Swiss Life AG entered into an agreement to acquire a portfolio of 28 real estate assets in France from TERREÏS (ENXTPA:TER) for €1.7 billion on February 12, 2019. The consideration of €1.7 billion is excluding transfer duties. The deal involves a substitution option in favor of entities controlled or managed by Swiss Life Asset Managers. The transaction is subject to satisfaction of the condition related to the potential exercise of the urban pre-emption rights and approval of antitrust authorities. As part of the Annual General Meeting, the shareholders of TERREIS will be consulted on the disposal to Swiss Life AG in accordance with the position-recommendation 2015-05 of the Autorite des marches financiers. The Annual General Meeting will be held in May 2019. The transaction was approved by Autorité de la concurrence in France on April 12, 2019. The transaction was unanimously approved by the shareholders at the Annual General Meeting of TERREÏS, held on May 6, 2019. The transaction is expected to complete in May 2019. As of May 7, 2019, the transaction is expected to complete by the end of May 2019. In addition, closing of this transaction would trigger payment of a dividend and a launch of public share buyback tender offer by TERREÏS. Ledouble acted as fairness opinion provider to TERREÏS’ Board of Directors. Yannick Piette of Weil Gotshal & Manges acted as legal advisor to Terreis. Frédéric Nouel, Antoine Mary, Didier G. Elise Bernard, Abel Colomb ,Laurent Modave, Alexandre Bochu, Laetitia Lemercier, Charlotte Bennett, Agathe Coq-Etchegaray, Clara Toubert, and Marie Helias of Gide Loyrette Nouel acted as legal advisors to Swiss Life AG. Swiss Life AG completed the acquisition of portfolio of 28 real estate assets in France from TERREÏS (ENXTPA:TER) on May 28, 2019.