by Property Forum | Report

Immofinanz has issued a response to S Immo’s recent statement in which the company’s officials have clearly expressed their opposition to the takeover offer by Immofinanz published in mid-May 2021.


"S Immo's arguments in its statement on the takeover offer do not correspond to the facts. The executive board of S Immo is obviously concerned with repelling the takeover offer and this is not in the interest of the shareholders of S Immo. The offer provides a secure structure and execution for the shareholders of S Immo - as also explicitly confirmed again by the Austrian Takeover Commission in a press release dated 8 June. In this statement, the Austrian Takeover Commission emphasises that in reviewing the offer it paid particular attention on the protection of the shareholders as well as the principle of equal treatment and transparency. The executive board of S Immo should therefore no longer attempt to counteract the offer by rejecting the resolution of the shareholders’ meeting to cancel the maximum voting right. Instead, shareholders of S Immo must be given the opportunity to make their own informed decision on whether to accept the offer", says Stefan Schönauer, CFO of Immofinanz.

The offer price for the S Immo shares of €22.25 per share is not only highly attractive in view of the historical share price development and the price targets of analysts. With the current offer price, Immofinanz is also offering a higher premium of 40.3% on the 6-month average share price compared to the acquisition of its S Immo stake in 2018 at €20.00 per share.

Furthermore, a higher share price in a stand-alone scenario of S Immo appears more than questionable. S Immo does not have the necessary operational earnings power (FFO 1) to receive higher target prices, as is clearly demonstrated by analysts' assessments. This gap to the peer group cannot be compensated by the announced positive revaluations of the portfolio in Germany and Austria. On the other hand, the possible investment of up to €1 billion in the CEE region, among others, to improve FFO 1, which was put forward by the executive board of S Immo, is subject to considerable transaction risks - for example with regard to timely implementation and the availability of attractive investment opportunities. Thereby also, S Immo's investment and debt profile would turn riskier than before. This could have a negative impact on S Immo's communicated goal of obtaining an investment-grade rating.

The COVID-19 pandemic has also accelerated the existing trend towards flexibility, particularly in the office sector. In its role as the largest shareholder, Immofinanz, therefore, intends to support S Immo in the further optimisation of its portfolio, especially with regard to upcoming modernisation measures and towards a flexible offer in the office sector, the Immofinanz statement concludes.