CPI PROPERTY GROUP intends to launch an early compulsory takeover bid

IMMOFINANZ AG / Keyword (s): Real estate / Offer
IMMOFINANZ AG: CPI PROPERTY GROUP intends to launch an Early Compulsory Public Purchase Offer

03-Dec-2021 / 20:44 CET / CEST
Disclosure of inside information acc. in Article 17 MAR of Regulation (EU) No 596/2014, transmitted by EQS – a service of EQS Group AG.
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IMMOFINANZ AG: CPI PROPERTY GROUP intends to launch an Early Compulsory Public Purchase Offer

CPI PROPERTY GROUP (société anonyme), 40, rue de la Vallée, L-2661 Luxembourg, RCS Luxembourg: B 102 254 announced today as follows:

As of December 3, 2021, CPIPG holds (directly and indirectly) a total of 26,387,094 IMMOFINANZ shares, corresponding to a participation of approx. 21.4%, with 13,029,155 additional IMMOFINANZ shares, corresponding to a 10.6% participation contracted under conditions. This represents a combined participation of 39,416,249 IMMOFINANZ shares, corresponding to a participation of approx. 32.0%.

On this basis, CPIPG intends to make a mandatory early takeover bid for all outstanding shares of IMMOFINANZ AG. Shareholders will be offered EUR 21.20 in cash per IMMOFINANZ share (ISIN AT0000A21KS2) on a sperm dividend basis, which is the closing price of the IMMOFINANZ share on the Vienna Stock Exchange on Thursday, December 2, 2021 and a premium of 4.2% compared to the 6-month volume weighted average per share. The offer document will be published in due course in accordance with Austrian law on takeover bids (bernahmegesetz).

CPIPG’s offer will also be aimed at holders of convertible bonds of IMMOFINANZ, who will be offered attractive conditions for bondholders at a price which will be derived from the offer price of the share. Details will be specified in the offer document.

There will be no minimum threshold for acceptance.

The CPIPG considers the IMMOFINANZ real estate portfolio as complementary to the regional and sectoral exposure of the Group. Through its extended shareholder base, the CPIPG intends to play a more active role in the future development of IMMINANZ’s activity.

On December 1, 2021, CPIPG and Mountfort Investments S.à rl entered into a share purchase agreement for the acquisition by CPIPG of all the outstanding shares of WXZ1 which, in turn, directly owns 14,071,483 shares. IMMOFINANZ, corresponding to a participation of approx. 11.4% of the registered share capital of IMMOFINANZ. With the IMMOFINANZ shares previously held, respectively acquired in parallel on the market by CPIPG, CPIPG holds (directly and indirectly) a total of 26,387,094 IMMOFINANZ shares, corresponding to a participation of approx. 21.4% of the registered share capital of IMMOFINANZ.

Today, CPIPG and RPPK Immo GmbH signed a (conditional) share purchase agreement on the acquisition by CPIPG of (other) 13,029,155 IMMOFINANZ shares, corresponding to a 10.6% stake in the share capital nominal value of IMMOFINANZ.

The completion of the share purchase agreement between CPIPG and RPPK Immo GmbH and the public tender offer will be subject to the authorization of merger control in Austria, Germany, Czech Republic, Hungary, Poland, Romania, Serbia and Slovakia. Details will be specified in the offering document.

The offering will be funded by CPIPG’s capital resources, including a € 2.5 billion bridge loan facility with a club of the following banks: Banco Santander, Credit Suisse, Erste Group Bank, Goldman Sachs Bank, HSBC, Raiffeisen Bank International, Société Générale / Komerční Banka and UniCredit Bank.

IMMOFINANZ AG is aware of this announcement from CPIPG. The Management Board and the Supervisory Board will examine an offer in detail and comment on it in due course in accordance with Austrian Takeover Law (bernahmegesetz).

About IMMOFINANZ
IMMOFINANZ is a commercial real estate group whose activities focus on the office and retail segments of eight main markets in Europe: Austria, Germany, Poland, Czech Republic, Slovakia, Hungary, Romania and the Adriatic region. The core business covers property management and development, STOP SHOP (retail), VIVO! The (retail) and myhive (office) brands represent strong focal points which are synonymous with quality and service. The real estate portfolio has a value of approx. 5.0 billion euros and covers around 210 properties. IMMOFINANZ is listed
on the Vienna stock exchanges (first ATX index) and Warsaw. More information under:
https://www.immofinanz.com

IMPORTANT NOTICE

This announcement is a mandatory announcement in accordance with Article 17 of Market Abuse Regulation (EU) No. 596/2014 and was made by IMMOFINANZ AG (IMMOFINANZ) only for the purpose of disclosing inside information and in connection with the published intention of CPI PROPERTY GROUP launches a public tender offer for the shares of IMMMOFINANZ. This announcement is for informational purposes only and does not constitute a solicitation or recommendation or invitation to buy or sell any securities of IMMOFINANZ.

For more information contact:
Bettina schragl
Corporate Communication and Investor Relations Manager
IMMOFINANZ AG
T +43 (0) 1 88 090 2290
+43 (0) 699 1685 7290
[email protected]
[email protected]

1100 Vienna, Wienerbergstraße 9, Austria
www.immofinanz.com

03-Dec-2021 CET / CEST News transmitted by EQS Group AG. www.eqs.com


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