WCM Beteiligungs- und Grundbesitz-AG / Key word(s): Capital Increase 25.11.2015 17:48 Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. --------------------------------------------------------------------------- Ad hoc disclosure according to Section 15 of the WpHG WCM AG resolves on capital increase against cash contributions under the exclusion of existing shareholders' subscription rights Frankfurt, 25 November 2015 - Today the Management Board of WCM Beteiligungs- und Grundbesitz-AG (WCM AG, ISIN: DE000A1X3X33) with the approval of the Supervisory Board resolved to increase the Company's issued share capital against cash contributions from currently EUR 109,793,244.00 by 10,979,256 EUR to EUR 120,772,500.00 by issuing 10,979,256 new no-par value ordinary bearer shares under the exclusion of existing shareholders' subscription rights (this corresponds to approximately 10.0% of the current share capital), each such share representing a notional amount of the issued share capital of EUR 1.00 per share. The new shares will carry full dividend rights as of January 1, 2015. The 10,979,256 new shares will be offered for purchase exclusively to institutional investors in a private placement by way of an accelerated bookbuilding process in reliance on Regulation S of the U.S. Securities Act of 1933, as amended (the "Securities Act"). The private placement begins on November 25, 2015 and ends on November 26, 2015 at the latest (expected). The placement price for the new shares is expected to be announced on November 26, 2015. Berenberg (Joh. Berenberg, Gossler & Co. KG) is acting as Sole Bookrunner. It is expected that the new shares will be included to trading without a prospectus on November 27, 2015 on the regulated market (Prime Standard) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse), as well as on the stock exchanges Berlin, Hamburg and Stuttgart. The lock-up agreed in connection with the capital increase June 2015 has been waived for the purpose of the upcoming capital increase. Furthermore, the company agreed to a further six month (soft-) lock-up. WCM intends to use the net proceeds to finance the ongoing dynamic expansion of its real estate portfolio. WCM is currently in advanced talks regarding various acquisition targets which are in line with the Company's overall strategy. About WCM AG WCM Beteiligungs- und Grundbesitz-AG (WCM AG), with headquarters in Frankfurt am Main, is a specialised commercial real estate company. As a real estate proprietor, the focus is on long-term rental of high-quality office and retail properties in the major office locations in Germany. Since the operational restart in 2014, WCM AG has focused on an extensive network for the purchase of properties as well as on value-creating asset management, in order to generate attractive long-term rental income and a steady cash flow. At October 2015, the property portfolio comprised of more than EUR 500 million (including contractually secured assets). The company has extensive loss carry forwards in corporate and commercial tax. Shares in WCM AG are listed in the Prime Standard of Deutsche Borse. Disclaimer THIS PUBLICATION IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INTENDED, AND SHOULD NOT BE CONSTRUED, AS AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY OR SUBSCRIBE FOR ANY SHARES OR OTHER SECURITIES OF WCM BETEILIGUNGS- UND GRUNDBESITZ-AG, FRANKFURT AM MAIN. NO OFFER OF SECURITIES IS BEING, OR WILL BE, MADE IN ANY JURISDICTION. THIS PUBLICATION AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN. THE SECURITIES OF WCM BETEILIGUNGS- UND GRUNDBESITZ-AG DESCRIBED HEREIN HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE LAWS OF ANY STATE, AND MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OF AMERICA, EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE LAWS. THERE WILL BE NO PUBLIC OFFERING OF SECURITIES IN THE UNITED STATES. Press contact: edicto GmbH Axel Mühlhaus/ Dr. Sönke Knop 069-905505-51 [email protected] 25.11.2015 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------------- Language: English Company: WCM Beteiligungs- und Grundbesitz-AG Friedrich-Ebert-Anlage 36 60325 Frankfurt am Main Germany Phone: +49 (0)69 244 333 187 Fax: +49 (0)3212/4243 773 E-mail: [email protected] Internet: www.wcm.de ISIN: DE000A1X3X33 WKN: A1X3X33 Listed: Regulated Market in Berlin, Dusseldorf, Frankfurt (Prime Standard), Hamburg, Stuttgart; Regulated Unofficial Market in Munich End of Announcement DGAP News-Service ---------------------------------------------------------------------------