Ad hoc: Grand City Properties S.A. launches public tender offer for up to 12,500,000 shares

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Grand City Properties S.A. launches public tender offer for up to 12,500,000 shares

Luxembourg, 28 January 2021 - The board of directors of Grand City Properties S.A. (the "Company") (ISIN LU0775917882 / WKN A1JXCV) resolved today to utilize the authorization of the annual general meeting of 24 June 2020 in order to buy back up to 12,500,000 shares of the Company (corresponding to up to 7.27% of the Company's share capital) by way of a public tender offer with a purchase price in the range of EUR 20.00 to EUR 21.25 per share (excluding ancillary acquisition costs). The final purchase price per share will be determined by the Company after the expiration of the acceptance period in accordance with the final terms of the offer document.

The final purchase price will be determined by the Company on the basis of tenders received from shareholders and will be equal to the lowest price within the given purchase price range at which the Company can, based on the tenders received, purchase such number of shares as to be determined by the Company in accordance with the terms of the offer. Shareholders may tender all or part of their shares in the Company by either specifying a price within the purchase price range or with no specified price, in which case they commit to sell their tendered shares at the final purchase price as determined by the Company. The final purchase price, which will be identical for all shares tendered into the offer, will be calculated in accordance with the terms of the offer document on the basis of the number of shares tendered and the tender prices set by shareholders. If and to the extent the shares tendered into the offer at a price equal to, or lower than, the final purchase price exceed the number of shares to be acquired by the Company under the offer, tenders will be accepted on a pro rata basis.

It is expected that the offer document for the tender offer will be published on 29 January 2021. The acceptance period is intended to start on 29 January 2021, 00:00 (CET) and to end on 12 February 2021, 24:00 (CET). To the extent necessary and legally permissible, the tender offer can be extended, suspended and also resumed at any time. The Company reserves the right to amend the offer, including an extension of the offer period and an increase in the purchase price range.

Further details on the public tender offer will be made available in the offer document which will be published on the Company's website (www.grandcityproperties.com) under "Investor Relations - Equity/Share-buy-back" prior to the commencement of the acceptance period.

Contact: Grand City Properties S.A. 1, Avenue du Bois L-1251 Luxemburg T: +352 28 77 87 86 E: info@grandcity.lu www.grandcityproperties.com

Press Contact: Katrin Petersen Grand City Properties S.A. T: +49 (30) 374-381 5218 E: katrin.petersen@grandcity.lu

Disclaimer

This release may not be published, distributed or transmitted in the United States, Canada, Australia or Japan. This release is not directed to or intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.

Neither this release nor its content may be published, dispatched, distributed or disseminated to or within the United States of America, and in each case neither by means of utilization of any postal service nor by any other means or instruments of business communication between single states or foreign trade or any facilities of a national stock exchange of the United States of America. This includes, among others, submission by fax, electronic post, telex, telephone and the internet. Copies of this release or any other documents related to this release may also not be distributed or submitted to or within the United States of America.

This announcement is for informational purposes only and constitutes neither an invitation to sell, nor an offer to purchase, securities. The final terms and further provisions regarding the public tender offer will be disclosed in the offer document. Investors and holders of securities of the Company are strongly recommended to read the offer document and all announcements in connection with the public tender offer as soon as they are published, since they will contain important information.

To the extent any announcements in this document contain forward-looking statements, such statements do not represent facts and are characterized by the words "will", expect", "believe", "estimate", "intend", "aim", "assume" or similar expressions. Such statements express the intentions, opinions or current expectations and assumptions of the Company. Such forward-looking statements are based on current plans, estimates and forecasts, which the Company has made to the best of its knowledge, but which it does not claim to be correct in the future. Forward-looking statements are subject to risks and uncertainties that are difficult to predict and usually cannot be influenced by the Company. These expectations and forward-looking statements can turn out to be incorrect and the actual events or consequences may differ materially from those contained in or expressed by such forward-looking statements. The Company does not assume an obligation to update the forward-looking statements with respect to the actual development of incidents, basic conditions, assumptions or other factors.