EPH European Property Holdings PLC

7 October 2022, Nicosia, Cyprus I Ad hoc announcement pursuant to Art. 53 LR

NOTICE IS HEREBY GIVEN THAT an Extraordinary General Meeting of EPH EUROPEAN PROPERTY HOLDINGS PLC (the “Company” or “EPH”) will probably be held on 1^st November 2022 at 11 AM at Hotel Four Seasons Hotel Limassol, 67-69 Amathountos Avenue, Ag. Tychonas, 4532 Limassol, Cyprus, FOR THE FOLLOWING PURPOSES:

1. APPROVAL OF SALE OF EPH GROUPS’ RUSSIAN PORTFOLIO

The uncertainty over the longer term financial and political developments in addition to the Russian economy have led the Board of Directors to the conclusion to ask the Company’s shareholders for approval of the sale of the complete Russian property portfolio throughout the framework of a administration buy-out.

The sale entails six rental properties and Arbat flats in Moscow along with their holding firms domiciled in Cyprus and Germany, which account for round 40% of EPH’s whole asset worth.

The foundation for the acquisition value consideration would be the market values of the Russian properties as per 30^th June 2022. In addition, EPH will switch its debt beneath the notes held by shareholders of EPH within the whole quantity of EUR 426 million to the goal construction. The remaining buy value shall be paid to EPH over the subsequent 10 years based mostly on the money flows of the Russian portfolio and as soon as imposed sanctions enable such transfers.

Over the previous years, EPH has more and more refocused its business on actual property property in Europe and following EPH’s sturdy enlargement in Europe and the truth that most of its property are situated there, the Company re-domiciled to Nicosia, Cyprus, in February 2022. The conclusion of the sale of the Russian property portfolio is a logical additional step on this strategic realignment and was accelerated in response to the battle within the Ukraine and the imposed sanctions in opposition to Russia.

After the sale, EPH will include a property portfolio of 9 core property and a complete asset worth of approx. EUR 1.2 billion (as per 30^th June 2022). The properties are situated in excellent areas in Vienna, (Austria) and 4 areas in Germany (Berlin, Hamburg, Stuttgart, and Dresden). All properties are let to sturdy tenants with long run leases. Due to the standard of property {and professional} asset administration the properties carry out above expectations and additional elevated their market worth regardless of difficult market situations.  

EPH will proceed to analyse market alternatives to make sure that the Company’s property portfolio is nicely positioned to ship long-term stability by way of earnings progress and worth appreciation. EPH will proceed to give attention to core workplace and lodge properties in prime European markets. These markets have confirmed their stability regardless of numerous bother spots world wide.

Based on the above, the Board of Directors proposes the shareholders to promote the complete Russian portfolio of EPH along with their holding firms domiciled in Cyprus and Germany to the Russian administration who is working these property since a few years for EPH in Russia for its web asset worth.

Legal counsels in Europe and the US have confirmed that the recommended disposal of the portfolio does adjust to the sanction legal guidelines of the respective international locations.

2. MISCELLANEOUS MATTERS

To transact another business that may correctly be transacted at an Extraordinary General Meeting.

NOTICE SENT TO AS OF THE DATE HEREOF TO:

• The Registered Shareholders of the Company;
• The Board of Directors of the Company; and
• The Auditors of the Company.

NOTES: 

• In order to attend and train their voting rights, shareholders have to be entered into the Shareholders Register as of the shut of business on the file date of 14th October 2022, 5pm CET (the “Record Date”). The shareholder register is maintained and administered by Computershare Schweiz AG, Baslerstrasse 90, CH-4600 Olten, Switzerland.
• A shareholder entitled to attend and vote on the assembly is entitled to nominate a proxy to attend and vote in his/her place. Such proxy doesn’t must be a shareholder of the Company. The proxy have to be deposited on the Company’s registered workplace at the least quarter-hour previous to the assembly.
• Entry to the assembly will probably be by entry card. Registered shareholders as of the Record Date can request an entry card by contacting Computershare newest on 21 October 2022:

General Meetings Team
Computershare Schweiz AG
P +41 62 205 77 50
Baslerstrasse 90, Postfach, 4601 Olten, Schweiz
[email protected]

EPH EUROPEAN PROPERTY HOLDINGS PLC is an funding firm listed on SIX Swiss Exchange and holds an intensive property portfolio with a complete worth of round EUR 1.5 billion, together with actual property property in Berlin, Hamburg, Stuttgart, Dresden, Moscow and Vienna. EPH EUROPEAN PROPERTY HOLDINGS PLC is managed by Valartis International Ltd. a wholly-owned subsidiary of Valartis Group AG.

Additional info on EPH EUROPEAN PROPERTY HOLDINGS PLC is offered by contacting Anna Bernhart on Tel: +41 44 503 5400.

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