TPG Acquires 95.95% Of Intervest And Proceeds With A Re-Opening of Its Offer As A Simplified Squeeze-Out On 4 April 2024 – The Bid Price Will Be Reduced With The Gross Dividend Per Share That Will Be Approved At Intervest’s AGM On 24 April 2024

4 April 2024 – TPG announced today the results of the subsequent acceptance period following the voluntary reopening of the voluntary and now unconditional public takeover offer by its fully controlled entity, European Real Estate Holdings NV (the “Offeror”), for all the outstanding shares that it does not yet own of Intervest Offices & Warehouses¹ (“Intervest”). The Offer provides Intervest shareholders 100% cash consideration of €21.00 per Intervest share.

During the subsequent acceptance period, which ended on 28 March 2024, 1,905,579 additional shares were tendered. In addition to the shares already owned by TPG after the initial acceptance period, TPG now indirectly through the Bidder owns 95.95% of the shares of Intervest. TPG has therefore met the conditions for a simplified squeeze-out offer under Belgian takeover legislation.

Payment of the offer price for the shares tendered during the subsequent acceptance period will take place on 18 April 2024. 

Following the results of the subsequent acceptance period, TPG re-opened the Offer as a simplified squeeze-out offer with an acceptance period from 4 April 2024 until 25 April 2024. The results of the simplified squeeze-out offer will be announced on or before 2 May 2024. Shareholders who have not yet accepted the Offer will be able to accept the Offer during the simplified squeeze-out period. 

TPG also announced a reduction in the bid price by the total gross dividend amount per share (before any applicable tax deduction) for the financial year 2023 which will be approved at Intervest’s annual general shareholders’ meeting taking place on 24 April 2024. Payment of the offer price for the shares tendered during the acceptance period of the simplified squeeze-out offer will be made on 16 May 2024.

Shares not tendered by the end of the simplified squeeze-out period will be deemed to have automatically transferred to the Offeror at the end of the simplified squeeze-out period, with consignation of the funds necessary for the payment of the price for such non-tendered shares for the benefit of the relevant shareholders to the Deposit and Consignation Office (Deposito- en Consignatiekas/Caisse des Dépôts et Consignations).

On 25 April 2024, at the end of the simplified squeeze-out period, all Intervest shares will be delisted from Euronext Brussels.

All materials for the Offer, including the prospectus, the response memorandum, and the acceptance forms,² available in English, Dutch and French, are available on the following websites:

• TPG’s microsite, www.bid-co-offer.be, under “Key Documents”
• Intervest’s website, https://www.intervest.be/en/takeover-offer
• BNP Paribas Fortis’ website: www.bnpparibasfortis.be/epargneretplacer (in French and in English) www.bnpparibasfortis.be/sparenenbeleggen (in Dutch and in English) KBC’s website www.kbc.be/intervest (in Dutch, French, and English)

About TPG

TPG is a leading global alternative asset management firm, founded in San Francisco in 1992, with $222 billion of assets under management and investment and operational teams around the world. TPG invests across a broadly diversified set of strategies, including private equity, impact, credit, real estate, and market solutions, and our unique strategy is driven by collaboration, innovation, and inclusion. Our teams combine deep product and sector experience with broad capabilities and expertise to develop differentiated insights and add value for our fund investors, portfolio companies, management teams, and communities. For more information, visit www.tpg.com.

TPG Media Contact

Nick Orbaen
nick.orbaen@citigatedewerogerson.com

Daniel Oliver
tpg@greenbrookadvisory.com

Disclaimer 

Neither this press release nor any other information relating to the matters contained herein may be released, published or distributed, in whole or in part, in, into, or from any jurisdiction where to do so would constitute a violation of the relevant laws of that jurisdiction. 

This press release contains forward-looking statements. Words such as ‘believe’, ‘expect’, ‘may’, ‘would’, ‘will’, ‘plan’, ‘strategy’, ‘prospect’, ‘foresee’, ‘estimate’, ‘project’, ‘anticipate’, ‘can’, ‘intend’, ‘target’ and other words and terms of similar meaning in connection with any discussion of future operating or financial performance or plans or proposals regarding Intervest identify forward-looking statements. 

Forward-looking statements are based on current plans, estimates and projections. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific. TPG cautions that a number of important factors could cause actual results or events to differ materially from those contemplated in any forward-looking statements. Unless required by law, TPG is under no duty and undertakes no obligation to update or revise any forward-looking statement after the distribution of this press release, whether as a result of new information, future events or otherwise.

[1] Intervest is listed on Euronext Brussels (ticker INTO and ISIN BE0003746600).
[2] Acceptance forms for the simplified squeeze-out period have been updated to reflect the reduction of the bid price with the total gross dividend amount that will be approved by Intervest’s AGM on 24 April 2024.