Branicks Group AG has scheduled an extraordinary general meeting for February 13, 2026, where shareholders will decide on two critical resolutions central to a corporate restructuring. The virtual meeting follows the publication of relevant documents in the Bundesanzeiger and on the company's website. The main agenda item involves resolutions linked to a control and profit transfer agreement finalized on January 5, 2026, between DIC Real Estate Investments GmbH & Co. KGaA, a wholly owned subsidiary of Branicks, and VIB Vermögen AG. This agreement, known as the BGAV VIB, will also be submitted for approval at a separate extraordinary general meeting of VIB set for February 12, 2026.
To support this restructuring, the Branicks general meeting will consider a proposal to create conditional capital of up to €50,139,306.00. This capital would be generated by issuing up to 50,139,306 new Branicks shares, intended as compensation for outside shareholders of VIB if they accept the offer outlined in the BGAV VIB. The new shares would be issued in exchange for the transfer of VIB shares at a specified exchange ratio. The capital increase is conditional and will only be executed to the extent that VIB's outside shareholders exercise their right to compensation and if treasury shares are not used to service the offer.
A second resolution will seek shareholder approval for a control and profit transfer agreement between Branicks Group AG itself as the controlling entity and its subsidiary DIC Real Estate Investments GmbH & Co. KGaA as the controlled company. This internal agreement is part of the broader corporate reorganization. The company has published further information on these matters on its investor relations website at https://branicks.com/en/ir/overview/.
The proposed actions represent a significant step in Branicks Group's corporate strategy, potentially altering its capital structure and consolidating control within its group of companies. The outcome of the shareholder votes will determine the execution of these plans, which are tied to the parallel approval process at VIB Vermögen AG. The resolutions highlight the ongoing integration and management of Branicks' portfolio, which as of September 30, 2025, included properties with a market value of €10.7 billion across its Commercial Portfolio and Institutional Business segments. This restructuring could impact shareholder equity and the company's operational framework, reflecting strategic moves in the real estate sector.
