DEMIRE Deutsche Mittelstand Real Estate AG: Invitation to backstop

Langen, 1 August 2024. In connection with the planned financial restructuring measures of DEMIRE’s (the “Company”) unsecured corporate bond due October 15, 2024 (the “Notes”) and further to the Company's ad hoc announcements dated June 5, 2024 and July 1, 2024, respectively, the Company refers to the backstop letter entered into between the Company and certain holders of the Notes on June 4, 2024 (the “Backstop Letter”) which contemplates a cash tender offer related to the Notes. DEMIRE hereby announces that any Eligible Holder (as defined below) of the Notes who wishes to accede to the Backstop Letter as outlined in the ad hoc announcement of the Company on June 5, 2024 should contact the Company (at the contact details below) within the next 14 days to receive a copy of the Backstop Letter and corresponding instructions for purposes of the accession thereto.

“Eligible Holders” are defined as persons who are:

1. either non-U.S. persons located outside the United States or dealers or other professional fiduciaries in the United States acting on a discretionary basis for the benefit or account of non-U.S. persons located outside the United States, as those terms are defined in Regulation S under the Securities Act; or persons located in the United States or U.S. persons who are either (i) qualified institutional buyers within the meaning of Rule 144A under the Securities Act or (ii) “accredited investors” as defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act, that are institutions; and
2. persons other than retail investors in the United Kingdom, defined as a person who is one (or more) of: (i) a retail client as defined point (8) of Article 2 of Regulation (EU) No. 2017/565 as it forms part of domestic law of the UK by virtue of the European Union (Withdrawal) Act 2018 (“EUWA”); or (ii) a customer within the meaning of the provisions of the Financial Services and Markets Authority and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law of the UK by virtue of the EUWA; (iii) not a qualified investor as defined in Article 2 of Regulation (EU) No. 2017/1129 as it forms part of domestic law of the UK by virtue of the EUWA; and
3. persons other than retail investors in the European Economic Area, defined as a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of MiFID II; (ii) a customer within the meaning of Directive (EU) 2016/97 (as amended), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market and repealing Directive 2003/71/EC.

Contact:
Julius Stinauer MRICS
Head of Investor Relations & Corporate Finance
DEMIRE Deutsche Mittelstand Real Estate AG
Telefon: +49 6103 372 4944
Email: stinauer@demire.ag

End of Press Release

About DEMIRE Deutsche Mittelstand Real Estate AG

Deutsche Mittelstand Real Estate AG acquires and holds commercial real estate in mid-sized cities and up-and-coming locations bordering metropolitan areas across Germany. The Company's particular strength lies in realising the potential of the properties at these locations while focusing on a range of properties that appeals to both regional and international tenants. As of 30 September 2023, DEMIRE's portfolio comprises 60 assets with a lettable space of approx. 860 thousand sqm. Including the proportionately acquired Cielo property in Frankfurt/Main, the market value amounts to approximately EUR 1.4 billion as of 30 September 2023.

The portfolio's focus is on office properties with a blend of retail and hotel properties resulting in a return / risk structure that is appropriate for the commercial real estate segment. The Company places importance on long-term contracts with solvent tenants and the realisation of the properties' potential. DEMIRE anticipates continued stable and sustainable rental income along with solid value appreciation.

DEMIRE aims to expand its portfolio significantly in the medium term. The company focuses on assets contributing strongly to the FFO and properties with the potential for additional value creation. Properties that are not in line with this strategy will be sold. DEMIRE is being further developed operationally and procedurally with numerous measures. The company plans to enhance its operating performance through cost discipline as well as an active asset and portfolio management approach.

DEMIRE Deutsche Mittelstand Real Estate AG AG (ISIN: DE000A0XFSF0) shares are listed in the Regulated Market (Prime Standard segment) of the Frankfurt Stock Exchange.