ISARIA Wohnbau AG

Voluntary public takeover offer by Lone Star to the shareholders of ISARIA Wohnbau AG

DGAP-Media / 28.07.2016 / 09:56

Press release

Voluntary public takeover offer by Lone Star to the shareholders of ISARIA
Wohnbau AG

28 July 2016 - Today, LSREF4 ARIA Beteiligungs GmbH & Co. KG ("LSREF 4"),
an affiliate of Lone Star Real Estate Funds IV (US) L.P. and Lone Star Real
Estate Fund IV (Bermuda), L.P. (Lone Star Funds and their affiliates
together "Lone Star"), published the offer document in relation to its
voluntary public offer for the acquisition of all outstanding shares of
ISARIA Wohnbau AG ("ISARIA"). In accordance with § 10 of the German
Securities Acquisition and Takeover Act LSREF4 had already publicly
announced its intention to take over ISARIA on 17 June 2016.

On this 28 July 2016, the acceptance period starts in which shareholders of
ISARIA have the right to tender their ISARIA shares against a cash
compensation of EUR4.50 per share. Accepting the offer requires submitting
a written statement to the respective custodian bank. The four-week
acceptance period ends on 25 August 2016 at 24:00 CET. In the offer
document, LSREF4 communicates that it has already acquired 700,000 ISARIA
shares. In the context of the announcement of the planned takeover, LSREF4
has concluded bilateral agreements with the majority of ISARIA's
shareholders regarding over-the-counter purchases of ISARIA shares or the
tendering of ISARIA shares in the takeover offer.

The offer document has been approved by the Federal Financial Supervisory
Authority on 27 July 2016. All documents have been made available on the
following website of LSREF4: http://www.lsref4aria.de.

Lone Star announced its intention to not only maintain the company as a
stand-alone platform but also to expand its business operations
significantly. At the same time there are no plans to change ISARIA's
business model, the locations of its headquarters or the composition of the
management board. On this basis, ISARIA's management board and supervisory
board decided, subject to detailed review and examination of the offer
document published today, to support the offer.

The company already entered into an agreement with the bidder in June, in
which LSREF4 agreed to support a potential capital increase amounting to
50% of the share capital of ISARIA (i.e. 11,882,000 shares) at a price of
EUR4.50 per share by purchasing all new shares which will not be
subscribed for by ISARIA's shareholders, subject to the terms and
conditions of the agreement. The potential capital increase would provide
the company with net proceeds of more than EUR50m which could be deployed
for further growth. A decision regarding the execution of the capital
increase has not yet been made.