DGAP-News

IMMOFINANZ AG:

DGAP-News: IMMOFINANZ AG / Key word(s): Bond/Miscellaneous
IMMOFINANZ AG:

25.04.2014 / 19:12

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ISIN XS0592528870 - 4.25% Convertible Bond due 2018
ISIN XS0332046043 - 1.25% Convertible Bond due 2017

Spin-off to BUWOG AG

By way of spin-off by absorption (sec 1 para 2 item 2 and 17 Austrian
Demerger Act) IMMOFINANZ AG, as transferring company, according to the
Spin-off and Take-over Agreement dated 14 March 2014 transfers its
shareholding in GENA SECHS Immobilienholding GmbH (with a shareholding in
BUWOG-Bauen und Wohnen Gesellschaft mbH) to BUWOG AG with its registered
office in Vienna, register number FN 349794 d, as acquiring company.

Shares in BUWOG AG (ISIN AT00BUWOG001) are granted to the shareholders of
IMMOFINANZ AG in the allocation ratio of 1 : 20 (1 BUWOG-share per 20
IMMOFINANZ-shares). All shares of BUWOG AG shall be admitted to trading on
the Regulated Market of the Frankfurt Stock Exchange (Prime Standard), the
Official Market (Prime Market) of the Vienna Stock Exchange and the Main
Market (Rynek podstawowy) of the Warsaw Stock Exchange.

The spin-off becomes effective upon registration with the companies'
register on 26 April 2014. Start of trading of the BUWOG-shares on the
Frankfurt Stock Exchange as well as on the Vienna Stock Exchange is
expected on 28 April 2014; on the Warsaw Stock Exchange on 29 April 2014.

Adjustment of Conversion Rights of the IMMOFINANZ-Convertible Bonds due
2018 (ISIN XS0592528870)

Effective upon registration of the spin-off on 26 April 2014 the following
adjustment of the conversion right and the conversion price of the
IMMOFINANZ-Convertible Bonds due 2018 is determined by the Calculation
Agent, Deutsche Bank Aktiengesellschaft, London Branch.

Upon exercise of the conversion right a bondholder shall be entitled with
respect to bonds delivered for conversion to receive (i) the Settlement
Shares (shares of IMMOFINANZ AG pursuant to § 9(a) of the Terms and
Conditions) subject to the conversion price applicable on 25 April 2014
record date (according to § 11(m) of the Terms and Conditions) of EUR 3.56
and in addition (ii) to a proportional number of shares of BUWOG AG per
each Settlement Share (IMMOFINANZ-share) corresponding to such number of
shares in BUWOG AG, to which according to the allocation ratio of the
spin-off a shareholder of IMMOFINANZ AG is entitled with respect to one
share of IMMOFINANZ AG. The allocation ratio of the spin-off is 1
(BUWOG-share) : 20 (IMMOFINANZ-shares) so that pursuant to an exercise of
the conversion right after the adjustment per each Settlement Share to be