MEDION AG: Lenovo Germany Holding GmbH specifies transfer request and determines cash compensation payable in return for the transfer of the shares of the minority shareholders of MEDION AG

Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014

The majority shareholder of MEDION AG, Lenovo Germany Holding GmbH, an indirect subsidiary of Lenovo Group Limited, today further specified its formal notice of 13 June 2024 regarding the transfer of the shares of the other shareholders of MEDION AG (minority shareholders) to Lenovo Germany Holding GmbH pursuant to Sec. 327a (1) of the German Stock Corporation Act (Aktiengesetz).

In this respect, Lenovo Germany Holding GmbH has informed the Management Board of MEDION AG that it has set the cash compensation to be paid for the transfer of the shares of the minority shareholders at EUR 14,28 per no-par value bearer share of MEDION AG. The cash compensation has been determined on the basis of the present value of the compensation payments under the domination and profit and loss transfer agreement concluded between Lenovo Germany Holding GmbH and MEDION AG as it exceeds the pro rata earnings value per share and the relevant share price of MEDION AG. The appropriateness of the cash compensation is currently still being reviewed by the court-selected and appointed expert auditor.

The effectiveness of the transfer of the shares of the minority shareholders depends on the approval of the general meeting of MEDION AG and the registration of the transfer resolution in the commercial register of MEDION AG. The resolution necessary for the transfer of the shares shall be passed at the general meeting of MEDION AG scheduled for 12 November 2024.

Essen, September 12, 2024

MEDION AG
Management Board

IMMOFINANZ AG: Cash compensation for S IMMO AG's minority shareholders set to EUR 22.05 per share

Ad-hoc announcement 

Vienna, 3 September 2024

IMMOFINANZ AG (“IMMOFINANZ”) announces that, today, IMMOFINANZ as the main shareholder has set the adequate cash compensation to be paid to the minority shareholders of S IMMO AG in the course of the initiated squeeze-out proceedings to EUR 22.05 per share.

PwC Advisory Services GmbH has prepared a valuation report as a basis for determining the cash compensation.

In the course of the squeeze-out proceedings, IMMOFINANZ together with the Management Board of S IMMO AG will submit the joint report pursuant to sec 3 para 1 of the Austrian Squeeze-Out Act (Gesellschafterausschlussgesetz – GesAusG). The accuracy of the joint report as well as the adequacy of the cash compensation are subject to an examination and confirmation by BDO Austria GmbH Wirtschaftsprüfungs- und Steuerberatungsgesellschaft as court-appointed expert.

The squeeze-out shall be resolved upon at an Extraordinary General Meeting of S IMMO AG, which is planned to take place on 14 October 2024. The valuation report, the joint report on the intended squeeze-out pursuant to section 3 para 1 GesAusG and the other compulsory documents will be available on the website of S IMMO AG one month prior to the Extraordinary General Meeting.

On IMMOFINANZ 

IMMOFINANZ is a commercial real estate group whose activities are focused on the office and retail segments of eight core markets in Europe: Austria, Germany, Poland, Czech Republic, Slovakia, Hungary, Romania and the Adriatic region. The core business covers the management and development of properties, whereby IMMOFINANZ relies on its established real estate brands – STOP SHOP (retail), VIVO! (retail) and myhive (office) – and also on complementary products and portfolios that include S IMMO. IMMOFINANZ owns more than 50% of the shares in S IMMO and fully consolidates this company. IMMOFINANZ Group holds roughly 490 properties with a combined value of approximately EUR 8.2 billion. The company is listed on the stock exchanges in Vienna (leading ATX index) and Warsaw. Further information under: https://immofinanz.com

CPI PROPERTY GROUP and IMMOFINANZ to start negotiations about the sale of CPIPG’s 38.37% stake in S IMMO to IMMOFINANZ

Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014

Luxembourg, 4 September 2024

CPI PROPERTY GROUP (“CPIPG”) and IMMOFINANZ AG (“IMMOFINANZ”) will start negotiations regarding the potential sale of 28,241,094 shares in S IMMO AG (approx. 38.37%) held by CPIPG to IMMOFINANZ.

A transaction would be at arms' length and at a fair market price, taking into account the cash compensation of EUR 22.05 per share to be paid to the minority shareholders of S IMMO pursuant to the initiated squeeze-out procedure. Based on the squeeze out compensation per share announced by IMMOFINANZ, the aggregate upper limit amounts to about EUR 623 million. CPIPG is expected to offer a possibility of long-term financing to IMMOFINANZ for a portion of the purchase price, as well as potential discount.

CPIPG expects the transaction to be completed before end of September 2024.

Vectron Systems AG: Figures for the first half of 2024 published / Delisting will take place on 30 September 2024

Münster, 02 September 2024: Vectron Systems AG (Vectron), a leading provider of intelligent POS systems and cloud services, with a focus on the catering and bakery sectors, has reported the following results for the first half of 2024 according to preliminary and unaudited calculations based on the IFRS accounting method: After the first six months of the current year, the company generated sales of around EUR 20.0 million, while at the same time achieving an operating result (EBITDA) of around EUR 0.6 million. 

The detailed half-year report can now be downloaded from the Vectron website. 

Following the majority takeover by the listed US group Shift 4, which was completed in June, the company had already indicated in several publications that the stock exchange listing was to be discontinued. The Frankfurt Stock Exchange has informed Vectron Systems AG that the company's application to revoke the admission of Vectron shares (ISIN: DE000AOKEXC7) to trading on the Scale and Basic Board of the Frankfurt Stock Exchange has been granted. 

According to the notification of the Frankfurt Stock Exchange, the delisting will take effect at the end of 30 September 2024. 

After this date, the shares of Vectron Systems AG can no longer be traded on the Frankfurt Stock Exchange and the post-admission obligations will no longer apply.

About Vectron Systems AG:

With more than 250,000 POS systems sold to date, the Vectron Systems AG is one of the largest European suppliers of POS solutions. Building on this, the area of apps integrated into the POS systems as well as digital and cloud-based services is becoming increasingly important in the catering and bakery sectors. The spectrum of solutions ranges from loyalty and payment functions to omni-channel ordering, online reservations and online reporting.

In the retail segment, the wholly owned subsidiary acardo AG is one of the leading providers of consumer activation tools, such as coupons, cashback solutions and consumer apps in Germany. These are currently used in more than 30,000 shops, consisting of grocery shops, drugstores, cinemas and pharmacies. acardo offers its customers a full service, from conception and technical implementation to coupon clearing. Customers include the largest companies in their respective industries, such as EDEKA, Müller, Nestlé, Unilever, Kellogg's, Krombacher, Coca-Cola, PEPSI, Beiersdorf, Hexal, CinemaxX, Cineplex, Universal and Warner Bros.

The merger with Shift4 took place in June 2024. The US group, which is listed on the New York Stock Exchange and has sales of more than USD 2.5 billion (2023), is a leading provider of software and payment processing solutions. Shift4 serves customers of all sizes across a wide range of industries, from small local owner-operated businesses to multinational corporations trading globally. The latter will be served seamlessly in the US and Europe as a result of the merger. Shift4 will provide strategic and financial support to Vectron Systems AG's current business strategy to expand its market position and support growth strategies in Germany and other European markets. Vectron will distribute Shift4's payment solution in Germany and several European countries.