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

Transparency directive : regulatory news

18/07/2016 18:00

A French limited company (SA) with share capital of EUR59,500,000
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 28 April 2016. The Board of Directors of 16
                   June 2016 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 28 April 2016. The Board of Directors of 16 June 2016 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 28 October 2017 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
                  30 April 2015 to 16 June 2016

Percentage of the share capital held directly or indirectly
at 16 June 2016                                                 0,16%
Number of shares cancelled during the past 24 months               0
Number of shares in the portfolio on 16 June 2016 (1)          16,504
Book value of the portfolio on 16 June 2016                  255,730.07 EUR
Market value of the portfolio on 16 June 2016 on the last
quoted price (EUR16.00)                                        264,064.00 EUR

(1) including 16,504 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 16 June 2016
            Purchases     Sales /      Open purchases           Open sales
                        Transfers
Number of
securities  49,596       45,512   Call options  Forward   Call options Forward
                                        bought purchases  sold         sales
Maximum
average
due date                                 -         -        -            -
Average
transaction
price(EUR)   15.80        16.06
Average
exercise
price(EUR)                               -         -        -            -
Total (EUR) 783,736.57  730,767.82

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 28 April 2016 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 17) of 28 April 2016.
The Board of Directors of 16 June 2016 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
16,504 own shares at 16 June 2016, i.e. about 0.16%  of the share capital, a
maximum of 989,103 shares may be bought back, i.e. 9.84% 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 EUR30,168,210.

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 2016, if
the programme is ended by the General Meeting with immediate effect, for the
unused part;

- or at the latest on 28 October 2017, 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 30 June 2016 Affine's share capital amounted to EUR59,500,000 divided into
10,056,071 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 June 2016
was as  follows:

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

Holdaffine BV     3,189,945       31.7  6,379,890                 45.4
Float             6,866,126       68.3  7,673,743                 54.6
TOTAL            10,056,071      100.0 14,053,633                100.0

* Net voting rights = number of voting rights attached to the shares after
deducting shares with no voting rights (treasury shares)

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 2015, it directly owned 47 buildings with  a total value of EUR514m,
excluding transfer taxes, for a total floor area of 372,800 sqm. The firm owns
office properties (62%), retail properties (24%) and warehouses and industrial
premises (14%). 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
2015, Banimmo had total assets of 18 office and commercial buildings, with a
value of EUR350m (transfer taxes included).

Total Group assets are EUR897m (including transfer taxes).

In 2003, Affine opted for French real estate investment trust (SIIC) status.
Affine shares are 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 visit: www.affine.fr. Follow our news feed 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 01 - alexandra.richert@rppublics.com

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

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