Sparkassen Immobilien AG: Conversion of Participation Certificates into Shares planned
On 22 April 2010 the Management Board and the Supervisory Board of Sparkassen Immobilien AG (the “Company”) have resolved on a further step to simplify the Company’s capital structure. Currently Sparkassen Immobilien AG has two investor groups, the holders of the s IMMO Share (ISIN AT0000652250) and the holders of participation certificates (ISIN AT0000630694 and ISIN AT0000795737).
A first step in this direction was taken three years ago by unanimous resolutions of the Annual General Meeting of shareholders on 12 June 2007 and the meeting of holders of participation certificates on 11 June 2007, putting the profit calculation for both investor groups on an equal basis. On 21 May 2010 the Annual General Meeting of Sparkassen Immobilien AG will vote on a motion to offer participation certificate holders the option to convert their certificates into the Company’s ordinary shares.
This conversion option shall be offered to the participation certificate holders within three conversion windows at the following conversion ratios:
- Conversion window I: 06 September 2010 – 24 September 2010
- Conversion ratio: 1 (one) participation certificate for 14 (fourteen) s IMMO Shares
- Conversion window II: 11 April 2011 – 29 April 2011
- Conversion ratio: 1 (one) participation certificate for 13 (thirteen) s IMMO Shares
- Conversion window III: 28 November 2011 – 16 December 2011
- Conversion ratio: 1 (one) participation certificate for 12 (twelve) s IMMO Shares
The new shares for the conversion will be issued from conditional capital.
Based on the book value of the participation certificate entitlement and depending on the conversion window, the subscription price will be 15 to 35% above the current share price of the s IMMO Share (closing price on 22 April 2010: EUR 4.98). Exercising the conversion option enables the participation certificate holders to subscribe to the significantly more liquid s IMMO Share.
Sparkassen Immobilien AG’s shareholders benefit from a transparent capital structure, an increase in the market capitalisation and hence greater attractiveness of the s IMMO Share.
“I am convinced that we are offering an equitable solution for both of our long-standing investor groups. In addition, this step will make a significant contribution towards leading the s IMMO Share back up to its net asset value”, commented Holger Schmidtmayr, Member of the Management Board of Sparkassen Immobilien AG on the resolution.