NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
- Buy-back of up to 5.22% of the Company's share capital against payment of a cash consideration in a purchase price range of EUR 24.25 to EUR 26.00 per share
- The acceptance period is expected to run from February 20, 2021 through March 20, 2021
- After expiration of the acceptance period TLG will determine the final offer volume and will publish the respective final purchase price
Berlin, February 17, 2021 - Today the management board of TLG IMMOBILIEN AG ("TLG" or the "Company") resolved, with the approval of the supervisory board, to utilize the authorization of the annual general meeting of May 21, 2019, to buy back up to 5.85 million shares of the Company (corresponding to up to 5.22% of the Company's share capital based on the voting rights notification dated January 29, 2021) by way of a public self-tender offer for a purchase price within a purchase price range of EUR 24.25 to EUR 26.00 per share (excluding ancillary acquisition costs).
The offer document is expected to be published on February 19, 2021 on the website of TLG (https://www.tlg.eu/en/) under the section "Investor Relations - Self-Tender", as well as in the Federal Gazette (Bundesanzeiger) at https://www.bundesanzeiger.de. TLG shareholders will have the opportunity to accept the public self-tender offer during the acceptance period which will run from February 20, 2021 through March 20, 2021 at 24:00 (midnight) (CET) upon the expected publication of the offer document on February 19, 2021 and may be extended.
The rationale behind the public self-tender offer is to benefit from the significant share price discount to the underlying net asset value and current operational performance of TLG.
TLG shareholders may tender all or part of TLG shares by either specifying a price within the price range or with no specified price in which case they will commit to selling their tendered TLG shares at the final purchase price as determined by the Company after expiration of the acceptance period. The final purchase price for all TLG shares acquired will be equal to the highest price TLG will have to pay in order to purchase the final offer volume as set by TLG. In the event that, based on the tenders, TLG is in a position to only acquire a number of TLG shares equal to or lower than 2,00% of TLG's share capital the final purchase price will be equal to the highest price specified in any of the tenders.
If the public self-tender offer is oversubscribed the relevant tenders will be accounted for on a pro rata basis. An oversubscription occurs if the aggregate number of TLG Shares tendered with no specified price and at a specified price which is equal to or lower than the final purchase price exceeds the final offer volume as determined by the Company. Tenders for one hundred TLG shares or fewer will be considered with preference.
TLG expects to publish the final purchase price and the final offer volume in the Federal Gazette and on the Company's website following expiration of the acceptance period on March 24, 2021. All publications by TLG in connection with the public self-tender offer are available in German and as a non-binding English translation at https://www.tlg.eu/en/ under the section "Investor Relations - Self-Tender Offer".
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