Adler Group S.A.: Disclosure of Material Transactions with Related Parties
Adler Group S.A. / Release of an announcement according to Article 111c of the AktG [the German Stock Corporation Act]
Disclosure of Material Transactions with Related Parties
ADLER Group S.A., Luxembourg
The board of directors of ADLER Group S.A. (“Company”) resolved to sell a portfolio of residential properties to a subsidiary of ADLER Real Estate Aktiengesellschaft (“ADLER Real Estate”).
The existing portfolio comprises approximately 1,400 residential properties in Berlin and is valued, according to CBRE’s most recent valuation as of 31 March 2022, at EUR 326 million. The consideration for the Company taking into account minority interests, financial liabilities and deferred taxes will be approximately EUR 275 million. The transaction is unconditional and shall be closed immediately.
In accordance with Article 7quater (6) para 1. of the Luxembourg law of 24 May 2011 on the exercise of certain rights of shareholders in listed companies (as amended), the Transaction is exempted from the publication requirement normally applicable to related parties’ transactions because ADLER Real Estate is a non-wholly owned subsidiary of the Company in which no other related party of the Company holds an interest.
In the interests of maximum transparency, the Company has opted to publicly announce the transaction on its website, notwithstanding the exemption described above.
Luxembourg, 24 June 2022
ADLER Group S.A.
Board of Directors
|Company:||Adler Group S.A.|
|55, Allée Scheffer|
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