Unibail-Rodamco

• The acquisition of Westfield is a natural extension of Unibail-Rodamco's strategy into the most attractive retail markets in London and in the United States
• The implied offer price of $7.55 results in a 17.8% premium to the closing price of 11 December 2017 (the transaction was announced on 12 December 2017) and a 22.7% premium to the 3M VWAP
• The implied offer mix consists of 65% scrip and 35% cash components
• The GAV of Unibail-Rodamco and Westfield combined will amount to €61.1 billion
• The implied market capitalization of Unibail-Rodamco and Westfield combined is €26.8 billion
• The transaction is a legal merger that required at least a 67% shareholder agreement from the AGM of Unibail-Rodamco on 17 May 2018 and 75% from the AGM of Westfield on 24 May 2018. Both AGMs overwhelmingly voted in favor of the transaction
• Kempen acted as financial adviser to Unibail-Rodamco

Created in 1968, Unibail-Rodamco SE is Europe’s largest listed commercial property company, with a presence in 11 Continental European countries, and a portfolio of assets valued at €43.1 billion as of December 31, 2017. As an integrated operator, investor and developer, the Group aims to cover the whole of the real estate value creation chain. With the support of its 2,011 professionals, Unibail-Rodamco applies those skills to highly specialised market segments such as large shopping centres in major European cities and large offices and convention & exhibition centres in the Paris region. The Group distinguishes itself through its focus on the highest architectural, city planning and environmental standards. Its long-term approach and sustainable vision focuses on the development or redevelopment of outstanding places to shop, work and relax. The company’s commitment to environmental, economic and social sustainability has been recognised by its inclusion in the FTSE4Good and STOXX Global ESG Leaders indexes. The Group is a member of the CAC 40, AEX 25 and EuroSTOXX 50 indices. It benefits from an A rating from Standard & Poor's and Fitch Ratings.

Westfield Corporation is an internally managed, vertically integrated, shopping centre group undertaking ownership, development, design, construction, funds/asset management, property management, leasing and marketing activities and employing approximately 2,000 staff worldwide. Westfield Corporation has interests in 35 shopping centres in the United States and the United Kingdom, encompassing approximately 6,500 retail outlets and total assets under management of $34.5 billion.