AFFINE (EPA:IML) Presentation of the programme to repurchase own shares

Transparency directive : regulatory news

17/05/2013 18:00

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 24 April 2013

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 24 April 2013. The Board of Directors of 24 April 2013 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 24 October 2014 at the latest.

II - ASSESSMENT OF THE PREVIOUS SHARE REPURCHASE PROGRAMME

The liquidity contract signed on 26 ]une 2010 with Kepler Capital Markets
complies with AMAFI ethics charter on 8 March 2011, as approved by the French
Financial Markets Authority (AMF) on 21 March 2011. Société Générale
previsously hold the contract from 21 ]anuary 2010 until 25 ]une 2012.

> Summary declaration table

    Declaration by the issuer of transactions in own shares
        from 27 April 2012 to 24 April 2013
Percentage of the share capital held directly or
indirectly at 24 April 2013                                     0.46%
Number of shares cancelled during the past 24 months           282,659
Number of shares in the portfolio on 24 April 2013 (1)          41,823
Book value of the portfolio on 24 April 2013              EUR594,950.50
Market value of the portfolio on 24 April 2013 based
on the last quoted price (EUR14.1)                        EUR589,704.30

(1) including 41,823 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 gross flows    Open positions at 24 April 2013
                     Purchases  Sales /    Open purchases         Open sales
                               Transfers
Number of securities  165,409   171,158    Call     Forward   Call   Forward
                                          options  purchases options   sales
                                           bought             sold
Maximum average due
date                                          -        -        -        -
Average transaction
price (EUR)               12.73     12.68

Average exercise
price (EUR)                                     -        -        -        -

Total (EUR)        2,105,869.17  2,170,654.21

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 19
of the General Meeting of Shareholders of 24 April 2013 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 situations:

* 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 19) of 24 April 2013.
The Board of Directors of 24 April 2013 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
41,823 own shares at 24 April 2013, i.e. about 0.46% of the share capital, a
maximum of 861,573 shares may be bought back, i.e. 9.54% 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 2013,
  if the programme is ended by the General Meeting with immediate effect, for
  the unused part;

* or at the latest on 24 October 2014, at the end of the maximum period of 18
  months.

4) Financing ofthe repurchase programme

The repurchase programme will be funded by Affine's own resources.

VI - BREAKDOWN OF AFFINE'S CAPITAL

On 24 April 2013 Affine'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    6,083,802               50.2
Float             5,844,014           64.7    6,024,479               49.8
TOTAL             9,033,959          100.0   12,108,281              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
2012, Affine owned and operated, 63 properties worth EUR580m, with a total
surface area of 506,000 sqm. The firm owns office properties (59%), retail
properties (14%) and warehouses and industrial premises (26%). Its activity is
distributed more or less equally between Ile-de France and the other French
regions.

Affine is also the reference shareholder of Banimmo, a Belgian property
repositioning company with activities in Belgium and France. The firm owns 24
properties in office and retail properties worth EUR414m. Lastly, its
subsidiary Concerto European Developer is specialized in logistics development.

The Group's overall property holdings amount to EUR1,021m.

In 2003, Affine opted for the tax treatment applicable to French real estate
investment trusts (SIIC). The Affine share is listed on NYSE Euronext Paris
(Ticker: IML FP/BTTP.PA; ISIN code: FR0000036105) and admitted to the deferred
settlement system (long only). It is included in the CAC Mid&Small, SIIC IEIF
and EPRA indexes. Banimmo is also listed on NYSE Euronext. www.affine.fr

CONTACT
INVESTOR RELATIONS          PRESS RELATIONS
Frank Lutz                  Watchowah - Cyril Levy-Pey
+33 (0)1 44 90 43 53 -      +33 (0)6 08 46 41 41 -
frank.lutz(c)affine.fr      levy-pey(c)watchowah.com

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