DGAP-Ad hoc: Coreo AG

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

Coreo issues EUR 20 million bond with warrants, accelerating its growth trajectory

Frankfurt am Main, Germany - 20 December 2017 - Frankfurt-based Coreo AG (ISIN: DE000A0B9VV6) today resolved to issue a bond with warrants to finance its growth strategy. The financing is a combination of a EUR 20 million bond with a coupon of 10 % p. a. and 640,000 warrants for a corresponding number of shares in the company, struck at an exercise price of EUR 2.50 per warrant/share. The bond with warrants has been placed in full with investors of Serengeti Asset Management LP, an investment advisor registered with the United States Securities and Exchange Commission (SEC).

Coreo's management sees the issue of this bond with warrants as an excellent opportunity to obtain capital to fund its growth plans without immediately diluting shareholders. The proceeds of the bond issuance will be deployed into the acquisition of attractive real estate assets, some of which Coreo is already negotiating under exclusivity.
About Coreo AG
With the conversion to Coreo AG, the company created from the technology investment company Nanostart AG is being strategically realigned. It aims to develop a value-driven real estate portfolio of selected commercial and residential properties.
 

IMPORTANT NOTE

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH, OR TO PERSONS IN ANY JURISDICTION TO WHOM, SUCH DISTRIBUTION WOULD BE UNLAWFUL

This announcement is for information purposes only and does not constitute, contain or form part of, and should not be construed as, an offer or an invitation to sell, or issue or the solicitation of any offer to buy or subscribe for, any securities. In connection with this transaction there has not been, nor will there be, any public offering of the Bonds. No prospectus will be prepared in connection with the offering of the Bonds. The Bonds may not be offered to the public in any jurisdiction under circumstances which would require the issuer of the Bonds to prepare or register any prospectus or offering document relating to the Bonds in such jurisdiction.

The distribution of this announcement and the offer and sale of the Bonds in certain jurisdictions may be restricted by law. Any persons reading this announcement should inform themselves of and observe any such restrictions.

This announcement does not constitute an offer to sell or a solicitation of an offer to purchase any securities in the United States. Any securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the laws of any state within the U.S., and may not be offered or sold in the United States absent registration or an applicable exemption from registration or in a transaction not subject to the registration requirements of the Securities Act. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the issuer or the selling security holder and that will contain detailed information about the company and management, as well as financial statements. There will be no offering of the securities in the United States. This announcement and the information contained herein may not be distributed or sent into the United States, or in any other jurisdiction in which offers or sales of the securities described herein would be prohibited by applicable laws and should not be distributed to publications with a general circulation in the United States. The Bonds are being offered and sold outside the United States only in reliance on Regulation S under the Securities Act.

The offer referred to herein when made in member states of the European Economic Area ("EEA") which have implemented the Prospectus Directive (each, a "relevant member state"), is only addressed to and directed at persons who are "qualified investors" as defined in the Prospectus Directive ("Qualified Investors"). For these purposes, the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including by Directive 2010/73/EU, as amended).
In the United Kingdom, this announcement is only being distributed to and is only directed at (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") and (ii) high net worth entities falling within Article 49(2) of the Order and (iii) persons to whom it would otherwise be lawful to distribute it (all such persons together being referred to as "relevant persons"). The Bonds are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Bonds will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents.