![]() ![]() Joint Report of the Management Board of WCM Beteiligungs- und Grundbesitz-Aktiengesellschaft and of the Management Board of TLG IMMOBILIEN AG on the Domination Agreement between WCMīeteiligungs- und Grundbesitz-Aktiengesellschaft and TLG IMMOBILIEN AG pursuant to Section 293a of the German Stock Corporation Act ( Aktiengesetz), dated October 6, 2017 (including Grundbesitz-Aktiengesellschaft, dated October 4, 2017. PART II - INFORMATION NOT REQUIRED TO BE SENT TO SECURITY HOLDERSĪd Hoc release announcing the exchange ratio for the compensation and the annual compensation payment in the intended domination agreement with WCM Beteiligungs- und Further, it may be difficult to compel a foreign company and its affiliates to subject themselves to a U.S. You may not be able to sue TLG IMMOBILIEN AG or its officers or directors in a foreign court for violations of the U.S. Or all of their officers and directors may be residents of a foreign country. federal securities laws, since TLG IMMOBILIEN AG is located in a foreign country, and some It may be difficult for you to enforce your rights and any claim arising out of the U.S. The financial information included in the German securities prospectus relating to the settlement offer has been prepared in accordance withĪccounting standards applicable in Germany and thus may not be comparable to financial information of United States companies. Which are different from those of the United States. “The settlement offer described in the following documents will be made for the securities of TLG IMMOBILIEN AG, a German company and is subject to German disclosure requirements, SHAREHOLDERS OF WCM BETEILIGUNGS- UND GRUNDBESITZ-AKTIENGESELLSCHAFT On TLG IMMOBILIEN AG’s website in accordance with German legal requirements: The following legend has been included on a webpage required to be clicked through prior to accessing the Settlement Offer and the Securities Prospectus, which have been published Shareholders of WCM Beteiligungs- und Grundbesitz-Aktiengesellschaft to acquire four (4) shares of TLG IMMOBILIEN AG against contribution in kind of twenty-three (23) shares of WCMīeteiligungs- und Grundbesitz-Aktiengesellschaft, in connection with the conclusion of a domination agreement ( Beherrschungsvertrag) between TLG IMMOBILIEN AG and WCM Beteiligungs- und Securities prospectus of TLG IMMOBILIEN AG, dated February 9, 2018, relating to the Settlement Offer (the “Securities Prospectus”).Įnglish translation of the compensatory offer ( Abfindungsangebot, the “Settlement Offer”) setting forth the terms and conditions of the offer by TLG IMMOBILIEN AG to minority PART I - INFORMATION SENT TO SECURITY HOLDERS Of Person(s) Authorized to Receive Notices and Communications on Behalf of Subject Company) ![]() (Name, Address (including zip code) and Telephone Number (including area code) (CUSIP Number of Class of Securities (if applicable)) (Jurisdiction of Subject Company’s Incorporation or Organization) (Translation of Subject Company’s Name into English (if applicable)) WCM Beteiligungs- und Grundbesitz-Aktiengesellschaft Note: Regulation S-T Rule 101(b)(8) only permits the filing or submission of a Form CB in paper by a party that is not subject to the reporting requirements of Section 13 or Securities Act Rule 801 (Rights Offering)Įxchange Act Rule 13e-4(h)(8) (Issuer Tender Offer)Įxchange Act Rule 14d-1(c) (Third Party Tender Offer)Įxchange Act Rule 14e-2(d) (Subject Company Response)įiled or submitted in paper if permitted by Regulation S-T Rule 101(b)(8) ☐ Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to file this Form: TENDER OFFER/RIGHTS OFFERING NOTIFICATION FORM ![]()
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