No actions for annulment have been brought against the resolutions of the creditors’ meetings held on 25 August 2022 in respect of the bonds of CARPEVIGO AG and Carpevigo Holding AG in accordance with the German Bond Act (Schuldverschreibungsgesetz) within the period of one month for bringing an action. The resolutions are therefore binding and have been executed in the bond terms and conditions.
On 25 August 2022, creditors’ meetings were held for the three bonds of CARPEVIGO AG and Carpevigo Holding AG. The proposal to reduce the nominal amount of the bond by 60% to a remaining quota of 40% of the previous nominal amount through a partial waiver was put to the vote. The proposal further provides that after this debt cut, investors have the option to call their bond or remain invested for the long term. The new terms provide for a maturity of 15 years and an annual interest rate of 3.75 %.
The statutory quorum and the required majorities were reached for the bond of CARPEVIGO AG (WKN A0N3X2 ISIN: DE000A0N3X28) and the convertible bond of Carpevigo Holding AG (WKN A1MA45 ISIN: DE000A1MA458). No objections and no actions for avoidance were filed with the companies within the statutory period for filing an action. The resolutions could therefore be implemented.
The bondholders of these two bonds are thus entitled to a termination right. They will shortly receive formal notification of this one-time termination right via the securities notices. The companies request that, if necessary, they wait until receipt of this notification before giving notice of termination. Details will be provided in this notice.
In the case of the Energy Bond I of Carpevigo Holding AG (WKN A1PGWY ISIN: DE000A1PGWY5), the attendance on 25 August 2022 was 25.28% of the outstanding bonds. The first creditors’ meeting, therefore, did not constitute a quorum within the meaning of § 15 para. 3 sentence 1 SchVG. A second creditors’ meeting was convened by the company for 19.10.2022. It remains to be seen whether this second meeting will now have a quorum for the proposed amendments to the bond terms and conditions and whether the required majorities will be achieved. A second creditors’ meeting is generally quorate; the quorum for qualified resolutions is 25% (§ 15 para. 3 sentence 3 SchVG).
Both companies would like to thank the bondholders for attending the meetings and for the high level of acceptance of the proposed solutions.
Carpevigo Holding AG
Tel +49 (0)8024 608383-0
Fax +49 (0)8024 608383-90