DGAP-News: CPI PROPERTY GROUP
/ Key word(s): Offer
CPI PROPERTY GROUP: Announcement of the Result
16.08.2022 / 18:10 CET/CEST
The issuer is solely responsible for the content of this announcement.
This document is a non-binding English language convenience translation. The only binding document is the German language publication published on 16August2022.
NOTE:
SHAREHOLDERS OF S IMMOAG WHOSE SEAT, PLACE OF RESIDENCE OR HABITUAL ABODE IS OUTSIDE THE REPUBLIC OF AUSTRIA SHOULD NOTE THE INFORMATION SET FORTH IN SECTION 7.4 OF THE OFFER DOCUMENT.
MANDATORY TAKEOVER OFFER
pursuant to Sections 22 et seqq. of the Austrian Takeover Act (Übernahmegesetz)
by CPI PROPERTY GROUP S.A.
40, rue de la Vallée, L-2661 Luxembourg, the Grand Duchy of Luxembourg
to the shareholders of
S IMMOAG
Friedrichstraße 10, 1010 Vienna, Austria
ISIN AT0000652250
Acceptance Period: 15 July 2022 through 12 August 2022
ANNOUNCEMENT OF THE RESULT
Announcement of the Result
pursuant to Section 19 para 2 Austrian Takeover Act (Übernahmegesetz)
with respect to the mandatory takeover offer
pursuant to Sections 22 et seqq. of the Austrian Takeover Act (Übernahmegesetz)
for the acquisition of securities of S IMMOAG
(ISIN AT0000652250)
(the "Offer")
CPI PROPERTY GROUP S.A., a stock corporation (société anonyme) duly established and existing under the laws of the Grand Duchy of Luxembourg, with corporate seat in Luxembourg and business address at 40, rue de la Vallée, L-2661 Luxembourg, Grand Duchy of Luxembourg, registered with the Luxembourg Register of Commerce and Companies under number B102254 ("CPIPG"), has published the offer document in relation to the Offer pursuant to Section 11 paragraph 1a Austrian Takeover Act on 15 July 2022.
The Offer could have been accepted from 15 July 2022 until 12 August 2022 ("Acceptance Period").
Until the end of the Acceptance Period, 26,983,707 S IMMO Shares have been tendered for sale into the Offer. This represent a participation of approximately 36.66 % in the Target Company's registered nominal share capital and – taking into account the treasury shares held by the Target Company – of approximately 38.26 % of the total outstanding voting rights.
Together with the S IMMO Shares held by the Bidder directly and indirectly via IMMOFINANZ AG as Party Acting in Concert with the Bidder upon publication of the offer document for the Offer, the Bidder will in total at least hold 58,301,812 S IMMO Shares. This represent a participation of approximately 79.20 % in the Target Company's registered nominal share capital and – taking into account the treasury shares held by the Target Company – of approximately 82.67 % of the voting rights.
The Offer will be settled in accordance with section 5. of the offer document. The payment due to each Shareholder who has accepted the Offer of EUR 22.85 per S IMMO Share (Offer Price of EUR 23.50 per S IMMO Share cum dividend for the financial year 2021 of S IMMO in the amount of EUR 0.65 per S IMMO Share resolved by the AGM 2022 and paid on 13 June 2022) will be paid to the S IMMO Shareholders no later than 23 August 2022 via their respective securities accounts.
Pursuant to Section 19 para 3 Austrian Takeover Act, the Acceptance Period will be extended for all S IMMO Shareholders who have not yet accepted the Offer for three months from announcement of the result ("Additional Acceptance Period"). The Additional Acceptance Period thus starts on 18 August 2022 and lasts until (and including) 18 November 2022, 17:00 Vienna local time.
S IMMO Shareholders who have not yet accepted the Offer may tender their S IMMO Shares at unchanged terms during the Additional Acceptance Period.
This announcement of the result of the Offer has also been published on the websites of CPIPG (https://www.cpipg.com/), S IMMO AG (https://www.simmoag.at/) and the Austrian Takeover Commission (https://www.takeover.at/).
Luxembourg, 16 August 2022
16.08.2022 CET/CEST Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de
Language:
English
Company:
CPI PROPERTY GROUP
40, rue de la Vallée
L-2661 Luxembourg
Luxemburg
Phone:
+352 264 767 1
Fax:
+352 264 767 67
E-mail:
contact@cpipg.com
Internet:
www.cpipg.com
ISIN:
LU0251710041
WKN:
A0JL4D
Listed:
Regulated Market in Frankfurt (General Standard); Regulated Unofficial Market in Dusseldorf, Stuttgart
CPI Property Group SA, formerly GSG Group SA, is a Luxembourg-based company active in real estate sector with operations in Germany, the Czech Republic, Hungary, Poland, Russia, Croatia, Switzerland and Slovakia. The Company is principally engaged in leasing out investment properties and developing properties for its own portfolio. It has two segments: Property Investments, its core segment, and Development. The core segment comprises investment in commercial properties through acquisition, rental of properties and property portfolios, especially in long-term ownership of the properties. The Development segment focuses on commercial projects and the conversion of some Kreuzberg commercial assets into residential units to be sold; this includes property acquisition, planning and obtaining building rights, project implementation and sale/rental of the realized projects to investors and tenants. The Company operates Remontees Mecaniques Crans Montana Aminona SA as a subsidiary.
CPI PROPERTY GROUP 
