| Offeree company | Flughafen Wien AG (FN 42984 m) |
|---|---|
| ISIN | AT0000911805 |
| Offeror | Flughafen Wien AG |
| Accaptance period | 27 Oct to 28 Nov 2000, 15.hrs. Vienna local time |
| Offer price | EUR 45.- per ordinary share |
| Offer volume | 2,100,000 ordinary shares, 10% of the share capital |
| Premium | +16.67 % (3M), +20.74 % (6M) |
| Conditions | 1.This buy offer is conditional on a resolution being passed with the legal effect at the extraordinary general shareholders’ meeting of Flughafen Wien AG regarding the authorization of the management board pursuant to § 65 para 1 no 9 and para 1 a of the Stock Corporation Act to acquire up to 10% of the share capital, i.e. 2,100,000 ordinary shares. 2. Should this condition fail to materialize by the 18th trading day after the announcement of the offer, i.e., by the latest on 17 November 2000, this conditional offer and all acceptance declarations based on it shall become null and void without requiring any further declaration by the company (condition precedent). In such case, a corresponding publication will be made in the Official Gazette of “Wiener Zeitung". |
| Paying agent | Bank Austria Aktiengesellschaft |
| Share held by bidder prior to announcement of offer | 0% |
| Further important information | At present, the shareholders of the Offeror are ÖIAG, Stadt Wien and the province of Lower Austria; they own each 3,650,000 ordinary shares, thus each one holding 17.380952% of the share capital; their shareholdings are syndicated. ÖIAG will sell their shares in accordance with the privatization mandate of the federal government. The partners of the syndicate, the province of Lower Austria (or a stock corporation it owns having the sole purpose of holding shares in other companies), and Stadt Wien, each of which currently holds 3,650,000 ordinary shares of the total of 21,000,000 ordinary shares of Flughafen Wien AG, will exercise their “takeover right” defined in the syndicate agreement with respect to an equal percentage in the shares owned by ÖIAG, each therefore acquiring 550,000 ordinary shares, i.e. 2.619048% of the share capital. The partners of the syndicate, the province of Lower Austria (or a stock corporation it owns having the sole purpose of holding shares in other companies), and Stadt Wien, each of which currently holds 3,650,000 ordinary shares of the total of 21,000,000 ordinary shares of Flughafen Wien AG, will exercise their “takeover right” defined in the syndicate agreement with respect to an equal percentage in the shares owned by ÖIAG, each therefore acquiring 550,000 ordinary shares, i.e. 2.619048% of the share capital. The management board agreed to this acquisition. ÖIAG will sell the aforementioned 1,100,000 ordinary shares to the two current syndicate partners for the same price or for a price that is lower than the price to be offered to the shareholders in the subsequent buy offer. Furthermore, the syndicate partners, the province of Lower Austria and Stadt Wien waive their pre-emptive rights to the further shares of ÖIAG. They do not participate in the stock buyback programme. |
| Waiver declarations | Taking into account the declarations of Stadt Wien and the province of Lower Austria to waive their right to participate in the buyback programme, the offer therefore effectively addresses the shareholders that own the 12,600,000 ordinary shares of the Offeree Company and thus 60% of the share capital. |
Downloads
Documents only available in German
Announcement of Result (30 Nov 2000)