Correspondence with the Trustee
10.05.2010
Letter of Logwin AG to the Trustee:
Pursuant to the requirements under section (1) of the chapter “Reports” of the Offering Memorandum please find enclosed the annual report for the financial year 2009.
We acknowledge that no Change of Control has occurred.
We further acknowledge that there have been the following material acquisitions and dispositions which occurred in the financial year 2009 and have been already reported by our company:
- Q1/2009: We acknowledge that no material acquisition or disposition has occurred in the period.
- Q2/2009: We acknowledge that no material acquisition or disposition has occurred in the period.
- Q3/2009: We acknowledge that no material acquisition or disposition has occurred in the period.
- Q4/2009: We acknowledge that no material acquisition or disposition has occurred in the period.
None of the foregoing acquisitions and dispositions represented more than 20 % of the consolidated assets or consolidated EBITDA.
10.05.2010
Letter of Logwin AG to the Trustee:
Pursuant to section 4.21 of the Indenture we have made reasonable inquiries in our company in order to verify the compliance with all conditions and covenants under this indenture.
We hereby certify that to our best knowledge, resulting from these reasonable inquiries, our company has complied with all conditions and covenants under the indenture that if not complied with, would with the giving of notice, lapse of time or otherwise, constitute an event of default, other than timely delivery of the executed Supplemental Indenture dated March 12, 2010 and the related Officiers’ Certificate and Opinion of Counsel.
14.04.2009
Letter of Logwin AG to the Trustee:
Pursuant to the requirements under section (1) of the chapter “Reports” of the Offering Memorandum please find enclosed the annual report for the financial year 2008.
We acknowledge that no Change of Control has occurred.
We further acknowledge that there have been the following material acquisitions and dispositions which occurred in the financial year 2008 and have been already reported by our company:
- Q1/2008: We acknowledge that no material acquisition or disposition has occurred in the period.
- Q2/2008: We acknowledge that no material acquisition or disposition has occurred in the period.
- Q3/2008: We acknowledge that no material acquisition or disposition has occurred in the period.
- Q4/2008: effective on September 15, 2008 our affiliate Logwin Road + Rail Service B.V. has acquired 25 % of the shares of “Nunner s.r.o.” having its seat in Evropska 885, 66442 Modrice, Czech Republic.
None of the foregoing acquisitions and dispositions represented more than 20 % of the consolidated assets or consolidated EBITDA.
14.04.2009
Letter of Logwin AG to the Trustee:
Pursuant to section 4.21 of the Indenture we have made reasonable inquiries in our company in order to verify the compliance with all conditions and covenants under this indenture.
We hereby certify that to our best knowledge, resulting from these reasonable inquiries, our company has complied with all conditions and covenants under the indenture that if not complied with, would with the giving of notice, lapse of time or otherwise, constitute an event of default.
02.12.2008
Letter of Logwin AG to the Trustee:
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on September 15, 2008 our affiliate Logwin Road + Rail Service B.V. has acquired 25 % of the shares of “Nunner s.r.o.” having its seat in Evropska 885, 66442 Modric, Czech Republic.
23.05.2008
Letter of Logwin AG to the Trustee:
Pursuant to the requirements under section (1) of the chapter "Reports" of the Offering Memorandum please find enclosed the annual report for the financial year 2007.
We acknowledge that no Change of Control has occurred.
We further acknowledge that there have been the following material acquisitions and dispositions which occurred in the financial year 2007 and have been already reported by our company:
- Q1/2007: Acquisition of 66.67 % of the shares of "Birkart Globistics de Chile S.A." having its seat in Apoquindo 3001, Piso 11, Santiago -Chile. Acquisition of 30 % of the shares of "FT Logistics AG", having its seat in 4133 Pratteln, Grüssenweg 4, Switzerland.
- Q2/2007: Acquisition of 40 % of the shares of "Thiel Freshnet GmbH" having its seat in D-21073 Hamburg, Lüneburger Tor 8-10.
- Q3/2007: Acquisition of 25.1 % of the shares of "Birkart Uluslararasi Nakliyat ve Tic. Ldt. Sti." having its seat in Istanbul / Turkey, Kocman Caddesi No 33.
Acquisition of 100 % of the shares of "Birkart Globistics Espana S.L.", having its seat in El Pratdel Llobregat, Barcelona, Spain, Terminal de carga, Edificio Servicios Generales, oficina 407, Aeropuerto del Prat.
Acquisition of 51 % of the shares of "Birkart Simesonke (S.A.) (Pty.) Ltd." having its seat in 0081 Lynnwood, 321 Alpine Way, South Africa.
Disposal of 30 % of the shares of "Birkart Simesonke (S.A.) (Pty.) Ltd." having its seat in 0081 Lynnwood, 321 Alpine Way, South Africa;
Disposal of 49 % of the shares of "CCT Combined Container Transport GmbH" having its seat in 80802 Munich / Germany, Dietlindenstr. 15. - Q4/2007: Acquisition of 2.26 % of the shares of Microlog Logistics AG, Horbeller Str. 19, D-50858 Cologne after registration of a legal squeeze-out into the Company Trade Registry in Cologne.
None of the foregoing acquisitions and dispositions represented more than 20 % of the consolidated assets or consolidated EBITDA.
21.05.2008
Letter of Logwin AG to the Trustee:
Pursuant to section 4.21 of the Indenture we have made reasonable inquiries in our company in order to verify the compliance with all conditions and covenants under this indenture.We hereby certify that to our best knowledge, resulting from these reasonable inquiries, our company has complied with all conditions and covenants under the indenture that if not complied with, would with the giving of notice, lapse of time or otherwise, constitute an event of default.
Annual Bond Report 2006 (*pdf, 1,0 mb)
31.10.2007
Letter of Thiel Logistik AG to the Trustee
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on August 9, 2007 our affiliate Microlog Logistics AG, Horbeller Str. 19 D-50858 Cologne has acquired 2.26 % of its shares after registration of a legal squeeze-out into the Company Trade Registry in Cologne.
10.10.2007
Letter of Thiel Logistik AG to the Trustee
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that
- effective on September 11, 2007 our affiliate Thiel FashionLifestyle GmbH & Co. KG has acquired 25,1 % of the shares of "Birkart Uluslararasi Nakliyat ve Tic. Ldt. Sti." having its seat in Istanbul / Turkey, Kocman Caddesi No 33.;
- effective on May 24, 2007, our affiliate Birkart Globistics International GmbH has aquired 100 % of the shares of "Birkart Globistics Espana S.L.", having its seat in El Pratdel Llobregat, Barcelona, Spain, Terminal de carga, Edificio Servicios Generales, oficina 407, Aeropuerto del Prat;
- effective on March 1, 2007, our affiliate Birkart Globistics (S.A.) (Pty.) Ltd. has aquired 51 % of the shares of "Birkart Simesonke (S.A.) (Pty.) Ltd." having its seat in 0081 Lynnwood, 321 Alpine Way, South Africa;
- effective on August 15, 2007 our affiliate Birkart Globistics (S.A.) (Pty.) Ltd. has disposed 30 % of the shares of "Birkart Simesonke (S.A.) (Pty.) Ltd." having its seat in 0081 Lynnwood, 321 Alpine Way, South Africa;
-effective on January 31, 2007 our affiliate Franz Welz Internationale Spedition GmbH has disposed 49 % of the shares of "CCT Combined Container Transport GmbH" having its seat in 80802 Munich / Germany, Dietlindenstr. 15.
28.08.2007
Letter of Thiel Logistik AG to the Trustee
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on July 1, 2007 Thiel Logistik AG has acquired 40 % of the shares of "Thiel Freshnet GmbH" having its seat in D-21073 Hamburg, Lüneburger Tor 8-10.
19.04.2007
Letter of Thiel Logistik AG to the Trustee
We would like to inform you that our shareholders on April 11, 2007 passed resolutions to approve the Board of Directors at the Annual General Meeting. The Board of Directors now consists of the executive members Berndt-Michael Winter, Dr. Antonius Wagner and Klaus Hrazdira, and the non-executive members Prof. Dr. Werner Delfmann, Dr. Yves Prussen and Dr. Michael Kemmer.
19.04.2007
Letter of Thiel Logistik AG to the Trustee
Pursuant to the requirements under section (1) of the chapter "Reports" of the Offering Memorandum please find enclosed the annual bond report for the financial year 2006 as well as the annual report for the same financial year.We acknowledge that no Change of Control has occurred.We further acknowledge that there have been the following material acquisitions and dispositions which occurred in the financial year 2006 and have been already reported by our company:
- Q1/2007: Disposition of 60 % of the shares in Thiel LPR Service GmbH, Neuss, Germany and disposition of 70 % of the shares in PD Logistics GmbH, Schweinfurt, Germany. Acquisition of 20 % of the shares in MC Logistics AG, Eschen, Liechtenstein and acquisition of 51 % of the shares in Thiel Systemhandelsgesellschaft, Hamburg, Germany.
- Q2/2007: Disposition of 10 % of the shares in P.T. Birkart Globistics Indonesia, Surabaya, Indonesia. There has been no major aquisition in the period.
- Q3/2007: Acquisition of 25 % of the shares in Aschaffenburger Versicherungsmakler GmbH, Aschaffenburg, Germany. There has been no major disposition in the period.
- Q4/2007: We acknowledge that no material acquisition or disposition has occurred in the period.None of the foregoing acquisitions and dispositions represented more than 20 % of the consolidated assets or consolidated EBITDA.
19.04.2007
Letter of Thiel Logistik AG to the Trustee
Pursuant to section 4.21 of the Indenture we have made reasonable inquiries in our company in order to verify the compliance with all conditions and covenants under this indenture.We hereby certify that to our best knowledge, resulting from these reasonable inquiries, our company has complied with all conditions and covenants under the indenture that if not complied with, would with the giving of notice, lapse of time or otherwise, constitute an event of default.
12.03.2007
Letter of Thiel Logistik AG to the Trustee
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that
- effective on February 6, 2007 our affiliate THIEL LOGISTIK INTERCONTINENTAL GmbH has acquired 66,67 % of the shares of "Birkart Globistics de Chile S.A." having its seat in Apoquindo 3001, Piso 11, Santiago - Chile
- effective on February 15, 2007 our affiliate Microlog Holding B.V. has acquired 30 % of the shares of "FT Logistics AG", having its seat in 4133 Pratteln, Grüssenweg 4, Switzerland.
03.01.2007
Letter of Thiel Logistik AG to the Trustee
We would like to inform you that the Managing Director of our affiliate Lippe Logistik GmbH & Co. KG and Lippe Logistik Verwaltungs GmbH, having its seat in D-32657 Lemgo-Vossheide, Maßbrucher Weg 25, has filed a request to open an insolvency proceeding with the competent county court of Detmold on 22 December, 2006.
Attached please find our press release dated December 27, 2006.
Annual Bond Report 2005 (*pdf, 5,1 mb)
19.12.2006
Letter of Thiel Logistik AG to the Trustee:
Pursuant to (3) (B), (F) of the section "Reports" of the Offering Memorandum as well as pursuant to section 4.16 (a) (iii) (B), (F) of the Indenture we would like to inform you that our Chief Marketing Officer and member of the Executive Committee, Mr. Stefan Delacher, has resigned from his post as CMO and from his position on the Executive Committee. His resignation will be effective December 31, 2006.
Attached please find our press release dated December 12, 2006.
04.10.2006
Letter of Thiel Logistik AG to the Trustee:
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on July 1, 2006 our affiliate Thiel FashionLifestyle GmbH & Co. KG has acquired 25 % of the shares in "Aschaffenburger Versicherungsmakler GmbH" having its seat in 63741 Aschaffenburg, Weichertstraße 5, Germany.
03.08.2006
Letter of Thiel Logistik AG to the Trustee:
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on June 23, 2006 our affiliate Birkart Globistics GmbH & Co. Logistik und Service KG has disposed 10 % of its shares in P.T. Birkart Globistics Indonesia, having its seat in Surabaya - Jawa Timur, Gedung Yosindo 6th Floor, Jl.Rajawali No. 84, Indonesia.
06.07.2006
Letter of Thiel Logistik AG to the Trustee:
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on March 31, 2006 our affiliate Thiel Freshnet GmbH has acquired 51 % of the shares in "Thiel Systemhandelsgesellschaft mbH" having its seat in 21073 Hamburg, Lüneburger Tor 8 - 10, Germany.
06.07.2006
Letter of Thiel Logistik AG to the Trustee:
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on January 1, 2006 our affiliate Microlog Logistics AG has acquired 20 % of the shares in "MC Logistics AG" having its seat in 9442 Eschen, Essanestrasse 10, Liechtenstein.
27.04.2006
Letter of Thiel Logistik AG to the Trustee:
We would like to inform you that our shareholders on April 12, 2006 passed resolutions to approve the personnel expansion of the Board of Directors at the Annual General Meeting.
The Board of Directors now consists of the executive members Berndt-Michael Winter, Dr. Antonius Wagner, Stefan Delacher and Klaus Hrazdira, and the non-executive members Prof. Dr. Werner Delfmann, Dr. Yves Prussen and Dr. Michael Kemmer.
We further confirm that a copy of this document has been sent to the Paying Agent in Luxembourg by DHL.
26.04.2006
Letter of Thiel Logistik AG to the Trustee:
Pursuant to section 4.21 of the Indenture we have made reasonable inquiries in our company in order to verify the compliance with all conditions and covenants under this indenture.
We hereby certify that to our best knowledge, resulting from these reasonable inquiries, our company has complied with all conditions and covenants under the indenture that if not complied with, would with the giving of notice, lapse of time or otherwise, constitute an event of default.
We further confirm that a copy of this document has been sent to the Paying Agent in Luxembourg by DHL.
26.04.2006
Letter of Thiel Logistik AG to the Trustee:
Pursuant to the requirements under section (1) of the chapter "Reports" of the Offering Memorandum please find enclosed the annual bond report for the financial year 2005 as well as the annual report for the same financial year.
We acknowledge that no Change of Control has occurred.
We further acknowledge that there have been the following material acquisitions and dispositions which occurred in the financial year 2005 and have been already reported by our company:
- Q1/2005: We acknowledge that no material acquisitionor disposition has occurred in the period.
- Q2/2005: Acquisition of 51 % of the shares in Interservice S.r.l., Italy and acquisition of 66 % of the shares in Proxar Slovakia Internationale Spedition a.s., Slovakia
- Q3/2005: Disposition of 100 % of the shares in AF Logistik GmbH, Germany. There has been no major acquisition in the period.
- Q4/2005: We acknowledge that not material acquisition or disposition has occurred in the period.
None of the foregoing acquisitions and dispositions represented more than 20 % of the consolidated assets or consolidated EBITDA.
We further confirm that copies of these documents have been sent to the Paying Agent in Luxembourg by DHL.
Annual Bond Report 2004 (*pdf, 0,5 mb)
26.07.2005
Letter of Thiel Logistik AG to the Trustee:
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on June our affiliate Birkart Globistics GmbH & Co. KG has acquired 51 % of the shares in "INTERSERVICE S.R.L." having its seat in Reggio Emilia, Via Brigata Reggio Nr. 28, Italy.
26.07.2005
Letter of Thiel Logistik AG to the Trustee:
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on June 21 our affiliate Quehenberger Logistik AG & Co. KG has acquired 66 % of the shares in Proxar Slovakia Internationale Spedition a.s.
11.07.2005
Letter of Thiel Logistik AG to the Trustee:
Pursuant to section 3 (C) of the Offering Memorandum we would like to inform you that effective on July 7th we have disposed of our shares in AF Logistik & Speditions GmbH, Cargo City Süd, Gebäude 556 C, D- 60549 Frankfurt/Main.
Please find attached the approval of the German Bundeskartellamt (in German).
04.07.2005
Letter of Thiel Logistik AG to the Trustee:
Thiel Logistik AG - 8 % Senior Subordinated Notes due 2012
Pursuant to (3) (B), (F) of the section "Reports" of the Offering Memorandum as well as pursuant to section 4.16 (a) (iii) (B), (F) of the Indenture we would like to inform you that our Chief Financial Officer, Martin Löffler, has resigned from his post as CFO. His resignation will be effective July 31, 2005.
Please find attached a copy of the ad-hoc announcement we published today.
18.04.2005
Letter of Thiel Logistik AG to the Trustee:
Thiel Logistik AG - 8 % Senior Subordinated Notes due 2012
Pursuant to (3) (B), (F) of the section "Reports" of the Offering Memorandum as well as pursuant to section 4.16 (a) (iii) (B), (F) of the Indenture we would like to inform you that our Chief Executive Officer and member of the Board of Directors, Dr. Klaus Eierhoff, has resigned from his post as CEO and from his position on the Board of Directors. His resignation will be effective June 30, 2005.
Please find attached a copy of the ad-hoc announcement we published today.
12.04.2005
Letter of Thiel Logistik AG to the Trustee:
Thiel Logistik AG - 8 % Senior Subordinated Notes due 2012
Pursuant to the requirements under section (1) of the chapter "Reports" of the Offering Memorandum, please find enclosed the annual bond report for the financial year 2004 as well as the annual financial report for the same financial year.
We acknowledge that no Change of Control has occured.
We further acknowledge that there have been no material acquisitions and only the following divestitures which occurred in the financial year 2004 we deem material:
- Q1 2004: BTL Logistics AG
- Q2 2004: Business and assets held by KVB
- Q3 2004: Part of assets held by Transbaltic
- Q4 2004: Nathe & Quehenberger GmbH & Co. KG
None of the foregoing dispositions represented more than 20 % of the consolidated assets or Consolidated EBITDA. With the exception of the sale of Nathe & Quehenberger's shares, all transactions have been concluded before September 30, 2004 and thus have been reflected in the financial statements as of and at this date, September 30, 2004.
