HELLA GmbH & Co. KGaA: Release according to Article 50 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution
HELLA GmbH & Co. KGaA / Change in the legal status of securities: substitution of the issuer
Lippstadt, 10 October 2018 - HELLA GmbH & Co. KGaA, Lippstadt, Federal Republic of Germany, announces the substitution of Hella Finance International B.V., Nieuwegein, The Netherlands, as the issuer of the following notes (the 'Notes') by HELLA GmbH & Co. KGaA:
EUR 300,000,000 1.00 % Notes due 17 May 2024 issued on 17 May 2017 (ISIN XS1611167856, Common Code 161116785, WKN A19HBR)
unconditionally and irrevocably guaranteed by HELLA GmbH & Co. KGaA
Pursuant to § 10 of the Conditions of Issue of the Notes (the 'Conditions of Issue'), Hella Finance International B.V. is substituted by the substitute debtor HELLA GmbH & Co. KGaA being the guarantor of the Notes as of 9 October 2018.
The reason for the substitution is the optimization of the financial structure and the reduction of administration costs of the Hella Group.
Except for technical adjustments of the Conditions of Issue reflecting the substitution of the issuer, no further changes result from the substitution; in particular, all rights of the noteholders (the 'Holders') under the Notes remain substantially unchanged. The adjusted Conditions of Issue are available on the website of the Luxembourg Stock Exchange (www.bourse.lu).
HELLA GmbH & Co. KGaA has agreed vis-à-vis Hella Finance International B.V. and for the benefit of each Holder as third party creditor pursuant to § 328(1) of the German Civil Code (Bürgerliches Gesetzbuch) to indemnify and hold harmless each Holder against any tax, duty, assessment or governmental charge (Steuern, Abgaben oder behördliche Lasten) imposed on such Holder in respect of the substitution of the issuer.
In addition, HELLA GmbH & Co. KGaA has agreed vis-à-vis Hella Finance International B.V. and for the benefit of each Holder as third party creditor pursuant to § 328(1) of the German Civil Code (Bürgerliches Gesetzbuch) that its obligations under the negative pledge undertaken in the Guarantee shall apply also in respect of the Notes with HELLA GmbH & Co. KGaA as Substitute Debtor.
Issuer: HELLA GmbH & Co. KGaA Issuer address: Rixbecker Strasse 75 D-59552 Lippstadt Federal Republic of Germany
10.10.2018 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.deLanguage: English Company: HELLA GmbH & Co. KGaA Rixbecker Str. 75 59552 Lippstadt
Germany Internet: www.hella.de/ir End of News DGAP News Service