Pre-Annual General Meeting Information • Jul 31, 2024
Pre-Annual General Meeting Information
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Vastned Retail N.V. ('Vastned' or 'Vastned Retail') invites its shareholders to attend the Extraordinary General Meeting of shareholders ('EGM') to be held on Wednesday 25 September 2024 at 10:00 AM (CET) in the Rosarium, Amstelpark 1, Amsterdam in connection with the proposed reverse cross-border merger (the 'Merger') in which Vastned Retail will merge with and into Vastned Belgium NV ('Vastned Belgium') in accordance with the common draft terms of the cross-border merger between Vastned Retail and Vastned Belgium dated 17 June 2024 (the 'Joint Merger Proposal'). Registration for admission starts at 9:30 AM (CET) and will end at 10:00 AM (CET). The EGM will be held in the Dutch language. The agenda of the EGM includes proposals to amend Vastned Retail's articles of association in connection with the Merger, to enter into the Merger and to grant discharge to each member of the Vastned Retail's executive board and supervisory board.
Without prejudice to the registration requirements set out in the convening notice for the EGM, voting and meeting rights may be exercised by a person holding a written proxy. The written proxy must be received by ABN AMRO no later than 5:30 PM (CET) on Wednesday 18 September 2024 via [email protected]. A copy of the proxy must also be presented on the registration desk. Shareholders wishing to exercise their voting right through a digital proxy may instead submit their voting instructions until 5:30 PM (CET) on Wednesday 18 September 2024 on https://www.abnamro.com/evoting.
The agenda with notes, as well as the joint press release by Vastned Retail and Vastned Belgium issued on 16 May 2024 announcing the intention to implement the Merger, the Joint Merger Proposal, the board report (toelichting bij het fusievoorstel) by Vastned Retail's executive board with respect to the Joint Merger Proposal dated 17 June 2024 (the 'VNL Board Report'), the auditor's report of Deloitte Accountants B.V. on the reasonableness of the proposed exchange ratio and the proposed cash compensation in the Merger, the assurance report of Deloitte Accountants B.V. with respect to certain statements made concerning such proposed exchange ratio and proposed cash compensation in the VNL Board Report, and the withdrawal request form in connection with the Merger, may be inspected on https://vastned.com/merger-documents/. On this location also the latest three annual reports of both companies have been made available.
These documents may also be obtained free of charge from ABN AMRO Bank N.V., by email: [email protected] and (by appointment) from the office of Vastned Retail.
Vastned is a European publicly listed property company (Euronext Amsterdam: VASTN) focusing on the best property in the popular shopping areas of selected European cities with a historic city centre where shopping, living, working and leisure meet. Vastned's property clusters have a strong tenant mix of international and national retailers, food & beverage entrepreneurs, residential tenants, and office tenants. The property portfolio had a size of approximately € 1,236 million as at 30 June 2024.
Remko Bakker Manager Treasury and Investor Relations [email protected] Tel: +31 20 2424 368
Vastned Retail N.V.
Mercuriusplein 11 2132 HA Hoofddorp
PO Box 22276 1100 CG Amsterdam Tel.: +31 20 24 24 300 [email protected]
www.vastned.com
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