Immofinanz has entered into an agreement to acquire 25,690,167 ordinary shares that represent around 26% of the outstanding share capital and voting rights in CA Immo from O1 Group Limited and Terim Limited.
The transaction includes 25,690,163 bearer shares and four registered shares, each of which entitles its holder to delegate one member to CA Immo's supervisory board. The closing of the acquisition, expected to take place in summer 2016, is subject to merger control clearance as well as the approval of the Immofinanz supervisory board and the approval of the CA Immo management board for the transfer of the registered shares.
The acquisition is the first step towards a planned full combination of Immofinanz and CA Immo by way of a statutory merger. Prior to the envisaged merger, Immofinanz is planning to demerge or sell its Russian asset portfolio which is characterised by different market dynamics and a higher risk profile.
Dr Oliver Schumy, CEO of Immofinanz said: “Today’s announcement marks another very important step in the transformation of Immofinanz. With the acquisition of the stake in CA Immo and the decision to dispose our Russian portfolio we now have created the basis for this merger. The combined company will be a leading real estate company in Central and Eastern Europe. The portfolios of both companies are very complimentary and we expect significant synergies from the transaction.”
Frank Nickel, CEO of CA Immo said: “The strategic logic of a combination between CA Immo and Immofinanz is clear. Substantial synergies could be created from such a combination, which of course would be subject to shareholder approval. We are looking forward to initiating a meaningful dialogue with Immofinanz about a combination of our two companies to the mutual benefit of both sets of shareholders.”