TAG Immobilien AG: TAG Immobilien AG has disclosed further information about the proposed takeover of Colonia Real Estate AG
TAG Immobilien AG / Key word(s): Miscellaneous01.12.2010 09:55---------------------------------------------------------------------------TAG Immobilien AG has disclosed further information about the proposedtakeover of Colonia Real Estate AG, in particular an illustrative jointbalance sheet for the two companies as at 30 September 2010 and anillustrative profit and loss statement for the first nine months of thecurrent fiscal yearOn 15 November 2010, with the approval of the Supervisory Board, theManagement Board of TAG Immobilien AG, Hamburg ('TAG' in the following)resolved to finance the acquisition of a majority stake in Colonia RealEstate AG ('CRE' in the following) by issuing new shares with a totalnominal value of up to EUR 11,607,249 (the 'new shares') and convertiblebonds in a total amount of up to approximately EUR 70 million (the'convertible bonds'). The new shares and the convertible bonds arecurrently being offered for subscription. The corresponding subscriptionoffers (the 'subscription offers') were published in the Electronic FederalGazette (elektronischer Bundesanzeiger) on 19 November 2010.As part of the subscription offers, the Company has recommended toshareholders that they ensure they are fully informed before submitting asubscription declaration, and in particular to read the 2009 consolidatedfinancial statements, the interim report for the 3rd Quarter of 2010, thecompany's securities prospectus dated 29 October 2010 downloadable from thecompany's website, and the company's ad hoc announcement dated 15 November2010. Today on its website at www.tag-ag.com/investor-relations.htmlTAG published further information about the proposed public offer for theacquisition of CRE and its financing, as well as some illustrativefinancial information in connection with the proposed takeover of CRE, forthe purpose of informing interested shareholders and the investors referredto in the bookbuilding process. The Company has created a jointillustrative profit and loss account for the Company and CRE for the periodfrom 1 Jan 2009 to 31 Dec 2009 and from 1 Jan 2010 to 30 Sep 2010 as wellas a joint illustrative balance sheet for the Company and CRE as at 30 Sep2010. This is not pro forma financial information pursuant to EU ProspectusRegulation 809/2004 of 29 April 2004 or IDW RH 1004 'Creating pro formafinancial information'. Rather these are figures that are purely forillustrative purposes. The figures are based on a number of assumptionsthat may not materialise or at least not in this way. In particular theseinclude the adoption of the acquisition of 100% CRE shares and certainassumptions regarding the acquisitions cost and financing of theacquisition, in particular as regards the outcome of the capital measures,and the purchase price allocation. Based on these assumptions, as at 30 Sep2010 the joint balance sheet total would have been EUR 1,898 million, thejoint non-current assets EUR 1,633 million, the joint non-currentliabilities EUR 1,266 million, joint equity EUR 395 million and the jointLTV ratio 75%. Based on the assumptions made by the Company, as at 30 Sep2010 the joint EBIT of the two companies would have amounted to around EUR55 million with a joint profit of around EUR 11 million.It is expressly pointed out that other assumptions would result in adifferent set of figures and the assumptions currently cannot be reliablyassessed.The Company recommends that shareholders and the institutional investorsaddressed in the bookbuilding process carefully read these figuresincluding the accompanying notes.Disclaimer This document does not constitute an offer to sell or a solicitation of anoffer to buy the securities described herein. This document is not intendedfor shareholders in the United States, Canada, Australia or Japan.Kontakt:TAG Immobilien AGInvestor and Public Relations Britta Lackenbauer / Dominique MannTel. +49 (0) 40 380 32 -386 / -305Fax +49 (0) 40 380 32 390ir@tag-ag.com01.12.2010 Dissemination of a Corporate News, transmitted by DGAP - a company of EquityStory AG.The issuer is solely responsible for the content of this announcement.DGAP's Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.Media archive at www.dgap-medientreff.de and www.dgap.de--------------------------------------------------------------------------- Language: EnglishCompany: TAG Immobilien AG Steckelhörn 5 20457 Hamburg DeutschlandPhone: 040 380 32 300Fax: 040 380 32 390E-mail: ir@tag-ag.comInternet: www.tag-ag.comISIN: DE0008303504WKN: 830350Indices: SDAXListed: Regulierter Markt in Frankfurt (Prime Standard), München; Freiverkehr in Hamburg, Düsseldorf, Berlin, Hannover, Stuttgart End of Announcement DGAP News-Service ---------------------------------------------------------------------------
