S Immo AG announced today that a partial takeover offer shall be launched to the shareholders of Immofinanz AG. The decision to make the partial offer is made after the anticipatory mandatory takeover offer announced by CPI Property Group on 3 December 2021. S Immo does not consider the price offered in the mandatory offer attractive.
The Management Board and the Supervisory Board of S Immo have decided to increase its shareholding in Immofinanz from currently 14.2% of the outstanding shares by approximately 10% to approximately 25% of the outstanding shares of Immofinanz by way of a voluntary partial offer.
S Immo sets the offer price at €23.00 cum dividend in cash per Immofinanz share, which represents a compelling offer for Immofinanz shareholders based on a premium of 7.7% to the last closing price of the Immofinanz share on Friday, 3 December 2021, and a premium of 12.7% over 6-months VWAP. The announcement of the intention to launch the partial offer is made, inter alia, subject to the permissibility under takeover law, any necessary approvals under competition law and other customary conditions of execution, which serve to safeguard the interests of S Immo and its shareholders. S Immo reserves the right to expand the volume of the partial offer and to further increase its shareholding in Immofinanz to up to 30% of the outstanding shares, also through further acquisitions on or off the stock exchange.
The decision to make the partial offer is made after the anticipatory mandatory takeover offer announced by CPI Property Group on 3 December 2021. S Immo does not consider the price offered in the mandatory offer attractive and will therefore not accept it.
Bruno Ettenauer, CEO of S Immo AG, comments: "The price per Immofinanz share offered by CPI for control is not adequate. We as a major shareholder will therefore not tender into this offer. Against the background of CPI having already acquired a large stake in Immofinanz the expansion of our currently 14.2% stake in Immofinanz is for the time being the best way to enhance and protect the value of S Immo and its share. We continue to believe that ultimately the unwinding of the cross-shareholding between Immofinanz and S Immo is warranted. However, the offer of CPI does not represent an opportunity to achieve this strategic goal on acceptable terms for S Immo shareholders but rather requires an increase in our stake in Immofinanz to be able to pursue that strategic goal further. We are convinced that this does not prevent but promotes favourable solutions for all stake- and shareholders involved."
Immofinanz announced that it takes notice of this announcement by S Immo. 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.
