Novavest Real Estate AG (SWX:NREN) signed a merger agreement to acquire Senioresidenz AG (BRSE:SENIO) for approximately CHF 80 million on April 17, 2024. The Exchange ratio of 1 SenioResidenz share to 0.91 Novavest shares fixed. The Board of Directors of Novavest Real Estate AG will propose to the Extraordinary General Meeting on 29 May 2024 to create 2,325,479 fully paid-in Novavest registered shares with a par value of CHF 22.75 by means of an ordinary capital increase and create conditional capital, from which 134,002 registered shares. The elected members of the Board of Directors of Novavest Real Estate AG and SenioResidenz AG will remain in office until the completion date of the merger. The transaction is subject to approval of the merger and the merger agreement to their shareholders at the respective Extraordinary General Meetings of SenioResidenz AG on May 28, 2024, and Novavest Real Estate AG on May 16, 2024. As of May 28, 2024, SenioResidenz shareholders approved the deal. The transaction expected to complete by June 14, 2024. IFBC AG provided fairness opinion to Novavest Real Estate and Senioresidenz. Catrina Luchsinger Gähwiler, Kevin M. Hubacher, Mark Montanari and Thomas Nabholz of MLL legal acted as legal advisor to Novavest.

Novavest Real Estate AG (SWX:NREN) completed the acquisition of Senioresidenz AG (BRSE:SENIO) for approximately CHF80 million on June 14, 2024. The merger between Novavest Real Estate AG and SenioResidenz AG was successfully completed with registration in the commercial register on June 14, 2024. In connection with the merger, 2,325,479 new Novavest registered shares with a nominal value of CHF 22.75 each were issued through the ordinary capital increase and listed. These new registered shares from the ordinary capital increase are already reflected in the commercial register and the company's Articles of Association, i.e. the number of registered shares entered in the commercial register as at 14 June 2024 amounts to 10,036,913. Additionally 134,002 new Novavest registered shares with a nominal value of CHF 22.75 each are to be issued, which are created from the conditional capital of Novavest and are required for the conversion of the 3.50% SenioResidenz mandatory convertible bond 2024 acquired as part of the absorption merger. These registered shares are already formally listed on SIX Swiss Exchange and the conversion to the existing bondholders will take place on June 17, 2024. The corresponding entry in the commercial register of these registered shares from the conditional capital is planned for August 2024. As at the date of completion of the merger, the Board of Directors of Novavest is now composed as follows: Thomas Sojak (Chairman), Stefan Hiestand (member of the Audit Committee), Daniel Ménard (member of the Compensation Committee), Floriana Scarlato (member of the Audit Committee), Claudia Suter (member of the Compensation Committee). The Executive Board consists of Peter Mettler (Chief Executive Officer) and Patrick Hauser (Chief Finance Officer).

Zürcher Kantonalbank acted as financial advisor to the transaction to NOVAVEST Real Estate AG.