Publication of Inside Information Pursuant to Article 17 of Regulation (EU) No. 596/2014
Berlin, July 25, 2025 – Following an agreement on the final outstanding commercial issues of the restructuring plan agreed upon between Accentro and the so-called Ad Hoc Group, as confirmed by a draft restructuring report prepared in accordance with IDW S6, the Management Board today approved the final version of the lock-up agreement (including a term sheet that essentially contains the key parameters of the restructuring plan as announced on March 29, 2025) and the final version of the restructuring plan. Against this backdrop, the Management Board will today file the restructuring plan with the competent restructuring court in Berlin in accordance with the Corporate Stabilization and Restructuring Act (StaRUG) and request a hearing for discussion and voting.
Based on the final corporate plan, Accentro will, following confirmation of the restructuring plan, issue new super senior bonds in the amount of EUR 77 million with a cash interest rate of 10% per year and maturing on December 31, 2027 (unless redeemed earlier) to refinance the bridge loans, provide additional working capital, and settle transaction costs. Accentro may choose to pay the interest not in cash but in kind by increasing the outstanding principal amount of the New Super Senior Bonds.
Accentro expects that a holder of the 2020/2026 Bond will have the right to subscribe for one New Super Senior Bond for every 469 2020/2026 Bonds held, and that a holder of the 2021/2029 Bond will have the right to to subscribe to one New Super Senior Bond for every 5 2021/2029 Bonds held. In addition, each New Super Senior Bond entitles each holder of the 2020/2026 Bond to acquire 319 new shares of Accentro as part of the cash capital increase, with the exclusion of subscription rights for all shareholders except ADLER.
Assuming implementation by September 30, 2025, the respective outstanding principal amounts of the 2020/2026 Bond and the 2021/2029 Bond (collectively, the “Outstanding Bonds”) will be divided, in a ratio of 32.68% to 67.32%, into senior secured capital maturing on September 30, 2029, and unsecured, qualified subordinated capital maturing on December 30, 2034; whereas, in the event of a later conversion, interest accruing after September 30, 2025, will increase only the unsecured, qualified subordinated capital.
The New Super Senior Notes and the Outstanding Notes provide for the following cumulative mandatory repayment structure:
- In accordance with the current maturity of the Outstanding Bonds, ACCENTRO is obligated to redeem the New Super Senior Bonds and the Outstanding Bonds early using the net proceeds from the sale of investment properties and the realization of certain receivables, subject to certain thresholds and compliance with the minimum liquidity requirements set forth in the restructuring report.
- The available proceeds will be used to repay the New Super Senior Bonds on specific dates each calendar year, plus a specified minimum return, resulting in a total return on invested capital of 110% for repayments after the first six months, 120% for repayments after 12 months, 130% for repayments after 18 months, 140% for repayments after 24 months, and 145% for repayments thereafter.
- Repayments on the senior-secured principal amount of the Outstanding Bonds may not be made until the New Super Senior Bonds (and any minimum yield requirements thereon) have been paid in full. A mandatory repayment of the unsecured, qualified subordinated principal amount of the Outstanding Bonds is not required.
Pursuant to the Restructuring Plan and subject to the condition precedent that the relevant debt and equity measures provided for in the Restructuring Plan (including the issuance of New Super Senior Bonds) are implemented no later than December 31, 2025, the bondholders agree to waive any repayment and early redemption rights and not to seriously demand payment of amounts due after September 30, 2025, under the existing bonds.
Furthermore, the restructuring plan essentially provides for the creation of the equity and debt capital structure already outlined in the notice dated March 29, 2025. In addition, the restructuring plan now includes the removal of the current members of the Supervisory Board and the appointment of Lenny Lionel Michel, Paul Sisak, and Dr. Nedim Cen to the Supervisory Board.
Person Issuing the Announcement:
Thomas Eisenlohr, Head of Investor Relations
Tel.: +49 (0)30 887181272
eisenlohr@accentro.de
The Executive Board
ACCENTRO Real Estate AG
Kantstraße 44/45 D-10625 Berlin
ISIN: DE000A0KFKB3 / DE000A3H3D51 / DE000A254YS5
Stock Exchanges: Frankfurt Stock Exchange, Regulated Market (Prime Standard) / Luxembourg Stock Exchange
Investor Relations Contact:
Thomas Eisenlohr
ACCENTRO Real Estate AG
Kantstraße 44/45
10625 Berlin
Email: eisenlohr@accentro.de
Phone: +49 (0)30 88 71 81 272