euro adhoc: Fortune Management Inc.
Restructuring & Recapitalisations
Reset
of Warrants issued with 8.5% Subordinated Loan Note
Renegotiations of 7% Partial Bond
Resignation of Member of the Board
Disclosure announcement transmitted by euro adhoc. The issuer is responsible for the content of this announcement.
26.02.2008
Zug/Switzerland, February 26 2008 - FORTUNE Management Inc. (General Standard, ISIN USU026281027; SIN: A0BLYY) informs that an agreement has been reached with holders of a majority of the issued and outstanding Subordinated Loan Notes to reset the exercise price of the warrants issued 13 August 2007 (the "Subordinated Loan Note").The reset is agreed now, based on the 60 day VWAP for the period ending 1 November 2008. The lowering of the reset price will be in a range not less than EUR 1.00 and not more than EUR 1.90. In order to permit the eventual exercise of the warrants issued with the Subordinated Loan Note it may become necessary to request the approval of an increase in the authorized common shares at our 2007 annual meeting, held in June.
In addition the warrant expiration has been extended by two years to 31 December 2013. A number of other changes to the terms and conditions of the Subordinated Loan Note are also being currently negotiated. When finalized, these changes will be circulated to all Subordinated Loan Note holders, and a 75% approval is required for ratification.
This agreement was reached as part of a negotiation with certain holders of the EUR 70 million Partial Bonds issued in April 2006, who have demanded additional security and other provisions, as a result of the issuance of the Subordinated Loan Notes. The negotiations of an amendment to the Partial Bond agreement are continuing, and there can be no assurance that they will be successfully concluded. Failure to satisfactorily conclude such negotiations could lead to actions that may endanger certain transactions and initiatives that are currently underway and could have a material negative impact on the Company´s financial viability.
In this context, Member of the Board Les Brun has submitted his resignation, effective immediately. He cited the withdrawal of the S-1 registration statement for the IPO of Global Alternative Asset Management ("GAAM") and the implications of the above negotiations for the future private equity initiatives undertaken by FMI under his leadership.
Profile of FORTUNE Management Inc.: FORTUNE Management Inc., Zug/Switzerland, is a publicly listed private equity firm. Its two business divisions are Private Equity Management and Principal Investments. Private Equity Management achieves consistent revenues from the management of specialized funds, whereas Principal Investments comprises direct investments (e.g. in bio-diesel manufacturer GATE or in the Swiss asset managers FORTUNE Wealth Management Group AG) with a view to capital gains. FORTUNE Management Inc. has subsidiaries in Zug, Zurich, Geneva, Luxemburg, Rotterdam, Würzburg, Vienna and the Bahamas, as well as a branch in Dubai. The company´s shares (ISIN: USU 026281027) are listed in the General Standard segment of Frankfurt Stock Exchange (symbol: FMI1) and on the DIFX in Dubai.
end of announcement euro adhoc
Further inquiry note:
FORTUNE Management Inc.
Thomas Luber
Phone +49 69 9441 8069
IR@fortune-management.com
Bahnhofstrasse 10
P.O. Box 324
CH-6301 Zug
Branche: Financial & Business Services
ISIN: USU026281027
WKN: A0BLYY
Börsen: Börse Berlin / free trade
Börse Stuttgart / free trade
Börse Düsseldorf / free trade
Börse Frankfurt / regulated dealing/general standard