Current report 4/2020 of 22 January 2020

Change in date for executing agreements related to BUMA acquisition

The Management Board of REINO Capital S.A. (“Issuer,” “Company”) hereby discloses the following inside information on agreement being reached between a consortium consisting of the Issuer, RF CorVal International Holdings Ltd and Roberts Constructions Holdings Ltd (“Consortium”) and the vendors regarding a deadline for executing preliminary agreements to acquire a property group operating in Poland under the brand BUMA (“Transaction”). The Issuer had disclosed the letter of intent providing for the execution of a preliminary agreement (“Letter of Intent”) in current report 27/2019 of 17 July 2019.

Based on a shared evaluation of the matter, the parties to the Transaction agreed that the aforementioned agreements will be signed by 21 February 2020.

Extending this deadline, including the exclusivity period, by one month from the arrangements covered by Annex 1 to the Letter of Intent, as communicated by the Issuer in current report 31/2019 of 6 November 2019, results mainly from objective reasons that are independent of the parties to the Transaction and that do not threaten implementation of this scheme.

The Transaction is a complex undertaking, particularly from a formal and legal standpoint, with multiple partial deadlines affecting execution of the agreements under the Transaction being independent of the parties. Further, the final deadlines largely result from the complexity and large number of essential agreements and arrangements of key importance to the transaction as well as limiting risk associated with performance of the final agreements, which is a mutual intention of the Parties, including the Issuer.

Due to the above and given the three-month deadlines to sign the final agreements, the transaction is expected to close by 21 May 2020.

According to the Issuer’s best knowledge, there are no circumstances that would cause a further extension of the deadlines for signing the final agreements related to the Transaction.

Annex 2 to the Letter of Intent, confirming the above arrangements, is expected to be signed in the coming days and – because it must be in the form of a notarial deed – depends solely on agreeing a date that suits all of the Parties, including the Issuer.

Legal basis:

Art. 17 sec. 1 MAR – inside information.