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ADLER Real Estate AG: Subscription period for second convertible bond has started

ADLER Real Estate AG / Key word(s): Capital Reorganisation

10.12.2013 / 16:49


ADLER Real Estate AG: Subscription period for second convertible bond has started

- Issue of up to 1.0 million convertible bonds

- Placement agreements for 2.0 million convertible bonds already concluded

- Issue price of EUR 3.75 per note

- Financing of investments in residential portfolios

Hamburg, 10 December 2013. The subscription period for the second convertible bond of ADLER Real Estate AG, Frankfurt/M., (ISIN DE0005008007) has started. Following the approval of the prospectus required for the rights offer, investors can subscribe for the company's convertible bond in the time from 10 December until 23 December 2013. Subject of the rights offer are 1,000,000 notes in bearer form. With respect to further altogether 2,000,000 notes in bearer form, placement agreements already exist with two investors, to whom a corresponding number of subscription rights, conditional to the start of the rights offer, have been transferred by shareholders of the company.

Entitled for the 1,000,000 notes in bearer form are shareholders as well as holders of the 6% convertible bond 2013/2017 with a volume of EUR 10 million. Subscription ratio is 43:6 which means for every 43 shares or notes in bearer form 2013/2017 six new convertible notes can be purchased. Every note entitles for conversion into one share, subject to a later adjustment of the conversion ratio.

The Management Board of ADLER resolved on 25 October 2013 with approval of the Supervisory Board the issue of a convertible bond with a principal amount of up to EUR 11.25 million divided into up to 3,000,000 notes in bearer form. Issue price of the notes is EUR 3.75 and corresponds to the principal amount and the initial conversion price. The notes shall bear interest at a rate of 6.00% p.a. Interest shall be payable quarterly and shall accrue in mid-December 2013. The convertible notes are subordinated to the 6% convertible notes 2013/2017 (ISIN: DE000A1TNEE3). Close Brothers Seydler AG, Frankfurt/M., is accompanying the issue as sole bookrunner.

The issue proceeds from the new convertible bond 2013/2018 shall be used for financing ADLER's growth, in particular the further development of residential real estate portfolio in Germany. ADLER has already taken several steps this year to generate new funds for financing the expansion of its property portfolio. Beside a capital increase, the issue of a corporate bond and the increase of this bond, ADLER issues a convertible bond for the second time in 2013. Issue price of the first convertible bond 2013/2017 was EUR 2.00 per note.

The terms and conditions of the notes can be viewed and downloaded on the company's website www.adler-ag.com.

For inquiries please contact:

Press: german communications dbk ag
Jörg Bretschneider
Alsterufer 34, 20354 Hamburg, Germany
Phone: +49-(0)40/46 88 33 0, Fax: +49-(0)40/47 81 80
presse@german-communications.com

Investor Relations: Hillermann Consulting
Christian Hillermann
Poststraße 14, 20354 Hamburg, Germany
Phone: +49-(0)40/32 02 79 10, Fax: +49-(0)40/32 02 79 114
c.hillermann@hillermann-consulting.de

Disclaimer

This document and its contents do not constitute an offer to sell or an invitation to make an offer to purchase or subscribe securities. No public offer of securities of ADLER Real Estate AG is being or will be made outside the Federal Republic of Germany. The public offer in the Federal Republic of Germany will be made exclusively on the basis of the German securities prospect that has been approved by the Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin) on 6 December 2013 and that is available on the website of the company at www.adler-ag.com. Hard copies of the prospect are available at the company's office, Alstertor 17, 20095 Hamburg.

Securities of ADLER Real Estate AG including the convertible bonds may not be sold or offered for sale within the United States or to or for the account of / in favor of US citizens (as defined in Regulation S under the U.S. Securities Act of 1933 in the current version (the 'Securities Act')) unless they are registered under the regulations of the Securities Act or unless they are subject to an exemption from registration. ADLER Real Estate AG does not intend to register the offer or a part thereof in the United States or to make a public offer of the securities in the United States.

This document may not be distributed within the United States of America, Canada, Australia or Japan. Any breach of these restrictions can constitute a violation of the securities law of these countries.

End of Corporate News


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