Investment agreement and takeover offer

Dear shareholders,

On 16 June 2022, Atlantic BidCo GmbH announced that it has secured a total of 83.8 per cent of Aareal Bank shares after the end of the statutory additional acceptance period.

The Bidder is indirectly held by funds managed and advised by Advent International Corporation and Centerbridge Partners as well as CPP Investment Board Europe S.à.r.l., a wholly-owned subsidiary of Canada Pension Plan Investment Board (“CPP Investments“) and further minority shareholders.

Atlantic BidCo GmbH already announced on 30 May 2022 that it had secured 74.62 per cent of Aareal Bank shares after the end of the acceptance period, thus exceeding the minimum acceptance level of 60 per cent set out in the course of the voluntary public takeover offer.

Closing of the takeover offer is subject to regulatory approvals and is expected to take place in the fourth quarter of 2022 or in the first quarter of 2023.

Bidder press release dated 16 June 2022

Further Information:

Investment Agreement and takeover offer November/December 2021

Atlantic BidCo GmbH (the “Bidder”), a bidder company 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) – announced on 4 February 2022 that its voluntary public takeover offer for all shares in Aareal Bank AG was not successful:

Please see below for more information on the course of the voluntary public takeover offer: