Share Issue/Capital Change • Jan 20, 2023
Share Issue/Capital Change
Open in ViewerOpens in native device viewer

PRESS RELEASE
REGULATED INFORMATION – INSIDE INFORMATION 20 JANUARY 2023 – 15.45 pm
Public limited liability company (naamloze vennootschap) Public Regulated Real Estate Company under Belgian Law (Public RREC) (Openbare gereglementeerde vastgoedvennootschap naar Belgisch recht / GVV) Registered office: Horstebaan 3, 2900 Schoten (Belgium), Enterprise number 0456.378.070 (RLR Antwerp) (the 'Company')
Schoten, Belgium – Friday 20 January 2023
Care Property Invest NV ("CP Invest" or the "Company") announces that, after the successful public offering to subscribe to new shares and the private placement of scrips, existing shareholders and new investors have subscribed to 100% of the offered new shares for an amount of EUR 110,966,496.
During the subscription period with irreducible allocation rights, that was completed on 19 January 2023, investors subscribed to 5,908,527 new shares, being 63.90% of the total offered new shares.
All the unexercised (and which are qualified as such) irreducible allocation rights were sold as scrips on 20 January 2023 in the exempted private placement in the form of an 'accelerated bookbuild offering' (an accelerated private placement with creation of an order book) conducted in the European Economic Area (the 'EEA'), the United Kingdom and Switzerland in accordance with Regulation S under the US Securities Act (the "Private Placement of Scrips"), as described in section 6.1.4.3 of the securities note. The buyers of scrips have subscribed to the remaining 3,338,681 available new shares against the same price and ratio as was the case for subscribing to exercise irreducible allocation rights, namely 1 new share (at EUR 12.00 per new share) for 3 irreducible allocation rights in the form of scrips.
The gross proceeds of the offering amounts to, after the subscription period with irreducible allocation rights and the Private Placement of Scrips, the intended maximum of EUR 110,966,496. The net proceeds of the offering are estimated to be EUR 108,183,133.
On the basis of the result of the Private Placement of Scrips, the net proceeds (after subtracting certain costs) that is reserved for holders of unexercised (or which are qualified as such) irreducible allocation rights (the 'Excess Amount') is EUR 0.33 per scrip. Care Property Invest expects that this amount will be paid, in principle, as of 25 January 2023.

Trading in the shares of the Company on the regulated market of Euronext Brussels was suspended (at the request of the Company) today, 20 January 2023, from the opening of the stock exchange until the publication of the press release of the results of the offering (after completion of the Private Placement of Scrips). Now that this phase has been successfully completed, resumption of the trading of the shares has been requested by the Company.
The payment of the total issue price, the acknowlegdment of the completion of the capital increase and the delivery of the new shares will take place on 24 January 2023. In principle the new shares will be admitted to trading on the regulated market of Euronext Brussels as of the same date. After this, the outstanding shares of Care Property Invest will increase from 27,741,625 to 36,988,833.
ABN AMRO Bank (in cooperation with ODDO BHF in the context of the Private Placement of Scrips) and Belfius Bank acted as Joint Global Coordinators and Joint Bookrunners in this transaction. Berenberg and KBC Securities acted as Joint Bookrunners.
"Care Property Invest would like to expressly thank investors for their support of the transaction and their trust in the Company. The successful close of the transaction allows the Company to further build on its future. I'm therefore very pleased with the outcome."

These written materials are not for distribution in or to persons resident in the United States of America, Australia, Canada, Japan or South Africa. The information contained herein does not constitute an offer of securities for sale in the United States of America, Australia, Canada, Japan or South Africa.
This information is an advertisement and not a prospectus and investors should not purchase or subscribe for any securities referred to in this information except on the basis of information in the prospectus published by Care Property Invest NV (the "Company") in connection with the offering (the "Prospectus"). Copies of the Prospectus are, subject to restrictions set forth in the Prospectus, available from the Company's registered office at Horstebaan 3, 2900 Schoten, Belgium and on the website (https://carepropertyinvest.be/en/investments/shareholder-structure/capital-increase/) and are available upon request at ABN AMRO Bank N.V., Belfius Bank SA/NV, Joh. Berenberg, Gossler & Co. KG and KBC Securities NV.
This information does not contain a solicitation for money, securities, or other considerations and, if sent in response to the information contained herein, will not be accepted. This announcement contains statements which are "forward-looking statements" or could be considered as such. These forward-looking statements can be identified by the use of forward-looking terminology, including the words 'believe', 'estimate', 'anticipate', 'expect', 'intend', 'may', 'will', 'plan', 'continue', 'ongoing', 'possible', 'predict', 'plans', 'target', 'seek', 'would' or 'should', and contain statements made by the company regarding the intended results of its strategy. By their nature, forward-looking statements involve risks and uncertainties, and readers are warned that none of these forward-looking statements offers any guarantee of future performance. The Company's actual results may differ materially from those predicted by the forward-looking statements. The Company makes no undertaking whatsoever to publish updates or adjustments to these forward-looking statements, unless required to do so by law.
The Company's securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or under the laws of any state or other jurisdiction in the United States of America, and may not be offered or sold within the United States of America except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state laws. No public offering of securities will be made in the United States of America.
This information does not constitute an offer or invitation to proceed to an acquisition of or subscription for the Company's securities, nor an offer or invitation to proceed to an acquisition of or subscription for the Company's securities in the United States of America, Australia, Canada, Japan, South Africa, Switzerland (except in the context of a private placement of certain securities with "professional clients" as set out below), the United Kingdom (except in the context of a private placement of certain securities with certain qualified investors as set out below) or any other jurisdiction where such offer or invitation is not allowed without registration or qualification under the applicable legislation of the relevant jurisdiction, or where such offer or invitation does not meet the required conditions under the applicable legislation of the relevant jurisdiction.
Subject to certain limited exceptions, this information and any materials distributed in connection with this information are not directed to, or intended for distribution to or use by, any person or entity that is a citizen or resident of or located in the United States of America, Australia, Canada, Japan, South Africa or any other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.
In each Member State of the European Economic Area other than Belgium (each a "Relevant Member State"), this information is only addressed to and is only directed at qualified investors in that Relevant Member State within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC, as amended, and any implementing measure in each Relevant

Member State of the EEA (the "Prospectus Regulation").
In Switzerland, this information is directed only at persons qualifying as "professional clients" in accordance with Article 4 iuncto 36 of the Swiss Financial Services Act ("Finanzdienstleistungsgesetz") of 15 June 2018, as amended ("FinSA"). Any investment activity to which this document relates will only be available to and will only be engaged in with, such professional clients. Any person who is not such a professional client should not act or rely on this document or any of its contents. The distribution of this document in other jurisdictions may be restricted by law and persons into whose possession this document comes should inform themselves about, and observe, any such restrictions.
In the United Kingdom, this information is directed only at "qualified investors" as defined in Article 2(e) of the Prospectus Regulation, as amended and transposed into the laws of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 and the European Union (Withdrawal Agreement) Act 2020 who also have the capacity of (i) persons having professional experience in matters relating to investments falling within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) high net worth entities, etc. falling within Article 49(2)(a) to (d) of the Order, and (iii) any other person to whom it may otherwise lawfully be communicated. Any investment activity to which this document relates will only be available to and will only be engaged in with, such qualified investors. No person who is not such a qualified investor may act or rely on this document or any of its contents.
Any failure to comply with these restrictions may constitute a violation of the laws or regulations of the United States of America, Australia, Canada, Japan, South Africa, Switzerland, the United Kingdom, or any other jurisdiction. The distribution of this information in other jurisdictions than Belgium, may be restricted by laws or regulations applicable in such jurisdictions. All persons in possession of this information must inform themselves about, and comply with, any such restrictions.
An investment in shares entails significant risks. Relevant investors are encouraged to read the Prospectus that is made available on the website of the Company, www.carepropertyinvest.be.
This document is not a prospectus and investors should not subscribe for or purchase any shares referred to herein except on the basis of the information contained in the Prospectus. Potential investors must read the Prospectus before making an investment decision in order to fully understand the potential risks and rewards associated with the decision to invest in the securities. The approval of the Prospectus should not be understood as an endorsement of the securities offered or admitted to trading on a regulated market.
This press release has been translated from Dutch to English. In case of discrepancies between the different versions of this press release, the Dutch version, as approved by the FSMA, will prevail.

For any additional information, please contact:

Filip Van Zeebroeck CFO – Member of the executive committee [email protected] T +32 3 222 94 94 - M +32 494 91 10 93 Horstebaan 3,2900 Schoten [email protected] www.carepropertyinvest.be

Willem Van Gaver Head of Legal [email protected] T +32 3 222 94 94 - M +32 498 41 61 43 Horstebaan 3, 2900 Schoten [email protected] www.carepropertyinvest.be

Peter Van Heukelom CEO – Member of the executive committee [email protected] T +32 3 222 94 94 - M +32 495 59 82 67 Horstebaan 3, 2900 Schoten [email protected] www.carepropertyinvest.be
Care Property Invest NV/SA is a Public Regulated Real Estate Company (public RREC) under Belgian law. The Company has been listed on Euronext Brussels for over 25 years and invests in high quality healthcare real estate for elderly and disabled people on the European market. Care Property Invest purchases, builds and renovates high-quality healthcare real estate (residential care centers, groups of assisted living apartments, residential complexes for people with a disability, etc.), fully tailored to the needs of the end user and then makes it available to solid healthcare operators on the basis of a long-term contract.
The Company has developed an international portfolio of 143 healthcare projects, spread across Belgium, The Netherlands, Spain and Ireland.
| Ticker: | CPINV |
|---|---|
| ISIN-Code: | BE0974273055 |
| Index | • Belgium BEL Mid (Euronext Brussels) • |
| inclusions | • Euronext Real Estate (Euronext Brussels) |
| • GPR (Global Property Research) General Europe Index |
|
| • GPR (Global Property Research) General Europe Quoted Index (excl. open-end bankfondsen) |
|
| EPRA | EPRA-member since December 2016. |
| In September 2022 the Company received its sixth EPRA BPR Gold Award | |
| Website | All further information can be found on our website www.carepropertyinvest.be |
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.