Publication pursuant to section 65 para 1a Austrian Stock Corporation Act,
section 82 para 9 Austrian Stock Exchange Act in connection with section 5 Austrian Publication Regulation 2002
With decision as of 18 May 2017 the commercial court in Vienna has approved the settlement dated 08 May 2017 to end the legal review of the exchange ratio applied in the merger of IMMOEAST AG and IMMOFINANZ AG in 2010 as well as the distribution of additional shares of IMMOFINANZ AG as compensation payment.
As announced in the ad-hoc release of 05 April 2017, the settlement provides for a compensation payment to the group of former IMMOEAST shareholders through distribution of additional IMMOFINANZ shares (ISIN AT0000809058) at a ratio of 0.088 IMMOFINANZ AG shares per former IMMOEAST share (ISIN AT0000A0GYT7). At least 340,742,105 former IMMOEAST shares carry entitlement to compensation. Thus, in total, 29,985,306 additional IMMOFINANZ shares will be distributed. Of these, 16,948,049 shares to be distributed according to section 225j para 2 Austrian Stock Corporation Act are from the present company stock of treasury shares. The remaining 13,037,257 shares are new shares issued from the existing authorised share capital according to section 225j para 2 of the Austrian Stock Corporation Act (“capital increase”). The shares are expected to be allocated on 30 May 2017.
Date of the authorisation by the shareholders‘ meeting:
29 September 2016
Date and publication of the authorisation:
30 September 2016 via the information distribution system pursuant to sections 81a para 1 no 9 in connection with section 82 para 8 Austrian Stock Exchange Act in connection with section 11 Austrian Publication and Reporting Regulation
Expected date of disposal (distribution of shares):
30 May 2017
Class of shares:
Bearer shares (ISIN AT0000809058)
16,948,049 shares, corresponding to (i) approx. 1.63% of the nominal share capital prior to the capital increase (see above) and (ii) approx. 1.61% of the current nominal share capital (after the capital increase (see above)).
Maximum and Minimum consideration per share:
Not applicable. The shares shall be allocated in the course of a settlement (see above and “Purpose of the dispose”).
Form and purpose of the repurchase:
Distribution to the group of former IMMOEAST shareholders as part of the compensation payment (see above). Allocation of the shares: via the clearing system of the OeKB and the custodian banks.
Consequences for the Admission of IMMOFINANZ shares to stock exchanges:
Disclosure according to section 5 para 4 Austrian Publication Regulation 2002: The details to be published pursuant to section 7 Austrian Publication Regulation 2002 regarding the transactions carried out as well as amendments (as the case may be) to be published pursuant to section 6 Publication Regulation 2002, will be published on the website of IMMOFINANZ AG (www.immofinanz.com).