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Aggregate to acquire 69% in CONSUS Commercial Property AG through a mixed capital increase against contribution in kind and cash with a total volume of approximately EUR 743 million

Disclosure of inside information pursuant to Art. 17 EU Market Abuse Regulation (MAR)#

Luxembourg, 22 August 2017 – Aggregate Holdings S.A, through its 100% subsidiary, today entered into a framework agreement (Grundlagenvereinbarung) with CONSUS Commercial Property AG, Leipzig/Germany (“Consus”) pursuant to which Aggregate Holdings S.A. will contribute and transfer 50% of the shares in GC Gruppe AG, Berlin, a holding company active in real estate project development and services in Germany, into Consus.

The transaction will be conducted by a way of a mixed contribution in kind against a total consideration of approximately EUR 743 million, comprising 55,650,383 new shares from a capital increase of Consus (representing a 69% stake in Consus) with a value based on the volume-weighted three month average share price of Consus as per 10 August 2017 of 10.6622 Euros per share totalling approximately EUR 593 million, and corporate bonds to be issued by Consus with a nominal value of 150 million Euro. The capital increase against mixed contribution in kind is yet to be approved by Consus’ shareholders’ meeting which will be held on September 28th 2017.

CONSUS Commercial Property AG is a German value-add commercial real estate buy & hold player focused on investment opportunities resulting from unique special situations often sourced from its longlasting network of business partners. Consus dynamically develops its real estate portfolio with the target of being a long term leading commercial real estate platform in Germany. Consus is listed in the M:Access market of the Munich and Frankfurt Stock Exchanges.

Through the transaction, Aggregate Holdings S.A. would become indirectly a significant shareholder in Consus. It is expected that the transaction will be closed in Q4 2017.

Upon closing, Aggregate Holdings S.A. as well as Consus will have created the largest listed real estate development company in Germany.

Aggregate Holdings S.A., Luxembourg
The Management

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