DGAP-News: Hansa Group AG: Order by the German Financial

DGAP-News: Hansa Group AG / Key word(s): Miscellaneous Hansa Group AG: Order by the German Financial Services Authority (BaFin) to notify errors 16.06.2015 / 17:15 --------------------------------------------------------------------- By an ad hoc announcement of 4 March 2015 the Company had stated that the German Financial Services Authority (BaFin) had ordered an examination of the Company's Annual and Group Financial Statements as of 31 December 2012 and the Company's Management Report and Group Management Report for the business year 2012. The Financial Services Authority had found that the Management and Group Management Report for the business year 2012 was inaccurate. After hearing the Company pursuant to Section 37 q, Paragraph 2, Clause 1, No. 1 of the German Securities Trading Act (WpHG), the Financial Services Authority, by a decision of 12 June 2015, ordered the immediate announcement of the errors found in the Management and Group Management Report for the business year 2012, together with the main parts of the grounds for the said findings. The Company has this day decided to accept the decision of 12 June 2015 and not to pursue any legal remedies against it. The Company will therefore immediately publish the errors found in the Management and Group Management Report for the business year 2012, together with the main parts of the grounds for the said findings, in accordance with statutory regulations. Publication shall contain the following information: 1. The Group Management Report of Hansa Group AG is inaccurate; a) Hansa Group AG stated in the Group Management Report that the key financial figures embodied in credit-agreement clauses (covenants) under loan agreements "had failed to be met in part", although all key figures had failed to be met as of the cut-off day. This infringes Section 315, Paragraph 1, Clause 1 of the German Commercial Code (HGB), under which the course of business and situation of the Group must be so set out as to provide a true picture of the actual situation. b) Hansa Group AG failed in its Group Management Report to indicate the liquidity risk resulting from the fact that the key figures for these loan agreements had not been met on the cut-off day. This infringes Section 315, Paragraph 1, Clause 5 of the German Commercial Code (HGB), under which the Group management Report must assess and explain anticipated development, with its principal risks and opportunities. c) The Group Management Report fails to state that under a "reverse-factoring" agreement with Coface Finanz GmbH a credit line of originally EUR 20 million had been lowered to EUR 12.5 million in February 2013, that under a guarantee credit, likewise with Coface Finanz GmbH, a credit line of EUR 20 million had likewise been cancelled in February 2013, and that a current-account credit line from Portigon AG of EUR 15 million had been terminated. Failure to make these statements infringes Section 315, Paragraph 2, No. 1 of the German Commercial Code (HGB) under which it is necessary to cover transactions of particular importance which have taken place after the close of the Group business year. 2. The Management Report of Hansa Group AG is inaccurate: a) Hansa Group AG stated in its Management Report that the key financial figures embodied in credit-agreement clauses (covenants) under loan agreements granted to the subsidiary Waschmittelwerk Genthin GmbH in 2012, for which Hansa Group undertook guarantees, "had failed to be met in part", although all key figures had failed to be met on the cut-off day. This infringes Section 289, Paragraph 1, Clause 1 of the German Commercial Code (HGB), under which the course of business and situation of the joint-stock company must be so set out as to give a true picture of the actual situation. b) Hansa Group AG failed in its Management Report to indicate the liquidity risk resulting from the fact that the key figures for these loan agreements had not been met on the cut-off day. This infringes Section 289, Paragraph 1, Clause 4 of the German Commercial Code (HGB), under which the Management Report must assess and explain anticipated development, with its principal risks and opportunities. c) The Management Report fails to state that under a "reverse-factoring" agreement with Coface Finanz GmbH a credit line of originally EUR 20 million had been lowered to EUR 12.5 million in February 2013, that under a guarantee credit, likewise with Coface Finanz GmbH, a credit line of EUR 1.1 million had been cancelled in February 2013, and that a current-account credit line from Portigon AG of EUR 15 million had been terminated. Failure to make these statements infringes Section 289, Paragraph 2, No. 1 of the German Commercial Code (HGB) under which it is necessary to cover transactions of particular importance which have taken place after the close of the Group business year. The Management Board --------------------------------------------------------------------- 16.06.2015 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------- Language: English Company: Hansa Group AG Fritz-Henkel-Str. 8 39307 Genthin Germany Internet: www.hansagroup.de ISIN: DE0007608606 WKN: 760860 Listed: Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich, Stuttgart End of News DGAP News-Service --------------------------------------------------------------------- 368973 16.06.2015