or legal) resident in
the Republic of Italy. The exchange offer is not being made, directly or
indirectly, in the Republic of Italy. The exchange offer and the prospectus has
not been submitted to the clearance procedure of the Commissione Nationale per
le Societa e la Borsa ("CONSOB") pursuant to Italian laws and regulations.
Accordingly, neither the prospectus, this ad-hoc disclosure nor any other
documents or materials relating to the exchange offer or the securities may be
distributed or made available in the Republic of Italy.
Branche: Clothing
ISIN: DE0005692107
WKN: 569210
Index: CDAX, Classic All Share, Prime All Share
Börsen: Berlin / Open Market
Hamburg / Open Market
Stuttgart / Open Market
Düsseldorf / Open Market
Frankfurt / regulated dealing/prime standard
München / regulated dealing