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PRESS RELEASE: Prime Office AG: Individual shareholders initiated special proceedings

DGAP-News: Prime Office AG / Key word(s): Legal Matter Prime Office AG: Individual shareholders initiated special proceedings

10.02.2014 / 08:55

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Prime Office AG: Individual shareholders initiated special proceedings

Cologne, 10 February 2014. By an application letter dated 28 January, 2014 which was served on Prime Office AG on 7 February, 2014, five shareholders initiated special valuation proceedings under the German Act on Special Valuation Proceedings ('SpruchG'). Following the merger of the previous Prime Office REIT-AG, Munich, into OCM German Real Estate Holding AG (now operating under the registered name of Prime Office AG), Cologne, the claimants applied for a judicial determination of the appropriate additional cash payment pursuant to 15 paragraph 1 of the German Reorganization Act ('UmwG') in connection with 1 No. 4 SpruchG in connection with 2 et seq. SpruchG. These shareholders claim with various arguments that the exchange ratio was inappropriate and, therefore, they are entitled to an additional cash payment plus interest. In the event that such valuation proceedings determine that the Company must improve the ex-change ratio by making an additional cash payment, this court decision, once it has become non-appealable, takes legal effect for and against all shareholders of the former Prime Office REIT-AG pursuant to 13 of the German Act on Special Valuation Proceedings.

The merger of the former Prime Office REIT-AG into Prime Office AG (the previous OCM German Real Estate Holding AG), which has become effective upon the entry of the merger in the commercial register of Prime Office AG, and the current capital increase of Prime Office AG remain unaffected of these special valuation proceedings.

In the light of this development, Prime Office AG has filed another supplement ('supplement No. 2') with the German financial supervisory authority ('BaFin'), which updates and adds to the company's prospectus dated 20 January 2014 as amended by the supplement No. 1 dated 28 January 2014.

The supplement No. 2 to the prospectus will be available on the internet on http://www.prime-office.de after approval by the BaFin.

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PRESS RELEASE: Prime Office AG: Individual shareholders initiated special proceedings