DGAP-News: CPI PROPERTY GROUP / Key word(s): Share Buyback 
CPI PROPERTY GROUP - TERMS AND CONDITIONS OF A BUY-BACK OFFER BY THE COMPANY 
2021-02-16 / 08:14 
The issuer is solely responsible for the content of this announcement. 
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CPI PROPERTY GROUP 
Société Anonyme 
40, rue de la Vallée 
L-2661 Luxembourg 
R.C.S. Luxembourg B 102254 
(hereinafter the "Company" or "CPIPG") 
TERMS AND CONDITIONS OF A BUY-BACK OFFER BY THE COMPANY 
I. Introduction 
On 28 May 2020, the shareholders of the Company approved the terms of a share buy-back programme enabling the Company 
to repurchase up to 1,000,000,000 shares of CPIPG (the "Programme") in accordance with the provisions of article 430-15 
of the Luxembourg law of 10 August 1915 on commercial companies, as amended (the "1915 Law"), and have authorized the 
board of directors of the Company (the "Board") to implement such Programme in one or several steps. 
On the basis of such authorization, the Board has decided on 15 February 2021, to proceed to a buy-back of certain 
shares of the Company under the Programme, the terms of which are set forth hereafter (the "Offer"). It is intended 
that the shares acquired by the Company within the Offer will be cancelled afterwards through a share capital 
reduction. 
II. Conditions of the Offer 
Shares concerned: CPIPG shares - both listed (ISIN LU0251710041) and unlisted shares. Only fully paid-up shares may be 
repurchased and such shares must not be subject to any Encumbrance. For the purposes of this Offer, "Encumbrance" means 
a mortgage, charge, pledge, lien, option, restriction, right of first refusal, right of pre-emption, third party right 
or interest, other encumbrance or security interest of any kind, or another type of preferential arrangement having 
similar effect. 
Participating shareholder: only shareholders holding CPIPG shares on 12 February 2021 at 23:59 (CET time) can 
participate to the Offer. 
Conditions of the Offer (the "Conditions"): The Company is willing to repurchase in the context of the Offer a maximum 
number of up to 650,000,000 CPIPG shares. Shareholders have the ability to present all or part of their shares to the 
Offer and must indicate the precise number of shares they present to the Offer in their respective Participation Forms 
(as defined below). 
If the total number of shares indicated in all Participation Forms (as defined below) exceeds the 650,000,000 shares 
that the Company is willing to repurchase in the context of the Offer, then the final number of CPIPG shares that the 
Company will repurchase in the context of the Offer from the shareholders who choose to participate in the Offer (the " 
Participating Shareholders") shall be calculated on a pro rata basis between the Participating Shareholders, according 
to the number of CPIPG shares held on 12 February 2021 at 23:59 (CET time) by the Participating Shareholders and within 
the limit of their respective Participation Form. Thus, the Company may then repurchase fewer shares than the number 
the Participating Shareholders indicated in their respective Participation Form. This could occur where the total 
number of shares indicated in all Participation Forms exceeds the 650,000,000 shares that the Company is willing to 
repurchase in the context of the Offer. In this case, the Participating Shareholders will nonetheless still be obliged 
to sell to the Company the number of shares that will be calculated by the Company for each Participating Shareholder 
by applying the pro rata rule mentioned above. 
If upon application of the above pro rata rule the number of shares that a Participating Shareholder is entitled to 
sell to the Company is not a whole number of shares, then such number of shares shall be rounded down to the nearest 
whole number of shares. Then, as a result of the application of the above pro rata rule, the Company may finally 
repurchase fewer than 650,000,000 shares. 
The Offer is also conditional to a minimum number of 100,000,000 CPIPG shares being presented to the Offer. If such 
threshold is not reached, the Offer shall be deemed cancelled and the Company shall have no obligation to repurchase 
the CPIPG shares presented to the Offer. 
Price for the shares: The Company proposes to pay a price of EUR 0.616 (zero point six hundred sixteen Euros) per share 
presented to the Offer. Price for the shares shall be paid in cleared funds on the bank account indicated by the 
Participating Shareholder in the Participation Form mentioned below. 
III. Participation to the Offer 
All shareholders wishing to participate to the Offer must send back to the Company the participation form available on 
the Company website (the "Participation Form"). The Participation Form must include the number of shares a 
Participating Shareholder tenders in the Offer. The Participation Form must be accompanied by a proof of shareholding 
indicating the identification details and the exact number of the Company shares held by the Participating Shareholder 
on 12 February 2021 at 23:59 (CET time). The Participating Form shall be issued by the bank, professional securities' 
depositary or financial institution where the shares are on deposit. No proof of shareholding is needed for shares that 
are only recorded in the shareholders register of the Company. By signing such Participation Form and subject to the 
satisfaction of the Conditions, the Participating Shareholders already agree to enter into a standard share transfer 
agreement for the repurchase of their shares presented to the Offer. 
All Participation Forms shall be irrevocable and unconditional. The Participation Forms shall be sent to the Company by 
post or electronic means so that they are received by the Company at the latest by 18:00 CET on 22 February 2021, to: 
CPI Property Group, 40, rue de la Vallée, L-2661 Luxembourg, Grand Duchy of Luxembourg; email: 
generalmeetings@cpipg.com. 
IV. Timing of the Offer 
The timing of the Offer shall be the following: 
- 16 February 2021: Opening of the Offer period. 
- 22 February 2021, 18:00 CET: Closing of the Offer period. 
- 23 February 2021 at the latest: Publication of the results of the Offer. If the Conditions are satisfied, standard 
share transfer agreements shall be sent by the Company to each Participating Shareholder. 
- 25 February 2021, 12:00 (noon) CET: Share transfer agreements signed by each Participating Shareholder to be received 
by the Company. In case agreements are received after this deadline, the Company may, but shall not be obliged to, 
countersign these agreements and repurchase the CPIPG shares subject to these agreements. 
- 26 February 2021: Countersigning by the Company of the share transfer agreements that were duly received from the 
Participating Shareholder. 
- 26 February 2021 at the latest: Payment of the relevant purchase price for the shares to the Participating 
Shareholders by the Company. 
V. Legal framework 
The present Offer is made in compliance with article 430-15 of the 1915 Law. 
All regulatory communications and publications in connection with this Offer (in particular under the provisions of EC 
Directive EC/2004/109 (as amended), also known as the "Transparency" Directive and of the "Market Abuse" Regulation EU 
596/2014) shall be made by the Company. 
Terms of the Offer may be adjusted to address any comments formulated by regulatory authorities or stock exchange. 
Luxembourg, 15 February 2021 
Yours faithfully, 
The Board of Directors of the Company 
Contact details: 
Shareholder may direct any questions to the Company at: 
David Greenbaum 
Chief Financial Officer 
d.greenbaum@cpipg.com 
CPI PROPERTY GROUP 
40, rue de la Vallée 
L-2661, Luxembourg 
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2021-02-16 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG. 
The issuer is solely responsible for the content of this announcement. 
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Language:     English 
Company:      CPI PROPERTY GROUP 
              40, rue de la Vallée 
              L-2661 Luxembourg 
              Luxemburg 
Phone:        +352 264 767 1 
Fax:          +352 264 767 67 
E-mail:       contact@cpipg.com 
Internet:     www.cpipg.com 
ISIN:         LU0251710041 
WKN:          A0JL4D 
Listed:       Regulated Market in Frankfurt (General Standard); Regulated Unofficial Market in Dusseldorf, Stuttgart 
EQS News ID:  1168518 
 
End of News   DGAP News Service 
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1168518 2021-02-16

(END) Dow Jones Newswires

February 16, 2021 02:16 ET (07:16 GMT)