Following the announcements made by the Company on March 10, 2022 and April 22, 2022 regarding the progress of the Group’s restructuring process, the Company provides an update following the achievement of important milestones, including the satisfaction of conditions precedent to the completion of the transactions contemplated in the agreement entered into on March 10, 2022 (the "Restructuring Transactions").
1. Milestone achievements and satisfaction of conditions precedent to the Restructuring Transactions
The lack of claims from creditors as of April 22, 2022 enabled the Chief Executive Officer to acknowledge, on April 26, 2022, the definitive completion of the reduction of the Company’s share capital not motivated by losses by way of reduction in the par value of the shares from €10 to €0.01. The Company’s share capital now amounts to €98,934.63, divided into 9,893,463 shares with a par value of €0.01 each;
on April 27, 2022, the approvals required under the applicable merger control regulations in Germany were obtained;
during May 2022, the Company obtained all the agreements requested from certain of the Group’s institutional lenders to make the necessary adjustments to their documentation in connection with the completion of the Restructuring Transactions;
also in May 2022, the Company obtained the agreement in principle of the parties concerned on the terms of the proposed accelerated safeguard plan and on the credit documentation relating to the refinancing of the existing debt;
on May 19, 2022, the conciliation protocol regarding the Villages Nature project was approved (‘homologué’) by the Paris Commercial Court;
on May 24, 2022, Finexsi, represented by Mr. Olivier Peronnet, delivered its independent expert report concluding to the fairness of the financial terms of the Restructuring Transactions from the point of view of the Company’s shareholders. This report, the conclusion of which is presented in the form of a fairness opinion, is available to the public on the Company’s website (www.groupepvcp.com) as from today in the "Finance / Publications / Presentations" section. The conclusions of the Finexsi report are as follows (free translation from the French):
"In conclusion, for the shareholder, the implementation of the Restructuring allows to maintain the continuity of the Company’s operations, by cleaning up its financial structure. The Restructuring also makes it possible to restore value in relation to the current situation, and a potential in the future depending on its future performance.
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