On December 8, 2011, the Management Board of ADLER Real Estate
AG, Hamburg, resolved to acquire shares of the Company representing up to
10% of the share capital, i.e., a maximum of 1.5 million shares, for a maximum
aggregate acquisition price of EUR 1.0 million (excluding ancillary costs).
The shares will be acquired exclusively in the open market. Purpose of the
program is to reduce the share capital by redeeming the acquired shares.
The Supervisory Board has granted its approval to the share buyback.
The authorization to buy back shares was granted by the Annual General Meeting
on August 27, 2010.
According to the resolutions of the Management and the Supervisory Board
the share buyback period commenced on December 15, 2011 and will terminate
on March 30, 2012 at the latest (latest possible trading day).
The share buyback will be carried out under the Safe Harbor reservation
in accordance with Section 14 para. 2 and Section 20a para. 3 of the German
Securities Trading Act in conjunction with the rules of the Commission Regulation
(EC) No. 2273/2003 of December 22, 2003 implementing Directive 2003/6/EC
of the European Parliament and of the Council as regards exemptions for buyback
programs and stabilization of financial instruments ('EC Regulation 2273/2003').
The exceptional rule of Article 5 Clause 3 EC Regulation 2273/2003 will be
utilized. Therefore up to 50 % of the average daily turnover of the last
20 trading days can be bought at trading day.
The share buyback will be executed by the credit institution Close Brothers
Seydler Bank AG on behalf and for the account of Company in line with the
above mentioned rules and in compliance with the provisions of the authorization
of the Company's Shareholders’ Meeting of August 27, 2010. In accordance
with the General Meeting authorization the acquisition price (excluding ancillary
costs) will not exceed by more than 10% or undercut by more than 20% of the
average closing price of the share on the stock exchange (Xetra) on the three
trading days preceding the conclusion of the transaction obligating the company
to acquire shares in the Company. The credit institution will make its decisions
regarding the timing of the share acquisition independently of and without
influence by the Company.
The transactions will be published in accordance with Article 4 of EC Regulation
2273/2003.
ADLER Real Estate AG
The Management Board
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Extension of the Share Buyback Program
With resolution of the Management and the Supervisory Board of March 29,
2012, the share buyback program, based on the AGM’s authorization of
August 27, 2010, was extended by six months, through 30 September 2012.
All of the program's terms and conditions will continue to apply until the
end of its extended term. So far under the program as of March 27, 2012,
a total of 291,038 shares have been purchased at a total price of EUR 186,920.
ADLER Real Estate AG
The Management Board
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