VIB Vermögen AG: Agreement on the conclusion of a control and profit
transfer agreement and the amount of severance pay and fixed compensation
payment between DIC Real Estate Investments GmbH & Co. KG
EQS-Ad-hoc: VIB Vermögen AG / Key word(s): Real Estate/Miscellaneous
VIB Vermögen AG: Agreement on the conclusion of a control and profit
transfer agreement and the amount of severance pay and fixed compensation
payment between DIC Real Estate Investments GmbH & Co. KG
02-Jan-2026 / 13:45 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation
(EU) No 596/2014, transmitted by EQS News - a service of EQS Group.
The issuer is solely responsible for the content of this announcement.
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Publication of inside information pursuant to Article 17 of Regulation (EU)
No. 596/2014
VIB Vermögen AG: Agreement on the conclusion of a control and profit
transfer agreement and the amount of severance pay and fixed compensation
payment between DIC Real Estate Investments GmbH & Co. KGaA and VIB Vermögen
AG
Neuburg a. d. Donau, January 2, 2026
DIC Real Estate Investments GmbH & Co. Kommanditgesellschaft auf Aktien ("DIC
REI KGaA"), a wholly owned subsidiary of Branicks Group AG ("BRANICKS"), and
VIB Vermögen AG ("VIB"), ISIN: DE000A2YPDD0, intend, as announced on October
30, 2025, to conclude a control and profit transfer agreement pursuant to
Section 291 of the German Stock Corporation Act (AktG) between DIC REI KGaA
as the controlling company and VIB as the controlled company ("CPTA").
Following completion of the work by the jointly appointed valuation expert
and with the approval of the respective supervisory boards, DIC REI KGaA and
VIB have today agreed to offer the outside shareholders of VIB in the CPTA a
compensation in the form of 4.18 BRANICKS shares for each VIB share. In
addition, DIC REI KGaA and VIB, with the approval of their respective
supervisory boards, have today agreed that the outside shareholders of VIB
will receive an annual fixed compensation payment of EUR 0.92 gross (or EUR
0.77 net after deduction of current corporate income tax and solidarity
surcharge) per VIB share for each full financial year.
The review of the appropriateness of the agreed compensation payment and the
agreed exchange ratio for the share compensation by the court-appointed
expert auditor has not yet been completed. However, the court-appointed
expert auditor has already indicated that he will confirm the
appropriateness.
The CPTA requires the approval of the general meeting of VIB, which is
scheduled for February 12, 2026, and the approval of the general meeting of
DIC REI KGaA, and of the general partner of DIC REI KGaA to the resolution
of the general meeting of DIC REI KGaA, both of which are to be obtained in
timely connection with the general meeting of VIB as well as entry in the
commercial register of VIB. In order to create the new BRANICKS shares to be
granted to the outside shareholders of VIB in the event of acceptance of the
offered compensation, a proposal will be made to the BRANICKS general
meeting at an extraordinary general meeting of BRANICKS scheduled for
February 13, 2026, to create new conditional capital structured accordingly.
In addition, DIC REI KGaA and BRANICKS intend to conclude a control and
profit transfer agreement pursuant to Section 291 of the German Stock
Corporation Act (AktG) with BRANICKS as the controlling company and DIC REI
KGaA as the controlled company.
The notice convening the extraordinary general meeting of VIB with further
details on the planned control and profit transfer agreement and the notice
convening the extraordinary general meeting of BRANICKS with further details
on the creation of new contingent capital structured accordingly are to be
published in the coming days.
End of Inside Information
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Language: English
Company: VIB Vermögen AG
Tilly-Park 1
86633 Neuburg/Donau
Germany
Phone: +49 (0)8431 / 9077 949
Fax: +49 (0)8431 / 9077 1949
E-mail: ir@vib-ag.de
Internet: www.vib-ag.de
ISIN: DE000A2YPDD0
WKN: A2YPDD
Listed: Regulated Unofficial Market in Berlin, Dusseldorf,
Frankfurt, Hamburg, Munich (m:access), Stuttgart,
Tradegate Exchange
EQS News ID: 2253830
End of Announcement EQS News Service
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2253830 02-Jan-2026 CET/CEST