Subject to approval by shareholders on 20 January, the merger will take effect retroactively from 30 April 2009. Requiring shareholder approval of both companies with a majority of 75% of votes, the exchange ratio offered for the 45.638% minority shareholders of Immoeast – ie equity not already held by Immofinanz – will be three Immofinanz shares for two of Immoeast.

Valuations of the companies have been based on the Net Asset Value as of 31 October 2009, and the exchange ratio verified with discounted cash flow valuations. The court appointed merger auditor PwC, and respective advising investment banks Morgan Stanley and Deutsche Bank, have all approved the terms of the merger.

With the merger, all Immoeast assets and liabilities will be transferred to Immofinanz and the brand will be discontinued. Immofinanz will increase share capital by up to €589 million against contribution in kind and will issue up to 567.4 million new shares to minority shareholders of Immoeast.

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