DGAP-Adhoc: ADO Properties S.A.: ADO Properties launches capital increase by means of an accelerated bookbuild offering

ADO Properties S.A.  / Key word(s): Capital Increase

20.04.2016 17:46

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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Not for release, publication or distribution, directly or indirectly, in or
into the United States, Australia, Canada or Japan or any other
jurisdiction in which the distribution or release would be unlawful.

- Issuance of up to 3,499,999 new shares, representing approximately 10% of
the currently issued share capital
- Proceeds to be used for continued growth by acquiring further residential
portfolios in Berlin in line with its strategy
- ADO Group Limited has committed to support ADO Properties in its capital
increase by purchasing shares pro rata to its current 37.0 percent
shareholding


Berlin, 20 April 2016: The Board of Directors of ADO Properties S.A. ("ADO
Properties" or the "Company") resolved today to carry out a capital
increase excluding pre-emptive rights of existing shareholders. The Company
intends to issue up to 3,499,999 new shares (the "Placement Shares"),
thereby increasing its share capital to up to 38,499,999 shares, which
represents an increase of approximately 10% of the currently issued share
capital, by means of an accelerated bookbuild offering (the "Placement").

The Company intends to use the net proceeds to finance the acquisition of
further residential portfolios in Berlin, thereby continuing its successful
growth in line with its strategy, and for general corporate purposes.

The Placement will be launched with immediate effect and is expected to end
before markets open tomorrow, subject to acceleration or extension. The
Company will determine the final number of Placement Shares to be issued
and the price at which the Placement Shares will be placed (the "Placement
Price") following the conclusion of the accelerated bookbuild offering.

ADO Group Limited has committed to support ADO Properties in its capital
increase by purchasing at the Placement Price Placement Shares pro rata to
retain its 37.0 percent shareholding in the Company.

The Placement Shares will be offered exclusively (except with regard to ADO
Group Limited) to institutional investors in Germany and elsewhere in
Europe in offshore transactions as defined in, and in reliance on,
Regulation S ("Regulation S") under the U.S. Securities Act of 1933, as
amended (the "Securities Act"), and in the United States only to persons
reasonably believed to be "qualified institutional buyers" (as defined in
Rule 144A under the Securities Act ("Rule 144A")) pursuant to Rule 144A.

The Placement Shares are entitled to full dividend in respect of any
dividend declarations by the Company after the date of issue of the
Placement Shares. The Placement Shares are expected to be submitted to
trading on 22 April 2016, without the publication of a securities
prospectus. Settlement of the transaction is expected to take place on 25
April 2016.

The Company and ADO Group Limited have committed to a lock-up period of 90
days following closing of the Placement.


Disclaimer

This announcement does not contain or constitute an offer of, or the
solicitation of an offer to buy or subscribe for, securities to any person
in the United States, Australia, Canada, Japan or in any jurisdiction to
whom or in which such offer or solicitation is unlawful.

This release is not an offer of securities for sale in the United States of
America. Securities may not be offered or sold in the United States of
America absent registration or an exemption from registration under the
U.S. Securities Act of 1933, as amended (the "Securities Act"). Any public
offering of securities to be made in the United States of America would be
made by means of a prospectus that could be obtained from the Company and
would contain detailed information about the Company and management, as
well as financial statements. There will be no public offer of securities
in the United States of America.

The securities referred to herein may not be offered or sold in Australia,
Canada or Japan or to, or for the account or benefit of, any national,
resident or citizen of Australia, Canada or Japan.


20.04.2016 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de

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Language:     English
Company:      ADO Properties S.A.
              20 rue Eugène Ruppert
              LK-2453 Luxembourg
              Grand Duchy of Luxembourg
Phone:        +49 (0)30-403 907 900
Fax:          +49 (0)30-403 907 901
E-mail:       office@ado.immo
Internet:     www.ado.immo
ISIN:         LU1250154413
WKN:          A14U78
Indices:      SDAX
Listed:       Regulated Market in Frankfurt (Prime Standard); Regulated
              Unofficial Market in Dusseldorf, Stuttgart, Tradegate
              Exchange
 
End of Announcement                             DGAP News-Service
 
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