OFFICEFIRST Immobilien AG
OFFICEFIRST Immobilien will offer shares between EUR 21 and 23 per share
DGAP-News: OFFICEFIRST Immobilien AG / Key word(s): IPO 2016-09-30 / 19:31 The issuer is solely responsible for the content of this announcement. --------------------------------------------------------------------------- NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE. OFFICEFIRST Immobilien will offer shares between EUR 21 and 23 per share - Total offer volume (incl. Greenshoe) can amount to up to EUR 888 million - Placement of up to 50 per cent of the outstanding shares planned - OFFICEFIRST Immobilien expects to raise gross proceeds of EUR 450 million from the issuance of up to 21,428,571 new shares - Placement of 14,000,000 additional shares from the holdings of IVG Immobilien AG; over-allotments of up to 5,314,285 existing shares (corresponds to 15 percent of the base offer size) - Offer period to commence on 3 October 2016 and expected to end on 13 October 2016; trading on the Frankfurt Stock Exchange expected to start on 14 October 2016 Frankfurt, 30 September 2016 - OFFICEFIRST Immobilien AG ("OFFICEFIRST Immobilien" or the "Company") has set the framework for its envisaged initial public offering (IPO) together with its sole shareholder IVG Immobilien AG ("IVG") and the underwriting banks. The prospectus has been approved by the German regulator (Bundesanstalt für Finanzdienstleistungsaufsicht, "BaFin"). Shares will be offered in a range between EUR 21 and 23 per share. The offer period will commence on 3 October 2016 and is expected to end on 13 October 2016, at which time the offer price will be set. During this period, interested shareholders will be able to subscribe to OFFICEFIRST Immobilien shares. "We are consequently approaching our next goal of floating one of Germany's largest office property companies," says Michiel Jaski, CEO of OFFICEFIRST Immobilien. "We have a strong real estate management platform with an attractive portfolio that is focused on the six most important German metropolitan areas. The combination of our successful strategy and our powerful team makes us a compelling proposition for capital markets. Discussions with potential investors over the past weeks have shown that interest in OFFICEFIRST Immobilien is very strong." Including the capital increase and a full execution of the Greenshoe, the offer volume can amount to up to EUR 888 million and the offering may represent up to 50 per cent of the outstanding shares post IPO. Subject to a successful offering, OFFICEFIRST Immobilien will raise EUR 450 million in gross proceeds from the issuance of up to 21,428,571 new shares. The exact number will depend on the final issuance price. IVG will also place 14,000,000 existing shares in addition to the new shares. Up to 5,314,285 additional existing shares from the holdings of IVG may be offered to cover potential over-allotments. This would bring the overall offer size to up to 40,742,856 shares. The Company and IVG will be subject to a 180 day lock-up provision, subject to certain exceptions, including in the case of IVG in relation to certain share pledges. The decision on the precise number of shares to be placed and the final offer price will likely be made on 13 October 2016. Trading on the regulated market of the Frankfurt Stock Exchange (Prime Standard) under the securities identification number (WKN) A2ASHC and the international securities identification number (ISIN) DE000A2ASHC7 is scheduled to start on 14 October 2016. The prospectus, which has been approved by the German financial supervisory authority (BaFin), is available for viewing and downloading from the OFFICEFIRST Immobilien website http://www.officefirst.com/IPO. Deutsche Bank and Goldman Sachs International act as joint global coordinators and joint bookrunners. Kempen & Co, Berenberg and BofA Merrill Lynch have been mandated as additional joint bookrunners. About OFFICEFIRST Immobilien OFFICEFIRST Immobilien is focused on the management and development as well as the purchase and sale of office properties in Germany. The portfolio is primarily spread across the top metropolitan areas Frankfurt, Munich, Hamburg, Stuttgart, Dusseldorf and Berlin. With a total value of EUR 3.3 billion (as at 30 June 2016), OFFICEFIRST Immobilien is one of the largest owners of office properties in Germany. The Company's objective is to sustainably increase the value of its individual properties through its in-house value creating capabilities and real estate management activities. OFFICEFIRST Immobilien media contact Libor Vincent Head of Communications & Investor Relations Tel.: +49 69 60 60 50 13 62 Fax: +49 69 60 60 50 23 62 Cell: +49 162 44 94 90 6 E-mail: libor.vincent@officefirst.com Nina Wittkopf Head of Investor Relations Tel.: +49 69 60 60 50 14 20 Fax: +49 69 60 60 50 24 20 Cell: +49 151 15 00 28 47 E-Mail: nina.wittkopf@officefirst.com Important notice These materials may not be published, distributed or transmitted in the United States, Canada, Australia or Japan. These materials do not constitute an offer of securities for sale or a solicitation of an offer to purchase securities (the "Securities") of OFFICEFIRST Immobilien AG (the "Company") in the United States, Germany or any other jurisdiction. The Securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The Securities of the Company have not been, and will not be, registered under the Securities Act. Any sale in the United States of the Securities mentioned in this communication will be made solely to "qualified institutional buyers" as defined in, and in reliance on, Rule 144A under the Securities Act. This publication constitutes neither an offer to sell nor a solicitation to buy the Securities of the Company. The offer will be made solely by means of, and on the basis of, the published securities prospectus (including potential supplements). An investment decision regarding the publicly offered securities of OFFICEFIRST Immobilien AG should only be made on the basis of the securities prospectus. The securities prospectus is available free of charge from OFFICEFIRST Immobilien AG, Mozartstr. 4-10, 53115 Bonn, Germany, or on the OFFICEFIRST Immobilien AG website. In the United Kingdom, this document is only being distributed to and is only directed at persons who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. The Underwriters are acting exclusively for the Company and the Selling Shareholder and no-one else in connection with the Offering. They will not regard any other person as their respective clients in relation to the Offering and will not be responsible to anyone other than the Company and the Selling Shareholder for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offering, the contents of this announcement or any other matter referred to herein. In connection with the Offering, the Underwriters and any of their affiliates, acting as investors for their own accounts, may subscribe for or purchase securities of the Company and may otherwise deal for their own accounts. Accordingly, references in the Prospectus to the securities being issued should be read as including any issue or offer to the Underwriters and any of their affiliates acting as investors for their own accounts. In addition certain of the Underwriters or their respective affiliates may enter into financing arrangements and swaps with investors in connection with which such Underwriters (or their affiliates) may from time to time acquire, hold or dispose of the Company's shares. The Underwriters do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so. None of the Underwriters or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or, with limited exception, other information relating to the Company the Selling Shareholder, or their respective subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith. --------------------------------------------------------------------------- 2016-09-30 Dissemination of a Corporate News, 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: OFFICEFIRST Immobilien AG Mozartstraße 4-10 53115 Bonn Germany E-mail: info@officefirst.com Internet: www.officefirst.com End of News DGAP News Service
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