Cinram Holdings

About Cinram Holdings

Cinram Holdings GmbH was the German holding company of the Cinram group of Toronto, its registered object the acquisition and management of investments in companies of the group and the provision of services to them.^[1] It held the shares of Cinram GmbH, the Alsdorf pressing and replication works that Cinram bought from Warner Music as Warner Music Manufacturing Europe GmbH in October 2003: the Aachen register carries a profit-transfer agreement between the two from 24 November 2003 and names this company the shareholder in the filings that follow.^[2][3] It sat at Max-Planck-Straße 1-9 in Alsdorf, the address of the works, passed with the group's European companies from Cinram's Canadian owners to Najafi Companies in 2013 and to 1847 Partners in 2017, and was entered in the commercial register of the district court of Aachen under HRB 12278 with a capital of €26,000.^[4][5][6]

The company was set up for the purchase. It was first registered at the district court of Düsseldorf under HRB 48685, published on 10 October 2003 with a capital of €25,000, two weeks before the Warner transaction closed on 24 October; the capital was raised to €26,000 on 18 November 2003, and the move of its seat to Alsdorf was entered at Aachen on 20 January 2004.^[1][4][3] It absorbed Cinram Wireless GmbH of Alsdorf (Aachen HRB 14380) under a merger agreement of 28 August 2009, registered on 2 October 2009, and its managing directors came from the group's offices in England, Michigan and New York as well as from Alsdorf itself.^[4] Above it stood Cinram International Inc. until 5 May 2006, when a plan of arrangement put Cinram International Income Fund at the top of the group.^[7] The Monitor appointed in the group's 2012 proceedings under the Companies' Creditors Arrangement Act charts this company among the European entities held below Cooperatie Cinram Netherlands UA, the Dutch co-operative through which the group held its European companies.^[8] Those companies left the Cinram group with that co-operative: Cinram Group, Inc., formerly Cinram Acquisition, Inc., bought from C International Inc. and 1362806 Ontario Limited all the issued and outstanding shares in the co-operative and, indirectly, each of its direct and indirect subsidiaries, under a binding purchase offer of 22 June 2012 approved by the Ontario Superior Court of Justice on 12 July 2012; the final transfer of funds was completed on 4 February 2013 and the Monitor delivered its share sale transaction certificate on 5 February 2013.^[9][5] They changed hands once more four years later: 1847 Partners LLC of New York, in partnership with the investment group GEM, announced on 27 January 2017 that it had completed the acquisition of the European Cinram Group from Najafi Companies, the firm behind Cinram Group, Inc., and PR Newswire carried the same release again on 30 January; MusikWoche reported on 7 February 2017 that the Cinram sites in Germany, England and France had passed to the new owners and that the business would go on under the Cinram name.^[6][10][11] The Aachen register marks that change on this company: Jim Brooks, the managing director of Cinram Europe who welcomed the new shareholders in the release, was entered as its managing director on 5 April 2017, and Edward John Tobin of New York, the managing director of 1847 who gave the firm's statement on the purchase, replaced him on 27 March 2018.^[4][6] The district court of Aachen opened insolvency proceedings over its assets on 24 April 2018 under file 93 IN 16/18, which dissolved it; the proceedings were terminated by order of 13 October 2022, and the register now carries the company as struck off.^[4][1]