The Executive Board and Supervisory Board welcome the interest of shareholders in increasing their investments in IMMOFINANZ in order to benefit from the company’s attractive growth potential. However, the price offered by S IMMO AG for the IMMOFINANZ share does not reflect the current value of the company, the clearly positive development of business in 2021 despite the corona pandemic, and the attractive future growth potential. The Executive Board, Supervisory Board and Works Council of IMMOFINANZ today issued statements in which they indicate that the offer price of EUR 23.00 per share is viewed as not sufficiently attractive. The Executive Board and Supervisory Board therefore recommend that shareholders not accept the partial offer by S IMMO for approximately 10% of the outstanding IMMOFINANZ shares.
The price of EUR 23.00 in cash per IMMOFINANZ share specified in the partial offer by S IMMO AG (via its indirect subsidiary CEE Immobilien GmbH as the offeror) represents a significant discount to the reference values used to determine a fair value for the IMMOFINANZ share. For example: The offer price is substantially lower than the current EPRA NTA per share of EUR 30.77 and represents a discount of roughly 25%. A comparison with other key valuation benchmarks, e.g. EPRA NAV per share or the IFRS book value per share, also shows high discounts.
The offer price is, in addition, substantially lower than the price of the IMMOFINANZ share before the outbreak of the COVID-19 pandemic (nearly EUR 27 in February 2020) as well as the analysts’ average target price of EUR 24.50 (median). “The offer price for the approximately 25% shareholding targeted by S IMMO is clearly lower than the premium paid for comparative transactions in the European real estate sector“, explained IMMOFINANZ Executive Board members Dietmar Reindl and Stefan Schönauer.
Top performance and value-creating growth
Moreover, the S IMMO offer price does not reflect IMMOFINANZ’s outstanding performance in 2021 or the potential of its value-creating strategy. Successful crisis management, a balanced financing structure with an investment grade rating, and focused growth activities formed the basis for an increase in the results of operations (+60% to EUR 180.4 million) and net profit (EUR 295.7 million versus EUR -98.3 million) during the first three quarters of 2021. IMMOFINANZ generated the best results in the past 10 years and even topped the already very good pre-crisis level from 2019.
IMMOFINANZ intends to continue this success course and to further strengthen its excellent market position. Plans call for the expansion of the portfolio from the current level of EUR 5.0 billion to roughly EUR 6.0 billion with the STOP SHOP brand (the largest retail park operator in Europe) and myhive brand (innovative and flexible office solutions) in 2022. Entry into the market for sustainable and affordable housing (TOP on STOP) will create additional earnings opportunities and increase diversification. IMMOFINANZ therefore expects an increase in pre-tax FFO 1 to over EUR 135 million in 2022, whereby roughly 70% will be distributed as dividends to the company’s shareholders.
Pioneering role in the real estate branch to combat climate change
With its Net Zero Emission Strategy, IMMOFINANZ is clearly positioned to make an important contribution to the fight against climate change. This strategy requires a 60% reduction of all greenhouse gases below the 2019 level by 2030. IMMOFINANZ, as one of the leading European commercial property companies, will become emission-free along the entire value chain by 2040. That means the company will clearly exceed the goal set by the European Union to attain climate neutrality by 2050. This pioneering role will, moreover, substantially strengthen IMMOFINANZ’s competitive position due to the massive increase in the market demand for sustainability-oriented investments.
Executive Board members Dietmar Reindl and Stefan Schönauer: “IMMOFINANZ’s excellent performance, our high-quality portfolio and the pioneering role in combating climate change are further proof that we took the right steps during the crisis and have a strong position for the future. We will continue to pursue our growth strategy and, in this way, create value for all our stakeholders. Consequently, we recommend that our shareholders not accept the offer from S IMMO because the specified price does not reflect the value of the company. Let us design the future of our company together and realise the great potential inherent in IMMOFINANZ!“
This announcement is issued by IMMOFINANZ AG (IMMOFINANZ) in connection with the takeover offer published by CEE Immobilien GmbH (indirect subsidiary of S IMMO AG) for shares in IMMOFINANZ on 23 December 2021 (Takeover Offer). It is for information purposes only and neither an offer to purchase nor a solicitation to sell securities of IMMOFINANZ. The conditions and further provisions relating to the Takeover Offer are disclosed in the offer document published by CEE Immobilien GmbH. The offer document and the statements of the Management Board and the Supervisory Board are forming the relevant basis and it is strongly recommended to investors and holders of IMMOFINANZ shares and other equity securities to review these documents.
To the extent this announcement contains forward-looking statements concerning IMMOFINANZ or S IMMO, such statements do not represent facts and are characterized by the words such as "will", "expect", "believe", "estimate", "intend", "aim", "assume" or similar expressions. Such statements express intentions, opinions or current expectations and assumptions of IMMOFINANZ. These forward-looking statements are based on current plans, estimates and forecasts, but do not claim to be correct in the future. Forward-looking statements are subject to risks and uncertainties that are difficult to predict and usually cannot be influenced by IMMOFINANZ. It should be kept in mind that the actual events or consequences may differ materially from those contained in or expressed by such forward-looking statements.