S IMMO AG – exchange offer for S IMMO INVEST participating certificates
The Management Board of S IMMO AG (Bloomberg: SPI:AV, Reuters: SIAG.VI; ISIN: AT0000652250) has, with the authorisation of the Supervisory Board, subject to the approval of the prospectus by the Austrian Financial Market Authority (FMA), decided to invite the holders of the 2,307,747 S IMMO INVEST participating certificates (ISIN: AT0000795737 and ISIN: AT0000630694) listed on the Vienna Stock Exchange to offer S IMMO AG their participating certificates in exchange for a 7-year fixed term bond with a fixed coupon of 4.5% at the exchange rate of EUR 78.88 per certificate. The offer is open from 30 April 2014 until 19 May 2014, unless previously closed or extended. S IMMO AG will accept such offers only up to a maximum bond volume of EUR 90m. Application for listing of the bond on the Second Regulated Market of the Vienna Stock Exchange is planned.
Further information about the exchange offer will be available on S IMMO AG’s website at www.simmoag.at/umtauschangebot.
Ernst Vejdovszky, Chairman of S IMMO AG’s Management Board, comments: “Participation capital has become a rare and unusual form of financing. We are offering our holders of participating certificates an attractive, fixed interest yield for a fixed period of seven years. Both the holders of the participating certificates and S IMMO AG can benefit from the greater planning certainty of future cash flows.”
This disclosure is a mandatory disclosure pursuant to section 48d para 1 Stock Exchange Act (BörseG). It serves promotional purposes in Austria and is a marketing announcement in the meaning of the Securities Supervision Act (WAG) and the Capital Markets Act (KMG), but does not constitute financial analysis or advice relating to financial securities. It is neither a recommendation nor an offer to sell or invitation to purchase securities of S IMMO AG (“the Company”). The offer to exchange securities of the Company is made exclusively by means and on the basis of the base prospectus including its annexes approved by the Financial Market Authority (FMA) and published on 29 April 2014, together with the binding terms and conditions (“the Prospectus”), which is available free of charge from the Company’s offices at Friedrichstrasse 10, 1010 Vienna, during normal business hours and may be viewed electronically on the issuer’s website (www.simmoag.at).
This announcement is addressed exclusively to persons legally entitled to receive it. In particular, it is not addressed to U.S. citizens or persons resident in the United States of America (USA), the United Kingdom, Belgium, France or Italy. It is neither an offer to purchase nor a public invitation to sell securities in Italy, Belgium, France or any jurisdiction in which such an offer or invitation would be contrary to the law. This announcement is not for publication or distribution in the USA and may not be distributed to U.S. persons or publications generally distributed in the USA nor be published or distributed in any other country in which its publication or distribution would be contrary to the law.