28.07.2016 ISARIA Wohnbau AG  DE000A1E8H38

ISARIA Wohnbau AG: Voluntary public takeover offer by Lone Star to the shareholders of ISARIA Wohnbau AG


 
DGAP-Media / 28.07.2016 / 09:56 Press release Voluntary public takeover offer by Lone Star to the shareholders of ISARIA Wohnbau AG 28 July 2016 - Today, LSREF4 ARIA Beteiligungs GmbH & Co. KG ("LSREF 4"), an affiliate of Lone Star Real Estate Funds IV (US) L.P. and Lone Star Real Estate Fund IV (Bermuda), L.P. (Lone Star Funds and their affiliates together "Lone Star"), published the offer document in relation to its voluntary public offer for the acquisition of all outstanding shares of ISARIA Wohnbau AG ("ISARIA"). In accordance with § 10 of the German Securities Acquisition and Takeover Act LSREF4 had already publicly announced its intention to take over ISARIA on 17 June 2016. On this 28 July 2016, the acceptance period starts in which shareholders of ISARIA have the right to tender their ISARIA shares against a cash compensation of EUR4.50 per share. Accepting the offer requires submitting a written statement to the respective custodian bank. The four-week acceptance period ends on 25 August 2016 at 24:00 CET. In the offer document, LSREF4 communicates that it has already acquired 700,000 ISARIA shares. In the context of the announcement of the planned takeover, LSREF4 has concluded bilateral agreements with the majority of ISARIA's shareholders regarding over-the-counter purchases of ISARIA shares or the tendering of ISARIA shares in the takeover offer. The offer document has been approved by the Federal Financial Supervisory Authority on 27 July 2016. All documents have been made available on the following website of LSREF4: http://www.lsref4aria.de. Lone Star announced its intention to not only maintain the company as a stand-alone platform but also to expand its business operations significantly. At the same time there are no plans to change ISARIA's business model, the locations of its headquarters or the composition of the management board. On this basis, ISARIA's management board and supervisory board decided, subject to detailed review and examination of the offer document published today, to support the offer. The company already entered into an agreement with the bidder in June, in which LSREF4 agreed to support a potential capital increase amounting to 50% of the share capital of ISARIA (i.e. 11,882,000 shares) at a price of EUR4.50 per share by purchasing all new shares which will not be subscribed for by ISARIA's shareholders, subject to the terms and conditions of the agreement. The potential capital increase would provide the company with net proceeds of more than EUR50m which could be deployed for further growth. A decision regarding the execution of the capital increase has not yet been made. In coordination with LSREF4, the company's management board intends to apply for a delisting of the shares of the company by the end of acceptance period of the takeover offer. Subsequent to such delisting, ISARIA's shares will not be tradable at stock exchanges anymore. ISARIA's management board and supervisory board will thoroughly examine and evaluate the offer document and submit, in accordance with their statutory obligations, a reasoned opinion ("begründete Stellungnahme") which will be published on ISARIA'S website (in the investor relations section) presumably within the next week. About ISARIA Wohnbau AG ISARIA Wohnbau is a leading project developer for residential real estate construction projects in Munich. Since 2014, the company also develops residential projects in Hamburg. The company, which was founded in 1994, is listed on the prime standard of the Deutsche Börse. The projects realised by the company range from multi-storey apartments to terraced houses as well as the revitalisation of existing buildings. ISARIA Wohnbau is therefore capable of offering residential properties that meet the demands of a wide variety of customer groups as both owner-occupied or for investment. The business activities of One Group, Hamburg, which belongs to the Group, largely comprise the issuing of project development funds for residential construction projects. For more information, please visit www.isaria.ag and www.onegroup.ag IR Contact ISARIA Wohnbau AG Leopoldstraße 8 | 80802 Munich Phone: +49 (0)89 38 99 84-0 | Fax: +49 (0)89 38 99 84-760 E-mail: [email protected] | Web: www.isaria.ag End of Media Release --------------------------------------------------------------------------- Issuer: ISARIA Wohnbau AG Key word(s): Enterprise 28.07.2016 Dissemination of a Press Release, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de --------------------------------------------------------------------------- Language: English Company: ISARIA Wohnbau AG Leopoldstraße 8 80802 München Germany Phone: +49 (0)89 38 99 84-0 Fax: +49 (0)89 38 99 84-760 E-mail: [email protected] Internet: www.isaria.ag ISIN: DE000A1E8H38 WKN: A1E8H3 Listed: Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Munich, Stuttgart, Tradegate Exchange End of News DGAP Media --------------------------------------------------------------------------- 487007 28.07.2016