Company Announcement No. 195, 2009
H+H International A/S
Dampfærgevej 27-29, 4th Floor
2100 Copenhagen Ø
Denmark
Telephone: +45 35 27 02 00
www.HplusH.com
23 September 2009
H+H International A/S in negotiations with Nordic Capital.
In continuation of Company Announcement No. 193 of 21 September 2009, in which
it was announced that agreement in principle had been reached with an investor
to recapitalise the H+H Group as quickly as possible, it can be disclosed that
the investor in question is Nordic Capital Fund VII (Nordic Capital).
Negotiations between the Supervisory Board and Nordic Capital on the model and
terms for a recapitalisation are ongoing. The Supervisory Board has agreed to
refrain from negotiating with any competing bidders while negotiations with
Nordic Capital are still in progress. The continued negotiations have the
backing of the company's primary lender.
As previously announced, the Supervisory Board decided at the start of July
2009 to initiate a capital raising process, assisted by SEB Enskilda Corporate
Finance, to explore various alternative options for strengthening the capital
base. As part of this process a number of investors were approached, including
Nordic Capital which was approached in cooperation with the company's A
shareholder. Discussions with Nordic Capital have been taking place since July
2009 in parallel with the Supervisory Board exploring other recapitalisation
options, including the possibility of a rights issue to all the company's
shareholders, which, however, has not been deemed possible.
The capital raising process has not identified any other options for or led to
any offers of capital injection from other investors that can remedy the
company's financial situation in a satisfactory manner while at the same time
ensuring that the company's financing is maintained. In light hereof, and
considering the company's existing and expected future financial situation, the
Supervisory Board is of the opinion that the alternative recapitalisation
models being discussed with Nordic Capital will best safeguard the interests of
both the A shareholder and the B shareholders, the creditors and the company.
Anders C. Karlsson, Chairman of the Supervisory Board, emphasises that, ever
since they were approached, Nordic Capital have been contributing
professionally and continue to contribute positively and constructively to the
efforts to reach an agreement to recapitalise the company. The Supervisory
Board consequently does not regard Nordic Capital's possible acquisition of
control of the H+H Group as ”hostile” as claimed by some media.
As previously mentioned, if an agreement with Nordic Capital is concluded, the
Supervisory Board will convene an Extraordinary General Meeting and publish
more detailed information about the recommended transaction model and
conditions. At present the Supervisory Board is unable to make any further
statements as to whether and when an agreement with Nordic Capital on the terms
and conditions for a recapitalisation will be reached.
Anders C. Karlsson
Chairman of the Supervisory Board
Hans Gormsen
CEO
For additional information please contact:
Anders C. Karlsson, Chairman of the Supervisory Board,
on telephone +46 70 524 7480.
This is a translation of the company's announcement in Danish. In case of
inconsistency between the Danish text and this English translation, the Danish
text shall prevail.
