The financial reorganisation plan

The text bellow is an English translation of a valid offer published on the web-page of Iskraemeco, d.d. in the Slovenian language. This English translation does not constitute a binding offer; only the original offer in the Slovenian language constitutes a binding offer.

The company Iskraemeco, merjenje in upravljanje energije, d.d., Kranj, Savska loka 4, is a debtor in the compulsory settlement procedure, which started on 20 February 2006. In the financial reorganisation plan the debtor plans to specify the proposed percentage and deadline for the repayment of claims pursuant to the law for all classes of creditors affected by the compulsory settlement.

In addition to the above, the debtor offers the creditors, who would accept it, a method for the repayment of claims which is according to the first and second paragraph of Article 48 of the Compulsory Settlement, Bankruptcy and Liquidation Act less favourable, namely:

Option 1 - 50% repayment and 50% dismissal of the claim under the following conditions:
- eight year payment deadline with two year grace period,
- the first instalment falls due within two years of the finality of the decision on compulsory settlement,
- repayment in 12 half year instalments,
- interest rate of 2.5%, linear computation;
or

Option 2 - Swapping the entire debt for preference shares of the debtor.
Share characteristics would be the following:
- preferred dividend of 2.5% of the par value,
- preferred right to residual of the assets of the company up to the par value in case of liquidation or bankruptcy, before other shareholders are repaid,
- no voting rights in the year when the preferred dividend is paid; in the year when the preferred dividend is not paid it has a voting right on the basis one share one vote,
- the debtor has a call option,
- preferred dividend shall be first paid for the year 2006 (in the year 2007).

In case that the General Meeting of Shareholders does not adopt a resolution on share capital increase, which would enable the debt to equity swap, the creditors shall be classified into the legally defined repayment classes, unless in the statement based on which a creditor accepts repayment under Option 2 a creditor states that it is subordinately prepared to accept repayment under Option 1.
The offered options are subject to suspensive condition of the compulsory settlement becoming final. The creditors of the debtor, interested in accepting one of the offered alternatives, are requested to submit a written statement whereby they accept less favourable conditions for the repayment of their claim, by 12 noon on 14 April 2006 to the address Iskraemeco, d.d., Kranj, Savska loka 4, according to the fourth item of the first paragraph of Article 47 and the first paragraph of Article 48 of the Compulsory Settlement, Bankruptcy and Liquidation Act.

The offered options shall be valid until 12 noon on 14 April 2006. The statement form with more detailed data may be requested via e-mail: marjeta.gomboc@iskraemeco.si, fax 04/206-44-43 or post.

Note:

The publication in the Official Gazette of the RS, no. 34, contained an error in the fifth indent of Option 2, which should read as published on this website. Therefore, the Official Gazette of the RS, issued on Friday, 7 April 2006, will publish the following

Corrigendum

In the publication Ob-9152/06 of the company Iskraemeco, merjenje in upravljanje energije, d.d. in the Official Gazette of the RS, no. 34/2006 dated 31 March 2006, page 2520, the fifth indent of Option 2 shall be amended by replacing the text »- preferred dividend shall be first paid for the year 2007 (in the year 2008)« with the text »- preferred dividend shall be first paid for the year 2006 (in the year 2007)«.
The rest of the text shall remain unchanged.

STATEMENT FORM