Pallet-Management-Services - AFM
Pallet-Management-Services - AFM
Pallet-Management-Services - AFM
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105.2% on October 15, 2007, 102.6% on October 15, 2008 and will decline to 100.0% on<br />
October 15, 2009 and thereafter until maturity.<br />
The indenture governing the Senior Secured Notes allows the Company to issue additional<br />
notes in an aggregate principal amount of up to EUR 50.0 million under the same security<br />
package as the Senior Secured Notes, but only to the extent that the Company meets certain<br />
interest coverage ratios on a pro forma basis considering the issuance of the additional notes<br />
and that no default or event of default will have occurred as a consequence of the additional<br />
indebtedness being incurred.<br />
If a change of control of greater than 50.0% of the Company’s voting stock occurs, each holder<br />
of the Senior Secured Notes may individually require the Company to purchase their notes at a<br />
purchase price in cash equal to 101.0% of the principal amount of the Senior Secured Notes<br />
plus accrued and unpaid interest. A change of control, as defined, does not include a change in<br />
ownership if the sale of voting stock to an acquirer is made by holders who received this stock in<br />
connection with the conversion of the former Senior Subordinated Notes.<br />
The indenture governing the Senior Secured Notes contains a number of covenants that, among<br />
other things, limit the Company and its subsidiaries’ ability to incur additional debt, make certain<br />
restricted payments, create certain liens, dispose of assets and subsidiary capital stock, merge<br />
or consolidate, issue guarantees, pay dividends, and otherwise restrict certain corporate<br />
activities. The Senior Secured Notes also limit the Company’s obligations under finance leases<br />
to EUR 25.0 million. The Senior Secured Notes also contain customary events of default,<br />
including non-payment of principal, interest or fees, material inaccuracy of certain<br />
representations and warranties, violation of covenants, cross-default to certain other debt,<br />
certain events of bankruptcy and insolvency, material judgments, and a change of control in<br />
certain circumstances.<br />
The Senior Secured Notes are not listed on a public market. The fair value of the Senior<br />
Secured Notes has been determined by using the fair values of comparable notes of comparable<br />
companies. These comparisons support Company’s assessment that fair value is nearly equal to<br />
nominal value.<br />
Maturities of debt<br />
Long-term debt consists of the following:<br />
EUR in thousands As of December 31,<br />
2006 2005<br />
Senior secured notes 110,000 110,000<br />
Other 215 215<br />
110,215 110,215<br />
Less: current maturities (0) (0)<br />
110,215 110,215<br />
Less: deferred financing costs (3,701) (4,689)<br />
106,514 105,526<br />
The complete amount of EUR 110.2 million is due in 2010.<br />
Financial risk management objectives and policies<br />
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