DGAP-News: Adler Real Estate AG

Investor roadshow for senior unsecured transaction

Berlin, 20. November 2017 - ADLER Real Estate AG has mandated Goldman Sachs International as Global Coordinator and Deutsche Bank, Goldman Sachs International, J.P. Morgan and Morgan Stanley as Joint Bookrunners to arrange a series of investor meetings across Europe commencing Thursday, November 23, 2017. A EUR-denominated dual-tranche Reg S senior unsecured transaction in the intermediate part of the curve is expected to follow, subject to market conditions. Relevant stabilization regulations including FCA/ICMA apply.

The announcement follows the Company's strategy to improve its key financial ratios such as cost of debt and FFO in conjunction with its target to seek an Investment Grade rating in the short to medium term.

Separately, ADLER is announcing a consent solicitation in respect of its EUR500,000,000 4.75% Notes due 2020 (ISIN XS1211417362). The consent solicitation statement, is available at https://portal.lucid-is.com or can be obtained from the Tabulation and Information Agent (Lucid Issuer Services Limited, Tel. +44 20 7134 2468, Email: adler@lucid-is.com). The deadline for submission of consent instructions is 5.00 p.m. (Central European Time) on November 28, 2017. Morgan Stanley & Co. International PLC, Deutsche Bank AG, London Branch, Goldman Sachs International and J.P. Morgan Securities PLC have been engaged to act as the solicitation agents for the Consent Solicitation.

Norton Rose Fulbright LLP is acting for ADLER, and Allen & Overy LLP is acting for the banks with respect to the transactions. Both firms acted as advisors to ADLER and the banks, respectively, in connection with prior successful bond issuances of ADLER, including the tap of the Notes in April 2017.

Your contact for inquiries:
Dr. Rolf-Dieter Grass
Head of corporate communications
ADLER Real Estate AG
Telephone: +49 (30) 2000 914 29
r.grass@adler-ag.com

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This announcement is not for distribution, directly or indirectly, in or into e United States of America, Canada, Australia or Japan, or any other jurisdiction into which such distribution would not be permitted by applicable law. This announcement is not an offer of securities nor a solicitation of an offer to purchase securities in the United States of America or any other jurisdiction. The securities mentioned in this announcement are not and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities
Act.
 

None of the solicitation agents makes any recommendation, representation or warranty in connection with the Proposed Amendment. In particular, none of the Solicitation Agents has any role or responsibility in relation to, or liability for, the Solicitation as made by the Company to beneficial owners of Notes who are not Eligible Securityholders. An "Eligible Securityholder" is a holder of the Notes that is (a) in a Member State of the European Union (the "EU"), a "professional client" as defined in Section 1 of Annex II of Directive 2004/39/EC of the European Parliament and of the Council of 21 April 2004 on markets in financial instruments or (b) in a jurisdiction outside of the EU, an institutional holder under applicable local law and not a retail holder. Holders of the Notes who are not Eligible Securityholders should direct any question they may have about the Solicitation or the Proposed Amendment to the Company.