22.12.2015
Fair Value REIT-AG DE000A0MW975
DGAP-News: Fair Value REIT-AG: Announcement of Change of Control
DGAP-News: Fair Value REIT-AG / Key word(s): Miscellaneous
Fair Value REIT-AG: Announcement of Change of Control
22.12.2015 / 10:02
The issuer is solely responsible for the content of this announcement.
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Publication of Fair Value REIT-AG
Munich
regarding the
4,5 % Convertible Bond 2015/2020
ISIN DE000A13SAB8
WKN A13SAB
Announcement of Change of Control
On 19 January 2015, issued a convertible bond (ISIN: DE000A13SAB8) in the
nominal amount of EUR 8,460,000.00 that will mature on 19 January 2020
("Convertible Bond"). Fair Value REIT-AG herewith announces pursuant to
Art. 14, Sec. 1, of the Terms and Conditions of the Convertible Bond
("Terms and Conditions") that a Change of Control in the meaning of the
Terms and Conditions has taken place:
Fair Value REIT-AG has learned on 21 December 2015 that the voluntary
takeover offer ("Takeover Offer") of DEMIRE Deutsche Mittelstand Real
Estate AG for the acquisition of all of the non-par bearer shares of Fair
Value REIT-AG, which was published on 14 October 2015 and which was
accepted in view of ca. 77,70 % of the nominal share capital and voting
rights of Fair Value REIT-AG according to the publication of DEMIRE
Deutsche Mittelstand Real Estate AG, has become unconditional due to the
occurrence of all closing conditions on 21 December 2015.
Thus, DEMIRE Deutsche Mittelstand Real Estate AG has acquired Control over
Fair Value REIT-AG in the meaning of the Terms and Conditions since 21
December 2015. Fair Value REIT-AG has determined 19 February 2016 as
Effective Date ("Effective Date") in the meaning of § 14(1)(a)(ii) of the
Terms and Conditions
According to § 14(1)(b) of the Terms and Conditions, the creditors of
convertible bond 2015/2020 (ISIN DE000A13SAB8) may, at their option, by
submitting a redemption notice (the "Redemption Notice"), demand from Fair
Value REIT-AG redemption as of the Effective Date of any or all of their
Notes for which the Conversion Right was not exercised and which were not
declared due for redemption, at the Put Early Redemption Amount (103 % of
the nominal amount of the Convertible Bond) plus interest accrued on their
Principal Amount until (but excluding) the Effective Date.
The Redemption Notice must be received by the Issuer no less than 10 days
prior to the Effective Date.
Alternatively, according to § 14(1)(d) of the Terms and Conditions,
creditors of the Convertible Bond have the right to exercise their
conversion right until (and including) the Effective Date on the basis of
the adjusted Conversion Price of EUR 6,7608. Thereby, every submitted
Convertible Bond will be converted into 147.9114 shares of Fair Value
REIT-AG.
Munich, December 2015
Fair Value REIT-AG
The Management Board
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22.12.2015 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.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: Fair Value REIT-AG
Leopoldstraße 244
80807 München
Germany
Phone: +49 (0)89 9292 815-01
Fax: +49 (0)89 9292 815-15
E-mail: [email protected]
Internet: www.fvreit.de
ISIN: DE000A0MW975
WKN: A0MW97
Indices: RX REIT All Share Index, RX REIT Index
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Munich, Stuttgart
End of News DGAP News Service
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425677 22.12.2015
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