EQS Group-Ad-hoc: Airopack Technology Group AG / Key word(s): Financing
Airopack Technology Group - Update
11-Feb-2019 / 06:34 CET/CEST
Release of an ad hoc announcement pursuant to Art. 53 KR
The issuer is solely responsible for the content of this announcement.
Airopack Technology Group - Update
*Baar, 11 February 2019* - Airopack Technology Group AG ("*Airopack*")
announced today:
- *No comprehensive refinancing and recapitalisation for the Airopack Group
as a whole*
*- Agreement on new loans for operating subsidiaries of Airopack*
*- Notice of acceleration and possible share pledge enforcement with respect
to shares in the subsidiaries by major lenders*
*- Filing for composition moratorium by Airopack Technology Group AG*
*- Board of Directors preparing procedural steps against former management*
Airopack has been in intensive discussions with its major lenders to find a
solution regarding Airopack Group's indebtedness. In the discussions held
over the past few days, during a temporary standstill period agreed with the
major lenders, it came out that no comprehensive refinancing and
recapitalisation of Airopack Group as a whole was achievable. In turn, an
agreement has been reached with major lenders late on 8 February 2019, which
provides the necessary basis for an immediately available additional loan
into the operating subsidiaries of Airopack in the amount of EUR 15 million,
with a further possibility of an additional loan of EUR 10 million in the
near future. This additional liquidity is expected to cover the short- and
mid-term liquidity needs of the operating subsidiaries of Airopack.
However, it has not been possible to have the major lenders waive the events
of default under the Facilities Agreement which were continuing since 31
January 2019 (see press release dated 1 February 2019). On this basis, on
Saturday, 9 February 2019, the major lenders have accelerated the loans
outstanding under the Facilities Agreement. The acceleration notice includes
a demand for repayment of the loans from Airopack under the guarantee given
by it. The lenders are also in a position to start the proceedings to
enforce the security package, including the pledges over the shares of the
subsidiaries. Against this background, the Board of Directors of Airopack
has decided to request the opening of a provisional composition moratorium
(_provisorische Nachlassstundung_) to protect the company and its rights.
The moratorium period is to allow Airopack, under the supervision of a court
appointed administrator, to continue its efforts in view of reaching a
solution in the best interest of the company and its stakeholders. A
unilateral commitment from the Apollo funds as the major lenders has been
received to make funds up to an amount of EUR 2 million available to
Airopack. This unilateral commitment, which is conditional upon the
occurrence of certain events, is an important element in Airopack's current
planning on how to settle its liabilities to creditors (other than Apollo
funds) and to eventually exit the provisional composition moratorium.
This situation is the result of the findings and events which occurred in
the very recent past as previously reported by Airopack:
- Following the announcement of the comprehensive recapitalisation plan (see
press release of 30 November 2018, the "*Recapitalisation Plan*"), the new
management team under the lead of the Chairman of the Board of Directors and
interim CEO has taken over on 1 December 2018.
- Because of certain findings made by the new management team, Airopack had
mandated PricewaterhouseCoopers Ltd. ("*PwC*") to make an accounting
investigation.
- PwC has found that revenues in 2018 had been overestimated by former
management, including in the first half-year period. Also, former management
had entered into previously undisclosed liabilities, such as buy-back
commitments towards customers.
_- _The new management team also discovered that the sales forecasts in the
budgets and the business plan underlying the Recapitalisation Plan had been
excessively overstated by former management. Further, investigations have
shown certain inadequate sales and accounting practices that will lead to
corrections in the accounting and caused a severe lack of cost-control in
the months prior to the announced Recapitalisation Plan. As a result, the
Airopack Group stands with lower income and higher payables and costs as
foreseen in the Recapitalisation Plan. This led to a shortage in the
forecasted liquidity and it became apparent that the additional bridge loan
agreed as part of the Recapitalisation Plan was too low to bring the
Airopack Group to the planned capital increase of April 2019.
- Also, the deficiencies in the accounting of former management made it
impossible to obtain in time a clean audit opinion from the statutory
auditors of Airopack, which would have been a requirement for the capital
reduction planned for early February 2019. Accordingly, Airopack had to
announce a postponement of this step. As mentioned above, the
Recapitalisation Plan has become completely unachievable in the meantime.
The Board of Directors is preparing the adequate procedural steps against
former management and will coordinate such steps with the court appointed
administrator.
The Board of Directors will further communicate as soon as the Court will
have ruled on the moratorium application.
*Contacts:*
Airopack Technology Group AG
Antoine Kohler, Chairman
Blegistrasse 5/1 OG
CH-6340 Baar
TF: +41 41 768 50 50
www.airopackgroup.com [1]
For investors:
Airopack Technology Group AG
Martin Eberhard
martin.eberhard@rimesa.ch
TF: +41 79 209 77 50
For media:
Tolxdorff Eicher Kollektivgesellschaft
Daniel Eicher / Theresia Tolxdorff
partners@tolxdorffeicher.ch
TF: +41 44 718 25 25
*The Company*
Airopack Technology Group AG is a leading developer and supplier
of mechanical and pressure-controlled dispensing packaging
technologies and systems for manufacturers and suppliers of
cosmetics, body care, pharmaceutical and food products. The
revolutionary and worldwide and solely by ATG patented
Airopack(R) technology offers a safe, all-plastic pressurized
dispenser that is environmentally and planet friendly
Airopack Technology Group operates a Airopack Ready to Fill
manufacturing facility in Waalwijk, The Netherlands and a
Full-Service Filling operation in Heist-op-den-Berg Belgium
(Airosolutions) as well as a manufacturing plant for filling
equipment in Houten, The Netherlands (Airofiller Equipment
Solutions), The Global Research and Development Team, the
Airopack Global Management and Customer Service Organisation are
located in Waalwijk, The Netherlands.
The shares of the company are listed on the Swiss Reporting
Standard of the SIX Swiss Exchange since 2010. (Ticker: AIRN /
ISIN: CH0242606942).
*Disclaimer*
This Ad Hoc Release / Press Release may contain certain
forward-looking statements. In some cases forward looking
statements can be identified by the use of terms such as
"believes", "enables", "estimates", "anticipates", "projects",
"expects", "intends", "may", "will", "seeks" or "should" or
variations thereof, or by discussions of strategy, plans,
objectives, goals, future events or intentions. By their nature,
forward-looking statements involve risk and uncertainty because
they relate to future events and circumstances.
Actual outcomes and results may differ materially from any
outcomes or results expressed or implied by such forward-looking
statements. The success or achievement of various results,
targets and objectives is dependent upon a multitude of factors,
many of which are beyond the control of Airopack. No
representations are made as to the accuracy of such statements
or that such results, targets or objectives will be realized.
www.airopackgroup.com
End of ad hoc announcement
Language: English
Company: Airopack Technology Group AG
Blegistrasse 5
6340 Baar
Switzerland
Phone: +41 417663500
Fax: +41 417663509
E-mail: liebwin.vanlil@airopackgroup.com
Internet: www.airopackgroup.com
ISIN: CH0242606942
Listed: SIX Swiss Exchange
End of Announcement EQS Group News Service
774207 11-Feb-2019 CET/CEST
1: https://link.cockpit.eqs.com/cgi-bin/fncls.ssp?fn=redirect&url=26ec27d0679301fe63ce8a1daf26a8df&application_id=774207&site_id=vwd&application_name=news
(END) Dow Jones Newswires
February 11, 2019 00:34 ET (05:34 GMT)
