Public disclosure of inside information according to article 17 MAR
CA Immobilien Anlagen AG: Planned completion of the takeover of CA Immo International
Vienna
(pta030/21.06.2010/16:10 UTC+2)
Planned completion of the takeover of CA Immo International AG by means of merger with CA Immobilien Anlagen Aktiengesellschaft
Vienna 21.06.2010. CA Immo International AG and CA Immobilien Anlagen Aktiengesellschaft announce that, after completing a positive clarification of preliminary legal and tax questions, they have commenced preparations for implementing a merger of the two companies subsequent to the current takeover procedure. Subject to approval by the relevant bodies of the two companies, the plan is to merge CA Immo International AG as the transferor company with CA Immobilien Anlagen Aktiengesellschaft as the acquiring company with retroactive effect back to 31.12.2009 ("effective merger date").
The exchange ratio for the shares of the two companies, which has yet to be decided, will essentially be set on the basis of the relative ratio of the two "Net Asset Values" (NAV) as at the valuation balance-sheet date of 30.06.2010. Based on the NAVs as at 31.3.2010, the exchange ratio would be about 0.52 CA Immobilien Anlagen Aktiengesellschaft shares to each CA Immo International AG share.
The CA Immo International AG Shareholders' Meeting regarding the merger is planned for September 2010. Since CA Immobilien Anlagen Aktiengesellschaft already holds more than 90% of CA Immo International shares, the intention is for a simplified merger in accordance with § 231 of the Austrian Companies Act (AktG) so that no Shareholders' Meeting of the acquiring company is required. Detailed merger documents will be published with the invitation to the Shareholders' Meeting.
For minority shareholders in CA Immo International AG there continuous to be the option of accepting the takeover offer within the current extension of the acceptance period, i.e. up to 16.8.2010, 17:30 pm, Viennese local time, at the offer price of Eur 6.50 per share. For those shareholders who accept the takeover offer by 25.06.2010, 15:30 pm, Viennese local time, there will be an interim settlement with payment of the purchase price planned to take place as soon as 30.06.2010.
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Emitter: |
CA Immobilien Anlagen AG Mechelgasse 1 1030 Wien Austria |
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Contact Person: | Mag. Claudia Hainz | |
Phone: | (+431) 532 59 07 - 502 | |
E-Mail: | hainz@caimmoag.com | |
Website: | www.caimmoag.com | |
ISIN(s): | AT0000641352 (Share) | |
Stock Exchange(s): | Vienna Stock Exchange |