ADLER Real Estate AG, Berlin

ISIN: DE0005008007
WKN (Security identification number): 500800

Publication of inside information pursuant to Article 17 of Regulation (EU) No 596/2014

ADO Properties S.A. decides to initiate a domination agreement with ADLER Real Estate AG

Berlin, 28 April 2020 - ADO Properties S.A., Luxembourg ("ADO Properties") today informed the Management Board of ADLER Real Estate AG ("ADLER") of its decision to initiate the conclusion of a domination agreement pursuant to Section 291 et seq. German Stock Corporation Law ("Domination Agreement") between ADO Properties as controlling company and ADLER as controlled company. The preparatory measures required for this purpose include the instruction of an auditing firm for a IDW S1 valuation and the proposal of an auditor for the review of the domination agreement to be appointed by the competent court. Only at a later date, after receipt of the IDW S1 valuation and alignment with the management board of ADLER, ADO Properties will finally decide whether a Domination Agreement, which would also require the approval of ADLER's general meeting, should actually be concluded.

Should ADO Properties' final decision be in favour of concluding a Domination Agreement, ADO Properties would offer to the minority shareholders of ADLER to purchase their shares against a share compensation in ADO shares and to pay a compensation for the term of the Domination Agreement. The companies would determine the final settlement scheme and the annual compensation payment under the Domination Agreement in accordance with legal requirements and based on a company valuation.

ADLER Real Estate AG

The Management Board