BEFIMMO SA 
By PRESS RELEASE REGULATED INFORMATION
EMBARGO | 18 June 2013 | 5.40 PM
Limited Liability Company
C R E A T I N G V A L U E I N R E A L E S T A T E Befimmo signs with AXA Belgium SA a contribution agreement for the AMCA building in Antwerp, hence increasing its shareholders' equity - AXA Belgium SA becomes shareholder of Befimmo for 9.6%Befimmo SA, a Sicafi listed on NYSE Euronext Brussels ("Befimmo"), announces:
1. the conclusion of a contribution agreement with AXA Belgium SA ("AXA Belgium") with regards to the AMCA building located in Antwerp with a conventional value of €110 million;
2. the subsequent increase of its shareholders' equity1 by an amount of
€110 million, by means of the issuance of 2,037,037 new shares priced at
€54.00 per share, upon effective completion2 of the contribution; and
3. the entry of AXA Belgium2 into Befimmo's capital, for 9.6%.
1 Subject to suspensive condition of the FSMA approval.
2 The increase of shareholders' equity and the entry of AXA Belgium into the capital will be effectively
completed at the execution of the authentic contribution deed, scheduled to take place in July 2013.
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EMBARGO | 18 June 2013 | 5.40 PM
1. S I G N A T U R E O F A N A G R E E M E N T O F C O N T R I B U T I O N B Y AXA B E L G I U M OF T H E A M C A B U I L D I N G L O C A T E D I N A N T W E R P
Befimmo concluded with AXA Belgium, on 18 June 2013, a contribution agreement for the AMCA building located Italiëlei 4 in 2000 Antwerp, in the premium neighbourhood known as Het Eilandje3.
This building, which was erected in 1992, includes approximately 58,000 m² of office space,
1,500 m² of archives, and 500 parking spaces; it is fully let for a fixed residual term of
16.5 years to the Buildings Agency (Centre des Finances/Financiecentrum4).
The building's conventional value5 has been set at €110 million, in line with the fair value determined by an independent real-estate expert. The current annual rent is €7.1 million which generates a gross initial yield of 6.4%.
This new investment is totally in line with Befimmo's pure player strategy thanks to its Prime location, its visibility and secure long-term income provided by tenants of the public sector. In addition, the building has potential for reconversion, as the case may be, into a residential building in one of the most desirable locations in Antwerp (close to the Willemdok, in front of the MAS6).
Based on data as at 31 March 2013, the addition of this building to Befimmo's portfolio, combined with the acquisition of Blue Tower Louise SA7, results in an increase of the weighted average duration of leases for the entire portfolio from 9.08 years to 9.21 years. The occupancy rate of Befimmo's portfolio was 95.8% and the proportion of the public sector in its income stood at 66%.
3 'Het Eilandje' is a former port area located in Antwerp, between the old town and the current port.
4 Service Public Fédéral Finances/Federale Overheidsdienst Financiën.
5 "Deed in hand" value.
6 Museum aan de Stroom, www.mas.be.
7 For more information, please see the press release of 18 April 2013 available on the Befimmo website
(www.befimmo.be).
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2. I N C R E A S E O F I T S S H A R E H O L D E R S ' E Q U I T Y 8 B Y M E A N S O F T H E C R E A T I O N O F
2 , 0 3 7 , 0 3 7 N E W S H A R E S U P O N E F F E C T I V E C O M P L E T I O N O F T H E C O N T R I B U T I O N
The execution of the authentic contribution deed is scheduled for July 2013.
The full ownership contribution of the AMCA building by AXA Belgium at a conventional value
of €110 million will result in an increase in Befimmo's shareholders' equity by an amount of
€110 million9 and will be paid for by the granting of 2,037,037 new shares of Befimmo, to be
issued upon a capital increase completed within the authorised capital, which will take place at the contribution deed.
The issue price of these new shares was set at €54.00 per share. This price is above the minimum required by regulations10, i.e. the lowest value between the net asset value dating from four months or less before the date of agreement (€55.36 per share as at
31 March 2013) and the average closing price over the last thirty calendar days (€50.68 per share).
The new shares will have the same rights and benefits as existing shares, including participation in the full dividend for the current fiscal year. They will be listed in NYSE Euronext Brussels in July 2013.
This significant increase in the number of shares outstanding will have a slight dilutive effect on the EPRA earnings per share during the first three years, (approximately €0.02 per share).
On the other hand, this transaction is beneficial to the loan-to-value ratio, which will be significantly reduced (in absolute terms, of some 2.5%); this will allow Befimmo to create new investment capacity to investigate new projects.
All other things being equal, and following the issuance of new shares, the Company confirms its forecast for dividend per share for the current fiscal year (€3.45 gross).
8 Subject to suspensive condition of the FSMA approval.
9 Including €29.6 million in share capital and the remaining €80.4 million in share premium.
10 Article 13 of the Royal Decree of 7 December 2010 on Sicafis.
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3. S H A R E H O L D E R S T R U C T U R EFollowing this capital increase, AXA Belgium will become a shareholder of Befimmo for 9.6%.
"AXA Belgium's decision to propose such contribution to Befimmo and, consequently, to become a major shareholder of the Company, is fully in line with its investment strategy and came naturally, not only for Befimmo's development and portfolio management capacities in "prime" office space, but also because of AXA Belgium's confidence in Befimmo's expertise, values and the expertise of its executive team and employees." [Guy VAN WYMERSCH-MOONS | General Manager Real Estate | AXA Belgium S.A.]
AXA Belgium is committed not to sell the new shares, issued in the framework of the contribution, for a period of six months starting at the completion of the contribution.
Unless other factors intervene, upon the date of completion of the contribution, scheduled in
July, Befimmo's shareholder structure will be as follows:
Regulatory documentation with regards to this contribution will be available on Befimmo's website upon completion of the contribution, scheduled in July 2013 (http://www.befimmo.be/en/publications/25). The notarial deed for the capital increase will be filed at the Clerk's Office of the Brussels Commercial Court within the statutory deadline following the completion of this contribution.
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Befimmo is a Pure Player investor specialising in high quality office buildings located in city centres in Belgium and in the Grand-Duchy of Luxembourg. Its portfolio currently includes approximately one hundred office buildings for a total surface over 850,000 square meters of which a large part is rented long-term to public institutions (> 65%). The fair value of its portfolio as at 31 March 2013 was €1,966 million. The Company strives to enhance its current portfolio and to seize any investment opportunity creating value for its shareholders. Befimmo has been listed on Euronext Brussels since its creation and in the BEL 20 index since March 2009; the Company applies a purposeful strategy aiming at obtaining optimized results over time. Befimmo bases its strategic prospects on optimal integration of the challenges of sustainable development and conducts its daily activities according to appl icable rules of corporate social responsibility.
Additional information:
Emilie Delacroix | IR & External Communication Manager | Befimmo SA Tel.: +32 2 679.38.60 | www.befimmo.be | Email: e.delacroix@befimmo.be
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