Conergy
( in Insolvency)
Line
- Philip Comberg, Supervisory Board
Conergy AG is a publicly traded solar energy company based in Hamburg, which produces as developers and system manufacturers solar modules, inverters, mounting systems and monitoring systems at three locations in Germany.
Conergy has about 1,500 employees in 16 countries and on four continents. Customers include private and commercial roof owners, installers, solar wholesalers, as well as private and institutional solar investors.
On 5 July 2013, the company to file for bankruptcy with the District Court of Hamburg. The temporary insolvency lawyer Sven -Holger Undritz from the law firm White & Case has been appointed.
History
The company was founded in 1998 by Hans -Martin Ruter and Dieter Ammer. In 2007, Conergy subsidiaries in 25 countries and had worked in the field of renewable energy in three clearly separate business segments.
In 2008, the production branch Conergy Wind was sold to the investor Warburg Pincus. In December 2010, approximately 300 megawatts ( MW) of wind power capacity of the subsidiary Epuron were sold to an investment company. This Conergy completed the realignment to solar energy providers.
Financial distress and insolvency
Early November 2007, it was announced that the company was in financial trouble and desperately needed a three-digit million amount of liquidity. This could only be covered for thirty percent by additional bank loans. The rest had to be applied by an emergency capital increase. For the full year 2007, a loss of 210 million euros was given in the Annual Report. In addition, the suspected irregularities in last year's final, the German Financial Reporting Enforcement Panel ( FREP ) was initiated an investigation against the hamburger.
Great hopes were placed on the former Tchibo CEO Dieter Ammer, as - CEO should save the company from the end of 2007 - first provisional. In addition, Andreas von Zitzewitz was - formerly at Infineon - enlisted in March as a new candidate for the Board; whose contract was terminated in August 2010.
In June 2009 it was announced that there has been house searches of the public prosecutor in Hamburg Conergy on suspicion of accounting fraud and incorrect ad- hoc reports. In the course of this crisis and because of the poor quarterly results the founder and CEO Hans- Martin Ruter had to leave the company.
From the prosecutor Ernittlungen recorded eleven top executives, who were suspected falsified balance sheets, manipulated stock prices and insider trading to have operated. Here also the home of Dieter Ammer was searched with a renewed nationwide major raid in early 2010. These and other incidents have given the company to suffer significant damage to their image.
The economic situation was further affected by a contract with the American manufacturer MEMC silicon, in which Conergy 2007 had committed to purchase silicon wafers with a total of eight billion dollars. In the following period the silicon prices had slumped dramatically on the world market, which Conergy given the fixed price agreed with MEMC earned a competitive disadvantage compared to competitors. Due to the new market conditions, the contract was terminated out of court in October 2009 by both sides. On 24 January 2010, Conergy agreed with MEMC on an adaptation of the silicon supply contract to the effect that the wafers are delivered in the future at current market prices and only depending on the needs of Conergy.
In July 2011, eventually became the basis of the investigations since the 2009 charges against six former executives at the regional court Hamburg - among other things because of accounting fraud - will be charged. Moreover, the allegation was made, the share price was kept artificially high in 2006 and 2007 and some managers had during this time sold their own shares at a total value of 42 million euros.
Conergy AG presented on July 5, 2013 the Hamburg District Court a petition to open insolvency proceedings.
Claims for damages against former board members
On 25 August 2011, four former members were sued for damages in the amount of approximately 268 million euros. This was based on a report by the law firm Freshfields Bruckhaus Deringer in connection with the earnings and liquidity crisis of Conergy AG in 2007. Shareholders also made claims against former board members personally claimed. Overall, the allegations against Hans -Martin Ruter, Albert Edelmann, Nikolaus Krane, Christian Langen, Heiko piossek and Dr. Edmund Stassen judge. With these people, a settlement agreement was completed on 30 April 2013.
Restructuring and realignment
In the course of restructuring, Conergy moved from other areas of renewable energies, were planned for the activities back and now focuses on solar energy.
In July 2010, Conergy agreed with the lending banks to extend their loans by the end of 2011; Finally, a rescheduling of outstanding liabilities under capital measures was announced in December that were finally decided in the Annual General Meeting in February 2011. In this restructuring, the share capital should first be reduced from 400 to 50 million, with eight shares should be merged into one. Then the share capital should be increased with an increase by cash or kind to 188 million euros. Against these capital measures some shareholders have sued and thus initially prevented the final entry in the commercial register. A decision of the Higher Regional Court of Hamburg has finally permits in June 2011 nor the implementation.
Due to changes in the relevant shareholders, a new Board was elected at the AGM on 26 August 2011. In December 2011 it was announced that the daughter voltwerk electronics GmbH, which manufactures inverters, should be sold to Bosch GmbH. For this purpose, however, had yet to approve the antitrust authorities, so that this sale was not completed until April 2012.
In January 2012, Philip Comberg by the Supervisory Board has been appointed until the end of December 2012 to the Board and took over the presidency. Under the provisions of the Companies Act rested during this time from his position as Chairman of the Board. The Commissioner for Finance Board member Sebastian Biedenkopf left the company in February 2012. Since January 1, 2013 Andreas Pleßke was Chairman of the Board. On October 2, 2013 were a transfer agreement with Kawa Capital Management, Inc., which has its headquarters in Miami (USA), completed. Philip Comberg was appointed 1 January 2014 to the Supervisory Board and also member of the "Board of Directors" of the parent company Kawa Solar Ltd..
Production sites
The company has built a fully automated wafer, cell and module factory in Frankfurt (Oder). Since the end of 2007, the factory has a capacity of up to fifty megawatts ( MW) of modules at the site of the former chip factory in Frankfurt ( Oder). The contract to build the 250 -megawatt peak cell line in Frankfurt ( Oder), was awarded to the Roth & Rau AG, a provider of turnkey cell factories. After an expansion of the plant in 2009, the capacity of the plant has increased to four cell lines and five production lines for the construction of modules.
In developing Halls of Bad Vilbel electronic components and software solutions for the operation of photovoltaic systems are produced. Are produced both stranded and central inverters for different system sizes. They are used to convert the direct current produced by the modules into alternating current. In Bad Vilbel also tracking systems for solar systems are produced. Your task is to align the individual solar modules to the current position of the sun. Furthermore, monitoring systems for solar systems manufactured and developed at this location.
In Rangsdorf individual components, module frames and complete systems are produced for installing a solar system.
Share
Since March 2005, the Conergy AG is listed on the Frankfurt Stock Exchange. As of June 2005, the share was listed on the Nasdaq and was one of the leading German technology values. Speculation drove the price on the stock exchange in 2007 in the height so that it reached a peak of more than 110 euros on 24 September 2007. Since 4 June 2007, the share was listed with interruptions ÖkoDAX; last it was resumed on 19 March 2012. In connection with the financial crisis, which then necessary rescheduling and some suspected cases against leading members of the company's confidence in the stock fell and she fell in the course of 2011 to 1 euro. Main shareholder was in March 2011, the Commerzbank 29%, but their share until July lowered to 9%. But the German bank and the investor York Global Finance boarded. In March 2011, 17 shareholders sued the company at around 3.5 million euros in damages due to lack of ad- hoc reports on the financial status of the company and on suspicion of false accounting.
On July 24, 2013, the shareholder structure was as follows: float: 79.85 %; York Global Finance: 20.15% The bankruptcy led to further price decline. Early 2014, the free float had risen to over 97 %.