More problems for TGLT: it was sued in New York for its ON | Business Opening

After the investigation initiated by the National Securities Commission (CNV) for suspicious movements in the price of its shares, and the judicial setback to the Astor San Telmo project, the developer TGLT added new problems. Yesterday a case was started against him in the court of the Southern District of New York for not having complied with the payment of interest on its negotiable obligations issued in August 2017.

The plaintiffs are two, Merking Family Foundation (MFF) and Tennembaum Living Trust (TLT), who made the complaint against the developer and The Bank of New York Mellon. In the brief filing in court, they allege that last August 18 they should have received a payment of US $ 900,000.

However, TGLT assures that the NO “no longer exist” because they were obligatorily converted into shares last February. This change was part of the restructuring of US $ 150 million in NO completed last December. But the plaintiffs understand that the maneuver is neither legal nor effective.

They also highlighted that the contract established in its section 1301 that NOs could be compulsively converted into shares only in the event of an initial public offering (IPO, by its English acronym) in the United States. TGLT had planned to go public on Wall Street, but the currency crisis of 2018 thwarted its plans.

At the shareholders’ meeting that accepted the restructuring, it was agreed to change “initial public offering” to “qualified public offering threshold.” This new term was understood to be one or more public offerings, whether related or not, of common shares on Wall Street or the Buenos Aires Stock Exchange, which amounted to at least US $ 100 million. In December, TGLT issued a new share for $ 180 million.

“The claimants did not participate in the exchange nor did they consent to these contract modifications, and the implementation of such modifications would unlawfully deprive the parties of their rights under articles 508 and 902 of the contract and article 316 (b) of the Trust Contracts Act of 1939, 15 USC § 77ppp (b ) – all of which guarantee the holders the right to receive payment of the principal and interest in the form and when they are owed and to file a lawsuit for the execution of said payment, and also provide that said rights cannot be seen impaired without the consent of any affected owner, “the lawsuit indicates.

The trust TLT has US $ 15 million in ON and MMF has US $ 3 million. According to the original broadcast contract, on August 18 at 12, as the last installment, they should have received $ 750,000 and $ 150,000 respectively.

“In consecuense, interest on arrears began to accrue on all unpaid amounts by August 19, 2020, at a rate of 16% in accordance with the terms of the contract and the promissory notes, “adds the text presented in court.

Today TGLT informed the CNV that it had learned of the lawsuit from a publication made on the Legal Radar website. When asked about their position, the company indicated that it had not been notified of the lawsuit and, therefore, was unaware of the nature of the claim.

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