CPI PROPERTY GROUP
DGAP-Ad-hoc: CPI PROPERTY GROUP / Key word(s): Takeover CPI PROPERTY GROUP NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) IN, INTO OR FROM ANY OTHER JURISDICTION WHERE TO DO SO WOULD VIOLATE THE LAWS OF SUCH JURISDICTION. THIS ANNOUNCEMENT IS NEITHER AN OFFER TO EXCHANGE OR PURCHASE NOR A SOLICITATION OF AN OFFER TO EXCHANGE OR PURCHASE SHARES. Ad hoc disclosure of inside information according to Article 17 of the EU Market Abuse Regulation CPI PROPERTY GROUP ("CPIPG") and S IMMO AG ("S IMMO") reached an agreement concerning S IMMO's support for the proposed abolishment of the voting cap and the intended takeover offer. CPIPG and S IMMO have today reached an agreement concerning next steps in relation to CPIPG's request to convene an extraordinary shareholders' meeting of S IMMO ("EGM") to resolve on the abolishment of the voting cap and CPIPG's intention to subsequently launch a mandatory offer to the shareholders of S IMMO (the "Offer"). The key terms of the agreement are: -- CPIPG has agreed to increase the Offer price to EUR 23.50 per S IMMO share cum dividend, which S IMMO's management board considers fair; -- instead of a separate EGM, S IMMO will convene the 2022 annual general meeting (the "AGM") already for 1 June 2022, the proposed resolution on the abolishment of the voting cap will be the first item on the agenda; S IMMO's management board - with the approval of the supervisory board - supports the abolishment of the voting cap and the Offer; -- if the resolution is passed to abolish the voting cap, CPIPG will support the management's dividend proposal of EUR 0.65 per share. This means that if payment of the proposed dividend occurs prior to settlement of the Offer, S IMMO shareholders will receive the dividend payment and, provided they accept the Offer, a purchase price per S IMMO share of EUR 22.85 upon settlement of the Offer. For more details and background please refer to our Ad hoc and dislosure and corporate news issued on 14 April 2022. Information and Explanation of the Issuer to this News: Notifying Person: Investor Relations Important Information: To the extent permissible under applicable law or regulation, CPI PROPERTY GROUP and parties acting in concert with it or their respective brokers may purchase, or conclude agreements to purchase, shares in S IMMO, directly or indirectly, outside of the scope of the intended takeover offer, before, during or after the period in which the takeover offer remains open for acceptance. This also applies to other securities which are directly convertible into, exchangeable for, or exercisable for S IMMO shares, such as convertible bonds, if any. These purchases may be conducted over the stock exchange at market prices or outside the stock exchange at negotiated conditions. Any information on such purchases will be disclosed as required by law or regulation in Austria. This announcement may contain statements, assumptions, opinions and predictions about the anticipated future development of CPI PROPERTY GROUP or S IMMO (forward-looking statements) that reproduce various assumptions regarding results derived from CPI PROPERTY GROUP's or S IMMO's current business or from publicly available sources that have not been subject to an independent audit or in-depth evaluation by CPI PROPERTY GROUP and that may turn out to be incorrect at a later stage. All forward-looking statements express current expectations based on the current business plan and various other assumptions and therefore come with risks and uncertainties that are not insignificant. All forward-looking statements should not therefore be taken as a guarantee for future performance or results and, furthermore, do not necessarily constitute appropriate indicators that the forecast results will be achieved. All forward-looking statements relate solely to the day on which this announcement was issued to its recipients. It is the responsibility of the recipients of this announcement to conduct a more detailed analysis of the validity of forward-looking statements and the underlying assumptions. CPI PROPERTY GROUP accepts no responsibility for any direct or indirect damages or losses or subsequent damages or losses, as well as penalties that the recipients may incur by using the announcement, its contents and, in particular, all forward-looking statements or in any other way, as far as this is legally permissible. CPI PROPERTY GROUP does not provide any warranties, guarantees or assurances (either explicitly or implicitly) in respect of the information contained in this announcement. CPI PROPERTY GROUP is not obliged to update or correct the information, forward-looking statements or conclusions drawn in this announcement or to include subsequent events or circumstances or to report inaccuracies that become known after the date of this announcement.
02-May-2022 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. |
| 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 |
| EQS News ID: | 1341579 |
| End of Announcement | DGAP News Service |
1341579 02-May-2022 CET/CEST
