by
Stefan Schönauer
27.05.2014

IMMOFINANZ - Update on the proceedings for reviewing the exchange ratio

Our last blog update concerning the still ongoing proceedings for reviewing the exchange ratio is already some time ago (http://blog.immofinanz.com/en/2013/03/01/immofinanz-faq-is-there-anything-new-in-the-proceedings-for-reviewing-the-exchange-ratio/). For this reason we want to briefly take up the subject again. As you know, many of our shareholders are regularly reminded of these proceedings when looking at their portfolio. "IMMOFINANZ AG / Entitlement to potential supplementary cash payments or shares regarding exchange ratio" and "IMMOEAST AG / Entitlement to potential cash payment" are stated in the relevant positions.What has happened recently? The committee reviewing the exchange ratio appointed an expert in April of this year. He is Vienna-based auditor and tax consultant Hans Bodendorfer.

Mr Bodendorfer was commissioned by the committee with a report verifying the plausibility of the valuations taken as a basis for the exchange ratio.

As emphasised recently: we are unfortunately unable to estimate how much longer it will take, as it is a matter for the court to determine the further steps.

A brief reminder: as the absorbing entity, IMMOFINANZ was merged with the transferring entity IMMOEAST AG pursuant to the merger agreement dated 21 January 2010. The former shareholders of IMMOEAST AG were granted a total of 567,363,702 shares pursuant to the agreed exchange ratio (three IMMOFINANZ shares for two IMMOEAST shares).
A petition for the subsequent review of the exchange ratio was then filed with the Commercial Court Vienna by the shareholders of IMMOFINANZ as well as former shareholders of IMMOEAST (pursuant to §§ 225c ff of the Austrian Stock Corporation Act). The relevant proceedings were initiated, and IMMOFINANZ filed an extensive statement in response to the petitions.