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Hili Properties Plc

M&A Activity May 5, 2017

2044_rns_2017-05-05_66d965d8-edea-42a9-9dbb-94b526a096ad.pdf

M&A Activity

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Hili Properties plc. Nineteen Twenty Three. Valletta Road. Marsa MRS 3000 Malta

T 00356 2568 1200 E info a hiliproperties.com

www.hiliproperties.com

COMPANY ANNOUNCEMENT

This is a company announcement of Hili Properties p.l.c. (the "Company") in terms of Listing Rule 5.163

QUOTE

The Company hereby announces that by virtue of a Sale Agreement (the "Agreement") dated 4th May 2017 and duly received and recorded by Romanian notary public Pelizaru Elisabeta-Alexandra, Hili Premier Estates Romania S.R.L. a company duly incorporated in accordance with the laws of Romania, bearing Romanian Trade Registry number J40/15008/14.11.2016, has successfully acquired from FBC Exclusiv Company S.R.L. (the "Seller") the ART Business Centre 7 situated in 85A Nicolae Caramfil Street in Bucharest, Romania including the underlying land (the "Property"). Hili Premier Estates Romania S.R.L. is a wholly owned indirect subsidiary of the Company.

As a result of the acquisition, Hili Premier Estates Romania S.R.L. is the sole and exclusive owner of the Property.

In consideration of the acquisition, Hili Premier Estates Romania S.R.L. agreed to pay the Seller €30,575,000, of which €28,575,000 were paid to the Seller simultaneously with the acquisition of the Property. The remaining €2,000,000 of the consideration due by Hili Premier Estates Romania S.R.L. to the Seller will be held in escrow by Banca Comercială Română SA to provide for any claims that Hili Premier Estates Romania S.R.L. may have against the Seller in accordance with the Agreement. The aforesaid escrow funds may in accordance with the terms of an escrow agreement entered into by the Seller, Hili Premier Estates Romania S.R.L. and Banca Comercială Română SA on 4th May 2017, only be released to the Seller after the lapse of 12 months from signing of the Agreement.

Through its acquisition of the ART Business Centre 7, the Company is extending its international high quality commercial real estate portfolio to Romania, one of Europe's fastest growing new economies. The main attractive features of the Company's investment in the ART Business Centre are not simply its prime location and modern facilities and supporting amenities but also the Centre's good working relationship with existing longterm tenants that the Company expects to maintain and strengthen, including the key

Hili Properties plc. Nineteen Twenty Three, Valletta Road. Marsa MRS 3000 Malta

T 00356 2568 1200 E info @hiliproperties.com

www.hiliproperties.com

anchor tenant 'Ponderas Academic Hospital', which forms part of the largest private clinic network in Romania, as well Intesa San Paolo Bank.

The value of the total gross assets subject to the transaction and the annual net profit before tax attributable to the Property as at 4th May 2017 are of circo €30,575,00 and €2,300,000 respectively.

UNQUOTE

BY ORDER OF THE BOARD

5 May 2017

Dr. Karen Coppini Company Secretary

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