DGAP-Adhoc: ADLER Real Estate AG: ADLER Real Estate Aktiengesellschaft issues convertible bond with a volume up to EUR 11.25 million

ADLER Real Estate AG / Key word(s): Corporate Action

25.10.2013 20:09

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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ADLER Real Estate Aktiengesellschaft issues convertible bond with a volume
of up to EUR 11.25 million

Hamburg, 25 October 2013. The Management Board of ADLER Real Estate
Aktiengesellschaft, Frankfurt/M., (ISIN DE0005008007) today with approval
of the Supervisory Board resolved 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).

In accordance with their statutory subscription rights, shareholders as
well as holders of the 6% convertible bond 2013/2017 are entitled according
to a subscription ratio of 43:6 to purchase six new convertible notes for
every 43 shares or 6% notes 2013/2017. Every note entitles initially for
conversion into one share.

The subscription period for the rights offer will be two weeks commencing
in November 2013 after approval of the prospectus required for the rights
offer. Trading of the pre-emptive subscription rights will not be provided.

The terms and conditions of the notes can be viewed and downloaded
immediately after publication of the rights offer in the Bundesanzeiger
[Federal Gazette] on the company's website at www.adler-ag.com.

The company has already received requests for subscriptions from authorized
parties in a substantial amount.

The Management Board plans to use the issue proceeds to invest in
income-generating residential portfolios in Germany, in accordance with the
company's acquisition strategy.

Close Brothers Seydler Bank AG, of Frankfurt am Main, assists in the
transaction.

The Management Board

For inquiries please contact

Media: german communications dbk ag
Jörg Bretschneider
Alsterufer 34, 20354 Hamburg, Germany
Tel.: +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 14-16, 20354 Hamburg
Tel.: +49-(0)40/32 02 79 10, Fax: +49-(0)40/32 02 79 114
c.hillermann@adler-ag.com

Disclaimer

This document does not constitute an offer to sell or a solicitation of an
offer to buy or subscribe for any securities. No offer of securities of
ADLER Real Estate Aktiengesellschaft is being, or will be, made to the
public outside Germany. An offer in Germany will be made exclusively on the
basis of the German language securities prospectus (Wertpapierprospekt)
which will be published and filed with the Bundesanstalt für
Finanzdienstleistungsaufsicht. Any offers outside Germany will be made in
reliance on applicable exemptions from registration, filing, approval or
notification requirements exclusively to qualified investors in certain
jurisdictions, excluding the United States, Canada, Australia and Japan.
Any decision to invest in the securities of ADLER Real Estate
Aktiengesellschaft offered should solely be based on the securities
prospectus.

This document and the information contained herein are not for
distribution, neither directly nor indirectly, in or into the Unites States
of America, Canada, Australia or Japan.

This publication does not constitute an offer for sale of any securities
into the United States. Securities, including any shares of ADLER Real
Estate Aktiengesellschaft in the course of a prospective offer, may not
be offered or sold in the United States or to, or for the account or
benefit of, US persons (as such term is defined in Regulation S under the
Securities Act of 1933 as amended (the 'Securities Act')) unless they are
registered under the Securities Act or exempt from registration. ADLER Real
Estate Aktiengesellschaft does not intend to register a prospective offer,
or any part thereof, in the United States or to make a public offer of
securities in the United States.

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Language: English
Company: ADLER Real Estate AG
Herriotstr. 5
60528 Frankfurt am Main
Germany
Phone: +49 (0)40 - 29 8130-0
Fax: +49 (0)40 - 29 8130-35
E-mail: info@adler-ag.com
Internet: www.adler-ag.com
ISIN: DE0005008007, DE000A1R1A42,
WKN: 500800, A1R1A4
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Düsseldorf, Hamburg

End of Announcement DGAP News-Service

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