RS Luxembourg II, SARL & Anor v Deburo Real Estate Holding GmbH

CHRISTOPHER HANCOCK KC sitting as a judge of the High Court ____________________

Nathaniel Bird (instructed by Baker & McKenzie LLP) for the Claimants Nora Wannagat (instructed by Zimmers Solicitors) for the Defendant Hearing dates: 20 and 21 February 2024 ____________________

3.1 Cs are subsidiaries of an investment fund managed and advised by RS Partners that specialises in making asset-backed investments in northern and western Europe. Cs and RS Partners are together referred to as RoundShield .

3.2 Deburo and Pilatus are part of what was known as the 'Solidare Real Estate Group' ( the Solidare Group ) which sought to acquire, develop and sell or lease out 'micro-apartment' properties in Germany and the Netherlands. Deburo was the parent company of the group and Pilatus was its main subsidiary. In turn, Pilatus held the shares in various special purpose vehicles which acquired the individual properties. Mr Zeki Anter was the main shareholder of the Group.

3.11 On 25 October 2021, Pilatus and RS Lux II entered into a 'Standstill Letter' recording that an Event of Default under the Facility had occurred and was continuing because "the As-ls Loan to Value has exceeded 75 per cent (75%) in breach of Clause 18.1 (As-ls Loan to Value) of the Facility Agreement" . RS Lux II agreed to refrain from taking any action against Pilatus until 31 December 2021.