TLG Immobilien’s €1.016 Billion Purchase Of Stake In Aroundtown

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;