Hong Kong-based Chiho-Tiande Group Ltd. has announced further measures it has taken to finalise its acquisition of the assets and properties of Germany-based scrap recycler Scholz Holding GmbH.
Chiho-Tiande says the two companies have entered into a restructuring agreement that finalises the terms of an €80 million ($88.2 million) bridge loan; amends maturity dates, and partial waiver, of Scholz’s debt; and commits to the intended acquisition, and waiver, of a through-to-cycle (TTC) loan to help finance the overall acquisition.
“The restructuring agreement would maintain Scholz’s scope of business prior to a potential equity acquisition by Chiho-Tiande and enhance Scholz’s financial performance in the long-term,” says Chiho-Tiande in its announcement.
The €80 million bridge loan “represents an increase of €30 million ($33 million) from what initially was set out in the debt purchase agreement (DPA) in order to enable Scholz to meet its liquidity requirements without increasing the overall commitment by the Group,” according to the companies.
Regarding the waiver of Scholz debt, the two companies “have agreed to amend and extend the maturity dates of certain loans under the DPA” with a value of €224 million ($247 million) “to be extended to the earlier of 31 January 2017 [or] the date when the last closing condition under the restructuring agreement is fulfilled or waived.”
In addition, Chiho-Tiande has agreed “to irrevocably waive €224 million ($247 million) of the debt and the relevant interest” in a debt waiver agreement that will be finalised on the restructuring closing date.
In what it calls “a strategic restructuring step,” Chiho-Tiande says it intends to acquire a €60 million ($66.2 million) TTC loan from Scholz Holding Group for a nominal consideration of €1 ($1) and to enter into a loan waiver agreement to take effect on the restructuring closing date.
“The new structure is deemed necessary to facilitate the significant deleveraging of Scholz and maintain a sustainable and profitable development of that company in the future,” says Tu Jianhua, chairman of Chiho-Tiande Group.
“The provision of the bridging loan and restructuring agreement are part of a series of steps to prepare for the potential acquisition of Scholz Group,” adds Tu. “The acquisition of one of the largest European-based global networks of companies and affiliates active in the field of treating and processing scrap metal can expand our business by accessing upstream materials supplies and technology as well as tapping European markets. Thus we are confident we can gain greater growth momentum in order to boost our returns on the investment and ultimately deliver satisfactory returns to our shareholders in the future.”
Chiho-Tiande Group describes itself as the largest mixed metal scrap recycler in China in terms of the total import volume of scrap approved by China’s Ministry of Environmental Protection and also the largest importer of mixed metal scrap for recycling, reusing and processing.