ICADE (EPA:ICAD) - COMBINED GENERAL MEETING OF JUNE 29, 2018: APPROVAL OF ALL RESOLUTIONS

Transparency directive : regulatory news

29/06/2018 17:45

PRESS RELEASE
Issy-les-Moulineaux, June 29, 2018

    COMBINED GENERAL MEETING OF JUNE 29, 2018: APPROVAL OF ALL RESOLUTIONS

The Combined General Meeting of Icade's shareholders, held on June 29, 2018 and
chaired by Mr André Martinez, approved all the resolutions recommended by the
Board of Directors.

Voting results for each resolution are shown below.

Approval of the merger of ANF Immobilier into Icade

The General Meetings held by ANF Immobilier and Icade approved the merger of
ANF Immobilier into Icade based on an exchange ratio of 3 Icade shares for 11
ANF Immobilier shares representing a dilution of only 0.57% to Icade's
shareholders.

The merger, entailing the dissolution of ANF Immobilier without liquidation,
took effect at the end of Icade's Combined General Meeting held today and will
be retroactive to January 1, 2018 from an accounting and tax standpoint.

Icade welcomes this merger which fits into the group's plan to streamline its
structures and which is following the transactions that occurred in 2017.

This transaction meets Icade's objectives to diversify its portfolio and
increase its presence in major French cities, in addition to making it possible
to access ANF Immobilier's development projects worth EUR245 million(1).

Please see the separate press release issued today at:
http://www.icade.fr/en/finance/results-and-publications/documentation-relating-
to-the-anf-immobilier-transaction

Appointment of an independent director: Mr Guillaume Poitrinal

The General Meeting approved the appointment of Mr Guillaume Poitrinal as
independent director.

Guillaume Poitrinal, who successively served as CEO, Chairman and CEO and
subsequently Chairman of the Executive Board of Unibail-Rodamco (2005-2013), is
the founding partner, head and member of the Management Board of ICAMAP
S.àr.l., an independent company specialised in managing funds investing in
listed and unlisted real estate in Europe, he is also co-founder and 50%
shareholder of the Woodeum company, a low carbon real estate developer.

ICAMAP Investments S.àr.l. (a company controlled by the ICAMAP Investors
fund(2)) holds a 1.83% stake in Icade. ICAMAP Investments S.àr.l. stated that
it is acting in concert with the funds GIC Pte Ltd and Future Fund Board of
Guardians-these 3 entities having a 4.60%(3) shareholding in Icade.

As a result, at the end of the General Meeting, Icade's Board of Directors is
composed of 14 directors including 5 independent directors (i.e. 35.7%), in
line with the recommendations set out in the AFEP-MEDEF Corporate Governance
Code.

Mr Guillaume POITRINAL will be a member of the Board of Directors' Strategy and
Investments Committee and of the CSR and Innovation Committee.

(1) On a full consolidation basis including land and lease incentives as of
    12/31/2017 (including off-plan)
(2) The Icamap Investors fund is managed by ICAMAP S.àr.l.
(3) As last notified to the company on June 7, 2018

Voting results

                                            Ordinary        Extraordinary
                                         General Meeting   General Meeting

Number of shares entitled to vote          73,864,542         73,864,542

Number of shareholders present,
represented, having appointed the
Chairman as proxy or having voted
by post                                       807                806

Number of shares present, represented,
having appointed the Chairman as
proxy or having voted by post              63,144,742         63,144,741

Number votes present, represented,
having appointed the Chairman as
proxy or having voted by post              63,144,742         63,144,741

Quorum                                       85.48%             85.48%

Res.  Type     Title

01    EXT      Review and approval of the merger of ANF Immobilier into Icade

02    EXT      Confirmation of the satisfaction of conditions precedent and
               resulting decision, on the completion date of the merger, to
               increase Icade's share capital in consideration for the
               contributions made for the purposes of the merger

03    EXT      Icade's assumption of ANF's obligations with respect to
               outstanding stock options at the completion date of the merger

04    EXT      Icade's assumption of ANF's obligations with respect to unvested
               bonus shares at the completion date of the merger

05    ORD      Appointment of Mr Guillaume Poitrinal as independent director).

06    ORD      Powers for formalities

For            Against    Abst.   Tot. Votes        F%         A%    Abst%

63,137,566      7,137      38     63,144,741      99.99%      0.01%      0.00%
63,137,696      7,000      45     63,144,741      99.99%      0.01%      0.00%
63,100,423     44,233      85     63,144,741      99.93%      0.07%      0.00%
63,099,947     44,747      47     63,144,741      99.93%      0.07%      0.00%
63,042,545    102,159      38     63,144,742      99.84%      0.16%      0.00%
63,138,907      5,797      38     63,144,742      99.99%      0.01%      0.00%

Financial calendar
July 23, 2018: H1 2018 results and presentation of the 2019-2022 strategic plan
October 19, 2018: Q3 2018 revenue

                                 ABOUT ICADE
                          Building for every future

As an investor and a developer, Icade is an integrated real estate player which
designs innovative real estate products and services adapted to new urban
lifestyles and habits. By placing corporate social responsibility and
innovation at the core of its strategy, Icade is closely involved with
stakeholders and users in the cities-local authorities and communities,
companies and employees, institutions and associations... As a commercial and
healthcare property investor (portfolio value of EUR10.8bn as of 12/31/17 on a
proportionate consolidation basis) and as a property developer (2017 economic
revenues of EUR1,209m), Icade has been able to reinvent the real estate
business and foster the emergence of tomorrow's greener, smarter and more
responsible cities. Icade is a significant player in the Greater Paris area and
major French cities. Icade is listed on Euronext Paris as a French Listed Real
Estate Investment Company (SIIC). Its leading shareholder is the Caisse des
dépôts Group.

The text of this press release is available on the Icade website: www.icade.fr

CONTACTS

Guillaume Tessler,
Head of financial communication
and investor relations
+33(0)1 41 57 71 61
guillaume.tessler@icade.fr

Charlotte Pajaud-Blanchard,
Press relations manager
+33(0)1 41 57 71 19
charlotte.pajaud-blanchard@icade.fr

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ICADE (EPA:ICAD) - COMBINED GENERAL MEETING OF JUNE 29, 2018: APPROVAL OF ALL RESOLUTIONS

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