DGAP-News

ORCO Germany S.A.: Extraordinary General Meeting of shareholders held on 26 April 2012 (deutsch)

ORCO Germany S.A.: Extraordinary General Meeting of shareholders held on 26 April 2012

DGAP-News: ORCO Germany S.A. / Key word(s): AGM/EGM

ORCO Germany S.A.: Extraordinary General Meeting of shareholders held

on 26 April 2012

27.04.2012 / 18:16

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ORCO Germany S.A. - Extraordinary General Meeting of shareholders held on

26 April 2012

27 April 2012 - The extraordinary general meeting of shareholders of Orco

Germany S.A. (the 'Company') was held at the registered offices of the

Company in Luxembourg on 26 April 2012 (the 'General Meeting'), with

approximately 88% of the voting rights present or represented.

The shareholders resolved on several items related to the planned

restructuring of up to 148,077 bonds issued by the Company on 24 May 2007,

registered under ISIN code XS0302623953 (the 'OG Bonds').

The shareholders resolved to decrease the share capital of the Company from

its previous amount of EUR 60,964,166.25 to EUR 4,877,133.30 without

cancellation of shares, by decreasing the accounting par value of the

existing shares from EUR 1.25 to EUR 0.10 per share with allocation of the

reduction proceeds to a reserve.

The shareholders also approved in principle an increase of the share

capital from EUR 4,877,133.30 by up to EUR 18,136,104.90 through the

issuance of up to 181,361,049 new shares of the Company at an issue price

of EUR 0.712 per share against the contribution in kind to the Company of

OG Bonds. Said approval in principle is subject to the implementation of

the substitution of approximately 85% of the OG Bonds into convertible

bonds (obligations convertibles en actions) to be issued by Orco Property

Group S.A. ('OPG') as a result of which OPG would have received OG Bonds

which will be contributed to the Company in relation to the capital

increase and the implementation of such capital increase was delegated to

the decision of the board of directors within the framework of the

Company's authorized capital.

The shareholders also resolved to set the existing authorised share capital

to an amount of EUR 100,000,000 for a period of 5 years from the date of

the General Meeting.

Finally, the shareholders approved several technical resolutions to amend

the articles of associations of the Company in order to reflect the above

resolutions and to conform the articles with changes in Luxembourg law. A

consolidated version of the Company's amended articles of association will

soon be available on the Company's website: www.orcogermany.de.

For more information, please contact us at [e-mail]

End of Corporate News

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Language: English

Company: ORCO Germany S.A.

42, rue de la Vallée

L-2661 Luxembourg

Grand Duchy of Luxembourg

Phone: [phone]

Fax: [phone]

E-mail: [e-mail]

Internet: www.orcogermany.de

ISIN: LU0251710041

WKN: A0JL4D

Listed: Regulierter Markt in Frankfurt (Prime Standard);

Freiverkehr in Düsseldorf, Stuttgart

End of News DGAP News-Service

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167254 27.04.2012