GORE GERMAN OFFICE REAL ESTATE AG
EQS-Ad-hoc: GORE German Office Real Estate AG / Key word(s): Strategic Company Decision Publication of inside information pursuant to Art. 17 of Regulation (EU) No. 596/2014
GORE plans to acquire First Move! AG as part of a capital increase through contributions in kind to enter the automated parking and parking garage technology sector - Extraordinary General Meeting of GORE to decide on refocusing, capital increase in kind and change of name to "Eco Motion AG" - Plans for participation in BrickMark Group AG terminated
Frankfurt am Main, 24 October 2023 - The Management Board of GORE German Office Real Estate AG ("GORE", ISIN DE000A0Z26C8) has today decided to propose at an Extraordinary General Meeting of GORE, yet to be convened, the adoption of a resolution on the acquisition of 100% of the shares in the Swiss company First Move! AG ("First Move") by way of a capital increase against contribution in kind excluding shareholders' subscription rights ("Transaction"). This is accompanied by the decision of GORE's Executive Board, also taken today, not to pursue plans for a strategic investment in BrickMark Group AG.
First Move has a patented parking technology that achieves an increase in the productivity of the parking area by over 100% compared to a conventional parking garage. The solution - which is also suitable for retrofitting - significantly reduces pollutant emissions and space requirements and also significantly increases the capacity for charging electric vehicles. The Executive Board sees the opportunity to develop GORE into a leading player in the rapidly growing market for "automated parking" with this business model already in the short term. The refocusing of its business model is to be accompanied by the renaming of GORE as "Eco Motion AG".
The resolution was immediately preceded by an agreement with the shareholders of First Move on the key points and the implementation of the transaction. First Move's shareholders include Thomas Olek, the indirect majority shareholder of GORE, through an investment vehicle. The 84.5% majority shareholder of GORE, PREOS Global Office Real Estate & Technology AG, has already signaled its approval of the transaction.
The intended capital increase against contributions in kind shall be based on the capital reduction to EUR 3,752,500.00 resolved by the Annual General Meeting of GORE on 20 October 2023 and shall be carried out against the granting of 19,000,000 new GORE shares at an issue price of EUR 6.00 per GORE share to the shareholders of First Move. The exchange ratio shall be 190,000:1, i.e. for each First Move share, First Move shareholders shall receive 190,000 new GORE shares. The exchange ratio is based on a valuation of First Move in the amount of approximately EUR 129.7 million, whereby it was possible to agree with the shareholders of First Move on a lower valuation for the transaction of EUR 114 million. The invitation to an Extraordinary General Meeting of GORE is expected to be published later today.
GORE's Annual General Meeting on 20 October 2023 approved the proposed capital reduction with a majority of over 97 percent. Nevertheless, several objections have been declared, among others also against this resolution of the Annual General Meeting. The success of the intended transaction will therefore also depend on whether the capital reduction can be implemented in the foreseeable future.
The Executive Board is sticking to its plans to sell GORE's remaining real estate portfolio. In view of the difficult situation on the real estate markets, this process may take some time, so that the six existing properties that have not yet been sold may remain in the indirect ownership of GORE for a longer period of time and thus be further developed in line with the current business model.
End of Inside Information Information and Explanation of the Issuer to this announcement: Jörg Reinhardt, CEO of GORE German Office Real Estate AG: "I am convinced that the planned refocusing will give GORE promising prospects and that we will be able to create added value for our shareholders. The optimization and automation of parking areas makes a great deal of sense from an environmental point of view and we see a correspondingly high demand. With First Move's innovative and patented technology, our company can quickly achieve a leading position in this dynamically growing market. We no longer see this opportunity for our company in the challenging real estate market, so I hope that our entire shareholder base will actively support GORE on its path to new opportunities."
24-Oct-2023 CET/CEST The EQS Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. |
| Language: | English |
| Company: | GORE German Office Real Estate AG |
| Bockenheimer Landstraße 17-19 | |
| 60325 Frankfurt am Main | |
| Germany | |
| Phone: | 069 / 2714 74 038 |
| E-mail: | info@gore-ag.de |
| Internet: | www.gore-ag.de |
| ISIN: | DE000A0Z26C8 |
| WKN: | A0Z26C |
| Listed: | Regulated Unofficial Market in Frankfurt, Munich (m:access) |
| EQS News ID: | 1756043 |
| End of Announcement | EQS News Service |
1756043 24-Oct-2023 CET/CEST
