Dear Mr. xxx,
Could honorable xxx express Your opinion about Central European Distribution Corporation bankruptcy under Chapter 11.
This is opinion of one newspaper:
"We have here a picture how an big investor can by deception (the company falsified quarterly reports, then has not publish them on time, not even convened the General Meeting of Shareholders) gain even more wealth at the expense of ordinary small shareholders. Justice authorities have transferred all the assets of the person responsible for the financial disaster, depriving the rest of the owners of all the shares."
Quoted from: http://thepolandtimes.com/amerykanski-sad-okrada-rzesze-polskich-akcjonariuszy-cedc/
This is my opinion:
The case is so outrageous that CEDC operates in Poland, Russian, Ukraine and Hungary is very dynamic and vibrant, and brands of alcohol which is the distributor are the first point of sale. Deduction of impairment losses and strange expenses book in the company cause apparent damage and difficult situations. Striking is the lack of reports for the last periods, last is from IIIrd quarter. Delaware court issued a judgment without knowing the current situation of the company.
US bankruptcy courts in Delaware giving permission for bankruptcy under Chapter 11 had not or did not want to have a true picture of the economic situation of the company.
All activities of the management of CEDC and principal shareholder Roustam Tariko in the last year are very suspicious and tend to think about intentionally damaging the Company and its hostile takeover.
There is a suspicion that the company is headed by Mr. Roustama Tariko (from July 2012, as a Director and Chairman of the Board of Directors, and the
23 October 2012 as Interim President and Chairman of the Board of Directors of the Company) specifically delayed repayment of debts maturing in March 2013 for which she was forced to also for the immediate redemption of debts maturing in 2016.
What is intriguing - the main creditor of debts maturing in 2013 and 2016 is Russian Standard and affiliates, which causes suspicion acting to the detriment of the company to a hostile takeover of its assets.
In April 23rd 2012, the Company signed an agreement between Roust Trading Ltd. and CEDC (http://www.sec.gov/Archives/edgar/data/1046880/000119312512177470/d336989d8k.htm, http://www.sec.gov/Archives/edgar/data/1046880/000119312512298851/d378945d8k.htm), the RTL committed to help in the repayment of the CEDC bonds maturing in 2013. Then in July 2012 Tariko took gouvernment in CEDC (Director and Chairman of the Board of Directors) and contract was still valid. In October consolidated its control in CEDC (Interim President and Chairman of the Board of Directors of the Company). In January 2013 Tariko terminated contract. What is interesting? Tariko cancel agreement with himself and promised not to make a claim for any of the sides. Strange!
During this time, CEDC could issued shares to pay off debts maturing in 2013 of reached an agreement with creditors to extend the repayment period of the dept. As You can see creditors agreed the deal with Tariq in March 2013, which moreover they lose. Also, CEDC offer probably also have been approved.
This is a hostile takeover! Roustam Tariko and his company Roust Trading Ltd. (RTL) has led to CEDC bankruptcy, and he is trying to make a hostile takeover of the
assets, with the detriment of the company. CEDC secured before this fact that in autumn 2011, was approved provisions allowing dilutive shares, which seeks to prevent a hostile takeover.
Assumptions agreement between RTL and CEDC are given also in presentation of the interim report IInd quarter 2012, which introduced shareholders in error:
http://www.cedc.com/files/reports/investor_presentation__2012_q1.pdf page 14:
"Summary of Transaction with Russian Standard (“RS”)
Transaction to be completed in three steps
–Closing 1 – Funding of $100 million to CEDC - Completed
$30 million of new equity issued at $5.25 per share ~5.7 million shares brings RS holding to apx 16%
$70 million of notes issued, which can be converted to equity at $5.25 following shareholder approval (see below)
All funds to be used to repurchase 2013 Convertible Notes
–Closing 2 – Following approval by shareholders - Scheduled for June 29th
$70 million of notes can be effectively converted to equity before maturity on March 18, 2013 – apx. 13.3 million shares to bring RS holding to 28%
$102.5 million of 2013 Convertible Notes held by RS will rollover into new notes due mid-2016
–Closing 3 - January 2013 – February 2013
New note issued to RS due mid-2016 to provide remaining funds to retire full outstanding amount of 2013 Convertible Notes
–Certain interest payments from the notes are to be paid in shares, brining the estimated holding of RS to apx. 29.5% in 2013"
Evidently brought company to bankruptcy state, as a fact may not be appropriate. Are suspected impairment losses values ​​held in 2011 in the amount of approximately 1.057 millions and on the end of 2012 in amount of 522 millions USD. There is not entered the positive and increase the value of brands: Zubrowka White or other
brands. Don't forgive about seven manufacturing plants and other material resources.
Please, could honorable xxx express Your opinion about this case and situation.
Best regards,
Tekst pewnie wymaga poprawek, proszę je nanieść i działać.
Czy ma ktoś maila do sędziego z Delaware Christophera S. Sontchi?