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Press Release

Gateway Real Estate AG: Placement of all shares from capital increase and re-placement in the amount of EUR 180 million

• Placement of 16,895,939 new shares from the capital increase
• Gross proceeds of around EUR 67.6 million to finance future projects and optimize balance sheet structure
• Successful re-placement of 28 million shares from the holdings of the main shareholder
• Significant increase in free float and uplisting to Prime Standard

Frankfurt, April 10, 2019 - Gateway Real Estate AG (the "Company") today placed 16,895,939 new shares from the capital increase announced on March 20, 2019 ("Capital Increase") with institutional investors in an international private placement ("Private Placement"). The placement price per share was set at EUR 4.00 ("Placement Price") prior to the Private Placement.

In the course of the Private Placement, 28 million shares of the Company from the holdings of the main shareholder, SN Beteiligungen Holding AG, were also placed with institutional investors at the Placement Price ("Re-Placement") and, thus, the free float increased significantly.

Capital Increase serves growth and strengthening of balance sheet structure
The Company will receive gross proceeds of EUR 67.6 million from the Private Placement, which the Company intends to use to accelerate its growth and further improve its balance sheet structure.

Free float significantly increased and uplisting to Prime Standard
With the successful Capital Increase and Re-Placement in the total amount of approximately EUR 180.0 million, the free float of the Company - assuming full exercise of the Greenshoe option - will increase to 25 percent. The Company is thus implementing its announced uplisting to the quality segment of the Frankfurt Stock Exchange, Prime Standard, with the first going public in 2019. The Company's shares are expected to be traded on the regulated market (Prime Standard) of the Frankfurt Stock Exchange under the securities identification number (WKN) A0JJTG, the International Securities Identification Number (ISIN) DE000A0JJTG7 and the ticker symbol "GTY" as of April 12, 2019. Settlement of the Private Placement is scheduled for April 12, 2019 as well.

"The high demand for the Company's shares from the Capital Increase and the Re-Placement shows the great interest of investors in Gateway Real Estate and the Company's expected growth of the. All shares could be placed with institutional investors", Manfred Hillenbrand, CEO of Gateway Real Estate AG, explains the successful transaction. "With the additional capital and the uplisting to the Prime Standard, we have laid the financial foundation for accelerated growth. The Company's goal is to further expand its excellent position as one of the leading project developers in Germany" continued Hillenbrand.

Further Offer to Other Shareholders of the Company
In a further step, additional 82,610 new shares from the Capital Increase, that were not subject of the Private Placement, are to be offered to the Company's remaining shareholders as part of a public subscription offer without a prospectus at a subscription price equal to the Placement Price. The subscription offer is expected to be published in the German Federal Gazette on April 10, 2019.

Credit Suisse acted as sole global coordinator and joint bookrunner for the Private Placement, Société Générale acted as joint bookrunner and Quirin Privatbank was mandated as co-lead manager.

Contact
Tobias Meibom
Gateway Real Estate AG
The Squaire No. 13, Am Flughafen
60549 Frankfurt am Main
Germany
info@gateway-re.de
http://www.gateway-re.de

Important notice
This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America (the "United States"). This announcement is not an offer of securities for sale into the United States. The 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"), and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration requirements under the Securities Act. No public offering of securities is being made in the United States.

Apart from the subscription offer of the 82,610 New Shares, which are not subject to the Private Placement, neither the Company nor any of its shareholders intend to conduct a public offering of shares in the Company. The sole intention is to place shares with qualified investors and fewer than 150 non-qualified investors per EEA member state in the Federal Republic of Germany ("Germany") and certain other jurisdictions and subsequently to have these shares admitted to trading on the regulated market of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) with simultaneous admission to the regulated market with further post-admission obligations on the Frankfurt Stock Exchange (Prime Standard). The admission shall be conducted exclusively by and on the basis of a securities prospectus that was published after its approval by the Federal Financial Services Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht) and that is available free of charge from the Company, THE SQUAIRE - Zugang N 13, Am Flughafen, 60549 Frankfurt am Main, Germany, and on the website of the Company (www.gateway-re.de).