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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 />

On May 9, <strong>2012</strong>, approximately 85% of the OG Bonds were exchanged for convertible bonds<br />

(Obligations Convertibles en Actions) to be issued by OPG. As a result of this exchange, OPG<br />

received OG Bonds, which were contributed to the Company as described below.<br />

As at September 27, <strong>2012</strong>, as part of the capital increase, 125,130 bonds were contributed to Orco<br />

<strong>Germany</strong> by Orco Property Group and OPG related entities, representing 84.5% of the<br />

outstanding number of bonds (See note 5)<br />

As at December 31, <strong>2012</strong>, the movements on the bonds are as follow (in K EUR ) :<br />

Current Financial Debts<br />

Fixed Rate Bonds<br />

Balance at 31 December 2011 127,452<br />

Interests 1,677<br />

Own bonds received in connection with the capital increase<br />

dated September 27, <strong>2012</strong> (see note 5). (109,118)<br />

Balance at 31 December <strong>2012</strong> 20,011<br />

As a result of the bonds’ restructuring, the outstanding bonds held directly or indirectly by OG’s<br />

parent company amounts to M EUR 20.0, represented by 22,947 bonds and will be converted into<br />

28 million new OG shares. This capital increase is expected to occur in the first half of 2013.<br />

The parent company OPG is holding 550,000 warrants, Orco <strong>Germany</strong> Investments S.A. (an<br />

affiliated undertaking) owned 2,397,311 warrants and Orco Grundstücks und<br />

Beteiligungsgesellschaft mbH (an affiliated undertaking) owned 1,150,000 warrants.<br />

As at December 31, <strong>2012</strong> and 2011, no warrant attached to the bonds (“BSAR”) has been<br />

exercised.<br />

NOTE 7 -<br />

OTHER NON SUBORDINATED DEBTS<br />

7.1. Amounts owed to credit institutions<br />

Amounts owed to credit institutions are specified in the table below:<br />

Financed property<br />

Lending<br />

bank<br />

Original loan<br />

amount<br />

EUR<br />

Outstanding<br />

loan amount<br />

as at<br />

31.12.<strong>2012</strong><br />

EUR<br />

Kurfürstendamm 102 Berlin Hyp 6,100,000 0<br />

<strong>Annual</strong><br />

interest rate<br />

EURIBOR 3<br />

months + 1%<br />

Maturity<br />

date<br />

28.12.2016<br />

- 15 -

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