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CPI Europe AG Share Issue/Capital Change 2017

Sep 20, 2017

746_iss_2017-09-20_51165985-8302-435f-96ba-0adc05e193c9.pdf

Share Issue/Capital Change

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DGAP-Ad-hoc: IMMOFINANZAG/ Keyword(s):Real Estate/Miscellaneous

20-Sep-2017 / 18:35 CET/CEST

Disclosure of an inside information acc. toArticle 17 MAR, transmitted byDGAP- a service of EQSGroupAG. The issuer is solelyresponsible for the content of this announcement.

NOTFORRELEASE, PUBLICATION,DISTRIBUTION,DIRECTLYORINDIRECTLY, INORINTOTHEUSA,AUSTRALIA,CANADAORJAPAN

IMMOFINANZAGlaunches anincentivizedconversioninvitationtoholders of its EUR515.1 million(currentlyoutstandingEUR287.3 million) convertible bonds due 2018

IMMOFINANZAG(the "Company" or "IMMOFINANZ") announces the launch of an invitation (the "Conversion Invitation") to the holders (the "Bondholders") of its EUR515.1 million (currentlyoutstanding EUR287.3 million) 4.25%senior unsecured convertible bonds due 2018, ISINXS0592528870 (the "Outstanding Bonds") to convert suchOutstanding Bonds into ordinaryshares of IMMOFINANZ(the "Shares") and into ordinaryshares of BUWOGAG("BUWOG", these shares "BUWOGShares").Due to the positive development of the price of the Shares, the convertible bonds are currentlysignificantly"in the money" and entitle the Bondholders to convert each bond in the nominal value of EUR4.12 to 1.241 Shares and 0.0653 BUWOGShares. The convertible bond is due on 8 March 2018. The right to convert to Shares and BUWOGShares can be exercised until 26 February2018.

For legal reasons, this Conversion Invitation is addressed onlyto institutional investors and not to retail investors. It is made on the terms and subject to the conditions set forth in the incentive offer memorandum dated 20 September 2017 as prepared bythe Company(the "IncentiveOffer Document").

The Conversion Invitation is intended to allowIMMOFINANZto further optimize its capital and financing structure.

The Conversion Invitation begins on 20 September 2017, 7.00 pm CETand expires on 27 September 2017 at 7.00 pm CET(the "Expiry Date"), unless amended.

Upon acceptance of conversion offers relating to the Conversion Invitation bythe Company, Bondholders will receive (to the respective extentOutstanding Bonds were accepted for conversion):

(i) the number of Shares and BUWOGShares to which theyare entitled pursuant to the Terms and Conditions of theOutstanding Bonds, plus

(ii) the incentive premium,which shall equal EUR0.206 perOutstanding Bond.

It is noted that in case of a conversion after the ExpiryDate of the Conversion Invitation, the Bondholders will neither be entitled to an incentive premium nor to the final semi-annual coupon payment.

Settlement of the Conversion Invitation is expected to take place on or around 2October 2017. The Conversion Invitation will not affect the rights of the Bondholders that do not participate in the Conversion Invitation.

IMMOFINANZreserves the right not to accept conversion offers relating to the Conversion Invitation and to extend or terminate the Conversion Invitation.

Disclaimer

This announcement does not contain nor constitutes an offer of, or the solicitation of an offer to buyor subscribe for, securities to any person in the United States,Australia,Canada, Japan or in anyjurisdiction to whom or in which such offer or solicitation is unlawful.

This release is not an offer of securities for sale in the United States ofAmerica. Securities maynot be offered or sold in the United States ofAmerica absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended.Anypublic offering of securities to be made in the United States ofAmerica would be made bymeans of a prospectus that could be obtained from the Company and would contain detailed information about the Companyand management, as well as financial statements. There will be no public offer of securities in the United States ofAmerica.

OnIMMOFINANZ

IMMOFINANZis a commercial real estate group whose activities are focused on the retail and office segments of seven core markets in Europe: Austria,Germany,Czech Republic, Slovakia,Hungary,Romania and Poland. The core business covers the management and the development of properties,whereby the STOPSHOP(retail), VIVO! (retail) and myhive (office) brands represent strong focal points that stand for quality and service. The real estate portfolio has a value of approx. EUR4.1 billion and covers more than 240 properties. IMMOFINANZis listed on the stock exchanges in Vienna (leading ATXindex) and Warsaw. Further information under: http:/www.immofinanz.com

For additional contact informationcontact:

Bettina Schragl Head ofCorporate Communications and Investor Relations IMMOFINANZ T+43 (0)1 88 090 2290 M+43 (0)699 1685 7290 [email protected] [email protected]

20-Sep-2017 CET/CESTThe DGAPDistribution Services include RegulatoryAnnouncements, Financial/Corporate News and Press Releases. Archive atwww.dgap.de

Language: English
Company: IMMOFINANZAG
Wienerbergstraße 11
1100 Wien
Austria
Phone: +43 (0) 1 88090 - 2290
Fax: +43 (0) 1 88090 - 8290
Fax: +43 (0) 1 88090 - 8290
E-mail: [email protected]
Internet: http://www.immofinanz.com
ISIN: AT0000809058
WKN: 911064
Listed: Regulated Unofficial Market in Berlin, Munich, Stuttgart;Open Market in Frankfurt;
Warschau, Wien (Amtlicher Handel /Official Market)

End ofAnnouncement DGAPNews Service