Deutsche Annington Immobilien SE / Key word(s): Capital Increase/Disposal
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Deutsche Annington sets placement price of new shares - all shares offered
Bochum, March 5, 2014 - Today, Deutsche Annington set the placement price
per new no-par value ordinary registered share of the Company at EUR 19.00
in connection with the resolved capital increase through the partial use of
the existing authorised capital. With the issuance of all 16,000,000 new
ordinary shares offered, the Company will receive gross issue proceeds in
the amount of EUR 304 million. All of the new shares, together with an
additional 11,000,000 existing shares that had been offered by former
shareholders of the Company's majority shareholder, Monterey Holdings
(Monterey), have been placed with institutional investors by way of an
accelerated book-building process. The total placement volume therefore
amounts to a total of 27,000,000 shares or EUR 513 million, resulting in a
free float of around 25.7% following completion of the placement.
The Company intends to use the net issue proceeds to finance the
transactions announced on February 28, 2014 that will increase the
portfolio of Deutsche Annington by more than 41,000 residential units.
J.P. Morgan and BofA Merrill Lynch are acting as joint bookrunners for the
transaction. The new shares will be admitted to trading without a
prospectus and included, with full dividend entitlements from January 1,
2013, in the existing quotation for Deutsche Annington's shares in the
sub-segment of the regulated market with additional post-admission
obligations (Prime Standard) on the Frankfurt Stock Exchange. Deutsche
Annington, Monterey and the selling shareholders have agreed to a
three-month lock-up with the joint bookrunners. The stake of Monterey will
decrease to about 67.3% upon completion of the placement as contemplated
and following a recent transfer by Monterey of around 27.6 million shares
to its shareholders. It will be further reduced through the planned
issuance of around 11.8 million new shares to be delivered by the Company
as part of the consideration for the Vitus portfolio at closing expected to
occur in fourth quarter 2014.
Stock exchange: Regulated Market (Prime Standard), Frankfurt Stock Exchange
Common Code: 094567408
Registered office of Deutsche Annington: Vogelsanger Weg 80, 40472
Business address of Deutsche Annington: Philippstrasse 3, 44803 Bochum,
+49 234 314 2384
+49 234 314 1149
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or indirectly, in the United States of America (including its territories
and possessions), Canada, Japan or Australia or any other jurisdiction
where such an announcement would be unlawful. The distribution of this
announcement may be restricted by law in certain jurisdictions and persons
who are in possession of this document or other information referred to
herein should inform themselves about and observe any such restrictions.
Any failure to comply with these restrictions may constitute a violation of
the securities laws of any such jurisdiction.
This publication does not constitute an offer of securities for sale or a
solicitation of an offer to purchase securities of Deutsche Annington
Immobilien SE or of any of its subsidiaries in the United States of
America, Germany or any other jurisdiction. Neither this announcement nor
anything contained herein shall form the basis of, or be relied upon in
connection with, any offer or commitment whatsoever in any jurisdiction.
The securities referred to herein may not be offered or sold in the United
States of America in the absence of registration or an exemption from
registration under the U.S. Securities Act of 1933, as amended (the
'Securities Act'). The securities of Deutsche Annington Immobilien SE have
not been, and will not be, registered under the Securities Act.
In the United Kingdom, this document 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 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.
In member states of the European Economic Area ('EEA') which have
implemented the Prospectus Directive (each, a 'Relevant Member State'),
this announcement and any offer, if made subsequently, is directed
exclusively at persons who are 'qualified investors' within the meaning of
the Prospectus Directive ('Qualified Investors'). For these purposes, the
expression 'Prospectus Directive' means Directive 2003/71/EC (and
amendments thereto, including the 2010 PD Amending Directive, to the extent
implemented in a Relevant Member State), and includes any relevant
implementing measure in the Relevant Member State and the expression '2010
PD Amending Directive' means Directive 2010/73/EU.
Deutsche Annington Immobilien SE may be classified a "passive foreign
investment company" (PFIC) for U.S. federal income tax purposes. Investors
subject to U.S. federal income tax should consult their own tax advisers in
connection with their investment in the Deutsche Annington Immobilien SE's
No action has been taken that would permit an offering of the securities or
possession or distribution of this announcement in any jurisdiction where
action for that purpose is required. Persons into whose possession this
announcement comes are required to inform themselves about and to observe
any such restrictions.
This information contains forward-looking statements that are based upon
current views and assumptions of the Deutsche Annington Immobilien SE
management, which were made to its best knowledge. Forward-looking
statements are subject to known and unknown risks, uncertainties and other
factors which could cause the earnings position, profitability, performance
or the results of Deutsche Annington Immobilien SE or the success of the
housing industry to differ materially from the earnings position,
profitability, performance or the results expressly or implicitly assumed
or described in these forward-looking statements. In consideration of these
risks, uncertainties and other factors, persons receiving these documents
are advised not to unreasonably rely on these forward-looking statements.
Deutsche Annington Immobilien SE does not assume any liability or guarantee
to update such forward-looking statements and to adjust them to any future
results and developments.
This announcement does not constitute a recommendation concerning the
placement of securities described in this announcement (the "Placement").
Investors should consult a professional advisor as to the suitability of
the Placement for the person concerned.
In connection with the Placement BofA Merrill Lynch and J.P. Morgan (the
"Joint Bookrunners") are acting exclusively for Deutsche Annington
Immobilien SE and the selling shareholders. They will not regard any other
person as their respective clients in relation to the Placement and will
neither be responsible nor provide protection to anyone other than Deutsche
Annington Immobilien SE and the selling shareholders, nor will they provide
advice to anyone other than Deutsche Annington Immobilien SE and the
selling shareholders in relation to the Placement, the contents of this
announcement or any other matter referred to herein.
In connection with the Placement, the Joint Bookrunners and any of their
affiliates, acting as investors for their own accounts, may subscribe for
or purchase securities of Deutsche Annington Immobilien SE and may
otherwise deal for their own accounts. Accordingly, references to the
securities being issued or sold should be read as including any issue,
offer or sale to the Joint Bookrunners and any of their affiliates acting
as investors for their own accounts. In addition each Joint Bookrunner or
their respective affiliates may enter into financing arrangements and swaps
with investors in connection with which such Joint Bookrunners (or their
affiliates) may from time to time acquire, hold or dispose of Deutsche
Annington Immobilien SE's shares. The Joint Bookrunners 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 Joint Bookrunners 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
Deutsche Annington Immobilien SE, its 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
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Company: Deutsche Annington Immobilien SE
Vogelsanger Weg 80
Phone: +49 234 314 1761
Fax: +49 234 314 888 1761
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Düsseldorf, Hamburg, München, Stuttgart
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