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Mynaric Secures Another USD 28 Million Bridge Loan, Extends Three Outstanding Bridge Loans, Agrees to USD 25 Million Restructuring Loan and Resolves on Reorganization Under StaRUG

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Mynaric AG (NASDAQ:MYNA) has secured additional financing and initiated restructuring proceedings. The company obtained a new USD 28 million bridge loan from PIMCO-affiliated lenders, extended three existing bridge loans totaling USD 21.5 million to June 30, 2025, and agreed to a USD 25 million restructuring loan.

The company has initiated proceedings under the German Corporate Stabilization and Restructuring Act (StaRUG). Under the draft restructuring plan, existing term loans of USD 95 million and bridge loans of USD 21.5 million will be waived. The plan includes a capital reduction to zero followed by a capital increase, with only PIMCO's SPV eligible to subscribe for new shares. This may result in existing shareholders losing their entire investment and Mynaric's delisting. The proceedings are expected to conclude in Q2/2025.

Without these measures, Mynaric would face immediate insolvency in February 2025 due to illiquidity and over-indebtedness.

Mynaric AG (NASDAQ:MYNA) ha ottenuto un ulteriore finanziamento e ha avviato una procedura di ristrutturazione. L'azienda ha ricevuto un nuovo prestito ponte di 28 milioni di USD da prestatori affiliati a PIMCO, ha prorogato tre prestiti ponte esistenti per un totale di 21,5 milioni di USD fino al 30 giugno 2025 e ha concordato un prestito di ristrutturazione di 25 milioni di USD.

L'azienda ha avviato una procedura ai sensi della Legge sulla Stabilizzazione e Ristrutturazione Aziendale Tedesca (StaRUG). Secondo il progetto di piano di ristrutturazione, i prestiti a termine esistenti di 95 milioni di USD e i prestiti ponte di 21,5 milioni di USD saranno annullati. Il piano prevede una riduzione del capitale a zero seguita da un aumento di capitale, con solo il SPV di PIMCO idoneo ad acquistare nuove azioni. Ciò potrebbe portare a una perdita totale dell'investimento da parte degli azionisti esistenti e alla cancellazione di Mynaric. Le procedure dovrebbero concludersi nel Q2/2025.

In assenza di queste misure, Mynaric si troverebbe ad affrontare un'insolvenza immediata a febbraio 2025 a causa di illiquidità e sovraindebitamento.

Mynaric AG (NASDAQ:MYNA) ha asegurado financiamiento adicional e iniciado procedimientos de reestructuración. La empresa obtuvo un nuevo préstamo puente de 28 millones de USD de prestamistas afiliados a PIMCO, extendió tres préstamos puente existentes por un total de 21,5 millones de USD hasta el 30 de junio de 2025, y acordó un préstamo de reestructuración de 25 millones de USD.

La compañía ha iniciado procesos bajo la Ley Alemana de Estabilización y Reestructuración Corporativa (StaRUG). Según el proyecto de plan de reestructuración, se condonarán los préstamos a plazo existentes de 95 millones de USD y los préstamos puente de 21,5 millones de USD. El plan incluye una reducción de capital a cero seguida de un aumento de capital, con solo el SPV de PIMCO elegible para suscribir nuevas acciones. Esto podría resultar en la pérdida total de la inversión por parte de los accionistas existentes y la exclusión de Mynaric. Se espera que los procedimientos concluyan en el segundo trimestre de 2025.

Sin estas medidas, Mynaric enfrentaría una insolvencia inmediata en febrero de 2025 debido a la iliquidez y el sobreendeudamiento.

마이나릭 AG (NASDAQ:MYNA)는 추가 자금을 확보하고 구조조정 절차를 시작했습니다. 이 회사는 PIMCO 계열 대출자로부터 2800만 달러의 브리지 론을 새로 얻었고, 2150만 달러에 달하는 기존의 세 개의 브리지 론을 2025년 6월 30일까지 연장했으며, 2500만 달러의 구조조정 대출에 합의했습니다.

회사는 독일 기업 안정화 및 재구성 법 (StaRUG) 하에 절차를 시작했습니다. 초안 재구성 계획에 따르면, 9500만 달러의 기존 장기 대출 및 2150만 달러의 브리지 론은 면제될 것입니다. 이 계획은 자본을 제로로 줄인 다음 자본을 증가시키며, 오직 PIMCO의 SPV만이 신규 주식을 청약할 수 있습니다. 이는 기존 주주가 전체 투자금을 잃는 결과를 초래할 수 있으며 마이나릭의 상장폐지로 이어질 수 있습니다. 이러한 절차는 2025년 2분기에 마무리될 것으로 예상됩니다.

이러한 조치가 없으면 마이나릭은 2025년 2월에 유동성 부족과 과다채무로 인해 즉각적인 파산에 직면하게 됩니다.

Mynaric AG (NASDAQ:MYNA) a obtenu un financement supplémentaire et a engagé des procédures de restructuration. L'entreprise a obtenu un nouveau prêt relais de 28 millions USD de prêteurs affiliés à PIMCO, a prolongé trois prêts relais existants totalisant 21,5 millions USD jusqu'au 30 juin 2025 et a convenu d'un prêt de restructuration de 25 millions USD.

L'entreprise a engagé des procédures en vertu de la Loi allemande sur la stabilisation et la restructuration des entreprises (StaRUG). Selon le projet de plan de restructuration, les prêts à terme existants de 95 millions USD et les prêts relais de 21,5 millions USD seront annulés. Le plan prévoit une réduction du capital à zéro suivie d'une augmentation de capital, seuls le SPV de PIMCO étant éligible pour souscrire de nouvelles actions. Cela pourrait entraîner la perte totale de l'investissement des actionnaires existants et la radiation de Mynaric. Les procédures devraient se terminer au 2e trimestre 2025.

Sans ces mesures, Mynaric ferait face à une insolvabilité immédiate en février 2025 en raison d'un manque de liquidité et d'un surendettement.

Mynaric AG (NASDAQ:MYNA) hat zusätzliche Finanzmittel gesichert und ein Umstrukturierungsverfahren eingeleitet. Das Unternehmen erhielt einen neuen Bridgedarlehen in Höhe von 28 Millionen USD von PIMCO-verbundenen Kreditgebern, verlängerte drei bestehende Brücken-Darlehen in Höhe von insgesamt 21,5 Millionen USD bis zum 30. Juni 2025 und stimmte einem Umstrukturierungsdarlehen in Höhe von 25 Millionen USD zu.

Das Unternehmen hat ein Verfahren gemäß dem Deutschen Gesetz über die Stabilisierung und Umstrukturierung von Unternehmen (StaRUG) eingeleitet. Laut dem Entwurf des Umstrukturierungsplans werden bestehende Termindarlehen in Höhe von 95 Millionen USD und Brückendarlehen in Höhe von 21,5 Millionen USD erlassen. Der Plan beinhaltet eine Kapitalherabsetzung auf null, gefolgt von einer Kapitalerhöhung, wobei nur das SPV von PIMCO berechtigt ist, neue Aktien zu zeichnen. Dies könnte dazu führen, dass bestehende Aktionäre ihr gesamtes Investment verlieren und Mynaric von der Börse geht. Es wird erwartet, dass die Verfahren im 2. Quartal 2025 abgeschlossen sind.

Ohne diese Maßnahmen würde Mynaric aufgrund von Illiquidität und Überverschuldung im Februar 2025 unmittelbar insolvent werden.

Positive
  • Secured USD 28 million bridge loan for immediate operational needs
  • Obtained USD 25 million restructuring loan for production and operations
  • Agreement for waiver of USD 116.5 million in existing loans plus interest
Negative
  • Company faces immediate insolvency risk without restructuring
  • Existing shareholders likely to lose 100% of their investment
  • Company to be potentially delisted from stock exchanges
  • All company assets are currently encumbered as collateral
  • Company is over-indebted and facing severe liquidity issues

Insights

A critical financial restructuring announcement from Mynaric reveals the company's dire situation and imminent transformation of its capital structure. The key elements paint a stark picture:

  • A new $28 million bridge loan for immediate operational needs
  • A $25 million restructuring loan at 8% interest
  • Extension of $21.5 million in existing bridge loans to June 2025
  • Complete debt forgiveness of $116.5 million plus interest from existing loans

The most significant aspect is the implementation of a 'zero-to-hero' capital reduction under German StaRUG law, effectively wiping out all existing shareholders. This drastic measure was deemed 'without alternative' as the company faced imminent insolvency by February 2025 due to illiquidity and over-indebtedness. The restructuring will result in PIMCO-affiliated entities becoming the sole owners through their SPV, SCUR-Alpha 1797 GmbH.

The restructuring is essentially a pre-packaged bankruptcy that trades debt for equity, reflecting the severe financial distress and absence of viable alternatives. The company's inability to secure traditional refinancing or attract new investors, coupled with its fully encumbered assets, left no room for less drastic measures. The anticipated Q2 2025 completion will likely result in delisting from both NASDAQ and Frankfurt exchanges.

This development represents a total loss for current equity holders but paradoxically might save the underlying business. The debt forgiveness of over $116.5 million plus interest, combined with $53 million in new financing, provides a pathway for operational continuity, albeit under new ownership.

MUNICH, DE / ACCESS Newswire / February 7, 2025 / Mynaric AG (NASDAQ:MYNA) (ISIN: US62857X1019) (FRA:M0YN) (ISIN: DE000A31C305) (the "Company") announces the grant of a fourth bridge loan, the extension of the maturity date of its three outstanding bridge loans, agrees to a new restructuring loan and resolves on a financial restructuring by proceedings under the German Corporate Stabilization and Restructuring Act (Gesetz über den Stabilisierungs- und Restrukturierungsrahmen für Unternehmen ("StaRUG").

Bridge Loans

The Company today entered into an amendment to its existing loan agreement with its U.S.-based lenders CO FINANCE II LVS I LLC and OC III LVS LIII LP ("U.S. Lenders"), which are funds affiliated with the U.S.-based global investment management firm Pacific Investment Management Company LLC ("PIMCO"), pursuant to which the U.S. Lenders agreed to provide a fourth bridge loan in the amount of USD 28 million. Such bridge loan is in addition to the USD 95 million originally provided under such loan agreement and the three bridge loans in the aggregate amount of USD 21.5 million that the U.S. Lenders provided in the fourth quarter of 2024 and which they now assigned to SCUR-Alpha 1797 GmbH, a German-based special purpose vehicle affiliated with PIMCO ("SPV"). The new bridge loan is to cover the expected ongoing operational and working capital needs of the Company until the anticipated time of the conclusion of the StaRUG proceedings.

The new bridge loan will be provided directly to the Company and will be guaranteed by each of its subsidiaries. The new bridge loan will bear interest at a fixed rate equal to 4.5% per annum and will mature on February 7, 2031. The availability of the new bridge loan is subject to the satisfaction of certain conditions. The Company expects to satisfy all necessary conditions and have the bridge loan available today, to meet ongoing operational and working capital needs until conclusion of the StaRUG proceedings.

In addition, the maturity date of the three outstanding USD 21.5 million bridge loans that was extended to February 7, 2025 last week is further extended to June 30, 2025. The three bridge loans can still be terminated early if, among other things, the previously commissioned independent German restructuring expert provides notice on or prior to the maturity date of the bridge loans that it is no longer more likely than not that the Company is capable of being restructured.

The provision that the Company made in December 2024 for contingent liabilities resulting from guarantee obligations in the amount of all outstanding loans under the existing credit agreement, including interest and exit fee, remains in place.

Restructuring Loan

The Company today also entered into a separate loan agreement with the U.S. Lenders pursuant to which they would provide additional loans in the amount of USD 25 million to cover expected capital needs to support the Company's production plan and fund its ongoing operations in accordance with the restructuring plan ("Restructuring Loan").

The Restructuring Loan will be guaranteed and secured by the Company and each of its subsidiaries and bears interest at a rate of 8% p.a. The availability of the Restructuring Loan is subject to the satisfaction of certain conditions, including that the StaRUG reorganization plan is approved and that the required security is granted. The Company expects to satisfy such conditions and all other applicable conditions, and have the Restructuring Loan fully available as of the restructuring plan becoming effective. The Restructuring Loan will mature on December 31, 2028 and may be terminated early upon, among other things, certain customary events of default.

StaRUG Proceedings

The management board of the Company, with approval of the supervisory board of the Company, resolved today to notify the competent Munich Local Court - Restructuring Court - of a restructuring project in accordance with the StaRUG, and will submit a corresponding notification to the Restructuring Court with a draft restructuring plan still today. An exploration and consultation meeting (Erörterungs- und Abstimmungstermin) shall be scheduled once the final restructuring plan has been submitted to the Restructuring Court. Suppliers and customers of the Company are not affected by the restructuring plan.

According to the terms of the draft restructuring plan, the currently existing term loans in the aggregate amount of USD 95 million and the three bridge loans in the aggregate amount of USD 21.5 million as well as accrued interest thereon and any exit fee in respect thereof shall be waived by the SPV.

Furthermore, the draft restructuring plan regulates the rights of the Company's current shareholders and provides for a capital reduction to zero followed by a capital increase without subscription rights for the Company's current shareholders. Under the terms of the draft restructuring plan, only the SPV shall receive the opportunity to subscribe for new shares in the Company in consideration for the substantial waiver of claims by the SPV and, thus, its indispensable contribution to the Company's financial restructuring and going concern. The SPV has, subject to certain conditions precedent, already agreed to subscribe the new shares in the Company, and - together with the U.S. Lenders - supports the implementation of the financing concept by way of StaRUG proceedings. The agreement reached with the SPV and the U.S. Lenders secures the necessary majorities in the StaRUG proceedings. Accordingly, the StaRUG proceedings may result in a full delisting of Mynaric and all existing Mynaric shareholders losing all of their investment in the Company with the restructuring plan becoming legally effective and the capital measure being registered. The Company expects the StaRUG proceedings to close in Q2/2025.

The Company concluded that the initiation of the StaRUG proceedings is without alternative. Without the measures provided for in and outside of the draft restructuring plan, all of which depend on the consent of the affected lenders, the Company would be illiquid still in February 2025 and already (on the balance sheet) over-indebted and would therefore immediately have to file for insolvency. Due to the economic situation of the Company and its subsidiaries a (partial) refinancing or assumption of additional debt has proven to be no option as all material assets of the highly leveraged Company and its subsidiaries already serve as collateral for existing liabilities and are encumbered accordingly. Furthermore, a refinancing through a capital increase with involving the current Mynaric shareholders has no prospect of success as the Company could not find an investor willing to participate in and backstop a capital increase or a public takeover bid in the Company's current situation, given its high level of debt and the time constraints due to the Company's deteriorating liquidity.

The draft restructuring plan and thus the recovery of the Company depends largely on a significant reduction of the Company's debt, which can only be achieved through a comprehensive debt waiver of the lender. However, the SPV has made its (continued) support of the Company and its debt waiver explicitly conditional upon the contemplated capital reduction to zero followed by a capital increase without subscription rights for existing Mynaric shareholders.

About Mynaric

Mynaric (NASDAQ: MYNA) (FRA: M0YN) is leading the industrial revolution of laser communications by producing optical communications terminals for air, space and mobile applications. Laser communication networks provide connectivity from the sky, allowing for ultra-high data rates and secure, long-distance data transmission between moving objects for wireless terrestrial, mobility, airborne- and space-based applications. The company is headquartered in Munich, Germany, with additional locations in Los Angeles, California, and Washington, D.C. For more information, visit mynaric.com.

Forward-Looking Statement

This release includes forward-looking statements. All statements other than statements of historical or current facts contained in this release, including statements regarding our future results of operations and financial position, industry dynamics, business strategy and plans and our objectives for future operations, are forward-looking statements. These statements represent our opinions, expectations, assumptions, beliefs, intentions, estimates or strategies regarding the future, which may not be realized. Forward looking statements are often indicated by terms such as "anticipate," "believe," "could," "estimate," "expect," "forecast," "goal," "intend," "look forward to," "may," "plan," "potential," "predict," "project," "should," "target" "will," "would" and/or the negative of these terms or other similar expressions that are intended to identify forward-looking statements.

The forward-looking statements included in this release are based largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements involve known and unknown risks, uncertainties and assumptions that are difficult to predict or are beyond our control, and actual results may differ materially from those expected or implied as forward-looking statements. These risks, uncertainties and assumptions include, but are not limited to (i) the impact of any geopolitical tensions on the global economy, our industry and markets as well as our business, (ii) risks related to our limited operating history, our history of significant losses and the execution of our business strategy, (iii) risks related to our ability to successfully manufacture and deploy our products and risks related to serial production of our products, (iv) risks related to our sales cycle which can be long and complicated, (v) risks related to our limited experience with order processing, our dependency on third-party suppliers and external procurement risks, (vi) risks related to defects or performance problems in our products, (vii) effects of competition and the development of the market for laser communication technology in general, (viii) risks related to our ability to manage future growth effectively and to obtain sufficient financing for the operations and ongoing growth of our business, (ix) risks relating to the uncertainty of the projected financial information, (x) risks related to our ability to adequately protect our intellectual property and proprietary rights and (xi) changes in regulatory requirements, governmental incentives and market developments. Moreover, new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this release may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. We caution you therefore against relying on these forward-looking statements, and we qualify all of our forward-looking statements by these cautionary statements.

The forward-looking statements included in this release are made only as of the date hereof. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. Neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. Unless required under applicable law, neither we nor any other person undertakes any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release or otherwise. You should read this release with the understanding that our actual future results, levels of activity, performance and events and circumstances may materially differ from what we expect.

This release may include certain financial measures not presented in accordance with IFRS. Such financial measures are not measures of financial performance in accordance with IFRS and may exclude items that are significant in understanding and assessing our financial results. Therefore, these measures should not be considered in isolation or as an alternative to loss for the period or other measures of profitability, liquidity or performance under IFRS. You should be aware that our presentation of these measures may not be comparable to similarly titled measures used by other companies, which may be defined and calculated differently.

Mynaric AG
comms@mynaric.com
+49 8105 7999 0

SOURCE: Mynaric AG



View the original press release on ACCESS Newswire

FAQ

What is the total value of new loans secured by Mynaric (MYNA) in February 2025?

Mynaric secured a total of USD 53 million in new loans, consisting of a USD 28 million bridge loan and a USD 25 million restructuring loan.

When will Mynaric's (MYNA) StaRUG restructuring proceedings conclude?

The StaRUG restructuring proceedings are expected to conclude in Q2/2025.

What happens to existing Mynaric (MYNA) shareholders under the restructuring plan?

Existing shareholders are expected to lose their entire investment due to a capital reduction to zero followed by a capital increase without subscription rights for current shareholders.

How much debt will be waived under Mynaric's (MYNA) restructuring plan?

The restructuring plan includes waiver of USD 116.5 million in existing loans (USD 95 million in term loans and USD 21.5 million in bridge loans) plus accrued interest.

What is the interest rate and maturity of Mynaric's (MYNA) new USD 28 million bridge loan?

The new bridge loan has a fixed interest rate of 4.5% per annum and will mature on February 7, 2031.
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