Bologna, 18 April 2013. Today the Annual General Meeting of IGD – Immobiliare Grande Distribuzione SIIQ S.p.A., (“IGD” or the “Company”), leading owner and manager of retail shopping centers in Italy and listed on the STAR segment of the Italian Stock Exchange, met in first call, in ordinary and extraordinary session, in a meeting chaired by Gilberto Coffari.

Approval of the separate and consolidated financial statements at 31 December 2012

IGD’s shareholders, meeting in ordinary session, approved the 2012 financial statements of IGD SIIQ S.p.A., as presented to the Board of Directors on 28 February 2013, which close with a net profit of €10.5 million, and also resolved to pay a dividend, excluding the 10,976,592 treasury shares held by the Company, of €0.07 per share (in line with the payout policy outlined in the 2012-2015 Business Plan), payable as of 23 May 2013 and with shares going ex-div as of 20 May 2013.

During today’s Annual General Meeting shareholders also resolved to approve the IGD Group’s consolidated financial statements for FY 2012. The IGD Group’s total revenue from core business at 31 December 2012 amounted to €123.3 million.Total EBITDA amounted to €85.7 million (compared to €88.5 million in FY 2011). The EBITDA margin for the core business came in at 69.6%. The Group’s portion of net profit amounted to €11.3 million, versus €30.1 million in 2011. This result reflects, while EBITDA basically held, the negative impact of the fair value adjustments and an increase in net financial charges explained primarily by an increase in the cost of capital. Funds From Operations (“FFO”) reached €35.9 million at 31 December 2012, a drop of 15.7% with respect to the €42.6 million posted in 2011, attributable almost entirely to IMU and financial charges. The level and the cost of debt were kept under control: the gearing ratio came in at1.38, unchanged with respect to 31 December 2011, while the Group’s net debt at year-end 2012 amounted to €1,090 million, largely in line with the €1,094 million recorded at year-end 2011. Based on CB Richard Ellis’s and Reag’s independent appraisals, the market value of the IGD Group’s real estate portfolio reached €1,906.6 million, basically in line with the €1,924.6 million recorded at 31 December 2011.

Shareholders also approved the first section of the Compensation Report pursuant to Art. 123-ter, par. 6 of Legislative Decree. 58/98.

Authorization to buy and sell treasury shares approved

The shareholders, meeting in ordinary session, also renewed the authorization granted to the Board of Directors to buy and sell treasury shares as follows:

• Motivation: (i) to undertake trading and hedging transactions and (ii) to invest liquidity to allow for the use of treasury shares in transactions related to current operations and business projects in accordance with the strategic guidelines pursued by the Company, in relation to which opportunities arise to exchange, swap, contribute or otherwise dispose of said shares;
• Maximum number of treasury shares subject to authorization: treasury shares may be purchased on one or more occasions for up to the maximum permitted by law.
• Duration of the authorization; the authorization to purchase treasury shares will be effective for eighteen months as from the date of the shareholder’s resolution; there is no time limit on the authorization to dispose of the shares.
• Ways in which the shares may be purchased and pricing: the purchases must be done in accordance with Art. 132 of Legislative Decree 58/1998, Art. 144-bisof the Regulations for Issuers, and any other applicable regulation, as well as the market practices recognized by Consob and must be done in accordance with Art. 5, par. 1 of the European Commission’s Regulation n. 2273/2003 of 22 December 2003.
• Amount of treasury shares held by IGD: as of today’s date IGD possesses 10,976,592 treasury shares or 3.326% of the share capital

Granting of the financial audit assignment

IGD’s shareholders approved the granting of the financial audit assignment for the period 2013-2021 to PricewaterhouseCoopers S.p.A. (PwC).

The capital increase excluding pre-emption rights reserved for 2012 dividend recipients (the “Dividend Reinvestment Option”) approved

The shareholders, meeting in extraordinary session, approved the proposal to increase share capital for  cash, pursuant to Art. 2441, fourth paragraph, second sentence, of the Italian Civil Code, excluding pre-emption rights, by up to 10% of the Company’s pre-existing share capital. The capital increase is reserved exclusively for 2012 dividend recipients. Shareholders who exercise the option may reinvest up to 80% of their gross dividend.

The Dividend Reinvestment Option calls for:

• an increase in the share capital of up to a maximum of 80% of the 2012 dividend and, therefore, equal to €17,866,726, through the issue of ordinary shares without any stated nominal value with dividend rights;
• the capital increase may be subscribed exclusively by 2012 dividend recipients who may reinvest up to 80% of their gross dividend;
• the subscription price of the new shares will be set by the Board of Directors closer to the offer launch date based on the criteria established by the shareholders and will be equal to the average stock price recorded during the eight trading sessions prior to the launch date adjusted by (i) subtracting the amount of the 2012 cash dividend and (ii) applying a discount of a maximum of 10% and will not, at any rate, be less than €0.61 (arithmetic average of the stock’s official closing price recorded in the six month period prior to 28 February 2013 adjusted by subtracting the 2012 dividend payment and applying a discount of 15%).

The purpose of this transaction, which is in line with the best practices adopted by a number of European REITs, is to give 2012 dividend recipients the possibility to reinvest in IGD and IGD to recapitalize itself. The Company intends to launch the capital increase, subject to approval by the relative authorities, when the 2012 dividend is paid and, at any rate, by 30 September 2013.

IGD appointed Mediobanca – Banca di Credito Finanziarioto act as financial advisor for the transaction and Chiomenti Studio Legale to act as legal advisor.

Other resolutions

The shareholders, in extraordinary session, also approved amendments to Articles 16 (Board of Directors), 26 (Board of Statutory Auditors) and 31 (General Provisions) of the corporate by-laws in order to comply with Law n. 120 of 12 July 2011 n. 120 relating to equal opportunities within the administrative and control bodies of listed companies.

IGD’s new corporate by-laws will be filed at the Company’s registered office, with Borsa Italiana S.p.A., and published on the Company’s corporate website, www.eng.gruppoigd.it , in the Governance/Shareholders’ Meetings section, by the legal deadlines.

The third edition of the Corporate Sustainability Report, relating to 2012, was also published and will be made available on the Company’s corporate website: www.eng.gruppoigd.it/Sustainability/Sustainability-Report .