EQS-Adhoc: IMMOFINANZ AG: CPI PROPERTY GROUP intends to launch an Anticipated Mandatory Takeover Offer

EQS-Ad-hoc: IMMOFINANZ AG / Key word(s): Real Estate/Offer
   IMMOFINANZ AG: CPI PROPERTY GROUP intends to launch an Anticipated
   Mandatory Takeover Offer

   03-Dec-2021 / 20:44 CET/CEST
   Disclosure of an inside information acc. to Article 17 MAR of the
   Regulation (EU) No 596/2014, transmitted by EQS - a service of EQS Group
   AG.
   The issuer is solely responsible for the content of this announcement.

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   IMMOFINANZ AG: CPI PROPERTY GROUP intends to launch an Anticipated
   Mandatory Takeover Offer
    

     * CPI PROPERTY GROUP (CPIPG) announced today that an anticipated
       mandatory takeover offer shall be launched to the shareholders of
       IMMOFINANZ AG.

     * IMMOFINANZ AG takes notice of this announcement by CPIPG. The
       Management Board and the Supervisory Board of IMMOFINANZ AG will
       review an offer in detail and will comment on it in due course in
       accordance with the Austrian Takeover Act (Übernahmegesetz).

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

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

   On that basis, CPIPG intends to make an anticipatory mandatory takeover
   offer for all outstanding shares of IMMOFINANZ AG. Shareholders are to be
   offered EUR 21.20 in cash per IMMOFINANZ share (ISIN AT0000A21KS2) on a
   cum dividend basis, which is the closing share price of IMMOFINANZ on the
   Vienna Stock Exchange from Thursday, 2 December 2021 and a premium of 4.2%
   versus the 6-months volume weighted average per share. The offer document
   will be published in due course in accordance with the Austrian Takeover
   Act (Übernahmegesetz).

   CPIPG's offer will also be addressed to the holders of IMMOFINANZ'
   convertible bonds, who are going to be offered attractive terms for
   bondholders at a price that will be derived from the share offer price.
   Details will be set out in the offer document.

   There will be no minimum acceptance threshold.

   CPIPG sees the property portfolio of IMMOFINANZ as complementary to the
   Group's regional and sector exposure. Through our expanded shareholding,
   CPIPG intends to play a more active role in the future development of
   IMMOFINANZ's business.

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

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

   The completion of the share purchase agreement between CPIPG and RPPK Immo
   GmbH and the takeover offer will be subject to merger control clearance in
   Austria, Germany, the Czech Republic, Hungary, Poland, Romania, Serbia,
   and Slovakia. Details will be set out in the offer document.

   The offer will be financed by CPIPG's capital resources, including a EUR
   2.5 billion bridge loan facility from a club of the following banks: Banco
   Santander, Credit Suisse, Erste Group Bank, Goldman Sachs Bank, HSBC,
   Raiffeisen Bank International, Societe Generale / Komerční Banka, and
   UniCredit Bank.

   IMMOFINANZ AG takes notice of this announcement by CPIPG. The Management
   Board and the Supervisory Board will review an offer in detail and comment
   on it in due course in accordance with the Austrian Takeover Act
   (Übernahmegesetz).

   About IMMOFINANZ
   IMMOFINANZ is a commercial real estate group whose activities are focused
   on the office and retail segments of eight core markets in Europe:
   Austria, Germany, Poland, Czech Republic, Slovakia, Hungary, Romania and
   the Adriatic region. The core business covers the management and
   development of properties, whereby the STOP SHOP (retail), VIVO! (retail)
   and myhive (office) brands represent strong focal points that stand for
   quality and service. The real estate portfolio has a value of approx. EUR
   5.0 billion and covers roughly 210 properties. IMMOFINANZ is listed
   on the stock exchanges in Vienna (leading ATX index) and Warsaw. Further
   information under: [1]https://www.immofinanz.com

   IMPORTANT NOTICE

   This announcement is a mandatory announcement pursuant to Article 17 of
   the Market Abuse Regulation (EU) No 596/2014 and has been made by
   IMMOFINANZ AG (IMMOFINANZ) solely for the purpose of disclosing inside
   information and in connection with the published intention of CPI PROPERTY
   GROUP to launch a takeover offer for securities of IMMOFINANZ. This
   announcement is for information purposes only and does not constitute a
   solicitation or recommendation or an invitation to buy or sell securities
   of IMMOFINANZ.

   For additional information contact:
   Bettina Schragl
   Head of Corporate Communications and Investor Relations
   IMMOFINANZ AG
   T +43 (0)1 88 090 2290
   M +43 (0)699 1685 7290
   [2]communications@immofinanz.com
   [3]investor@immofinanz.com

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

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

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   Language:    English
   Company:     IMMOFINANZ AG
                Wienerbergstraße 9
                1100 Vienna
                Austria
   Phone:       +43 (0) 1 88090 - 2290
   Fax:         +43 (0) 1 88090 - 8290
   E-mail:      investor@immofinanz.com
   Internet:    http://www.immofinanz.com
   ISIN:        AT0000A21KS2
   WKN:         A2JN9W
   Listed:      Regulated Unofficial Market in Berlin, Frankfurt, Munich,
                Stuttgart; Warschau, Vienna Stock Exchange (Official Market)
   EQS News ID: 1254242


    
   End of Announcement EQS News Service


   1254242  03-Dec-2021 CET/CEST

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References

   Visible links
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   2. mailto:communications@immofinanz.com
   3. mailto:investor@immofinanz.com

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