Branicks Group AG has announced it will hold an extraordinary general meeting on February 13, 2026, where shareholders will vote on two significant corporate actions: the creation of conditional capital to issue new shares and the approval of a control and profit transfer agreement with its subsidiary. The meeting, which will be conducted virtually, follows the publication of relevant documents in the Bundesanzeiger and on the company's website.
The primary purpose of the meeting is to pass resolutions related to a control and profit transfer agreement, known as BGAV VIB, concluded on January 5, 2026. This agreement is between DIC Real Estate Investments GmbH & Co. KGaA, a wholly owned subsidiary of Branicks, as the controlling company, and VIB Vermögen AG as the controlled company. The BGAV VIB will be submitted for approval at an extraordinary general meeting of VIB scheduled for February 12, 2026.
To facilitate compensation for VIB's outside shareholders, Branicks will propose creating conditional capital of up to €50,139,306.00. This would allow the issuance of up to 50,139,306 new Branicks shares. These shares would be granted to VIB's outside shareholders if they accept the compensation offer detailed in the BGAV VIB, in exchange for their VIB shares at a specified exchange ratio. The conditional capital increase will only be executed to the extent that outside shareholders exercise their right to compensation and if treasury shares are not used to service the offer.
Additionally, the general meeting will consider approving a separate control and profit transfer agreement between Branicks as the controlling company and DIC Real Estate Investments GmbH & Co. KGaA as the controlled company. This internal restructuring aligns with Branicks' strategy to streamline its corporate governance and operational framework within its group structure.
Branicks has made further information available on its investor relations website at https://branicks.com/en/ir/overview/. The company, a leading German listed specialist for office and logistics real estate as well as renewable assets, manages properties with a market value of €10.7 billion across its Commercial Portfolio and Institutional Business segments as of September 30, 2025.
This corporate move is significant as it underscores Branicks' ongoing efforts to optimize its portfolio and corporate structure, potentially enhancing shareholder value through strategic alignments. The approval of these resolutions could impact the company's capital structure and its relationship with subsidiary entities, reflecting broader trends in the real estate sector where firms are consolidating operations to improve efficiency and market positioning. For investors, the outcome may influence share liquidity and the company's ability to execute future growth initiatives, making this a critical decision point for stakeholders in the evolving real estate market.
