Zaragoza Properties SOCIMI S A : Communication of sale and purchase agreement of shares performed by the majority shareholder

Madrid, 23 December 2019

Zaragoza Properties SOCIMI, S.A. (the "Company" or "Zaragoza Properties") publicly announces the following in accordance with Article 17 of Regulation (EU) No 596/2014 on market abuse, Article 228 of the Spanish Securities Market Act (Ley del Mercado de Valores), as recast by Legislative Royal Decree 4/2015 of 23 October 2015, and related provisions, as well as Spanish alternative investment market (Mercado Alternativo Bursátil, MAB) Circular 6/2018.

Important Notice

Further to the regulatory announcement published on 8 May 2019, the Company has been informed by its majority shareholder, the Luxembourg company Intu Zaragoza Holding, S.à r.l. (the "Majority Shareholder"), that the latter has entered into a private sale and purchase agreement on 20 December 2019 relating to the 5,060,000 shares representing the Company's entire share capital, with Generali Shopping Centre Fund S.C.S. SICAV-SIF and Union Investment Real Estate GmbH (the "Purchasers" and the "Transaction"). The total amount of the Transaction shall be calculated on the basis of an agreed property value of the real estate assets owned by the Company's subsidiary of €475.3m and applying adjustments standard in this type of transaction, including, among others, the repayment of the Company's loan from the Majority Shareholder as well as the cancellation of the bank debt of Company's subsidiary.

The Transaction is subject to the fulfilment of certain conditions precedent, including the Majority Shareholder directly owning the Company's entire share capital and the Company being delisted from trading on the MAB. The conditions precedent are expected to be fulfilled in early 2020.

As of today, the Majority Shareholder has a direct stake of 98.42% in the Company's share capital. It has informed the Company of its intention to acquire the shares in the Company currently held by minority shareholders (for a price that is economically in line with, or higher than, the one fixed within the framework of the Transaction) and to subsequently request the delisting of the Company from trading on the MAB.

We remain at your disposal for any clarification needed.

Mr Martin Richard Breeden

Chairman of the board of directors of the Company

ZARAGOZA PROPERTIES SOCIMI, S.A.