Investor Relations Corporate Legal Information
Process regarding the buy-out procedure of Rodamco Europe N.V. shares
Paris/Schiphol, June 14, 2011
Pursuant to the May 17, 2011 verdict of the Dutch Enterprise Chamber at the Amsterdam Court of Appeals in the statutory buy-out procedure of all Rodamco Europe NV shares not already owned by Unibail-Rodamco SE, and effective June 9th 2011, Unibail-Rodamco SE is the sole owner of all the shares in Rodamco Europe NV. For those Rodamco Europe shareholders that have not voluntarily sold their shares by June 8, 2011, the following information is of importance:
Following the voluntary transfer period, Unibail-Rodamco has paid the price plus interest for those shares which were not voluntarily transferred into the "Consignatiekas" with the Dutch Ministry of Finance. Unibail-Rodamco has requested the application of the Euroclear Netherlands Procedure for Consignment Regarding the Buy-out of Minority Shareholders ('Euroclear Nederland Consignatieprocedure betreffende de uitkoop van minderheidsaandeelhouders'). Pursuant to this procedure, Euroclear Netherlands, together with its admitted institutions, will procure that the payment of the price including interests is made to shareholders who have not voluntarily transferred their shares. These shareholders do not have to take any individual action and should receive the amounts owed to them in due course from the bank or broker through which they hold their shares. Unibail-Rodamco is not involved in and does not control the timing of this procedure of distribution. You may contact your bank or broker for further information.
Paris/Schiphol, May 24, 2011
Unibail-Rodamco SE, with its registered office at Paris, France ("Unibail-Rodamco") announces that it has served the judgment of the Enterprise Chamber of the Amsterdam Court of Appeal of 17 May 2011, by which the Enterprise Chamber has ordered the other holders of shares in Rodamco Europe NV ("Shares" and "Shareholders") to transfer their Shares to Unibail-Rodamco, upon the unknown Shareholders.
The Enterprise Chamber has set the price per Share as per 17 May 2011 at EUR 87.66 and has ordered that (i) the price is to be increased with the statutory interest over the period from the date of the judgment until the date of transfer or consignment and (ii) that the present value of any distributions on each of the Shares which become payable in the aforementioned period are to be deducted from the price and interest to be paid by Unibail-Rodamco.
Unibail-Rodamco has given the Shareholders the opportunity, and calls upon them, to voluntarily transfer the title to the Shares free from any liens or security interests ultimately on 8 June at 10.00 AM by transferring the Shares to the giro depot of the designated securities account at The Royal Bank of Scotland (RBS) N.V., (account 28009/106). On 1 June 2011, Unibail-Rodamco will transfer the price of EUR 87.66 plus statutory interest (EUR 0.10, provided the current statutory interest rate is not amended) to the shareholders for the shares registered in the account of RBS prior to 31 May 2011 at 10.00 AM. On 9 June 2011, Unibail-Rodamco will transfer the price of EUR 87.66 plus statutory interest (EUR 0.16, provided the current statutory interest rate is not amended) to the shareholders for the shares registered in the account of RBS after 31 May 2011 at 10.00 AM, and prior to 8 June 2011 at 10.00 AM.
Unibail-Rodamco will consign the price including interest for all Shares which will not have been transferred in accordance with the above call with the "Consignatiekas" of the Dutch Ministry of Finance. Subsequently, Unibail-Rodamco will request the application of the Euroclear Netherlands Procedure for Consignment Regarding the Buy-out of Minority Shareholders ('Euroclear Nederland Consignatieprocedure betreffende de uitkoop van minderheidsaandeelhouders') as promulgated Euroclear Nedeland Circular 1834. Pursuant to this procedure, Eurcolear Netherlands, together with its affiliated institutions, will procure that the payment of the price including interest to the Shareholders involved will be made.

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