DGAP-Adhoc

TAG Immobilien AG: TAG resolves capital increase against cash contributions of up to approx. 20.6 million new shares to finance planned acquisition of DKB Immobilien AG

TAG Immobilien AG  / Key word(s): Capital Increase

29.02.2012 14:57

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.

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TAG Immobilien AG (´TAG´ in the following) proposes to acquire DKB
Immobilien AG (´DKBI´ in the following), Berlin, and has joined in the
bidding procedure administered by Deutsche Kreditbank AG. On 29 February
2012, TAG submitted a binding offer to purchase 100 percent of the shares
at a purchase price of EUR 160 million. The offer expires on 31 March 2012.
TAG believes it is well positioned in the bidding process and considers the
chances of its offer being accepted are good. The seller is expected to
accept the bid during March 2012.

In order to finance the DKBI takeover, on 28 February 2012 the Management
Board resolved, with the approval of the Supervisory Board and drawing on
existing authorised capital, a capital increase against cash contributions
through the issuance of up to approximately 20.6 million new shares. The
new shares will be offered to shareholders for subscription at a ratio of
11:3 during a subscription period that will likely run from March 2 to 16,
2012. Fractional amounts are excluded from the subscription rights. In
addition, the new shares will be offered publicly to private and
institutional investors in Germany, and as a pre-placement to institutional
investors in Germany and selected other European countries as part of a
private placement and allocated pending the exercise of subscription
rights. There will be no public trading in the subscription rights. The
company intends to publish a prospectus approved by Germany´s Federal
Financial Supervisory Authority (BaFin) shortly; it will be published on
the company´s homepage at www.tag-ag.com/investor-relations. The final
subscription price and the final issue volume will be determined through a
book-building process, and will be published by the company in the
electronic Federal Gazette no later than three days before the expiry of
the subscription period, i.e. probably on 13 March 2012. The new shares are
to be admitted to trading on the regulated market (Prime Standard) of the
Frankfurt stock exchange, and will have dividend rights as from 1 January
2011.

The subscription offer for the capital increase, which should be referred
to for further details, is scheduled for publication on 1 March 2012.

The issue proceeds expected from this capital measure shall serve to
finance the acquisition of DKBI as proposed by TAG. DKBI owns approximately
25,000 residential units, the vast majority of which are located in former
East Germany, and a few commercial units. Its total rental space of
approximately 1.5 million m² yields a basic rent net of utilities of
approximately EUR 73.2 million. At 31 December 2011, its real estate
holdings were valued at approximately EUR 1,060 million. Should TAG´s bid
be accepted, its property portfolio would grow to approximately 56,000
residential units, and the current annualised basic rent net of utilities
in the TAG group would rise to approximately EUR 209 million. TAG´s total
assets in accordance with IFRS would be approximately EUR 3.2 billion.

The purchase price offered by TAG is to be paid in two instalments. Should
TAG´s bid not be accepted, the funds generated from the capital increase
will be used for other acquisitions, to pay down financial liabilities, or
to strengthen the equity base.

Kempen & Co. N.V., Amsterdam, and Close Brothers Seydler Bank AG, Frankfurt
am Main act as joint lead managers for the capital increase.

Disclaimer:

This document does not constitute an offer to sell nor an invitation to
tender offers to buy or subscribe for securities. It is not for
distribution to shareholders and investors in the United States, Canada,
Australia or Japan.
Shares in the company will be offered solely based on a prospectus to be
approved by the German Federal Financial Supervisory Authority (BaFin),
which is scheduled for publication on 29 February 2012 on the company´s
homepage at www.tag-ag.com/investor-relations.

29.02.2012 DGAP´s 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:      TAG Immobilien AG
              Steckelhörn 5
              20457 Hamburg
              Germany
Phone:        [phone]
Fax:          [phone]
E-mail:       [e-mail]
Internet:     http://www.tag-ag.com
ISIN:         DE0008303504
WKN:          830350
Indices:      SDAX
Listed:       Regulierter Markt in Frankfurt (Prime Standard), München;
              Freiverkehr in Berlin, Düsseldorf, Hamburg, Hannover,
              Stuttgart

End of Announcement                             DGAP News-Service

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