Obligation Alstria Office Properties 2.25% ( XS1323052180 ) en EUR

Alstria Office Properties

100 % ▼

Allemagne

XS1323052180 ( en EUR )

2.25% par an ( paiement annuel )

24/03/2021 - Obligation échue

Prospectus brochure de l'obligation Alstria Office REIT XS1323052180 en EUR 2.25%, échue

100 000 EUR

500 000 000 EUR

Alstria Office REIT est une société d'investissement immobilier cotée en bourse, spécialisée dans l'acquisition, la gestion et la valorisation de bureaux de qualité supérieure principalement situés en Allemagne.

L'obligation identifiée par le code ISIN XS1323052180, émise par Alstria Office REIT, représentait un instrument de dette d'une valeur nominale totale de 500 000 000 EUR, avec une taille minimale d'achat fixée à 100 000 EUR. L'émetteur de cette obligation, Alstria Office REIT, est une société d'investissement immobilier (REIT) basée en Allemagne, spécialisée dans la détention et la gestion de propriétés de bureaux dans le pays. Ces entités recourent fréquemment à l'émission d'obligations pour financer l'acquisition ou le développement de leurs actifs, diversifiant ainsi leurs sources de capitaux. Cette émission, libellée en Euros et originaire d'Allemagne, offrait un taux d'intérêt fixe de 2.25%, avec une fréquence de paiement annuelle pour les détenteurs de l'obligation. L'élément le plus notable concernant cette obligation est son statut actuel : elle est arrivée à maturité le 24 mars 2021 et a été intégralement remboursée à 100% de sa valeur nominale, un processus qui garantit aux détenteurs de l'obligation la récupération de leur capital investi, conformément aux termes de l'émission initiale.

23 November 2015
Not for distribution in the United States of America

alstria office REIT-AG
(incorporated in Germany as a stock corporation)
EUR 500,000,000 2.250% Fixed Rate Notes due 2021
alstria office REIT-AG, Hamburg, Germany (the "Issuer" or the "Company", and together with
its fully consolidated subsidiaries, the "Group", "alstria" or the "alstria Group") will issue on
24 November 2015 EUR 500,000,000 2.250% Fixed Rate Notes due 2021 (the "Notes"). The Notes will
bear interest at a rate of 2.250% per year, payable annually in arrears on 24 March and commencing on
24 March 2016 (short first coupon). The Notes are governed by the laws of the Federal Republic of
Germany ("Germany") and will be issued in a denomination of EUR 100,000.
Unless previously redeemed or purchased and cancelled in accordance with the terms and
conditions of the Notes ("Terms and Conditions"), the Notes will be redeemed at par on 24 March 2021
(the "Maturity Date").
Application has been made to the Luxembourg Stock Exchange for the Notes to be listed on the
Official List of the Luxembourg Stock Exchange and to be admitted to trading on the Luxembourg Stock
Exchange's Regulated Market. The Luxembourg Stock Exchange's Regulated Market is a regulated
market for the purposes of Directive 2004/39/EC of the European Parliament and of the Council of
21 April 2004 on Markets in Financial Instruments, as amended.
Joint Bookrunners
J.P. Morgan
Société Générale
UBS Investment Bank
UniCredit Bank
Corporate &
Investment Banking

187053-3-2-v21.0
- 2-
41-40610290

NOTICE
This prospectus (the "Prospectus") should be read and construed with any supplement thereto
and with any other documents incorporated by reference in relation to the Notes.
This Prospectus is confidential and is being furnished by J.P. Morgan Securities plc
("J.P. Morgan"), Société Générale, UBS Limited ("UBS"), and UniCredit Bank AG ("UniCredit")
(together, the "Joint Bookrunners") solely for the purpose of enabling prospective investors to consider
the purchase of the Notes described herein. The information contained in this Prospectus has been
provided by alstria and other sources identified herein. To the fullest extent permitted by law, no
representation or warranty is made or implied by the Joint Bookrunners or any of their affiliates, and
neither the Joint Bookrunners nor any of their affiliates make any representation or warranty or accept
any responsibility, as to the accuracy or completeness of the information contained in this Prospectus or
for any statement purported to be made by or on behalf of the Joint Bookrunners. Investors in the Notes
must rely only on the information contained in this Prospectus.
No person has been authorized to give any information or to make any representation concerning
alstria or the Notes (other than as contained in this Prospectus) and, if given or made, any such other
information or representation should not be relied upon as having been authorized by alstria or the Joint
Bookrunners. In making an investment decision, investors must rely on their own examination of the
Issuer, and the terms of the offering, including the merits and risks involved. Any decision to purchase
Notes should be based solely on this Prospectus.
Any reproduction or distribution of this Prospectus, in whole or in part, and any disclosure of its
contents or use of any information herein for any purpose other than considering an investment in the
Notes is prohibited. Each offeree of the Notes, by accepting delivery of this Prospectus, agrees to the
foregoing.
The Issuer has confirmed to the Joint Bookrunners that this Prospectus is true and accurate in all
material respects and is not misleading; that any opinions and intentions expressed herein are honestly
held and based on reasonable assumptions; that there are no other facts with respect to the Issuer the
omission of which would make this Prospectus as a whole or any statement herein or opinions or
intentions expressed herein misleading in any material respect; and that all reasonable enquiries have
been made to verify the foregoing.
To the fullest extent permitted by law, the Joint Bookrunners do not accept any responsibility for
the contents of this Prospectus or for any other statements made or purported to be made by the Joint
Bookrunners or on their behalf in connection with the Issuer or the Notes. The Joint Bookrunners
accordingly disclaim all and any liability whether arising in tort or contract or otherwise which they might
otherwise have in respect of this Prospectus or any such statement.
The Joint Bookrunners are acting exclusively for the Issuer and no one else in connection with
the offering of the Notes. The Joint Bookrunners will not regard any other person (whether or not a
recipient of this Prospectus) as their client in relation to the offering of the Notes and will not be
responsible to anyone other than the Issuer for providing the protections afforded to their client or for
giving advice in relation to the offering or any transaction or arrangement referred to herein.
Neither the delivery of this Prospectus nor the offering, sale or delivery of the Notes shall, in any
circumstances, create any implication that the information contained in this Prospectus is true subsequent
to the date upon which this Prospectus has been published or most recently supplemented or that there has
been no adverse change in the financial position of the Issuer since the date hereof or, as the case may be,
the date upon which this Prospectus has been most recently supplemented or the balance sheet date of the
most recent financial statements which are deemed to be incorporated into this Prospectus by reference or
that any other information supplied in connection with the Notes is correct at any time subsequent to the
date on which it is supplied or, if different, the date indicated in the document containing the same.
None of the Issuer or the Joint Bookrunners, or any of their respective representatives, is making
any representation to any offeree or purchaser of the Notes regarding the legality of an investment in the
Notes by such offeree or purchaser under the laws applicable to such offeree or purchaser. Prospective
investors should not construe anything in this Prospectus as legal, tax, business or financial advice. Each

- i -

investor should consult with his or her own advisors as to the legal, tax, business, financial and related
aspects of a purchase of the Notes.
On issue, the Notes are expected to be rated BBB by S&P Credit Market Services Europe Ltd.
("S&P"). At the date of this Prospectus, the Issuer has a long-term corporate rating of BBB assigned by
S&P. A rating is not a recommendation to buy, sell or hold securities and may be subject to suspension,
change or withdrawal at any time by the assigning rating agency. At the date of this Prospectus, S&P is
established in the European Union, registered under Regulation (EC) no. 1060/2009 of the European
Parliament and of the Council dated 16 September 2009 on credit rating agencies, as amended (the "CRA
Regulation") and included in the list of registered credit rating agencies published by the European
Securities and Markets Authority on its website (www.esma.europa.eu) in accordance with the CRA
Regulation.
The Notes will initially be represented by a temporary global bearer note (the "Temporary
Global Note"), without interest coupons. The Notes are issued in new global note ("NGN") form and will
be delivered on or around the issue date (the "Issue Date") to a common safekeeper ("Common
Safekeeper") for Euroclear Bank SA/NV ("Euroclear") and Clearstream Banking, société anonyme,
Luxembourg ("CBL", and together with Euroclear, the "Clearing System"). The Temporary Global Note
will be exchangeable in whole or in part for a permanent global bearer note (the "Permanent Global
Note" and, together with the Temporary Global Note, the "Global Notes") without interest coupons, not
earlier than 40 days after the Issue Date, upon certification as to non-U.S. beneficial ownership. The
Global Notes are intended to be eligible collateral for Eurosystems monetary policy. Whether NGNs are
recognisable as eligible collateral for Eurosystem monetary policy and intra-day credit operations will
depend upon satisfaction of the Eurosystem eligibility criteria.
Prospective investors should be aware that an investment in the Notes involves risks and that if
certain risks, in particular those described under "Risk Factors", occur, the investors may lose all
or a very substantial part of their investment.
This Prospectus has been prepared on the basis that all offers of the Notes will be made pursuant
to an exemption under European Union Directive 2003/71/EC, as amended ("Prospectus Directive"),
from the requirement to produce a prospectus in connection with offers of the Notes and is thus, for the
purposes of the offering of the Notes, not a prospectus within the meaning of the Prospectus Directive.
Accordingly, any person making or intending to make any offer within the European Economic Area
("EEA") of the Notes which are the subject of the offering contemplated in this Prospectus should only
do so in circumstances in which no obligation arises for the Issuer or the Joint Bookrunners to produce a
prospectus for such offers. None of the Issuer or the Joint Bookrunners has authorized, nor does it or do
they authorize, the making of any offer of the Notes through any financial intermediary, other than offers
made by the Joint Bookrunners which constitute the final placement of the Notes contemplated in this
Prospectus.
Application has been made to the Luxembourg Stock Exchange for the Notes to be listed on the
Official List of the Luxembourg Stock Exchange and to be admitted to trading on the Luxembourg Stock
Exchange's Regulated Market (the "Listing"). The Luxembourg Stock Exchange's Regulated Market is a
regulated market for the purposes of Directive 2004/39/EC of the European Parliament and of the Council
of 21 April 2004 on Markets in Financial Instruments, as amended. Only for purposes of the Listing, does
this Prospectus constitute a prospectus within the meaning of the Prospectus Directive, i.e. a listing
prospectus according to Article 5 (3) of the Prospectus Directive. By approving a prospectus, the
Commission de Surveillance du Secteur Financier (the "CSSF") shall give no undertaking as to the
economic and financial soundness of the operation or the quality or solvency of the issuer pursuant to
Article 7(7) Loi relative aux prospectus pour valeurs mobilières.
This Prospectus does not constitute an offer or an invitation to subscribe for or purchase the
Notes and should not be considered as a recommendation by the Issuer or the Joint Bookrunners that any
recipient of this Prospectus should subscribe for or purchase Notes. Each recipient of this Prospectus shall
be taken to have made its own investigation and appraisal of the condition (financial or otherwise) of the
Issuer.
This Prospectus does not constitute an offer to sell, or the solicitation of an offer to buy Notes in
any jurisdiction where such offer or solicitation is unlawful.

- ii -

The Notes have not been and will not be registered under the U.S. Securities Act of 1933, as
amended (the "Securities Act") and are being offered and sold in transactions outside the United
States of America ("United States") to non-U.S. persons (as defined in Regulation S under the
Securities Act ("Regulation S")) in reliance on Regulation S under the Securities Act.
The Notes are subject to U.S. tax law requirements and may, subject to certain exceptions, not be
offered, sold or delivered within the United States or to U.S. persons.
This document may only be communicated or caused to be communicated in circumstances in
which Section 21 para 1 of the Financial Services and Markets Act 2000, as amended ("FSMA") does not
apply.
The distribution of this Prospectus as well as the offering, sale, and delivery of the Notes in
certain jurisdictions may be restricted by law. Persons into whose possession this Prospectus comes are
required by the Issuer and the Joint Bookrunners to inform themselves about and to observe any such
restrictions. None of the Issuer or the Joint Bookrunners accepts any legal responsibility for any violation
by any person, whether or not a prospective investor, of any such restrictions.
This Prospectus may not be used for the purpose of an offer or solicitation by anyone in any
jurisdiction in which such offer or solicitation is not authorized or to any person to whom it is
unlawful to make such an offer or solicitation.
For a further description of certain restrictions on the offering and sale of the Notes and on the
distribution of this Prospectus, see "Subscription and Sale--Selling Restrictions" below.
IN CONNECTION WITH THE ISSUE OF THE NOTES, THE JOINT BOOKRUNNERS (OR
PERSONS ACTING ON BEHALF OF THE JOINT BOOKRUNNERS) MAY OVER-ALLOT
THE NOTES OR EFFECT TRANSACTIONS WITH A VIEW TO SUPPORTING THE
MARKET PRICE OF THE NOTES AT A LEVEL HIGHER THAN THAT WHICH MIGHT
OTHERWISE PREVAIL. HOWEVER, THERE IS NO ASSURANCE THAT THE JOINT
BOOKRUNNERS (OR PERSONS ACTING ON BEHALF OF THE JOINT BOOKRUNNERS)
WILL UNDERTAKE STABILIZATION ACTION. ANY STABILIZATION ACTION MAY
BEGIN ON OR AFTER THE DATE ON WHICH ADEQUATE PUBLIC DISCLOSURE OF THE
TERMS OF THE OFFER OF THE NOTES IS MADE AND, IF BEGUN, MAY BE ENDED AT
ANY TIME, BUT IT MUST END NO LATER THAN THE EARLIER OF 30 DAYS AFTER THE
ISSUE DATE AND 60 DAYS AFTER THE DATE OF THE ALLOTMENT OF THE NOTES.
ANY STABILIZATION ACTION OR OVER-ALLOTMENT MUST BE CONDUCTED BY THE
JOINT BOOKRUNNERS (OR PERSON(S) ACTING ON BEHALF OF THE JOINT
BOOKRUNNERS) IN ACCORDANCE WITH ALL APPLICABLE LAWS AND RULES.
This Prospectus contains assessments of market data and information derived therefrom which
could not be obtained from any independent sources. Such information is based on the Issuer's own
internal assessments and may therefore deviate from the assessments of competitors of alstria or future
statistics by independent sources. As regards the market positions of alstria, alstria's own estimations are
mainly based on company data which is either derived from information by competitors or from data
provided by independent research companies.
The language of this Prospectus is English. The German text of the Terms and Conditions is
controlling and binding; the English text of the Terms and Conditions is a non-binding translation. The
financial statements listed in the section "Documents Incorporated by Reference" under (1) to (3) are
translations of the respective German-language financial statements. The auditor's reports listed in this
section under (1) to (3) are translations of the respective German language auditor's reports issued on the
respective German-language financial statements and refer to the respective financial statements and the
corresponding management report as a whole in each case.

- iii -

NOTICE TO CERTAIN EUROPEAN INVESTORS
Notice to Prospective Investors in the European Economic Area
This Prospectus has been prepared on the basis that all offers of the Notes will be made pursuant
to an exemption under the Prospectus Directive from the requirement to produce a prospectus in
connection with offers of the Notes and is thus, for the purposes of the offering of the Notes, not a
prospectus within the meaning of the Prospectus Directive. Accordingly, any person making or intending
to make any offer within the EEA of the Notes which are the subject of the offering contemplated in this
Prospectus should only do so in circumstances in which no obligation arises for the Issuer or the Joint
Bookrunners to produce a prospectus for such offers. None of the Issuer or the Joint Bookrunners has
authorized, nor does it or do they authorize, the making of any offer of the Notes through any financial
intermediary other than offers made by the Joint Bookrunners which constitute the final placement of the
Notes contemplated in this Prospectus.
Notice to Prospective Investors in the United Kingdom
In the United Kingdom, this Prospectus is for distribution only to persons (i) who are investment
professionals falling within Article 19(5) of Financial Services and Markets Act 2000 (as amended, the
"Financial Promotion Order") or (ii) falling within Article 49(2)(a) to (d) of the Financial Promotion
Order (high net worth companies, unincorporated associations, etc.) or (iii) other persons to whom it may
be lawfully communicated in accordance with the Financial Promotion Order (all such persons falling
within (i) (iii) together being referred to as "Relevant Persons"). This Prospectus is directed only at
Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. In the
United Kingdom, any investment or investment activity to which this Prospectus relates is available only
to Relevant Persons and will be engaged in only with Relevant Persons.
FORWARD-LOOKING STATEMENTS
This Prospectus contains certain forward-looking statements. A forward-looking statement is a
statement that does not relate to historical facts and events. They are based on analyses or forecasts of
future results and estimates of amounts not yet determinable or foreseeable. These forward-looking
statements are identified by the use of terms and phrases such as "anticipate", "believe", "estimate",
"expect", "intend", "plan", "predict", "project" and similar terms and phrases, including references and
assumptions.
Forward-looking statements in this Prospectus are based on current estimates and assumptions
that the Issuer makes to the best of its present knowledge. These forward-looking statements are subject
to risks, uncertainties and other factors which could cause actual results, including alstria's financial
condition and results of operations, to differ materially from and be worse than results that have expressly
or implicitly been assumed or described in these forward-looking statements. alstria's business is also
subject to a number of risks and uncertainties that could cause a forward-looking statement, estimate or
prediction in this Prospectus to become inaccurate.
In this Prospectus, forward-looking statements include, in particular, statements relating to:
the development of aspects of alstria's results of operations;
certain financial targets alstria has set for itself;
alstria's expectations of the impact of risks that affect its business, including those set
forth in the section "Risk Factors";
the Company's "pipeline" regarding future acquisitions of real estate and interests in real
estate investment vehicles;
alstria's business plan and outlook;
other statements relating to alstria's future business development and economic
performance and general economic trends and developments as well as the regulatory
environment.

- iv -

In addition, forecasts and estimates contained in this Prospectus that have been derived from
third-party reports may prove inaccurate. Accordingly, investors are strongly advised to read the sections
"Risk Factors" and "Issuer Related Information". These sections include more detailed descriptions of
factors that might have an impact on alstria's business and the markets in which it operates.
The Issuer bases these forward-looking statements on its current plans, estimates, projections and
expectations after careful examination. These statements are based on certain assumptions that, although
considered reasonable at the date of publication of the Prospectus, may prove to be erroneous. Investors
should not place undue reliance on these forward-looking statements. Many factors could cause alstria's
actual results, performance or achievements to be materially different from any future results,
performance or achievements that may be expressed or implied by such forward-looking statements
contained in all sections of this Prospectus. These factors include, in particular:
changes in general economic and business conditions;
demographic changes, in particular in Germany;
changes in the international, national and local real estate markets;
alstria office REIT-AG's ability to comply with the requirements under the REITG in
order to maintain the G-REIT status;
alstria's ability to meet its financial obligations;
alstria's ability to acquire and sell new property portfolios;
the success of alstria's acquisitions;
alstria's ability to lease the properties in its portfolio or those acquired in the future;
changes affecting interest rate levels;
changes in the competitive environment;
changes in the taxation regime for companies, in particular changes of the GrESt rate;
changes in governmental policy and the regulatory framework, in particular changes of
laws and regulations relating to leases and the environment, as well as in political and
social conditions;
other factors that are discussed in more detail in the section "Risk Factors", and
factors that are not known to alstria at the date of this Prospectus.
If one or more of these risks or uncertainties materialize, or underlying assumptions prove to be
incorrect, then events described in this Prospectus might not occur or actual results may deviate
materially from those described in this Prospectus as anticipated, believed, estimated or expected, and
alstria may not be able to achieve its financial targets and strategic objectives.
Accordingly, the Company cannot assume responsibility for the future accuracy of the forward-
looking statements expressed in this Prospectus or as to the actual occurrence of any predicted
developments. In addition, except as required by law, the Company does not intend or assume any
obligation to update forward-looking statements set forth in this Prospectus or to conform them to future
events or developments.

- v -

TABLE OF CONTENTS
RISK FACTORS ........................................................................................................................................ 1
TERMS AND CONDITIONS.................................................................................................................. 34
DESCRIPTION OF RULES REGARDING RESOLUTIONS OF HOLDERS ................................. 78
ISSUER RELATED INFORMATION ................................................................................................... 81
TAXATION ............................................................................................................................................ 146
SUBSCRIPTION AND SALE ............................................................................................................... 151
GENERAL INFORMATION ................................................................................................................ 153
DOCUMENTS INCORPORATED BY REFERENCE ...................................................................... 159

- vi -

RISK FACTORS
In addition to the other information set out in this Prospectus, prospective investors should consider
carefully the information set out below before making an investment in the Notes. If any of these risks
materialize, individually or together with other circumstances, they may materially impair the business of
alstria office REIT-AG and/or of its consolidated subsidiaries or the ability of the Company to fulfil its
obligations under the Notes and may have material adverse effects on alstria's business, assets and
liabilities, as well as on its financial condition and results of operations. The risks described below do not
purport to be exhaustive, and these risks do not constitute the only risks to which alstria is exposed. The
order in which the individual risks are presented below is not intended to reflect the likelihood of their
occurrence nor the extent or significance of the individual risks. Furthermore, other risks may be of
significance of which alstria is currently unaware but which may also have material adverse effects on
alstria's business and business prospects, the ability of the Company to fulfil its obligations under the
Notes or on alstria's assets and liabilities, financial condition and results of operations. The Company
may be unable to pay interest, principal or other amounts on or in connection with the Notes and the
market price of the Notes may decline if any of these or other risks materialize, and investors could lose
all or part of their investment.
alstria as a Real Estate Investment Trust under German law ("REIT" or "G-REIT") being engaged in the
real estate business is exposed to a variety of risks. As a matter of the nature of its business it is exposed
to risks related to the general economic environment and its development in general and their effects on
the real estate sector and the particular markets alstria is engaged in. Risks may derive from alstria's
portfolio, its management and its strategy plan and business plan. Further, alstria faces certain legal
risks including risks which may result from its status as a G-REIT, therefore being subject to a number of
legal restrictions that may affect its business, but also from risks of general legal nature relating to the
real estate business. These risks are described below in the section "A. Risks Relating to the Issuer".
Section "B. Risks Relating to the Notes" describes specific risks relating to the Notes.
On 21 August 2015, the Company published its offer to the shareholders of DO Deutsche Office AG (the
"Deutsche Office Shareholders") to acquire their no par value shares in DO Deutsche Office AG (DO
Deutsche Office AG together with its group subsidiaries referred to as "Deutsche Office") each
representing a pro rata interest of 1.00 in the share capital (the "Deutsche Office Shares") for 0.381
shares of the Company ("alstria Shares") by way of a voluntary public takeover offer in the form of an
exchange offer (the "Exchange Offer", "Takeover Offer" or "Offer"). Upon contribution of the Deutsche
Office Shares tendered under the Exchange Offer to the Company on 27 October 2015, DO Deutsche
Office AG became a direct subsidiary, and DO Deutsche Office AG's subsidiaries became indirect
subsidiaries, of the Company (the "Takeover"). Therefore, where the term "alstria" is used in this
Prospectus in connection with a period of or point in time subsequent to the Takeover, including the date
of the publication of this Prospectus, the term "alstria" includes Deutsche Office. Correspondingly, where
the term "alstria" is used in this Prospectus in connection with a period of or point in time prior to the
Takeover, the term "alstria" excludes Deutsche Office. Investors are exposed to risks relating to the
Takeover.
A. Risks Relating to the Issuer
Risks Related to the Real Estate Industry
alstria may be adversely affected by economic and other developments in the general real
estate market. The German real estate market depends on the macroeconomic development and on the
demand for real estate. The sluggish and uncertain recovery of the global economy from the recent
financial and economic crisis may result in economic instability, limited access to debt and equity
financing and potential defaults of alstria's business partners.
alstria's business success is dependent on the performance of the German real estate market. The
real estate market in turn is dependent in particular on the macroeconomic development and the demand

- 1 -

for real estate in Germany. Among the significant factors for the performance of the overall economic
development in Germany are the conditions of the global economy, the development of rental rates, the
inflation rate, levels of public debt and interest rates as well as factors specific to regional markets. As an
example, the macroeconomic development could be adversely affected by a further intensification of the
recent financial and economic crises in various countries within the Euro area or at various system-
relevant banks, extreme fluctuations in the price of oil, an increased inflation rate (possibly resulting from
events such as further monetary support measures from central banks, or interest rates remaining low for
an extended period) as well as deflationary trends. Excessive public debt could result in rising taxes, an
increase in the inflation rate, lower economic output, and a declining proclivity to invest among private
and institutional investors. Similar effects could be triggered by deflation. Fluctuations in exchange rates,
especially the Euro-to-US-Dollar rate, could have material effects on German exports and consequently
also on the performance of the German economy as a whole. Particularly because of the currently
uncertain economic situation in Germany and Europe, it cannot be foreseen whether the real estate market
in Germany will evolve favorably for alstria. In addition, there are current geopolitical crises like the one
in the Ukraine where far-reaching economic sanctions have been imposed on the Russian Federation
which, in turn, introduced retaliation measures. All these factors may have a negative impact on the
European economy as a whole. This instability, together with the resulting market volatility, entails a risk
of contagion also for economically sound countries like Germany and may spread to the German financial
sector and the German office real estate market.
Real estate markets tend to fluctuate, with asset values and rents reflecting positive and negative
economic and other developments, such as demographic development and inflation, affecting the markets
in general and/or the particular markets in which alstria's properties and development projects are located,
in particular the German office real estate market with a focus on Hamburg, Rhein-Main, Rhein-Ruhr,
Stuttgart and Berlin. Factors such as changes in disposable income or industrial activity, unavailability of
credit financing due to an economic crisis, volatile interest rates and changes in taxation policies, levels of
economic growth, expected declines in the birth rate, unemployment, consumer confidence and other
factors all directly or indirectly affect the local levels of supply and demand for real estate. Changes in
supply and demand may cause fluctuations of the market values of real estate, of rent levels and of
occupancy levels. Therefore, fluctuations can have a significant influence on the return on investment
generated from such properties and as well as on the value of the underlying real estate assets in general.
Most of the factors that could result in an adverse development are beyond alstria's control. Declining
revenues from rents or lower rent increases than expected or a decline of the market value of real estate
assets resulting from a lower demand than anticipated or the realization of any of the other factors
mentioned above in the markets in which alstria operates, could adversely affect alstria's business, assets
and liabilities, as well as its financial conditions and results of operations.
alstria's dependency on access to the financial markets to refinance its liabilities, the persistent
instability or the danger of the further deterioration of the economic environment or the capital markets
could have a negative impact on alstria's ability to refinance its existing and future liabilities. Moreover,
alstria's business partners, in particular its hedging counterparties, may suffer insufficient liquidity,
operational failures, insolvencies or may for other reasons become unable to continue to meet their
obligations under the agreements with alstria.
If any of these risks materialize, this could have material adverse effects on alstria's business,
cash flow, assets and liabilities, as well as on its financial conditions and results of operations.
The present macroeconomic environment in Germany is characterized by low interest rates
and relatively high valuations of property portfolios. Any rise in interest rates could have adverse
effects on the German real estate market and alstria.
Due to the global financial and economic crisis and the sluggish recovery of the global economy,
the investment opportunities which ensure stable and largely predictable cash flows, such as investments
in German real estate, have turned into an interesting alternative for many investors. Low interest rates in
Europe further support this trend. The above-mentioned factors have led to an increase in the prices and
value of real estate.
A rise in interest rates could reverse these developments. Should the economic conditions lead to
a rise in interest rates, investors may take a stronger interest in investments with a higher risk profile
while investments in real estate may appear less attractive. Rising interest rates may have various
negative effects on alstria, such as the following:

- 2 -

When negotiating or renewing financing agreements, alstria depends on its ability to
negotiate interest rates and terms and conditions which do not impair its targeted
earnings levels as well as repayment schedules that allow for distribution of the
envisaged dividends. Moreover, alstria may in future not at all or only subject to
considerable additional expense be in a position to acquire the hedging instruments that
are necessary in the case of variable interest rates. A rise in interest rates after the end of
the current low-interest phase could lead to an increase in alstria's funding costs
including costs for hedging instruments.
In an environment of rising interest rates, the discounting rate which, in accordance with
International Accounting Standard ("IAS") 40 in conjunction with International
Financial Reporting Standard ("IFRS") 13, is used for calculating the value of alstria's
real estate recorded in the balance sheet of the Company ("Fair Value"), in most cases
rises, too, which in turn could reduce the Fair Value of alstria's real estate. For more
information see the section "Risk Factors A. Risks Relating to the Issuer Risks
Related to the Real Estate Industry alstria is exposed to the risk of revaluation losses
of real estate properties due to market volatility.".
In addition, any rise in interest rates may have material adverse effects on alstria's business,
assets and liabilities, as well as on its financial conditions and results of operations.
alstria is exposed to significant competition in the markets in which it operates, which may
intensify in the future.
alstria's business model depends on its continuing ability to both acquire property portfolios, as
well as dispose or lease them under conditions that are beneficial for alstria. With respect to both the
acquisition and the leasing of real estate assets, alstria is exposed to competition from local and
international investors in all of the markets in which it is active. alstria competes with other property
companies, investment funds, institutional investors, building contractors and individual owners of office
properties to attract and retain suitable tenants on favorable conditions. The Company also competes to
acquire attractive properties with other investors, such as international real estate funds, German open-
ended and closed-ended funds, German real estate investment trust stock corporations (REIT-
Aktiengesellschaft; "REIT-AG") and other European listed companies that may have greater resources or
better access to financing than alstria. In addition, potential changes in tax laws or other laws or
regulations could create a legal environment in which potential sellers of real estate would benefit from
selling their real estate properties to entities that have a legal status that alstria does not have. Competition
for property portfolios is generally intense and could further intensify in the future.
In addition, even though alstria may be able to acquire property portfolios on favorable terms and
agree on favorable rents, no assurance can be given that alstria will be able to generally compete
successfully in the market in the future. If alstria is no longer able to purchase property portfolios or to
lease premises on terms and conditions that are economically beneficial for alstria, this could have
material adverse effects on its ability to implement its strategy and, as a result, on its business, assets and
liabilities, as well as on its financial conditions and results of operations.
alstria is exposed to risks inherent in the business of acquiring, owning, managing,
maintaining and refurbishing / re-developing real estate.
alstria is exposed to risks inherent in the business of acquiring, owning, managing, maintaining
and refurbishing / re-developing real estate. These risks include, among others, the following:
Negative developments in the German economy and in the local economies in which
alstria's current and future properties are located, including increased unemployment
rates, negative business climate, high inflation, and deflationary pressures;
Negative developments of the real estate market;
Change in demand, e.g. from a pressure to sell on lenders or other real estate owners
(e.g. open-ended funds);

- 3 -