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Annual Report 2012 - ORCO Germany

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<strong>ORCO</strong> GERMANY S.A.<br />

Société Anonyme<br />

R.C.S. Luxembourg B 102.254<br />

NOTES TO THE ACCOUNTS<br />

December 31, <strong>2012</strong><br />

- continued -<br />

In determining the appropriate basis of preparation of the standalone financial statements, the<br />

Directors are required to consider whether the Company can continue in operational existence<br />

for the foreseeable future. At the level of the Company’s subsidiaries, while the sale of Sky<br />

Office has been closed at lower price than prior year valuation in order to close the refinancing<br />

of Gewerbesiedlungs-Gesellschaft mbH (“GSG”, a fully controlled subsidiary), the economic<br />

situation in Berlin is more than resilient and is probably one of the most dynamic in Europe. The<br />

valuation of the real estate portfolio held in Berlin by GSG is increasing and the sales closed<br />

there in <strong>2012</strong> were executed at prices much higher than prior year valuation.<br />

As at the date of publication of this report, approximately 85% of the OG bonds have already<br />

been exchanged against OPG issued bonds converted in turn into OPG shares. OPG has his<br />

turn converted the OG bonds held following this exchange into OG new shares. Almost all of the<br />

remaining OG bonds have been exchanged for EUR 20 million in New Notes issued by OPG.<br />

As a consequence, the remaining OG bonds held by OPG following this exchange will be<br />

converted into OG shares, further reducing LTV. After this last step the Company will no longer<br />

have any material bond liability. The business plan is built on the capacity of the Company to<br />

generate sufficient cash from its profitable subsidiaries in order to support the ones that are<br />

currently in development or restructuring.<br />

The Board of Directors has, as a result of the financial restructuring realized and the positive<br />

cash flow from the rental activities of its subsidiaries, concluded that it is appropriate to prepare<br />

the standalone financial statements as at 31 December <strong>2012</strong> on a going concern basis.<br />

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