Regulatory Filings • Oct 16, 2014
Regulatory Filings
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16 October 2014 – After closing of markets
Public limited liability company Public real estate investment company under Belgian law Registered office: avenue Louise 331-333, 10580 Brussels Enterprise number: 0877.248.501 (RLE Brussels) (the "Company")
On 29 August 2014, Aedifica has convened an Extraordinary General Meeting of shareholders to be held on 29 September 2014 in view of the proposed change of status from a public real estate investment company into a public regulated real estate company ("public RREC") in accordance with the Act of 12 May 2014 on regulated real estate companies ("RREC Act").
On 1 September 2014, the FSMA (Financial Services and Markets Authority) has authorised Aedifica as a public RREC subject to certain conditions precedent in accordance with the RREC Act.
Since the required quorum of 50 % of the capital was not reached at the first Extraordinary General Meeting of 29 September 2014, a second Extraordinary General Meeting was convened on 17 October 2014 at 9 AM. This Extraordinary General Meeting will validly decide on the same agenda, regardless of the number of shares present or represented.
In the event that the Extraordinary General Meeting of Aedifica approves the proposed amendments of the articles (and the company object) with a 80 % majority of the votes cast, each shareholder that has voted against this proposal will, within the strict limits of article 77 of the RREC Act, be able to exercise an exit right, at the highest price of (a) €51.90, being the last closing price before the publication of the convocation for the first Extraordinary General Meeting of 29 September 2014 and (b) the average of the closing prices of the thirty calendar days preceding the date of the second Extraordinary General Meeting (i.e. from 17 September 2014 until 16 October 2014 included).
Aedifica hereby announces that the average of the closing prices of the thirty calendar days preceding the date of the Extraordinary General Meeting of 17 October 2014, mentioned above under (b), amounts to €51.54. Therefore, the price at which the abovementioned exit right can be exercised, as the case may be, is €51.90.
The reasons, conditions and consequences of the proposed change of status, as well as the procedure for exercising the exit right, are set out in an Information Document that is available on the website of the Company (www.aedifica.be/en/general-meetings-2014) since 29 August 2014 or that can be obtained upon simple request at the registered office (Avenue Louise 331-333, 1050 Brussels – [email protected]).
16 October 2014 – After closing of markets
This press release does not constitute a recommendation with respect to any offer whatsoever. This press release and any other information that is made available in the context of the exit right do not constitute an offer to buy or a solicitation to sell shares of the Company. The distribution of this press release and any other information which is made available in the context of the exit right can be subject to legal restrictions and any person that has access to this press release and such other information will need to inquire into, and comply with, any such restrictions.
***** The English version of this press release constitutes a free translation of the text in the French language, made for information purposes only. In case of inconsistency with the French version or inaccuracy of the English translation, the French text shall prevail.
- senior housing in Belgium and Germany;
- apartment buildings in Belgium's main cities.
Aedifica is a Belgian REIT quoted on the Euronext Brussels (continuous market) (AED; Bloomberg (AED: BB); Reuters (AOO.BR)).
Its market capitalisation was €533 million as of 30 September 2014.
Aedifica is included in the EPRA indices.
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