Aroundtown S.A. — Share Issue/Capital Change 2017

May 4, 2017

Aroundtown Property Holdings Plc. / Miscellaneous - Low Priority

04-May-2017 / 17:27 CET/CEST

Dissemination of a RegulatoryAnnouncement, transmitted by EQS Group AG. The issuer is solely responsible for the content of this announcement.

THISANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLYOR INDIRECTLY, IN OR INTOTHE UNITED STATES, CANADA,AUSTRALIA, JAPAN, SOUTHAFRICAORANYOTHER JURISDICTION WHERE TODOSO WOULD CONSTITUTEAVIOLATION OFAPPLICABLE LAWS OR REGULATIONS

Aroundtown Property Holdings plc announces launch of convertible bondholder consent to the proposed transfer of Aroundtown's seat to the Grand Duchy of Luxembourg

4 May 2017

Aroundtown Property Holdings plc ('Aroundtown') announces today that following shareholder approval for the change of seat of Aroundtown to the Grand Duchy of Luxembourg and its continuance as a Luxembourg company (société anonyme),Aroundtown has launched a bondholder consent process for holders of the outstanding EUR450 million 3% convertible bonds due 2020 (outstanding amount EUR128.7 million) and the outstanding EUR300 million 1.5% convertible bonds due 2021 (together, the 'Bonds') in accordance with the respective terms and conditions of the Bonds.A formal notice to this effect was sent today to holders of the Bonds.

Aroundtown believes that the proposed migration will benefit the company and its group, as it is believed that the migration will enhance the visibility and tradability ofAroundtown's shares and will further support the entry into various stock indices in conjunction with the intended up-listing ofAroundtown's shares to an EU-regulated market.

About the Company

Aroundtown Property Holdings Plc (trading symbol:AT1 on Frankfurt Stock Exchange/Xetra;ALATP on Euronext) is a specialist real estate company focused on value-add income generating properties primarily in the German real estate markets. For 2016, Aroundtown generated an adjusted EBITDA of EUR268 million, an FFO I of EUR166 million and a profit of EUR901 million.As of Dec 31, 2016 the EPRA NAV was EUR3.9 billion (EUR4.9 per share) and EPRA NAV including perpetual notes was EUR4.3 billion (EUR5.4 per share).

Aroundtown Property Holdings Plc (ISIN: CY0105562116) is a public limited liability company incorporated in 2004 under the laws of Cyprus, having its registered office atArtemidos & Nikou Dimitriou, 54 B, 6027, Larnaca, Cyprus (registered number HE148223).

Contact Timothy Wright T: +357-2420-1312

E: info@aroundtownholdings.com

www.aroundtownholdings.com

DISCLAIMER

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELLOR THE SOLICITATION OF AN OFFER TO BUYANY SECURITIES.

THE SECURITIES MENTIONED IN THIS ANNOUNCEMENT HAVE NOT BEEN,AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933,AS AMENDED (THE SECURITIESACT),AND MAYNOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION ORAN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT. THERE WILL BE NO PUBLIC OFFERING OF THE SECURITIES IN THE UNITED STATES.

THIS ANNOUNCEMENT IS DIRECTED ATAND IS ONLYBEING DISTRIBUTED IN THE UNITED KINGDOM TO (I) PERSONS WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS FALLING WITHINARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE ORDER), (II) HIGH NET WORTH ENTITIES,AND OTHER PERSONS TO WHOM IT MAYOTHERWISE LAWFULLYBE COMMUNICATED FALLING WITHINARTICLE 49 OF THE ORDER,AND (III) PERSONS TO WHOM IT MAYOTHERWISE LAWFULLYBE COMMUNICATED (ALL SUCH PERSONS TOGETHER BEING REFERRED TOAS RELEVANT PERSONS). THIS COMMUNICATION MUST NOT BE READ,ACTED ON OR RELIED ON BYPERSONS WHOARE NOT RELEVANT PERSONS.ANYINVESTMENT OR INVESTMENTACTIVITYTO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLYTO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLYWITH RELEVANT PERSONS.

IN MEMBER STATES OF THE EUROPEAN ECONOMIC AREA (EEA), THIS ANNOUNCEMENTAND ANYOFFER IF MADE SUBSEQUENTLYIS DIRECTED ONLYAT PERSONS WHOARE 'QUALIFIED INVESTORS' WITHIN THE MEANING OF

ARTICLE 2(1)(E) OF DIRECTIVE 2003/71/EC,AS AMENDED (THE PROSPECTUS DIRECTIVE) (QUALIFIED INVESTORS). ANYPERSON IN THE EEA WHOACQUIRES THE SECURITIES INANYOFFER (AN INVESTOR) OR TO WHOM ANYOFFER OF THE SECURITIES IS MADE WILL BE DEEMED TO HAVE REPRESENTED AND AGREED THAT IT IS A QUALIFIED INVESTOR.ANYINVESTOR WILLALSO BE DEEMED TO HAVE REPRESENTED AND AGREED THATANYSECURITIES ACQUIRED BYIT IN THE OFFER HAVE NOT BEENACQUIRED ON BEHALF OF PERSONS IN THE EEA OTHER THAN QUALIFIED INVESTORS, NOR HAVE THE SECURITIES BEENACQUIRED WITHA VIEW TO THEIR OFFER OR RESALE IN THE EEA TO PERSONS WHERE THIS WOULD RESULT INA REQUIREMENT FOR PUBLICATION BYAROUNDTOWN OR ANYOF THE MANAGERS OF A PROSPECTUS PURSUANT TOARTICLE 3 OF THE PROSPECTUS DIRECTIVE.

THIS ANNOUNCEMENT MAYCONTAIN PROJECTIONS OR ESTIMATES RELATING TO PLANS AND OBJECTIVES RELATING TO OUR FUTURE OPERATIONS, PRODUCTS, OR SERVICES, FUTURE FINANCIAL RESULTS, OR ASSUMPTIONS UNDERLYING OR RELATING TOANYSUCH STATEMENTS, EACH OF WHICH CONSTITUTES A FORWARD-LOOKING STATEMENT SUBJECT TO RISKS AND UNCERTAINTIES, MANYOF WHICHARE BEYOND THE CONTROLOF AROUNDTOWN PROPERTYHOLDINGS PLC.ACTUAL RESULTS COULD DIFFER MATERIALLY, DEPENDING ONA NUMBER OF FACTORS.

The EQS Distribution Services include RegulatoryAnnouncements, Financial/Corporate News and Press Releases. Archive at www.dgap.de/ukreg

Language:	English
Company:	Aroundtown Property Holdings Plc.
	Faros, Shop 2, Spyros Thalassines Alkyonides
	7560 Larnaca
	Cyprus
Internet:	www.aroundtownholdings.com
ISIN:	XS1151498737
WKN:	A1ZTVA
Listed:	Regulated Unofficial Market in Berlin, Stuttgart; Open Market in Frankfurt; Paris
Category Code:MSCL
TIDM:	IRSH
Sequence No.: 4146

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