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

Transparency directive : regulatory news

12/06/2015 18:00

AA French limited company (SA) with share capital of EUR53,500,000
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 2015. The Board of Directors of
                  30 April 2015 decided to run this programme.

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 2015. The Board of Directors of 30 April 2015 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 2016 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 6 June 2014 to
30 April 2015

Percentage of the share capital held
directly or indirectly at 30 April 2015                            0.08%

Number of shares cancelled during the past 24 months                  0

Number of shares in the portfolio on 30 April 2015 (1)            7,217

Book value of the portfolio on 30 April 2015              EUR136,630.37

Market value of the portfolio on 30 April 2015 on
the last quoted price (EUR18.64)                          EUR134,524.88

(1) including 7,217 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 30 April 2015
             Purchases      Sales /      Open purchases       Open sales
                            Transfers

                                        Call      Forward     Call   Forward
                                        options  purchases  options   sales
Number of     77,850        88,573      bought                sold
securities

Maximum
average
due date                                   -        -          -        -

Average
transaction
price (EUR)    15.37         15.65

Average
exercise
price (EUR)

Total
(EUR)   1,196,185.65  1,386,168.61        -        -          -        -

III - OBJECTIVES OF THE SHARE REPURCHASE PROGRAMME AND USE OF THE SHARES
PURCHASED

The objectives of this repurchase programme as defined in Resolutions 6 and
20 of the General Meeting of Shareholders of 30 April 2015 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. 6 and 20) of 30 April 2015.
The Board of Directors of 30 April 2015 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 7,217 own shares at 30 April 2015, i.e. about 0.08% of
the share capital, a maximum of 897,926 shares may be bought back, i.e. 9.92%
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
EUR27,154,290.

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 2015,
  if the programme is ended by the General Meeting with immediate effect, for
  the unused part;

- or at the latest on 30 October 2016, 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 April 2015 Affine's share capital amounted to EUR53,500,000 divided into
9,051,431 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 2015
was as follows:

                Breakdown of the capital     Breakdown of voting rights
                Number of shares       %     Number of voting rights      %

Holdaffine BV          3,189,945    35.2                   6,379,890   51.2
Float                  5,861,486    64.8                   6,083,032   48.8
TOTAL                  9,051,431   100.0                  12,462,922  100.0

This presentation and previous presentations are available on the company's
website (www.affine.fr).

ABOUT AFFINE GROUP

Affine is a real estate company specialised in commercial property. At the end
of December 2014, it directly owned 57 buildings with a total value of EUR575m,
excluding taxes, for a total floor area of 534,400 sqm. The firm owns office
properties (53%), retail properties (22%) and warehouses and industrial premises
(26%). Its assets are distributed more or less equally between Ile-de France
and the other French regions.

Affine is also the major shareholder (49.5%) of Banimmo, a Belgian property
repositioning company with operations in Belgium and France. At the end of
December 2014, Banimmo had total assets of 20 office and commercial buildings,
with a value of EUR335m (including transfer taxes).

Total Group assets are EUR945m (including transfer taxes).

In 2003, Affine opted for French real estate investment trust (SIIC) status.
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.

To find out more: www.affine.fr. Follow our news thread on:
https://twitter.com/Groupe_Affine

CONTACT
INVESTOR RELATIONS
Frank Lutz
+33 (0)1 44 90 43 53 - frank.lutz@affine.fr

PRESS RELATIONS
RPpublics - Alexandra Richert
+33 (0)1 45 23 55 19 - alexandra.richert@rppublics.com

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