Annual Report 2012 - ORCO Germany

ORCO GERMANY S.A.
Société Anonyme
R.C.S. Luxembourg B 102.254
NOTES TO THE ACCOUNTS
December 31, 2012
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NOTE 6 -
DEBENTURE LOANS
On May 30, 2007, the Company issued bonds with repayable subscription warrants (“OBSAR”)
having the following characteristics:
Bonds
Nominal amount EUR 100,100,052
Number of bonds 148,077
Issue price per bond At par value EUR 676
Maturity date 30 May 2050
Redemption price
Nominal interest rate
ISIN
Listing
Warrants
Number of warrants
Exercise ratio
at 100% or at 125% of par, depending on the occurrence of
specific external events, namely the market price of the
shares of Orco Germany S.A.
4% until 30 May 2012, then 0.5% (payable annually).
XS0302623953
Exercise price EUR 15.60
Luxembourg Stock Exchange
9,328,851 (corresponding to 63warrants/issued bond)
one warrant gives the right to one share of Orco Germany
S.A.
Exercise period 30 May 2007 until 30 May 2014
Early repayment
ISIN
Listing
From 30 May 2010, the issuer may, upon notice to the
Warrantholders, redeem the warrants at EUR 0.01 per
warrant if the average share price exceeds 150% of the
exercise price over 20 dealing days during a preceding
period of 30 consecutive dealing days.
XS0302626899
Luxembourg Stock Exchange
As at December 31, 2010, the Company had set up a provision amounting to EUR 25,025,000
corresponding to the redemption premium on the bonds. Based on the very close maturity of the
Bonds, as at December 31, 2011, the redemption premium together with the nominal value of
the Bonds and the accrued interests are shown under the short-term portion of the caption
“Debenture loans – Convertible loans”.
Accrued interest unpaid on the outstanding bonds amounts to EUR 616,320 (2011:
EUR 2,326,492) and is shown under the short-term portion of the caption “Debenture loans –
Convertible loans” in liabilities.
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