Sullivan & Cromwell represented TLG Immobilien in the deal.
German real estate firm TLG Immobilien acquired a 9.99% stake in Luxemburg-based Aroundtown from Avisco Group, the largest shareholder of Aroundtown, for €1.016 billion. As part of this deal, which was completed September 1, TLG also entered into an option agreement for a further stake of up to 4.99% in Aroundtown, currently held by Avisco.
In the case of the full exercise of the options, the shareholding of TLG in the Company will increase to 14.99% based on the current share capital of the Company. The exercise of the options is subject to certain conditions precedent including merger clearance. Additionally, TLG and Avisco have agreed to a lock-up of shares representing each 9.99% in Aroundtown (based on the current share capital) until the earlier of 31 August 2020 or a potential merger between the Company and TLG.
In connection with this deal, TLG and Aroundtown have stated that they will evaluate a potential merger. The combined companies would create a leading European commercial real estate company, with a primary focus on offices and hotels in Germany and the Netherlands.
Aroundtown SA, trading on the Prime Standard of the Frankfurt Stock Exchange, is the largest listed and highest rated (BBB+ by S&P) German commercial real estate company. Aroundtown invests in income generating quality properties with value-add potential in central locations in top tier European cities mainly in Germany/NL.
TLG IMMOBILIEN AG is a listed company that owns and rents out commercial properties in selected promising locations in Germany. Its portfolio contains properties worth in excess of €4.6 billion. The portfolio comprises office properties in cities including Berlin, Dresden, Frankfurt/Main, Leipzig and Rostock. It also contains a regionally diversified portfolio of retail properties, primarily in the neighbourhood shopping segment, in promising micro-locations as well as seven hotels in top central locations.
The deal was led by M&A partners Carsten Berrar (Picture) and Konstantin Technau in Frankfurt and includes partner Max Birke (Frankfurt) for financing and partner Michael Rosenthal (Brussels), co-head of the S&C’s Antitrust Group.
Involved fees earner: Carsten Berrar – Sullivan & Cromwell; Max Birke – Sullivan & Cromwell; Michael Rosenthal – Sullivan & Cromwell; Konstantin Technau – Sullivan & Cromwell;
Law Firms: Sullivan & Cromwell;
Clients: TLG Immobilien;