News Column

Presentation of the programme to repurchase own shares

July 10, 2014

PR Newswire/Les Echos/ A French limited company (SA) with share capital of EUR53,300,000 Head Office: 5, rue Saint-Georges - 75009 Paris, FRANCE Paris register of companies ref. 712 048 735 Paris Presentation of the programme to repurchase own shares approved by the Combined General Meeting of Shareholders of 30 April 2014 Pursuant to Articles 241-1 to 241-5 of the General Regulations of the French Financial Markets Authority (AMF) (and Commission Regulation (EC) No 2273/2003 of 22 December 2003, which came into force on 13 October 2004, concerning the methods of implementation of Directive 2003/6/EC of 28 January 2003), the purpose of the present document is to describe the objectives and the terms and conditions of the share repurchase programme approved by the General Meeting of Shareholders of 30 April 2014. The Board of Directors of 05 June 2014 decided to run this programme. I - SUMMARY OF THE MAIN CHARACTERISTICS OF THE OPERATION > Issuer: Affine R.E. hereinafter Affine, a company listed on the NYSE Euronext Paris regulated market, ISIN FR 0000036105, included in the CAC Mid & Small, IEIF-SIIC and EPRA indexes. > Share repurchase programme: * Securities concerned: Affine shares * Maximum percentage of the share capital concerned: 10% * Maximum unit purchase price: EUR30 excluding expenses * Objectives of the programme: . market making through a liquidity contract; . allocation of shares to the employees; . purchase for retention or remittance in exchange or as payment in connection with potential external growth transactions (within the limit of 5% of the share capital); . cancellation of shares. * Maximum duration of the programme: 18 months from the date of the General Meeting, i.e. until 30 October 2015 at the latest. II - ASSESSMENT OF THE PREVIOUS SHARE REPURCHASE PROGRAMME The liquidity contract signed on 1st February 2014 with Invest Securities complies with AMAFI ethics charter on 8 March 2011, as approved by the French Financial Markets Authority (AMF) on 21 March 2011. Kepler Capital Markets previously hold the contract from 26 June 2012 until 31 January 2014. > Summary declaration table Declaration by the issuer of transactions in own shares from 24 April 2013 to 5 June 2014 Percentage of the share capital held directly or indirectly at 05 June 2014 0.20% Number of shares cancelled during the past 24 months 282,659 Number of shares in the portfolio on 05 June 2014 (1) 17,940 Book value of the portfolio on 05 June 2014 EUR262,087.08 Market value of the portfolio on 05 June 2014based on the last quoted price (EUR14.77) EUR264,973.80 (1) including 17,940 for market making, 0 for the free allocation of shares and 0 for retention and remittance in exchange or in payment in connection with potential external growth transactions (within the limit of 5% of the share capital). Cumulative Open positions gross flows at 24 April 2013 Purchases Sales / Open purchases Open sales Transfers Number of 149,995 173,838 Call Forward Call Forward securities options purchases options sales bought sold Maximum average - - - - due date Average transaction 13.78 13.97 price (EUR) Average exercises price (EUR) - - - - Total (EUR) 2,066,286.72 2,429,897.12 The company did not use derivative products. III - OBJECTIVES OF THE SHARE REPURCHASE PROGRAMME AND USE OF THE SHARES PURCHASED The objectives of this repurchase programme as defined in Resolutions 7 and 17 of the General Meeting of Shareholders of 30 April 2014 are classified by decreasing order of priority (which bears no relation to the actual order of implementation, which will be determined according to requirements and opportunities), and concern the following situation: * market making by means of a liquidity contract, in accordance with the code of ethics of the French Association of Investment Firms (AFEI), recognised by the Financial Markets Authority, * grants of shares to employees subject to legal provisions, * purchase for retention or remittance in exchange or in payment, in connection with potential external growth transactions (within the limit of 5% of the share capital) * cancellation of shares The shares bought and retained by Affine shall be deprived of voting rights and will not confer dividend rights. The Board of Directors will inform the shareholders at the Annual General Meeting of the purchases and transfers of shares carried out in this way, as well as the different objectives to which the shares acquired are allocated, and, where appropriate, reallocated, in accordance with legal requirements. IV - LEGAL FRAMEWORK This program is in line with the provisions of Articles 241-1 to 241-5 of the general regulations of the French Financial Markets Authority (AMF) and EC Regulation 2273/2003 of 22 December 2003. It was approved by the Combined General Meeting of Shareholders (Resolutions Nos. 7 and 17) of 30 April 2014. The Board of Directors of 05 June 2014 decided to run this programme. V - TERMS AND CONDITIONS 1) Maximum amount of the share capital that may be acquired, and maximum amount payable by Affine The maximum proportion of the share capital that Affine may acquire at any time is limited to 10% of the share capital. Given that the company directly held 17,940 own shares at 05 June 2014, i.e. about 0.20% of the share capital, a maximum of 885,456 shares may be bought back, i.e. 9.80% of the share capital, unless the company sells or transfers the securities it already holds. The maximum purchase price of each share is EUR30. The maximum amount of capital that may be allocated to the share repurchase is EUR27,101,850. In accordance with current legislation, the company undertakes not to hold, directly or indirectly, more than 10% of the share capital 2) Repurchase procedure The purchases, sales and transfers may be carried out using any methods available on the market, or by mutual agreement, including transactions concerning blocks of securities. It is stated that the resolution put to the shareholders does not limit the proportion of the programme that can be carried out by purchasing blocks of securities. The Board of Directors may choose to carry out these transactions at any time, including during the public offering of shares, within the limits allowed under stock market regulations. If derivative products are used, the company shall make sure that it does not increase the volatility of the security. 3) Programme duration and schedule The share repurchase programme will end: - either at the end of the General Meeting called to give a ruling on the financial statements for the financial year which ended on 31 December 2014, if the programme is ended by the General Meeting with immediate effect, for the unused part; - or at the latest on 30 October 2015, at the end of the maximum period of 18 months. 4) Financing of the repurchase programme The repurchase programme will be funded by Affine's own resources. VI - BREAKDOWN OF AFFINE'S CAPITAL On 31 May 2014Affine's share capital amounted to EUR53,300,000 divided into 9,033,959 shares without statement of their par value. Shares registered in the name of the same shareholder for more than two years confer double voting rights. To the company's best knowledge, the breakdown of its capital at 30 April 2013 was as follows: Breakdown of the capital Breakdown of voting rights Number of shares % Number of voting rights % Holdaffine BV 3,189,945 35.3 6,379,890 51.3 Float 5,844,014 64.7 6,052,257 48.7 TOTAL 9,033,959 100.0 12,432,147 100.0 This presentation and previous presentations are available on the company's website (www.affine.fr). ABOUT AFFINE GROUP Affine is a property company specializing in commercial property. At the end of 2013 it owned 60 buildings with a total value of EUR627m, inclusive of taxes, spread over a total floor area of 549,000 sqm. The company owns office properties (54%), retail properties (21%), warehouses and industrial premises (25%). Its assets are evenly divided between Ile-de-France (Paris region) and other French regions. Affine is also the reference shareholder (49.5%) of Banimmo, a Belgian property repositioning company with operations in Belgium and France. At the end of 2013, Banimmo had total assets of 19 office and commercial buildings, with a value of EUR367m. Finally, it also has a 99.9%-owned subsidiary, Concerto European Developer, specializing in logistics development operations. Assets of the companies part of the group amount to EUR993m. In 2003, Affine adopted French real estate investment trusts (SIIC) status. Affine shares are listed on NYSE Euronext Paris (Ticker: IML FP / BTTP.PA; ISIN: FR0000036105) and admitted to the deferred settlement service (long only). It is represented in the CAC Mid&Small, SIIC IEIF and EPRA indices. Banimmo is also listed on NYSE Euronext. www.affine.fr CONTACT INVESTOR RELATIONS Frank Lutz +33 (0)1 44 90 43 53 - frank.lutz@affine.fr The content and accuracy of news releases published on this site and/or distributed by PR Newswire or its partners are the sole responsibility of the originating company or organisation. Whilst every effort is made to ensure the accuracy of our services, such releases are not actively monitored or reviewed by PR Newswire or its partners and under no circumstances shall PR Newswire or its partners be liable for any loss or damage resulting from the use of such information. All information should be checked prior to publication.




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