DGAP-Adhoc

PREOS Global Office Real Estate & Technology AG plans admission of new majority shareholder and reallocation of shares in subsidiary GORE German Office Real Estate AG - Seite 2

In a first step, a portfolio of Luxembourg real estate project developments consisting of an investment holding and a debt fund with a market value expected to exceed EUR 1 billion is to be contributed to GORE by means of a capital increase in kind against the issuance of new GORE shares. The value to be applied to the GORE shares is to be determined on the basis of the stock exchange price and on the basis of a company valuation and is expected to be within a range of EUR 2 to EUR 3 per GORE share. This will result in a value adjustment requirement for PREOS with regard to the approximately 23 million shares valued at EUR 4.00 in the annual financial statements per 31 December 2020.

In a second step, the newly created GORE shares are to be contributed to PREOS also in the context of a capital increase against contributions in kind against the issue of new PREOS shares. The value to be applied to the PREOS shares shall also be determined in this case on the basis of the stock exchange price and on the basis of a company valuation and is expected to be in a span of EUR 4.50 to EUR 5.50 per PREOS share.

The required Shareholders' Meeting resolutions for the first two steps are planned for the beginning of 2022.

The GORE shares held by PREOS following these two transaction steps are to be reallocated to investors in a third step. The revenues accruing to PREOS from the re-placement of the GORE shares are to be used as equity shares for the further expansion of the PREOS real estate portfolio with a focus on premium properties in the commercial real estate market in Germany and, in a further step, in other European financial metropolises. Based on this inflow of funds, PREOS plans to expand its real estate portfolio by properties with a total market value of at least EUR 3 billion by the end of 2023. In the course of the transaction, PREOS will seek to fill two supervisory board positions as well as the executive board. The negotiations with Thomas Olek regarding the assumption of a management board position in PREOS (see ad hoc notification of 22 September 2020 and corporate news of 28 December 2020) are to be terminated in this context and Mr Olek is to continue to be available solely as an advisor to the publity Group.