The Blackstone Group L.P. through Willis Lux Holdings 2 S.à r.l. and German BMEP Ord GmbH & Co. KG intend to sell up to approximately 13.6 million shares in Scout24 AG
The Blackstone Group L.P. announces that Willis Lux Holdings 2 S.à r.l., Luxembourg, the holding company ultimately owned by funds advised by affiliates of Hellman & Friedman LLC and The Blackstone Group L.P., and German BMEP Ord GmbH & Co. KG intend to sell in the market a total of up to approximately 13.6 million shares of Scout24 AG ("Scout24"), representing approximately 12.6% of Scout24's share capital, by way of an accelerated book-building process to institutional investors via Credit Suisse Securities (Europe) Limited (as Sole Global Coordinator and Bookrunner). The Blackstone Group L.P. is the only selling shareholder within Willis Lux Holdings 2 S.à.r.l. with Hellman & Friedman LLC not selling any shares in the transaction.
Following the transaction, Willis Lux Holdings 2 S.à r.l. will remain the largest shareholder in Scout24. The Blackstone Group L.P. will no longer have any beneficial ownership in Scout24 following the completion of the transaction.
Each of Willis Lux Holdings 2 S.à r.l., German BMEP Ord GmbH & Co. KG and Deutsche Telekom AG has agreed to a 45-day lock-up in respect of its remaining shareholding in Scout24 (subject to customary exceptions).
Bookbuilding will start immediately. This press release does not constitute an offer to sell, and the accelerated book-built offering of Scout24's shares by Willis Lux Holdings 2 S.à r.l. or German BMEP Ord GmbH & Co. KG does not constitute a public offering.
Scout24 operates leading digital classifieds platforms in Germany and other selected European countries. The main operations under the umbrella brand Scout24 are the digital marketplaces ImmobilienScout24 and AutoScout24. ImmobilienScout24 is the leading digital real estate classifieds platform in Germany, based on consumer traffic and time spent as well as customer numbers and listings. AutoScout24 is a leading automotive digital classifieds platform in Europe, in terms of unique monthly visitors and listings. Scout24's digital marketplaces are empowering people to realize their property and car-owning dreams simply, efficiently and stress-free. Further information is available at www.scout24.com.
Blackstone is one of the world's leading investment firms. We seek to create positive economic impact and long-term value for our investors, the companies in which we invest, and the communities in which we work. We do this by using extraordinary people and flexible capital to help companies solve problems. Our asset management businesses, with over $350 billion in assets under management, include investment vehicles focused on private equity, real estate, public debt and equity, non-investment grade credit, real assets and secondary funds, all on a global basis. Further information is available at www.blackstone.com. Follow Blackstone on Twitter @Blackstone.
This announcement may not be published, distributed or transmitted, directly or indirectly, in the United States (including its territories and possessions), Canada, Australia, Japan or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities in the United States, Germany, Canada, Australia, Japan or any other jurisdiction.
Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. The shares of Scout24 referred to in this announcement may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The shares of Scout24 have not been, and will not be, registered under the Securities Act, and there will no public offering of the shares of Scout24, or any other securities, in the United States.
In the United Kingdom, this document is only being distributed to and is only directed at persons who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as "Relevant Persons"). This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
In member states of the European Economic Area (EEA) which have implemented the Prospectus Directive (each, a "Relevant Member State"), this announcement and any offer if made subsequently is directed exclusively at persons who are "qualified investors" within the meaning of the Prospectus Directive. For these purposes, the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in a Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression "2010 PD Amending Directive" means Directive 2010/73/EU.
No action has been taken that would permit an offering of securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.
The Sole Global Coordinator and Bookrunner are acting exclusively for Willis Lux Holdings 2 S.à r.l. and German BMEP Ord GmbH & Co. KG and no-one else. It will not regard any other person as their respective clients and will not be responsible to anyone other than Willis Lux Holdings 2 S.à r.l. and German BMEP Ord GmbH & Co. KG for providing the protections afforded to their respective clients, nor will they be responsible for providing advice in relation to the contents of this announcement or any transaction, arrangement or other matter referred to herein.
Credit Suisse Securities (Europe) Limited is authorized by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority.
The Sole Global Coordinator and Bookrunner and any of their respective affiliates acting as an investor for its own account may participate in the placing on a proprietary basis and in that capacity may retain, purchase or sell for their own account such securities referred to herein. In addition they may enter into financing arrangements and swaps with investors in connection with which they may from time to time acquire, hold or dispose of shares. The Sole Global Coordinator and Bookrunners do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.
Forward-looking statements and projections
Certain statements in this press release are forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial consequences of the plans and events described herein. No one undertakes any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. Readers should not place any undue reliance on forward-looking statements which speak only as of the date of this press release. Statements contained in this press release regarding past trends or events should not be taken as representation that such trends or events will continue in the future. The cautionary statements set out above should be considered in connection with any subsequent written or oral forward-looking statements that Blackstone, or persons acting on its behalf, may issue.
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