Xior announces capital increase for a maximum amount of approx. EUR 205.7 million to finance its growth strategy

PUBLIC OFFERING FOR SUBSCRIPTION TO A MAXIMUM OF 4,783,282 NEW SHARES IN THE CONTEXT OF A CAPITAL INCREASE IN CASH WITHIN THE LIMITS OF THE AUTHORISED CAPITAL WITH IRREDUCIBLE ALLOCATION RIGHT FOR A MAXIMUM AMOUNT OF EUR 205,681,126.00 

 - Xior remains highly committed to its growth strategy and announced today new investments in Spain and Portugal for a total amount of approx. EUR 171.0 million. 
 
- Xior announces public offering for subscription to a maximum of 4,783,282 New Shares as part of a capital increase in cash within the limits of the authorised capital with Irreducible Allocation Rights for a maximum amount of approx. EUR 205.7 million in order to finance growth strategy.  
 
- Confirmation for financial year 2019 of the previously published forecast of an increase in EPRA earnings by 9.6% compared to the financial year 2018 to EUR 1.60 per share and an increase in gross dividend by 4% compared to the financial year 2018 to EUR 1.30 per share.  
 
- Announcement of expected EPRA earnings per share of EUR 1.70 for the financial year 2020 (a 6.2% increase compared to financial year 2019) and a gross dividend of EUR 1.36 per share. 
 
- Issue Price: EUR 43.00 per New Share, which represents a discount of 14.2% to the closing price of the Shares on 15 October 2019 of EUR 50.60, adjusted by the estimated value of coupon no. 12 to be detached on 16 October 2019 (after markets close), taking it to EUR 50.108 after this adjustment. 
 
- 3 Irreducible Allocation Rights entitle the holder to subscribe to 1 New Share. 
 
- Aloxe NV has committed irrevocably to subscribe to the capital increase for an amount of approx. EUR 35.4 million (which is 17.2% of the Offering). 
 
- Detachment of coupon no. 11, representing the Irreducible Allocation Right: 16 October 2019 (after markets close). 
 
- Detachment of coupon no. 12, representing the right to the proportionate dividend for the current financial year 2019 for the period from 13 June 2019 (inclusive) to 28 October 2019 (inclusive), which will not be allocated to the New Shares: 16 October 2019 (after markets close). 
 
- Subscription Period: from 17 October 2019 until 24 October 2019 inclusive. 
 
- Application for the admission to trading on the regulated market of Euronext Brussels of (i) the New Shares from their issue date and (ii) the Irreducible Allocation Rights during the Subscription Period. 
 
- The Irreducible Allocation Rights will be tradable during the full Subscription Period. 
 
- Placement of the Scrips is expected to take place on 25 October 2019. 
 
- Belfius Bank, BNP Paribas Fortis and ING Belgium are acting as Joint Global Coordinators and Joint Bookrunners, and Kempen and Natixis are acting as Co-Lead Managers (and together with the Joint Global Coordinators and Joint Bookrunners as Underwriters)

In the PDF file added below you'll find the details of the capital increase for a maximum ammoint of approx. EUR 205.7 million.

_{For more information please contact:
Xior Student Housing NV
Mechelsesteenweg 34, box 108
2018 Antwerp
www.xior.be}
 

_{Christian Teunissen, CEO
Frederik Snauwaert, CFO
info@xior.be
T +32 3 257 04 89}

_{Xior Investor Relations
Sandra Aznar
Head of Investor Relations
ir@xior.be
T +32 3 257 04 89}

_{Disclaimer 
These written materials are not for distribution in or to persons resident in the United States of America, Australia, Canada, Japan, South Africa or Switzerland. The information contained herein does not constitute an offer of securities for sale in the United States of America, Australia, Canada, Japan, South Africa or Switzerland.  
 
This information does not contain a solicitation for money, securities or other considerations and, if sent in response to the information contained herein, will not be accepted. This announcement contains statements which are "forward-looking statements" or could be considered as such. These forwardlooking statements can be identified by the use of forward-looking terminology, including the words 'believe', 'estimate', 'anticipate', 'expect', 'intend', 'may', 'will', 'plan', 'continue', 'ongoing', 'possible', 'predict', 'plans', 'target', 'seek', 'would' or 'should', and contain statements made by the company regarding the intended results of its strategy. By their nature, forward-looking statements involve risks and uncertainties and readers are warned that none of these forward-looking statements offers any guarantee of future performance. The company's actual results may differ materially from those predicted by the forward-looking statements. The company makes no undertaking whatsoever to publish updates or adjustments to these forward-looking statements, unless required to do so by law. 
 
The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the Securities Act), or the laws of any state or other jurisdiction, and may not be offered or sold within the United States of America except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state laws. No public offering of securities will be made in the United States of America. 
 
This information does not constitute an offer or invitation to proceed to an acquisition of or subscription for the Company’s securities, nor an offer or invitation to proceed to an acquisition of or subscription for the Company’s securities in the United States of America, Switzerland, Canada, Australia, Japan, South Africa or in any other jurisdiction where such offer or invitation is not allowed without registration or qualification under the applicable legislation of the relevant jurisdiction, or where such offer or invitation does not meet the required conditions under the applicable legislation of the relevant jurisdiction.  
 
This information and any materials distributed in connection with this information are not directed to, or intended for distribution to or use by, any person or entity that is a citizen or resident of or located in the United States of America, Switzerland, Canada, Australia, Japan, South Africa or any 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. Any failure to comply with these restrictions may constitute a violation of the laws or regulations of the United States of America, Switzerland, Canada, Australia, Japan, South Africa or any other jurisdiction. The distribution of this information in other jurisdictions than Belgium, may be restricted by laws or regulations applicable in such jurisdictions. All persons in possession of this information must inform themselves about, and comply with, any such restrictions. 
 
An investment in shares entails significant risks. Relevant investors are encouraged to read the Prospectus that is made available on the website of Xior Student Housing NV/SA, www.xior.be. 
 
This document is not a prospectus and investors should not subscribe for or purchase any shares referred to herein except on the basis of the information contained in the Prospectus. Potential investors must read the Prospectus before making an investment decision in order to fully understand the potential risks and rewards associated with the decision to invest in the securities. The approval of the Prospectus should not be understood as an endorsement of the securities offered or admitted to trading on a regulated market where the advertisement contains a reference to the approval of the Prospectus by the FSMA.}