Covivio — M&A Activity 2019

Feb 21, 2019

Transfers of assets to Covivio Hotels

The Board of Directors and the Supervisory Board of Covivio and Covivio Hotels, a Covivio subsidiary specialising in hotel real estate, have approved the signature of a contribution plan on the Méridien and Mercure hotel properties located in Nice, currently held by Covivio.

At the same time, the Caisse des Dépôts (CDC) and the Supervisory Board of Covivio Hotels have approved the signature of a contribution plan of the CDC's investment in the investment vehicle jointly hold with Covivio Hotels and which owns Club Med Samoëns¹.

These contributions, valued based on the end-2018 appraisal values of €73.8 M, will be paid in new Covivio Hotels' shares on the basis of the ANR Triple Net EPRA of Covivio Hotels at end-2018 minus the 2018 dividend (i.e. €24.79).

As a result, Covivio Hotels, which has owned the business assets of Méridien Nice since end 2017, will be able to optimise management of the hotel complex and create value by consolidating the Méridien's operating properties. Covivio Hotels would also simplify its structure by holding all of the share capital (compared to 50.1% previously) of the vehicle that owns Club Med Samoëns.

In so doing, Covivio would strengthen Covivio Hotels' share capital, raising its holding to 43.22%, an increase of 0.9pt in relation to its current holding and an increase of 1.2pt over the last 12 months, and the CDC's stake in Covivio Hotels would go from 5.00% to 5.38%?.

The asset transfers on the two hotels (Méridien and Mercure) is subject to the suspensive condition of obtaining from the AMF an exemption from the obligation to file a public offer on Covivio Hotels, and will be submitted to a vote by the general meeting of Covivio Hotels on 5 April 2019³.

The values of the contributions and the fairness of their remuneration will be covered in reports by Mikaël Ouaniche and Alain Abergel of Abergel & Associés and OCA, appointed as capital contributions auditors, by the President of the Commercial Court of Paris. The primary characteristics of the contributions in kind, their assessment, and their remuneration will be covered in memoranda to be distributed in advance.

^<sup>1 50.1%/49.9% with Assurances du Crédit Mutuel

^<sup>2 Upon completion of the contributions, the stake of Covivio Hotels' main shareholders would be the following: Crédit Agricole Assurances (16.28%), Cardif Assurance Vie (10.59%), Groupe Generali Vie (8.30%), ACM Vie (7.74%) and Sogecap

^<sup>3 Pursuant to applicable law, Covivio would not participate in voting on the resolution concerning the contribution of assets.

Press Relations Géraldine Lemoine Tel: + 33 (0)1 58 97 51 00 geraldine.lemoine@covivio.fr

Investor Relations Paul Arkwright Tel: + 33 (0)1 58 97 51 85 paul.arkwright@covivio.fr

Laetitia Baudon Tel: + 33 (0)1 44 50 58 79 laetitia.baudon@shan.fr

Thanks to its partnering history, its real estate expertise and its European culture, Covivio is inventing today's user experience and designing tomorrow's city.

A preferred real estate player at the European level, Covivio is close to its end users, capturing their aspirations, combining work, travel, living, and co-inventing vibrant spaces.

A benchmark in the European real estate market with €23Bn in assets, Covivio offers support to companies, hotel brands and regions in their pursuit of attractiveness, transformation and responsible performance.

Its living, dynamic approach opens up exciting project and career prospects for its teams.

Covivio's shares are listed in the Euronext Paris A compartment (FR0000064578 - COV) and the MTA market (Mercato Telematico Azionario) on the Milan stock exchange, are admitted to trading on the SRD and are included in the composition of the MSCI, SBF120, Euronext IEIF "SIIC France" and CAC Mid100 indices, in the "EPRA" and "GPR 250" benchmark European real estate indices, EPRA BPRs Gold Awards (financial + sustainability), CDP (A), Green Star GRESB, and in the ESG FTSE4 Good, DJSI World & Europe, Euronext Vigeo (World 120, Eurozone 120, Europe 120 and France 20), Euronext® CDP Environment France EW Oekom, Ethibel and Gaïa ethical indices. Covivio is rated BBB/Positive outlook by Standard and Poor's.