AS VALMIERAS STIKLA ŠĶIEDRA (hereinafter - the “Company”) hereby announces that according to information provided by majority shareholders, an agreement has been entered into for the sale and purchase of an aggregate 83.14% (eighty-three point fourteen per cent) of the number of shares in the share capital of the Company, upon the terms and subject to the conditions set forth in the Share Purchase Agreement entered into between the group of controlling shareholders of the Company on the one hand, and Duke I S.à r.l. (“Duke”), a Luxembourg private limited liability company, on the other hand (hereinafter - “Sale and Purchase”). Duke is a Luxembourg subsidiary of Warwick European Opportunities Fund III LP which is an Alternative Investment Fund managed by Warwick Capital Partners LLP (“Warwick”). Warwick is a London based investment manager which focuses on European special situations and manages funds with aggregate assets under management (AUM) in excess of USD 2 billion.
The Sale and Purchase is conditional and is subject to completion of a number of conditions precedent to closing. The conditions precedent are contingent, for the most part, on completion of dissolution of the subsidiary entities of the Company in the US and certain consents by creditors of the Company.
Concurrently with, but separate from the Sale and Purchase, the Company will be soliciting consents from its creditors to amend, supplement or change certain provisions of the plan of legal protection proceedings (tiesiskās aizsardzības procesa pasākumu plāns) to which the Company is currently the subject.
Application will be made to Bundeskartellamt, the German Competition Authority, for clearance of the Sale and Purchase. The grant by Bundeskartellamt of approval is one of the conditions precedent to closing of the Sale and Purchase.