merger with subsidiary Immoeast submitted. again return to profitability.
Vienna. (HDT) Eduard Zehetner can turn out the Christmas holiday this year and pushes instead for the real estate finance rehabilitation up a gear: even today, Friday, is the commercial register which yesterday adopted by the boards merger of real estate finance and its subsidiary Immoeast filed on 20 and 21 January to extraordinary general meetings, the merger of two real estate companies by stock exchange - to approve - three shares of real estate finance for two of the Immoeast.
good news for real estate finance: Merger Decision in January?
ad-hoc release
Vienna, on 17 December 2009
IMMOFINANZ AG and IMMOEAST AG Supervisory Board upon a merger decision
completion of the restructuring within reach
Today, in a joint Executive and Supervisory Board meeting, the respective management boards and supervisory boards unanimously the decisions on IMMOEAST AG as the company being the IMMOFINANZ as the acquiring company with retrospective effect from 30.4.2009 ('Effective Date') to merge.
The merger documents (draft merger agreement, joint merger report of the directors, audit reports of the supervisory boards, the merger report of the merger auditor, interim balance sheets as of 31/10/2009 and financial statements for the last three fiscal years of company) will be published on 18.12.2009 on the websites of the companies.
The merger should be approved by both shareholders' meetings by three-quarters majority and shall become effective upon registration in the commercial register. The extraordinary general meetings are on 20 January 2010 (IMMOFINANZ AG) and 21 January 2010 (IMMOEAST) take place.
The exchange ratio for the currently around 45.638% minority shareholders of IMMOEAST AG was agreed by the boards of three shares of IMMOFINANZ AG for two shares of IMMOEAST AG. The share swap will take place after the company's deed of the merger. The company valuation of the two companies was based on the respective 'Net Asset Value' (NAV, net asset value) at the agreed valuation date 31/10/2009. Furthermore, the agreed exchange ratio of assessments to confirm the discounted cash flow method.
The draft merger agreement was confirmed by a court-appointed merger auditor for both companies PwC audit GmbH auditing and tax consulting company's auditors and the exchange ratio was confirmed to be appropriate. The advisory investment banks, Morgan Stanley Bank AG, Frankfurt, for IMMOFINANZ AG and the German Bank AG, Frankfurt, for IMMOEAST AG, also confirming reports ('Fairness Opinions') given to the appropriateness of the exchange ratio.
With the merger, the assets and liabilities of IMMOEAST AG by universal succession to the IMMOFINANZ transferred and will void the IMMOEAST AG. Furthermore, it comes in a capital contribution in kind in the IMMOFINANZ AG by up to EUR 589 million to issue up to 567.4 million new units IMMOFINANZ shares to the minority shareholders of IMMOEAST AG. Thus take the IMMOEAST minority shareholders a majority stake in IMMOFINANZ AG.
Furthermore, it was decided that with effect from the merger operation and participation of IMMOEAST AG in the recently founded IMBEA IMMOEAST participation Management Inc. (a 100% subsidiary of IMMOEAST AG) to split the recording ('Downstream' cleavage). This persists even after the merger, an umbrella holding company for the IMMOEAST area, and the votes of the IMMOEAST give any IMMOFINANZ Convertible Bond 2009-2011.
From this last major Restructuring step will benefit the shareholders of both companies:
- elimination of the dominance ratio for the minority shareholders of IMMOEAST AG and thereby eliminating potential conflicts of interest with the current majority shareholder
- creation of a consolidated shareholder base
- Significant increase in the liquidity of the shares of IMMOFINANZ
- Resolution of intercompany receivables and payables
- Increase transparency and improve corporate governance
- to facilitate future capital measures
- cost savings and synergies with
the merger will create a strong, united and leading real estate company in Central and Eastern Europe and Germany.
Contact: Head of Investor Relations & Corporate Communications: Margit Hermentin IMMOFINANZ AG & IMMOEAST AG T +43 (0) 5 7111-2290
Immofinanz and Immoeast: general meetings on the merger in January
merger retroactively as of 30 goes three shares of the estate finance for two shares of Immoeast
The Realty Financial Group is now proceeding faster than expected - April 2009: The management and supervisory boards of real estate finance and real estate East have taken the decisions Immoeast than as the transferring company to the Immofinanz receiving Society to merge with retrospective effect from 30/4/2009.
diving into the middle of the Hungarian capital Budapest. What sounds like a joke is the truth and madness at the same time. is the center for cave divers a very special treat to see - the Molnar Janos cave. About eight to ten years I was here a few times with mine, then cave to cave diving buddy visits. At that time, however, was perhaps a 10ths of the cave known and betauchbar.Vor some time it was the Hungarian Sandor Kalinovits cave divers to discover a much larger part of the system and make it accessible. Today we are speaking of about 6 km and a total expansion maximum depth of 82m - a challenge in a class. The cave spring multiple sources and the resulting thermal water spriesende divides the system into different temperature zones. Beautiful crystal formations and ancient fossils are nearly to discover on every dive. The Molnar Janos cave, however, not a beginner dive site. Narrow passages, abundant sediment and distances, which a carefully dive planning and gas demand are important aspects of the experience at the level of demand Full Cave.
in time for October, we will usher in our new season in Thailand. On the program a number of new challenges and offers. Saves you already a place in the sun, since there when we go exploring. rebreather, mixed gas and above all, cave diving, in addition to the Recreational Diving again high on our list of offers. All about the new season, all prices and offers at: info@dive-adventure.com
used after the end of the diving season in Koh Lanta dive my friend Milo, and I seized the opportunity to dive into a trip to Borneo, Malaysia, the island of Sipadan. Sipadan is one of the world's best diving areas. It is a volcanic island that rises from great depth and surrounded by a beautiful coral reef. Even Jacques Cousteau was impressed many years ago by the enormous diversity of species, stunning cliffs, and the beautiful reefs and even today the island is a dream destination for many divers number one. Thus also for us. A long dream would come true with a visit to Sipadan be cliffs go far beyond 600m depth, live load to the facets of a Tec Diving want to were it not for the enormous regional gas prices of Malaysia and the perceived availability of Schwieigkeiten which put an end to the rather fast.
Famous, notorious is the so-called "Turtle Tomb, a cave with numerous skeletons of turtles that can be dived with air, since the input area can be found even in 20m depth. was long time, it only conjecture about what drives the turtles in the cave. Is it a place of dying or is simply a malfunction of the Animals fault that can be found here so many bones? it is now proven that the animals lost in the night when they accidentally swim into the cave and drown as Oberflächenatmer.
From the main entrance to the second chamber of the cave, which actually Turtle Tomb is about 300 - 400m. lines are not installed in the cave, so that the diver has embarrassed itself new.
The diving centers are compared to the cave diving, unfortunately not because of some fatal accidents very positive, there is for certified cave diver quite the chance to dive the cave can. addition to the turtle skeletons still are those related to time dead dolphin and a Marlins in the cave, which they were placed by divers there. We plan if necessary next year to try another field trip to Sipadan and divers will be interested to our field of activity beyond the borders of Thailand also expand a little. were made some contacts that could perhaps allow the use of Trimix in the future.
are available for all users now the following link A blog dedicated to our Sipadan trip:
Our meeting for 2009 is history. We could look forward to a relatively large crowds of visitors and prospective customers. This shows us that the meeting will be used as Plattformgut for a lively exchange and understood. all participants, manufacturers and dealers had told you. A big praise our Jost of the diving school Kamenz who brought together with Ingo Hartmann for a first-class care of participants with gases, diving equipment, and food and beverages. "Jost, has made it fun as always with you." The next Rebreathertreffen Dresden is traditionally scheduled for the first of June WE 2010th So dear Rebreatherfreunde makes a big cross in your calendar for 2010 - 4.6. - 6.6.10 - Rebreathertreffen the quarry saving man in Kamenz. info@dive-adventure.com
Thailand is rich with its karst landscapes known for its numerous caves and cave systems.
Certainly there is throughout the country, hundreds if not thousands of these fascinating underworld.
As part of our Cavediving Tours, we now offer the visit of various dry caves.
Who does not want to dive into water-filled caves, or in addition to the cave diving, dry foot in the realm of eternal darkness would be traveling with us is invited to go on tour.
you will certainly just as we are amazed at the many beautiful masterpieces of nature.
After our last report on black tip against Rocky Palong, we have current Rebreather put in place and have found that the flight distance of the animals while almost zero. Due to the lack of bubble sounds are almost always large groups of sharks circling curiously present and the Rebreather. Up close you can watch the animals and there are now literally a Haigarantie. For We are now interested in diving, rebreather diving as a new attraction and offer Rebreatherschnuppertauchen with the sharks in our program - certainly a superlative experience - some with the kick. information: info@dive-adventure.com
ATTENTION We want associated with the authoritarian contribution to the unimaginable, remember Cruel Shark Finning, where every year thousands of sharks be slaughtered for a questionable industry and all readers of this Page call to make an end. Watch the movie Sharkwater - to the death of the sharks and learn to understand what people are capable today of making money. You will learn about sharks really are and how important they are for us. Give your protest-free space, disregard Shark products and others also tried to convince them to avoid shark products and their distributors to boycott! Visited protests on the street, in the Net or anywhere else! Carry help one get for us and the whole world population and important to preserve from extinction - yet it is not quite too late! see the power of myth sharks as man-eaters and an end to neglect and houses one of the most beautiful animal species before the final destruction! For more information: www.sharkwater.de or www.sharkwater.com Sharkwater found at: www.amazon.de buy. An English version is available on the above page as a download.
The last Cavedivetrips around the Phi Phi islands, we were able to register next to famous venues and new locations are as yet unknown underwater caves, and dive. In combination with the normal Recreational Diving trips give up interesting possibilities for all geeks, it runs but then once the realm of darkness. addition to the known Maya Cave include Chandelier Cave that Snake Cave that Bell Chamber Cave and the Lobster Cave Ao Nui to interesting destinations around the Phi Phi Islands and will certainly be dived in the future, often by us.
Recently there is a new dive spot at Phi Phi Iceland. What makes this dive site is the numerous, apparently, continuously present black tip. groups of up to 50 animals have been there, seen it on site. Our dives were a few days ago we are even at the 20 animals. As the sharks usually stay in relatively shallow waters are also quite already encounters while snorkeling possible.
We currently plan to use rebreathers to eventually come close enough to the animals approached. Should this succeed, we are certainly in a position to offer an entirely new dive experience for interested divers, because without disturbing bubble noise is likely to curse the distance blacktip be excluded hahezu - an adventure for almost everyone. Rebreather diving with the sharks should be possible together as a special introductory event in the future. MORE INFORMATION: info@dive-adventure.com Phi Phi has to offer so next to the cave diving another special attraction - the Sharks of Rocky Palong
a special thanks at this point is Thomas Röher times, which has succeeded in really nice video clips of our work and the beautiful catch diving in Thailand with the camera.
