NOT FOR DISTRIBUTION TO ANY U.S. PERSON OR IN OR INTO OR TO ANY PERSON LOCATED IN THE UNITED STATES.
06/29/2018 - 05.52 PM . Investor News
Bad Vilbel, 29 June 2018 – STADA Arzneimittel AG ("STADA") has today published the invitation to the noteholders of the STADA Euro bond 2015/2022 (ISIN: XS1213831362, WKN: A14KJP, Common Code: 121383136) (the "STADA 2015 Notes") to participate in a noteholders’ meeting. The noteholders’ meeting became necessary because the quorum required by law was not met for the vote without a meeting that took place between 26-28 June 2018. Object of the noteholders’ meeting again is the appointment of a common representative and making related mechanical amendments to the conditions of the STADA 2015 Notes.
This modification to the STADA 2015 Notes is being arranged by STADA in connection with the provision of credit support by STADA and certain of its subsidiaries under the 2017 financing provided to its majority shareholder, Nidda Healthcare GmbH (the "Security"). The appointment of the common representative of the STADA 2015 Notes is designed to procure the extension of the Security to the holders of the STADA 2015 Notes on an equal and rateable basis with Nidda Healthcare GmbH's creditors under the 2017 financing. Accordingly, holders of the STADA 2015 Notes are encouraged to attend the noteholders’ meeting set out in the invitation to the noteholder meeting.
To provide the holders of the STADA 2015 Notes with additional optionality in respect of their investment, today STADA also announced to offer to each holder of such notes to repurchase their STADA 2015 Notes against payment in cash at their nominal amount plus accrued interest up to (but not including) the date of repurchase (the "Tender Offer"). The Tender Offer is made under the terms and subject to certain conditions which are set out in a tender offer memorandum dated 29 June 2018 (the "Tender Offer Memorandum") which is available from Deutsche Bank Aktiengesellschaft as Tender Agent and on the webpage of STADA.
The Tender Offer begins on 29 June 2018 and will expire at 3p.m. German time on 10 July 2018 unless extended or earlier terminated by STADA. Holders must validly tender their notes, and not validly withdraw their notes, at or prior to the expiration of the Tender Offer in order to participate. STADA reserves the right, in its sole and absolute discretion (i) not to accept any tenders of notes, (ii) not to purchase any notes or (iii) to modify in any manner any of the terms and conditions of the Tender Offer (including, but not limited to, modifying the purchase price). The invitation to tender notes for repurchase shall be valid and take effect only outside the territories of the United States.
Contact: STADA Arzneimittel AG / Corporate Treasury / Frank Seiler / Stadastrasse 2–18 / 61118 Bad Vilbel – Germany / Tel.: +49 (0) 6101 603-4476 / Fax: +49 (0) 6101 603-3721 / E-mail: frank.seiler(at)stada.de