Altarea : announces its intention to issue a series of senior notes and launches a tender offer to repurchase its existing series of senior notes

Press release

Paris, 7 December 2020.

Altarea announces its intention to issue a series of senior notes and launches a tender

offer to repurchase its existing series of senior notes

Altarea (the Company) announces today its intention to issue a series of fixed rate senior notes of a maximum aggregate principal amount of €300,000,000 (the New Notes). The pricing of the New Notes is expected to be announced on or before the expiration date of the Tender Offer. It is expected that the New Notes will be admitted to trading on Euronext Paris and that S&P Global Ratings Europe Limited will assign a BBB rating to the New Notes.

The Company is also launching a tender offer (the Tender Offer) intended to repurchase its €500,000,000 2.250% Notes due 5 July 2024 admitted to trading on Euronext Paris (of which €500,000,000 are currently outstanding) (ISIN: FR0013266525) (the Notes).

The Tender Offer is subject, inter alias, to a maximum acceptance amount of €150,000,000, subject to the Company's right to increase or decrease this amount at its sole and absolute discretion.

The purpose of the Tender Offer and the planned issuance of New Notes is, inter alias, to optimise the debt structure of the Company.

The Tender Offer will end at 16:00 hours Paris time on 11 December 2020 and its results will be announced on 14 December 2020 (subject to changes as a result of any extension, withdrawal, termination, re-opening or amendment of the Tender Offer).

Disclaimer

This announcement does not constitute an invitation to participate in the Tender Offer or the issuance of New Notes in or from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make such invitation under applicable securities laws. The distribution of this announcement in certain jurisdictions may be restricted by law. No offer to sell or solicitation of an order to sell or subscribe for a security may be made in a country or territory in which such an offer or solicitation would be contrary to the regulations in force or before its registration under securities law in force in the such country or territory. Persons into whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.

Tenders of Notes for purchase pursuant to the Tender Offer will not be accepted from qualifying holders in any circumstances in which such offer or solicitation is unlawful. The Company does not make any recommendation as to whether or not qualifying holders should participate in the Tender Offer.

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Securities may not be offered or sold in the United States absent registration under, or an exemption from the registration requirements of, the Securities Act. The New Notes have not been, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, any U.S. Person.

United States

This Tender Offer is not being made and will not be made directly or indirectly in or into, or by use of the mails of, or by any means or instrumentality (including, without limitation, facsimile transmission, telex, telephone, email and other forms of electronic transmission) of interstate or foreign commerce of, or any facility of a national securities exchange of, the United States or to U.S. Persons as defined in Regulation S of the U.S. Securities Act of 1933, as amended (the Securities Act) (each a U.S. Person) and the Notes may not be tendered in the Tender Offer by any such use, means, instrumentality or facility from or within the United States, by persons located or resident in the United States of America ("U.S. holders" within the meaning of Rule 800(h) under the Securities Act). Accordingly, any documents or materials related to this Tender Offer are not being, and must not be, directly or indirectly, mailed or otherwise transmitted, distributed or forwarded (including, without limitation, by custodians, nominees or trustees) in or into the United States or to any such person. Any purported tender instruction in response to this Tender Offer resulting directly or indirectly from a violation of these restrictions will be invalid, and tender instructions made by a person located or resident in the United States of America or any agent, fiduciary or other intermediary acting on a non-discretionary basis for a principal giving instructions from within the United States will not be accepted.

For the purposes of the above paragraph, United States means the United States of America, its territories and possessions (including Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, Wake Island and the Northern Mariana Islands), any state of the United States of America and the District of Columbia.

FINANCE CONTACTS

Eric Dumas, Chief Financial Officer [e-mail], tel: + 33 1 44 95 51 42

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