Announcement of the decision to make a
voluntary public takeover offer (freiwilliges öffentliches Übernahmeangebot)
pursuant to Section 10 paras. 1 and 3 in connection with Sections 29 para. 1 and 34 of the
German Securities Acquisition and Takeover Act
(Wertpapiererwerbs- und Übernahmegesetz - WpÜG)
Bidder:
Alexandrite Lake Lux Holdings S.à r.l.
26A, Boulevard Royal
2449 Luxembourg
Grand Duchy of Luxembourg
registered with the Luxembourg Register of Commerce and Companies (Registre de com-merce et des Sociétés) under registration number B258124
Target:
alstria office REIT-AG
Steinstraße 7
20095 Hamburg
Germany
registered with the commercial register of the local court of Hamburg, Germany, under HRB 99204
WKN A0LD2U / ISIN DE000A0LD2U1
On 4 November 2021, Alexandrite Lake Lux Holdings S.à r.l. (the "Bidder"), a holding company controlled by real estate private funds of Brookfield Asset Management, decided to make a voluntary public takeover offer (freiwilliges öffentliches Übernahmeangebot) to the shareholders of alstria office REIT-AG (the "Company") for the acquisition of all no-par value bearer shares in the Company (ISIN DE000A0LD2U1), each share representing a proportionate amount of EUR 1.00 of the share capital of the Company, (the "alstria Shares") against payment of a cash offer price of EUR 19.50 per alstria Share (the "Offer"). The Offer will be subject to merger control clearance and other customary conditions.
Today, the Bidder entered into an investment agreement with the Company regarding the principal terms and conditions of the Offer as well as the mutual intentions and understandings with regard to the future collaboration.
The offer document for the Offer (in the German language and a non-binding English translation thereof) and other information relating to the Offer will be published on the internet at www.lake-offer.com.
Important Notice
This announcement is neither an offer to purchase nor a solicitation of an offer to sell alstria Shares. The Offer itself as well as its terms and conditions and further provisions concerning the Offer will be set out in the offer document in detail after the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) has permitted the publication of the offer document. Investors and holders of alstria Shares are strongly advised to thoroughly read the offer document and all other relevant documents regarding the Offer upon their availability since they will contain important information.
The Offer will exclusively be subject to the laws of the Federal Republic of Germany and certain applicable provisions of securities laws of the United States of America. Any agreement that is entered into as a result of accepting the Offer will be exclusively governed by the laws of the Federal Republic of Germany and is to be interpreted in accordance with such laws.
Luxembourg, 4 November 2021
Alexandrite Lake Lux Holdings S.à r.l.