CPI PROPERTY GROUP / Key word(s): Acquisition
CPI PROPERTY GROUP ('CPIPG') - Acquisition of additional at least 17,543,937 shares of IMMOFINANZ AG ('IMMOFINANZ') from S IMMO AG for a total participation of 48.18%

31-Jan-2022 / 14:27 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

CPI PROPERTY GROUP
(société anonyme)
40, rue de la Vallée
L-2661 Luxembourg
R.C.S. Luxembourg: B 102 254

Ad hoc disclosure of inside information according to Article 17 of the EU Market Abuse Regulation

Luxembourg, 31 January 2022

CPI PROPERTY GROUP ("CPIPG") - Acquisition of additional at least 17,543,937 shares of IMMOFINANZ AG ("IMMOFINANZ") from S IMMO AG for a total participation of 48.18%

Today, CPIPG and CEE Immobilien GmbH, a wholly owned subsidiary of S IMMO AG, signed an agreement concerning the acquisition by CPIPG of 17,543,937 IMMOFINANZ shares, corresponding to a participation of approx. 12.69% of the total nominal share capital of IMMOFINANZ. The agreement also covers the acquisition by CPIPG of additional shares eventually tendered into the voluntary partial tender offer for shares of IMMOFINANZ AG published by CEE Immobilien GmbH within on 23 December 2021. The purchase price per share amounts to EUR 23.00 cum dividend. Following today's transaction, CPIPG has undertaken to improve the Offer in accordance with the Austrian Takeover Act (ÜbG) accordingly.

On this basis, as of 31 January 2022, thus CPIPG owns (directly and indirectly) a total of 26,621,030 IMMOFINANZ shares, corresponding to a participation of approx. 19.25%, with additional 39,986,345 IMMOFINANZ shares, corresponding to a participation of approx. 28.92% conditionally contracted. This represents a combined stake of 66,607,375 IMMOFINANZ shares, corresponding to a participation of approx. 48.18% of the total registered nominal share capital of IMMOFINANZ.

The Offer and completion of the share purchase agreements between CPIPG and RPPK Immo GmbH, Petrus Advisers Investments Fund L.P. and CEE Immobilien GmbH are subject to merger control clearance in Austria, Germany, the Czech Republic, Hungary, Poland, Romania, Serbia, and Slovakia. As of today, merger control clearance has already been obtained by the competent authorities in Austria, Czech Republic, Germany, and Romania.

Notifying Person:

Investor Relations

David Greenbaum
Chief Financial Officer
d.greenbaum@cpipg.com

Important Information:

This announcement has been issued by CPI PROPERTY GROUP solely for information purposes. Moreover, it is neither an offer to purchase nor a solicitation to sell securities of IMMOFINANZ AG (IMMOFINANZ). The final conditions and further provisions relating to the takeover offer are published in the offer document (as amended from time to time) which will be published subject to the Austrian Takeover Commission not prohibiting its publication. CPI PROPERTY GROUP as bidder reserves the right to deviate from the terms presented herein in the final terms and provisions of the takeover offer. Investors and holders of shares or convertible bonds in IMMOFINANZ are strongly recommended to review the offer document and all other documents related to the takeover offer, as they will contain important information. In accordance with Austrian and European law, the anticipatory mandatory takeover offer will be conducted solely on the basis of the applicable provisions of the Austrian law, in particular the Austrian Takeover Act (ÜbG). The takeover offer is not made or intended to be made pursuant to the laws of any jurisdiction other than those of Austria. With regard to the takeover offer, CPI PROPERTY GROUP and the persons acting in concert with CPI PROPERTY GROUP within the meaning of Section 1 no. 6 of the Takeover Act do not assume any responsibility for compliance with laws other than the laws of Austria. Notifications and the publication of information on the intended takeover offer are intended to be in Austria only, unless a notification or other publication is required or permitted under the respective laws of other jurisdictions.

To the extent permissible under applicable law or regulation, CPI PROPERTY GROUP or its brokers may purchase, or conclude agreements to purchase, shares in IMMOFINANZ, 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 IMMOFINANZ shares, such as convertible bonds. 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 IMMOFINANZ (forward-looking statements) that reproduce various assumptions regarding results derived from CPI PROPERTY GROUP's or IMMOFINANZ' 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.

 

 

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