12 October 2021

ADLER Real Estate Aktiengesellschaft: ADLER Group S.A., the parent company of ADLER Real Estate Aktiengesellschaft, concludes term sheet on portfolio transaction with 15,350 residential units and 185 commercial units

Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014

NOT FOR DISTRIBUTION, PUBLICATION OR TRANSMISSION IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN

Berlin, 11 October 2021:

ADLER Group S.A. ("ADLER"), the parent company of ADLER Real Estate Aktiengesellschaft ("ADLER Real Estate"), and LEG Immobilien SE ("LEG") today, with the approval of the Management Board and the Supervisory Board of ADLER Real Estate, have signed a term sheet setting out the key points of a transaction regarding the sale of a total of 15,350 residential units and 185 commercial units. The proposed transaction relates to 8,120 residential units and 127 commercial units of ADLER Real Estate and 7,230 residential units and 58 commercial units of WESTGRUND Aktiengesellschaft ("WESTGRUND"), in which ADLER Real Estate holds 98.25% of the shares.

The transaction is based on a real estate portfolio valuation in an amount of EUR 1.485 billion (ADLER Real Estate: ca. EUR 644 million; WESTGRUND: ca. EUR 841 million). This is above the respective book values as of 30 June 2021. The transaction shall be executed by way of share deals and ADLER group shall retain a 10.1% participation in the relevant entities. Therefore, the cash inflow, also due to customary purchase price adjustments, will not correspond to the real estate valuation.

The closing of the transaction is subject to due diligence conducted by LEG, the conclusion of final agreements and the fulfillment of customary market conditions, in particular regulatory approvals, and is expected to take place by the end of 2021.

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