The Management Board and the Supervisory Board of Immofinanz have decided to launch a voluntary public takeover offer to acquire a controlling interest pursuant to Section 25a of the Austrian Takeover Act for all outstanding no-par value bearer shares of S Immo not owned by the bidder.
The price of €18.04 corresponds to the closing price of the S Immo share in the Official Market of the Vienna Stock Exchange on Friday, 12 March 2021. In relation to the volume-weighted average share price of S Immo of the last six months of €15.86 per share, the premium amounts to approximately 13.75%.
Immofinanz currently holds 19,499,437 shares, corresponding to approximately 26.49% of the outstanding share capital of S Immo.
Based on the current number of treasury shares, an offer therefore comprises the acquisition of up to 51,476,105 no-par value shares, corresponding to approximately 69.93% of the share capital of S Immo.
For a voluntary takeover offer to acquire a controlling interest (Section 25a Austria Takeover Act), the statutory minimum acceptance threshold of 50% plus 1 share of all S Immo shares that are the subject of the offer is applicable. This condition does not apply in the case of conversion into a mandatory takeover offer.
Immofinanz reserves the right to undertake parallel transactions to obtain a controlling interest in S Immo (conversion into a mandatory offer bid). In this case, the voluntary public takeover offer to acquire a controlling interest will be converted ex lege into a mandatory takeover offer, whereby in particular the statutory minimum acceptance threshold for the offer will no longer apply.
