Ina Invest and Cham Group apply for fusion

Glattpark (Opfikon), February 28, 2025 -The merger talks and negotiations between Ina Invest AG and Cham Group AG led to a positive result. The administrative councils of the two companies have signed a merger contract and request their shareholders to approve them at the respective general assemblies. Provided the consent of the general assemblies, previous Cham shareholders receive 41.5 stocks from Ina Invest.

The merger would result in one of the leading Swiss real estate companies

The merger of Ina Invest AG and Cham Group AG would create one of the leading real estate companies in Switzerland with a high -quality and sustainable portfolio at first -class locations in the most economic metropolitan regions in Switzerland. The combined portfolio boss is around CHF 1.6 Mia., Which would include the merged company among the top 10 of Switzerland’s listed real estate companies. The real estate portfo will reach a share of around 60% after completion. In addition, the combined society will have a high equity ratio of around 57% and, based on it, can probably realize its attractive development portfolio on its own without capital increases on its own.

Leadership structure of the new society

At the General Assembly of INA Invest AG, the following, incumbent members of the Cham Group AG board of directors are to be proposed for election to the Board of Directors of INA Invest AG: Philipp Buhofer, Annelies Häcki Buhofer and Felix Thöni. After completing the merger, the board of directors of the merged Cham Swiss Properties AG should be composed as follows: Stefan Mächler (President), Philipp Buhofer, Christoph Caviezel, Annelies Häcki Buhofer, Hans Ulrich Meister and Felix Thöni.

Thomas Aebischer as CEO and Daniel Grab as CFO together with the existing Cham Group management (Lukas Fehr, Roland Regli, William White) will run the new Cham Swiss Properties AG. Marc Pointet, CEO of INA Invest AG, supports the management team during the transition phase as Chief Integration Officer.

Absorption fusion

Provided that the respective general assemblies of INA Invest AG and Cham Group AG agree to the planned merger, the Board of Directors requests the creation of new shares to create new shares by increasing the share capital by CHF 927,525.00 from CHF 496,843.62 to CHF 1’424’368.62 30’917’500 fully liberal name shares with a nominal value of CHF 0.03 each. The ordinary capital increase takes place to the exclusion of the right of subscription of the previous shareholders of INA Invest AG. The new INA Invest stocks are used to exchange the previous shares of Cham Group AG. The exchange ratio is 41.5 stocks of INA Invest AG Pro Prei previous share of Cham Group AG. During the exchange factions are compensated for in cash. The financial appropriateness of the exchange ratio was confirmed by an independently created fairness Opinion of IFBC AG, Zurich. Fairness Opinion can here be called up. The Zurich cantonal bank accompanies the transaction as a brine lead manager.

In the course of the merger, the Board of Directors of INA Invest AG also applies to the change in Neu Cham Swiss Properties AG.

Ina Invest AG’s new name shares are to be charged at SIX Swiss Exchange in accordance with the standard for real estate companies and are for the first time dividends for the financial year that ended on December 31, 2025. The extraordinary trading of the Cham Group AG shares on trading platforms from Bank Lienhardt & Partner and the Berner Kantonalbank will be set with the enforcement of the merger.

Indicative schedule

Fusion documents for the shareholders

The merger contract, the merger report, the report of the joint merger as well as the Pro Forma finance information, dated February 25 (Fairness Opinion) or from February 27, 2025, as well as a shareholder brochure for the planned merger will be available from February 28, 2025 at the seat of INA Invest AG. The annual reports of the past three years of both companies are also available.

These documents are now also on the Ina Invest website switched on and can be downloaded from there.

Investor, analyst and media conference

Today, together with Cham Group AG, a combined investor, analyst and media conference takes place, at which representatives of both companies present the respective annual results 2024, inform about the planned merger and answer questions:

The conference can be under ina-invest.com/webcast as a live stream with audio signal and presentation.

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