EANS-Adhoc: Tender Offer by Atrium European Real Estate Limited for any and all of its EUR130,000,000 Floating Rate Notes due 2017

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ad-hoc disclosure transmitted by euro adhoc with the aim of a Europe-wide
distribution. The issuer is solely responsible for the content of this
announcement.
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Capital measures
05.06.2015

Tender Offer by Atrium European Real Estate Limited for any and all
of its EUR130,000,000 Floating Rate Notes due 2017

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY
PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND
POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM,
AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS), ANY
STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA OR TO ANY U.S.
PERSON (AS DEFINED BELOW) (SEE "OFFER AND DISTRIBUTION RESTRICTIONS"
BELOW)

Jersey, 5 June 2015: Atrium European Real Estate Limited (the
Company)announced today an invitation to holders of its
EUR130,000,000 Floating Rate Notes due 2017 (ISIN: AT0000496633) (the
Notes) to tender their Notes for purchase by the Company for cash
(theOffer). The Offer is being made on the terms and subject to the
conditions and defined terms contained in the tender offer memorandum
dated 5 June 2015 (the Tender Offer Memorandum) prepared by the
Company for the Offer, and is subject to the offer restrictions set
out below and as more fully described in the Tender Offer Memorandum.
The Offer is intended to allow the Company to continue its strategy
of further optimising its capital structure and the efficiency of the
group's balance sheet, as well as to extend its average debt
maturity.

The Company will pay EUR1,080 (the Purchase Price) for each EUR1,000
in nominal amount of the Notes accepted by it for purchase pursuant
to the Offer. The Company will also pay accrued interest on such
Notes. If the Company decides to accept valid tenders of the Notes
for purchase pursuant to the Offer, it will accept for purchase all
of the Notes that are validly tendered, with no pro rata scaling.

Description of ISIN Outstanding Amount subject to
the Notes nominal amount* the Offer Purchase Price

EUR130,000,000 EUR1,080 for each
Floating Rate AT0000496633 EUR83,850,000 Any and all EUR1,000 in
Notes due 2017 nominal amount

* Excluding EUR46,150,000 in aggregate nominal amount of Notes currently held by

the Company.

The Offer begins on 5 June 2015 and expires at 5.00 p.m. (Vienna
time) on 19 June 2015 (the Expiration Deadline), unless extended,
re-opened or terminated.

In order to be eligible to receive the Purchase Price pursuant to the
Offer, Noteholders must validly tender their Notes for purchase by
the Expiration Deadline, by delivering, or arranging to have
delivered on their behalf, a valid Tender Instruction (as defined in
the Tender Offer Memorandum) that is received by the Tender Agent by
the Expiration Deadline. Noteholders who wish to participate in the
Offer should refer to the Tender Offer Memorandum for the procedures
which must be followed in order to do so. In particular, Notes can
only be tendered for purchase in minimum nominal amounts of EUR50,000
and integral multiples of EUR50,000 thereafter. Tenders of Notes will
be irrevocable except in the limited circumstances described in the
Tender Offer Memorandum.

The anticipated transaction timetable is summarised below:

Event Expected Time/Date
Launch Date: 5 June 2015

Expiration Deadline: 5.00 p.m. (Vienna time) on 19 June 2015

Announcement of Acceptance and Results: At or around noon (Vienna time) on 22
June 2015

Settlement Date: Expected to be on 23 June 2015

The deadlines set by any intermediary or clearing system may be
earlier than the deadlines specified above.

Subject to applicable law and as provided in the Tender Offer
Memorandum, the Company may, in its sole discretion, extend, re-open,
amend, waive any condition of or terminate the Offer at any time.

Further Information The Offer is described in full in the Tender
Offer Memorandum, which (subject to distribution restrictions) is
available from the Tender Agent. Brüll Kallmus Bank AG and Deutsche
Bank AG, London Branch are the Dealer Managers for the Offer.

Requests for information in relation to the Offer should be directed
to: THE DEALER MANAGERS ____________________________________________
______________________________

|Brüll Kallmus Bank AG, Linz Branch |Deutsche Bank AG, London Branch |
|Dametzstraße 38/3 |Winchester House |
|A-4020 Linz |1 Great Winchester Street |
| |London EC2N 2DB |
|Telephone: +43 316 90313 2752 |United Kingdom |
|Attention: Mr. Dietmar Mayrhofer/Mr.|Telephone: +44 20 7545 8011 |
|Reinhard Furtmüller |Attention: Liability Management Group|
|Email: mayrhofer@bkbank.at / |Email: liability.management@db.com |
|furtmueller@bkbank.at_______________|_____________________________________|

Requests for information in relation to the procedures for tendering Notes in,
and for any documents or materials relating to, the Offer should be directed to:

THE TENDER AGENT

Deutsche Bank AG, London Branch
Winchester House
1 Great Winchester Street
London EC2N 2DB
United Kingdom
Telephone: +44 20 7547 5000
Fax: +44 20 7547 5001
Attention: Issuer Services - Debt & Agency Services
Email: xchange.offer@db.com

DISCLAIMER This announcement must be read in conjunction with the
Tender Offer Memorandum. This announcement and the Tender Offer
Memorandum contain important information which should be read
carefully before any decision is made with respect to the Offer. If
you are in any doubt as to the action you should take, you are
recommended to seek your own financial advice, including as to any
tax consequences, from your stockbroker, bank manager, solicitor,
accountant or other independent financial adviser. Any individual or
company whose Notes are held on its behalf by a broker, dealer, bank,
custodian, trust company or other nominee must contact such entity if
it wishes to tender Notes in the Offer. None of the Company, the
Dealer Managers or the Tender Agent makes any recommendation as to
whether Noteholders should tender any Notes in the Offer.

OFFER AND DISTRIBUTION RESTRICTIONS The distribution of this
announcement and the Tender Offer Memorandum in certain jurisdictions
may be restricted by law. Persons into whose possession this
announcement and/or the Tender Offer Memorandum comes are required by
the Company, the Dealer Managers and the Tender Agent to inform
themselves about and to observe any such restrictions. Neither this
announcement nor the Tender Offer Memorandum constitutes an offer to
buy or a solicitation of an offer to sell the Notes, and tenders of
Notes in the Offer will not be accepted from Noteholders, in any
circumstances in which such offer or solicitation is unlawful. In
those jurisdictions where the securities, blue sky or other laws
require the Offer to be made by a licensed broker or dealer and
either Dealer Manager or any of their respective affiliates is such a
licensed broker or dealer in such jurisdictions, the Offer shall be
deemed to be made on behalf of the Company by such Dealer Manager or
such affiliate (as the case may be) in such jurisdictions.

United States. The Offer is not being made and will not be made,
directly or indirectly, in or into, or by use of the mails of, or by
any means or instrumentality of interstate or foreign commerce of, or
of any facilities of a national securities exchange of, the United
States or to any U.S. Person (a U.S. Person) as defined in Regulation
S of the United States Securities Act of 1933. This includes, but is
not limited to, facsimile transmission, electronic mail, telex,
telephone, the internet and other forms of electronic communication.
The Notes may not be tendered for purchase pursuant to the Offer by
any such use, means, instrumentality or facility from or within the
United States or by persons located or resident in the United States
or by a U.S. Person or by any person acting for the account of a U.S.
Person. Accordingly, copies of this announcement and the Tender Offer
Memorandum and any other documents or materials relating to the Offer
are not being, and must not be, directly or indirectly, mailed or
otherwise transmitted, distributed or forwarded (including, without
limitation, by custodians, nominees or trustees) in or into the
United States or to any U.S. Persons or any persons located or
resident in the United States. Any purported tender of Notes in the
Offer resulting directly or indirectly from a violation of these
restrictions will be invalid and any purported tender of Notes made
by a U.S. Person, or any person acting for the account of a U.S.
Person, or a person located in the United States or any agent,
fiduciary or other intermediary acting on a non-discretionary basis
for a principal giving instructions from within the United States
will be invalid and will not be accepted.

Each holder of Notes participating in the Offer will represent that
it is not a U.S. Person, it is not located in the United States and
is not participating in the Offer from the United States or it is
acting on a non-discretionary basis for a principal that is not a
U.S. Person, that is located outside the United States and that is
not giving an order to participate in the Offer from the United
States. For the purposes of this and the above paragraph, United
States means the United States of America, its territories and
possessions (including Puerto Rico, the U.S. Virgin Islands, Guam,
American Samoa, Wake Island and the Northern Mariana Islands), any
state of the United States of America and the District of Columbia.
Italy. None of the Offer, this announcement, the Tender Offer
Memorandum or any other documents or materials relating to the Offer
have been submitted to the clearance procedures of the Commissione
Nazionale per le Società e la Borsa (CONSOB) pursuant to Italian laws
and regulations. The Offer is being carried out in the Republic of
Italy as an exempted offer pursuant to article 101-bis, paragraph
3-bis of the Legislative Decree No. 58 of 24 February 1998, as
amended (the Financial Services Act) and article 35-bis, paragraph 4
of CONSOB Regulation No. 11971 of 14 May 1999, as amended. Holders or
beneficial owners of the Notes that are located in Italy can tender
Notes for purchase in the Offer through authorised persons (such as
investment firms, banks or financial intermediaries permitted to
conduct such activities in Italy in accordance with the Financial
Services Act, CONSOB Regulation No. 16190 of 29 October 2007, as
amended from time to time, and Legislative Decree No. 385 of 1
September 1993, as amended) and in compliance with applicable laws
and regulations or with requirements imposed by CONSOB or any other
Italian authority.

United Kingdom. The communication of this announcement, the Tender
Offer Memorandum and any other documents or materials relating to the
Offer is not being made and such documents and/or materials have not
been approved by an authorised person for the purposes of section 21
of the Financial Services and Markets Act 2000. Accordingly, such
documents and/or materials are not being distributed to, and must not
be passed on to, the general public in the United Kingdom. The
communication of such documents and/or materials as a financial
promotion is only being made to (i) persons who are outside the
United Kingdom, (ii) investment professionals falling within Article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the Order), (iii) persons falling
within Article 43(2) of the Order, or (iv) other persons to whom it
may lawfully be communicated (all such persons together being
referred to as Relevant Persons). Any person in the United Kingdom
who is not a Relevant Person should not act or rely on any such
document or materials or any of their content. Any investment or
investment activity to which these documents or materials relate is
available only to Relevant Persons and will be engaged in only with
Relevant Persons. The documents and materials and their contents
should not be distributed, published or reproduced (in whole or in
part) or disclosed by recipients to any other person in the United
Kingdom.

France. The Offer is not being made, directly or indirectly, to the
public in the Republic of France (France). Neither this announcement,
the Tender Offer Memorandum nor any other document or material
relating to the Offer has been or shall be distributed to the public
in France and only (i) providers of investment services relating to
portfolio management for the account of third parties (personnes
fournissant le service d'investissement de gestion de portefeuille
pour compte de tiers) and/or (ii) qualified investors (investisseurs
qualifiés), other than individuals, acting for their own account, all
as defined in, and in accordance with, Articles L.411-1, L.411-2 and
D.411- 1 of the French Code monétaire et financier, are eligible to
participate in the Offer. Neither this announcement nor the Tender
Offer Memorandum has been or will be submitted for clearance to or
approved by the Autorité des Marchés Financiers.

Belgium. None of this announcement, the Tender Offer Memorandum or
any other documents or materials relating to the Offer have been
submitted to or will be submitted for approval or recognition to the
Belgian Financial Services and Markets Authority (Autoriteit voor
Financiële Diensten en Markten / Financial Services and Markets
Authority) and, accordingly, the Offer may not be made in Belgium by
way of a public offering, as defined in Articles 3 and 6 of the
Belgian Law of 1 April 2007 on public takeover bids, as amended or
replaced from time to time. Accordingly, the Offer may not be
advertised and the Offer will not be extended, and none of this
announcement, the Tender Offer Memorandum or any other documents or
materials relating to the Offer (including any memorandum,
information circular, brochure or any similar documents) has been or
shall be distributed or made available, directly or indirectly, to
any person in Belgium other than "qualified investors" in the sense
of Article 10 of the Belgian Law of 16 June 2006 on the public offer
of placement instruments and the admission to trading of placement
instruments on regulated markets (as amended from time to time),
acting on their own account. Insofar as Belgium is concerned, this
announcement and the Tender Offer Memorandum have been issued only
for the personal use of the above qualified investors and exclusively
for the purpose of the Offer. Accordingly, the information contained
in this announcement or the Tender Offer Memorandum may not be used
for any other purpose or disclosed to any other person in Belgium.

Jersey. The Offer does not constitute a prospectus nor an offer or
invitation to the public for the purposes of the Companies (Jersey)
Law 1991, as amended, or the Control of Borrowing (Jersey) Order 1958
and no consent, licence or other authority has been sought under
these laws or any other securities laws in the Island of Jersey.
Accordingly, none of this announcement, the Tender Offer Memorandum
or any other documents relating to the Offer may be circulated in
Jersey.

Further inquiry note:
For further information:
FTI Consulting Inc.:
+44 (0)20 3727 1000
Richard Sunderland
Claire Turvey
Richard.sunderland@fticonsulting.com

end of announcement euro adhoc
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issuer: Atrium European Real Estate Limited
Seaton Place 11-15
UK-JE4 0QH St Helier Jersey / Channel Islands
phone: +44 (0)20 7831 3113
mail: richard.sunderland@fticonsulting.com
WWW: http://www.aere.com
sector: Real Estate
ISIN: JE00B3DCF752
indexes: Standard Market Continuous
stockmarkets: official market: Wien, stock market: Luxembourg Stock Exchange
language: English