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CPI Europe AG M&A Activity 2015

Mar 23, 2015

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Ad hoc announcement

IMMOFINANZ AG / Keyword(s): Real Estate/Weiteres Schlagwort

IMMOFINANZ announces voluntary partial offer for CA Immobilien Anlagen AG

Ad hoc announcement transmitted by DGAP – a service of EQS Group AG. The
issuer is solely responsible for the content of this announcement.


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) IN, INTO
OR FROM ANY JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION
WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

The Executive Board and Supervisory Board of IMMOFINANZ AG decided today to
make a voluntary partial public offer (in accordance with the Austrian
Takeover Act) for the purchase of a minority interest of up to 29% of the
outstanding share capital in CA Immobilien Anlagen AG ("CA Immo"). Based
on the current share capital of CA Immo, that represents up to approx. 28.7
million CA Immo shares. The price offered per CA Immo share will equal EUR
18.50. That not only reflects the level paid by O1 Group Limited for 26% of
CA Immo (through the purchase of shares from UniCredit Bank Austria AG and
through a voluntary partial public offer), but is also approx. 6%, or EUR
1, higher than the closing share price on the Vienna Stock Exchange on
Friday, 20 March 2015.

"We expressed our interest in this smaller competitor during the previous
year when UniCredit sold its investment in CA Immo, and I can now only
repeat the reasons stated at that time: CA Immo fits well with IMMOFINANZ
in regard to its core countries and asset classes, and our long-standing
experience in Central and Eastern Europe would allow us to support the
management in realising their planned course for further expansion in these
countries", indicated IMMOFINANZ CEO Eduard Zehetner. "Our offer will also
allow the shareholders - in accordance with the proportional allocation of
shares based on the Austrian Takeover Act - who were not included in the O1
partial offer to also sell their shares for EUR 18.50. The same applies to
O1 - the resulting funds could then be used for an investment in
IMMOFINANZ."

The offer will be published after examination by the Austrian Takeover
Commission. The takeover offer will be contingent, among others, upon the
necessary approvals required by antitrust law.

IMMOFINANZ had liquid funds totalling EUR 627.2 million at the end of
January 2015, which will increase further following the sale of assets
during the final quarter of the current financial year. The offer for the
purchase of a 29% interest in CA Immo, i.e. approx. 28.7 million shares
based on the outstanding share capital, would only require an investment of
approx. EUR 530 million.

Disclaimer

This announcement is for information purposes only and neither constitutes
an invitation to sell, nor an offer to purchase, CA Immobilien Anlagen AG
securities. The final terms and further provisions regarding the public
takeover offer will be disclosed in the offer document once it will have
been approved by the Austrian Takeover Commission (Übernahmekommission).
Investors and holders of CA Immobilien Anlagen AG securities are strongly
recommended to read the offer document and all announcements in connection
with the public takeover offer as they contain or will contain important
information.

The offer will be made exclusively under the laws of Austria, especially
under the Austrian Takeover Act ("Austrian Takeover Act"). The offer will
not be executed according to the provisions of jurisdictions (including the
jurisdictions of the United States of America (USA), Australia and Japan)
other than those of Austria. Thus, no other announcements, registrations,
admissions or approvals of the offer outside of Austria have been filed,
arranged for or granted. Holders of CA Immobilien Anlagen AG securities
cannot rely on having recourse to provisions for the protection of
investors in any jurisdiction other than such provisions of Austria.

To the extent permissible under applicable law or regulation, and in
accordance with Austrian market practice, IMMOFINANZ AG or its brokers may
purchase, or conclude agreements to purchase, CA Immobilien Anlagen AG
securities, directly or indirectly, outside of the scope of the public
takeover offer, before, during or after the acceptance or any additional
acceptance period. This applies to other securities that are directly
convertible into, exchangeable for, or exercisable for CA Immobilien
Anlagen AG securities. These purchases may be completed via the stock
exchange at market prices or outside the stock exchange at negotiated
conditions. Any information on such purchases will be disclosed as required
by law or regulation in Austria or any other relevant jurisdiction.

To the extent any announcements in this document contain forward-looking
statements, such statements do not represent facts and are characterized by
the words "will", "expect", "believe", "estimate", "intend", "aim",
"assume" or similar expressions. Such statements express the intentions,
opinions or current expectations and assumptions of IMMOFINANZ AG and the
persons acting together with IMMOFINANZ AG. Such forward-looking statements
are based on current plans, estimates and forecasts, which IMMOFINANZ AG
and the persons acting together with IMMOFINANZ AG have made to the best of
their knowledge, but which they do not claim to be correct in the future.
Forward-looking statements are subject to risks and uncertainties that are
difficult to predict and usually cannot be influenced by IMMOFINANZ AG or
the persons acting together with IMMOFINANZ AG. It should be kept in mind
that the actual events or consequences may materially differ from those
contained in or expressed by such forward-looking statements.

On IMMOFINANZ Group
IMMOFINANZ Group is the leading listed commercial real estate investor and
developer in Central and Eastern Europe. The company is included in the
leading ATX index of the Vienna Stock Exchange and also trades on the
Warsaw Stock Exchange. Since its founding in 1990, the company has compiled
a high-quality property portfolio that now comprises more than 470
investment properties with a carrying amount of approx. EUR 6.8 billion. As
a "real estate machine" the company concentrates on linking its three core
business areas: the development of sustainable, specially designed prime
properties in premium locations, the professional management of these
properties and cycle-optimised sales. IMMOFINANZ Group concentrates its
activities in the retail, office and logistics segments of eight regional
core markets: Austria, Germany, Czech Republic, Slovakia, Hungary, Romania,
Poland and Russia. Further information under: http://www.immofinanz.com /
http://blog.immofinanz.com / http://properties.immofinanz.com

For additional information please contact:

MEDIA INQUIRIES
Bettina Schragl
Head of Corporate Communications | Press Spokesperson
IMMOFINANZ Group
T +43 (0)1 88 090 2290
M +43 (0)699 1685 7290
[email protected]

INVESTOR RELATIONS
Stefan Schönauer
Head of Corporate Finance & Investor Relations
IMMOFINANZ Group
T +43 (0)1 88 090 2312
M +43 (0)699 1685 7312
[email protected]

23.03.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de


Language: English
Company: IMMOFINANZ AG
Wienerbergstraße 11
1100 Wien
Austria
Phone: +43 (0) 1 88090 - 2291
Fax: +43 (0) 1 88090 - 8291
E-mail: [email protected]
Internet: http://www.immofinanz.com
ISIN: AT0000809058
WKN: 911064
Listed: Regulated Unofficial Market in Berlin, Munich, Stuttgart;
Open Market in Frankfurt ; Wien (Amtlicher Handel / Official
Market)

End of Announcement DGAP News-Service