More information

Acceptance Period ends 6 October 2022
Vienna Airport (VIE) shareholders can now accept, if they wish to do so, the Offer to purchase shares made by Airports Group Europe S.à r.l. (Airports Group Europe), an indirect subsidiary of IFM Global Infrastructure Fund (IFM GIF). The Offer price implies a premium of 29.3% compared to the closing price of the last trading day prior to announcement of the Offer on 13 June 2022.

An additional 10- trading day Extended Acceptance Period will occur once the offer becomes unconditionally binding.

Key dates for the Offer

Full details of how to accept the Offer are contained in the amended Offer Document.

  • Start of Acceptance Period: 11 August 2022
  • End of Acceptance Period 6 October 2022 at 5:00pm Vienna time, included
  • An additional 10- trading day Extended Acceptance Period will occur once the offer becomes unconditionally binding.

Frequently Asked Questions

Who is Airports Group Europe S.à r.l. (Airports Group Europe)?

Airports Group Europe is a limited company registered in Luxembourg under B 167449. It is an indirect subsidiary of IFM Global Infrastructure Fund. 

IFM Global Infrastructure Fund (IFM GIF) is an independently managed, open-ended global infrastructure investment fund. IFM GIF’s investors include a diverse range of pension funds and institutional investors across the UK and Europe, Australia, the US, Canada and Asia. GIF has a seventeen-year track record investing in assets around the world with 21 current portfolio investments spanning airports, seaports and toll roads, as well as energy, water and telecommunication assets.

IFM GIF’s airport experience includes investments in Flughafen Wien Group (Vienna, Malta and Košice airports), Manchester Airports Group (Manchester, London Stansted and East Midlands airports) and Sydney Airport.

IFM Investors was established more than 25 years ago by not-for-profit Australian pension funds, in partnership with the Australian trade union movement, with the aim of protecting and growing the long-term retirement savings of 120 million working people around the world, including caregivers, teachers, construction workers and hospitality workers.

IFM Investors is one of the largest global infrastructure investment managers with more than €61 billion (as at 30 June 2022) invested across a range of infrastructure assets.

Throughout the past 8 years as a major shareholder of Vienna International Airport, IFM has proven to be a reliable and trustworthy investor and partner. During this time, we have dependably supported the strategy and the work of the management and have provided advice based on our international expertise.

We have significant experience in working alongside municipalities and public entities as manager or advisor in investments across 17 different airports in Australia, the United Kingdom, Austria, Malta, Slovakia and Latin America

We believe investing for the long-term means addressing climate change risk, ensuring constructive labour relations, building diverse and inclusive workplaces and meeting the expectations of the communities where we invest. We champion these ideals by actively engaging with the companies in which we invest and we believe this enhances their productive capacity, net performance and market reputation, while minimising long-term investment risk. (See IFMinvestors.com for more information.)

More information: section 2.1 – 2.6 Chapter 2. of the amended Offer Document

Why is Airports Group Europe making this offer?

Despite the difficult economic situation for the aviation industry, we believe in the strong fundamentals of the Vienna Airport and in Austria as a place to invest. 

As a shareholder for more than seven years, we decided to acquire additional shares and can offer an attractive price for Flughafen Wien to all selling shareholders. We also believe that the offer is an attractive liquidity event for shareholders to tender their shares in an otherwise relatively illiquid stock at an attractive price.

We remain committed to working with all stakeholders and to support Management in continuing its strategy for the Vienna Airport in the interests of local communities, passengers, airline customers, employees and the broader economy.

More information: Section 8 of the amended Offer Document

What is the deadline to accept the Offer?

The Acceptance Period started on 11 August 2022 and will end at 5:00pm (Vienna time) on 6 October 2022.

There will be an additional Extended Acceptance Period for 10 trading days once the offer has become unconditionally binding.

For shareholders that elect to sell their shares– subject to the conditions outlined in the amended  Offer Documentthe Offer price will be paid in full within 10 trading days after  the expiry of the Extended Acceptance Period.

What are the Offer conditions?

Airports Group Europe envisages that all regulatory approvals will be received. The Offer is subject to the fulfilment of the following conditions precedent:

  • either (i) the Austrian Federal Minister of Digital and Economic Affairs has ruled that the share acquisition contemplated by this Offer does not qualify as a relevant transaction under the Investment Control Act or (ii) the share acquisition pursuant to this Offer has been approved by the Austrian Federal Minister of Digital and Economic Affairs pursuant to the Investment Control Act; and
  • either (i) the National FDI Screening Office of Malta has ruled that the share acquisition contemplated by this Offer does not qualify as a relevant transaction under the National Foreign Direct Investment Screening Office Act or (ii) the share acquisition pursuant to this Offer has been approved by the National FDI Screening Office of Malta pursuant to the National Foreign Direct Investment Screening Office Act (Chapter 620 of the Laws of Malta).

More information: Section 5 of the amended Offer Document

What are the specifics of the transaction?

Shareholders of Vienna Airport (VIE) can accept the Offer during the Acceptance Period, which ends on 6 October 2022.

There will be an additional Extended Acceptance Period for 10 trading days once the offer has become unconditionally binding.

For shareholders that elect to sell their shares– subject to the conditions outlined in the amended Offer Document – the Offer price will be paid in full within 10 trading days after the expiry of the Extended Acceptance Period

We recommend that shareholders that would like to sell their shares under the terms of the Offer contact their Depository Bank as soon as possible. Shareholders can accept the Offer by providing a written declaration of acceptance, addressed to their Depository Bank.

When will shareholders who sell their shares be paid?

We recommend that shareholders that would like to sell their shares under the terms of the Offer contact their Depository Bank as soon as possible. Shareholders can accept the Offer by providing a written declaration of acceptance, addressed to their Depository Bank.

For shareholders that elect to sell their shares – subject to the conditions outlined in the amended Offer Document – the Offer price will be paid in full within 10 trading days after the expiry of the Extended Acceptance Period.

Why did Airports Group Europe increase the Offer Price?

The Offer price of EUR 33.00 per share is increased to EUR 34.00 per share cum dividend in response to revised guidance from Flughafen Wien AG since the offer was announced.

The increased offer price corresponds to a premium of 29.3% compared to the closing price of the last trading day prior to the announcement that Airports Group Europe increased its shareholding to over 40% (10 June 2022).

Will Airports Group Europe improve the offer price or amend the offer again?

This is Airports Group Europe’s “best and final price” and continues to represent an attractive premium for shareholders, considering the continued high levels of uncertainty for the aviation industry and European markets.

The Bidder excludes any further amendment of the Offer pursuant to section 15 of the Austrian Takeover Act.

Will the Vienna Airport cease to be a publicly listed stock?

The Offer does not itself trigger a delisting, however shares in Vienna Airport could be delisted if total free float falls below the 2% threshold required by the Vienna Stock Exchange. In such case, the Wiener Börse AG would be required to assess, whether the admission of the Vienna Airport to the Vienna Stock Exchange would need to be recalled ex officio in light of the given circumstances, including the remaining shareholder spread in Vienna Airport. The ultimate outcome will depend on how many shareholders accept the Offer and on the decision of the Vienna Stock Exchange.

More information: Section 8.3 of the amended  Offer Document.

Will there be any changes to Vienna Airport?

Airports Group Europe is not seeking and will not obtain control of Vienna Airport under this Offer. IFM GIF is a long-term investor that is supportive of the development of its portfolio companies. Airports Group Europe will continue to exercise its rights as a shareholder at its own discretion, but will remain committed to working with all stakeholders and to support the management in continuing its strategy for Vienna Airport in the interests of local communities, passengers, airline customers, employees and the broader economy.

More information: Section 8.1 and 8.2 of the amended Offer Document.