EQS-Adhoc: Leave believers, minority shareholders and the board of the Accentro achieve fundamental cleaning of comprehensive restructuring solution

Leave believers, minority shareholders and the board of the Accentro achieve fundamental cleansing about comprehensive restructuring solution

Berlin, March 29, 2025 – As part of the ongoing restructuring negotiations under the leadership of a group of bonds, which together together about 68% of the outstanding capital amount of EUR 225 million of the 2020/2026 and 100% of the outstanding capital amount of EUR 100 million of the bond 2021/2029 (together the “AD HOC Group”; Keeping together the “outstanding bonds”), a fundamental cleaning of a comprehensive restructuring solution between the ad hoc group, a minority shareholder of Accentro (the Adler Real Estate GmbH and the Adler Group SA (“Adler”)) and Accentro, which the board approved yesterday. The signing of a commitment letters, with which the parties are committed to the essential parameters of the restructuring of the equity side and the agreement on a comprehensive term sheet as a component of a lock-up agree between the ad hoc group and the accentro, in which the essential parameters of the restructuring concept are held.

The restructuring solution, which is assessed by the board after examination and evaluation as the only available and thus the best option of accentro, provides for the implementation of a restructuring project in accordance with the company stabilization and structure law (Starug). The implementation of the restructuring solution depends on individual intermediate steps of different suspensive conditions; These are in particular: a renovation report confirming the restructuring solution, the judicial confirmation of the restructuring plan, the refinancing or extension of various real estate financing and the approval of the Accentro supervisory board.

The restructuring concept also builds on the basic assumptions announced in the ad hoc communication of August 12, 2024, whereby the economic framework mentioned therein is the subject of the finalization of the renovation report. In addition, the restructuring concept aims to create the following own and debt structure:

• Capital measures according to the Starug restructuring plan, including a partial capital reduction to EUR 10,000.00 (by means of a share of stocks in a ratio of 3.243 to 1 according to prior compensation by the confiscation of 7,934 shares) and a bar capital increase, with the exclusion of all shareholders with the exception of Adler by issuing 274.299 new shares to the eagle and bonds, which the new super Senior bond. It is assumed that the capital measures will lead to the following equity structure: (i) eagle approx. 10.1%, (II) Broeal Estate S.à RL and Broal Estate II S.à RL approx. 2.92%, (III) The shares currently in free floats. Take over bond, approx. 86.55%.
• Comprehensive change in the currently applicable conditions of the outstanding bonds, especially including:
  • Distribution of the capital amount of the 2020/2026 bond and the 2021/2029 bond each proportionately into primarily confirmed capital and uncertain, qualified subordinate capital and the capitalization of all interest that has been effective until the time of effect. It will not be possible to act, sell, sell, or otherwise sell the outstanding capital of the outstanding bonds separately from the unsafe, qualified, subordinate capital.

Subject to adjustments in the context of the finalization of the renovation report, the outstanding bonds would probably be divided into a ratio of approx. 40% of primary capital and approximately 60% insecured qualified, subordinate capital.

• Disruption of the due date of the primarily secured capital amount by December 30, 2028 and due date of the unsafe, qualified, subordinate capital amount at the earliest on December 30, 2028.
• Increasing the interest rate to 7.0% per year for the primarily secured capital amount and expected 15.0% per year for the unsafe, qualified, subordinate capital amount. Accentro can decide not to pay the interest in cash, but by increasing the outstanding capital amount of the outstanding bonds (“pik interest”). If Accentro optes for the payment of PIK interest rates on the primary amount of capital, the interest rate increases to 8.0% per year.

• The issue of Super Senior bonds in the amount of a medium double -digit million amount (the “new Super Senior bonds”) to refinance the bridging bonds, provision of additional equipment and settlement of transaction costs. The new Super Senior bonds are expected to have the following essential conditions:
  • Bar interest rate of 10% per year and due date on December 30, 2027 (unless previously repaid).
  • The new Super Senior bonds give the creditors the right to a minimum repayment amount of 140% of the nominal amount of the new Super Senior bonds. Accordingly, every repayment of the new Super Senior bonds is bound to the payment of a repayment premium that is required to achieve this minimum return.
  • The new Super Senior bonds will be output in a defined piece of 100,000 per bond. Accentro will offer all creditors of the outstanding bonds to draw the new Super Senior bonds proportionately and subject to certain regulatory conditions. Accentro expects a creditor of the 2020/2026 bond to be able to draw a new Super Senior bond for 722 bonds of the 2020/2026 bond. In addition, every creditor receives the right to the outstanding bonds, which participates in the new Super Senior bond New shares to acquire the accentro as part of a bar capital increase to the exclusion of the subscription rights of all shareholders with the exception of the eagles. The drawing of fractions of a new Super Senior bond will not be possible and Accentro will not pay cash compensation if a believer of the outstanding bonds does not have a sufficient number of outstanding bonds to draw new Super Senior bonds. Subject to certain conditions, members of the ad hoc group undertake to draw all new Super senior bonds that are not drawn by other creditors of the outstanding bonds.
• Concept of a cumulative compulsory repayment:
  • In accordance with the current term of the outstanding bonds, Accentro is obliged to repay the outstanding bonds and the new Super Senior bonds from the net proceeds of the sales of plant properties as well as from the implementation of certain claims, whereby certain threshold values ​​and maternity leave times apply.
  • Refunds to the primarily secured capital amount of the outstanding bonds may only take place if the new Super Senior bonds (and any pre -default premiums on it) have been paid in full. A mandatory repayment of the unsafe, qualified, subordinate capital amount of the outstanding bonds is not required.

Communicative person:

Thomas Eisenlohr, Head of Investor Relations
Tel.: +49 (0) 30 887181272
[email protected]

Berlin, March 29, 2025

The board
Accentro Real Estate AG
Kantstraße 44/45
D-10625 Berlin

ISIN: DE000A0KFKB3 / DE000A3H3D51 / DE000A254YS5

Exchange: Frankfurt securities exchange, regulated market (Prime Standard) / Luxembourg Stock Exchange