DGAP-News

Management Board and Supervisory Board issue supplementary reasoned statement on the amended takeover offer by Atlantic BidCo GmbH

DGAP-News: Aareal Bank AG / Key word(s): Mergers & Acquisitions Management Board and Supervisory Board issue supplementary reasoned statement on the amended takeover offer by Atlantic BidCo GmbH 20.01.2022 / 14:41 The issuer is solely responsible for the content of this announcement. Management Board and Supervisory Board issue supplementary reasoned statement on the amended takeover offer by Atlantic BidCo GmbH

- Bidder has lowered the minimum acceptance level from 70 per cent to 60 per cent

- Acceptance period extended until 2 February 2022

- Management Board and Supervisory Board of Aareal Bank continue to recommend accepting the takeover offer

Wiesbaden, 20 January 2022 - Today the Management Board and Supervisory Board of Aareal Bank Group have issued their joint supplementary reasoned statement on the Offer Document amended by the bidding company Atlantic BidCo GmbH (the "Bidder") on 18 January 2022. In the amended Offer Document, Atlantic BidCo, which is held indirectly by financial investors Advent International Corporation and Centerbridge Partners, L.P., as well as other co-investors - including the Canada Pension Plan Investment Board (CPPIB) - has lowered the minimum acceptance level from 70 per cent to 60 per cent of Aareal Bank shares. The offer price has remained unchanged, at a cash consideration of € 29.00 per share.

In their supplementary reasoned statement, the Management Board and Supervisory Board continue to recommend that shareholders accept the offer - outlining the reasons for this recommendation by reference to the reasoned statement on the original offer, published on 27 December 2021. Due to this amendment to the terms of the offer, the acceptance period for the offer was extended until 2 February 2022 (24:00 CET). Moreover, Aareal Bank confirms not having received any competing offer since Atlantic BidCo GmbH published its offer.

Jochen Klösges, Chief Executive Officer of Aareal Bank, commented: "We continue to support the offer because from a strategic perspective, it is in the best interests of the Company and its stakeholders. We are pursuing a long-term strategy for Aareal Bank and Aareon; together with the Bidder, we want to further strengthen the growth of Aareal Bank Group in its current structure."