Karlsruhe (pta045/12.04.2022/17:00) - Confirmation and substantiation of squeeze-out request as well as intention of Paccard eight AG to conclude a merger agreement; determination of the cash compensation of EUR 6.02 per no-par value share
Paccard eight AG ("Paccard") has today confirmed and substantiated to the management board of GxP German Properties AG ("GxP AG") its intention notified on 8 December as well as its formal request made on 22 February 2022 pursuant to section 62 para. 1 and para. 5 of the German Transformation Act (Umwandlungsgesetz, "UmwG") in conjunction with section 327a para. 1 sentence 1 of the German Stock Corporation Act (Aktiengesetz, "AktG") that the general meeting of GxP AG shall resolve on the transfer of all shares of the minority shareholders to Paccard in exchange for an adequate cash compensation. It has further confirmed its intention to conclude a merger agreement by which GxP AG is to be merged into Paccard and in the context of which the squeeze-out of the minority shareholders shall occur.
Paccard has communicated that it continuously holds 91.01 percent of the share capital of GxP AG and is therefore the principal shareholder of GxP AG within the meaning of section 62 para. 5 UmwG. Furthermore, Paccard has notified that it has determined an adequate cash compensation to be provided to minority shareholders in the context of the squeeze-out pursuant to section 62 para. 1 and para. 5 UmwG in conjunction with section 327a para. 1 sentence 1 AktG in an amount of EUR 6.02 per no-par value share of GxP AG. The adequacy of the cash compensation is currently still being audited by the auditor selected and appointed by the court.
The management board of GxP AG intends to conclude the merger agreement between Paccard and GxP AG on 13 April 2022. The general meeting of GxP AG resolving on the transfer of the shares of the minority shareholders of GxP AG to Paccard in exchange for a cash compensation in the amount of EUR 6.02 per share of GxP AG will is expected to take place on 3 June 2022.(end)