Merging of Ina Invest AG and Cham Group AG

Merging of Ina Invest AG and Cham Group AG

Ina Invest AG and Cham Group AG have agreed to merge, forming one of the nation’s leading real estate companies in Switzerland. The Boards of Directors of both companies have signed a merger agreement, which will be presented to their respective shareholders for approval at the Annual General Meetings scheduled for March 31, 2025.

Company Profiles

Ina Invest AG is an independent Swiss real estate company specializing in the development of sustainable spaces for living, working, and leisure. Established as a spin-off from Implenia in 2020, Ina Invest boasts one of the largest and most promising development portfolios in the Swiss market. The company’s properties are strategically located in high-quality areas, emphasizing hybrid real estate that ensures long-term flexibility and profitability. Ina Invest maintains a portfolio with at least 50% residential space and adheres to the highest sustainability standards across all value chain segments. Notably, the GRESB Real Estate Development Benchmark Assessment recognized Ina Invest as one of the most sustainable companies in its Western European peer group. The company has been listed on the SIX Swiss Exchange since June 2020.

Cham Group AG focuses on developing the Papieri-Areal in Cham’s center. This former factory site is undergoing a transformation into an eleven-hectare district, projected to feature around 1,000 apartments and workplaces by 2035. Cham Group’s integrated business model encompasses the entire property lifecycle, from development and construction to management and value preservation, with a strong emphasis on sustainability and resource efficiency. The company has also expanded by acquiring additional development and investment properties in the surrounding region, including the adjacent Pavatex site in 2018. Cham Group’s shares are traded over the counter at Bank Lienhardt & Partner and Berner Kantonalbank.

Merger Details

The merger is structured as a merger of equals, with existing Cham Group shareholders set to receive 41.5 shares in Ina Invest for each Cham share they hold. This exchange ratio has been validated by an independent fairness opinion from IFBC AG, Zurich. The combined entity, to be named Cham Swiss Properties AG, will boast a portfolio valued at approximately CHF 1.6 billion, positioning it among Switzerland’s top ten listed real estate companies. The portfolio is expected to have a residential share of around 60% upon completion, underscoring the company’s commitment to sustainable and high-quality developments.

Management Structure

Post-merger, the Board of Directors of Cham Swiss Properties AG will comprise members from both companies. The proposed board includes:

  • Stefan Mächler (Chairman)
  • Philipp Buhofer
  • Christoph Caviezel
  • Annelies Häcki Buhofer
  • Hans Ulrich Meister
  • Felix Thöni

Operational leadership will see Thomas Aebischer (current CEO of Cham Group) as CEO and Daniel Grab (current CFO of Cham Group) as CFO. Marc Pointet, the current CEO of Ina Invest, will assist during the transition phase as Chief Integration Officer.

Strategic Implications

The merger aims to create a robust real estate company with a high-quality, sustainable portfolio located in Switzerland’s economically strongest metropolitan regions, including Basel, Cham, Geneva, Lausanne, Winterthur, and Zurich. The combined portfolio’s substantial residential component aligns with the growing demand for sustainable living spaces. Additionally, the merger is expected to provide greater flexibility in project implementation, enhanced financing options, and the realization of economies of scale and synergies. The new company’s strong equity ratio of approximately 57% will enable it to undertake its attractive development portfolio without the need for capital increases.

Implenia, which holds a 40% stake in Ina Invest, supports the merger and plans to establish a strategic partnership with the new entity for development and realization services. This partnership is anticipated to benefit both parties by leveraging Implenia’s expertise in construction and real estate services.

Next Steps

Following the anticipated approval from shareholders at the upcoming Annual General Meetings, the legal completion of the merger is expected by April 8, 2025. Subsequently, the newly issued registered shares of Cham Swiss Properties AG will commence trading on the SIX Swiss Exchange under the Standard for Real Estate Companies starting April 9, 2025.

This merger signifies a pivotal development in the Swiss real estate sector, combining the strengths and expertise of Ina Invest and Cham Group to create a leading company poised for sustainable growth and value creation.

Source: ina-invest.com