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Atrium European Real Estate Limited

EANS-Adhoc: Atrium European Real Estate Limited
Intention to hold EGM

  ad-hoc disclosure transmitted by euro adhoc with the aim of a Europe-wide
  distribution. The issuer is solely responsible for the content of this
  announcement.
17.09.2009
Atrium European Real Estate Limited
                                 (the "Company")
Intention to hold EGM
Jersey, 17 September 2009. Atrium European Real  Estate  Limited  
(Euronext/ATX: ATRS), a leading real estate company  focused  on  
shopping  centre  investment, management and development in Central 
and Eastern Europe, announces today  that, further to its 
announcement of 3 September 2009, it will hold  an  extraordinary 
general meeting ("EGM") on 2 October 2009 at 12 noon (Jersey/UK time)
at  Hotel de France, St. Saviour's Road, St. Helier, Jersey JE1 7XP.
The Company  will  today  publish  a  circular  ("Circular")  
providing  further details of the proposed resolutions and the EGM, 
as  well  as  other  supporting documentation including proxy forms, 
all of  which  will  be  available  on  the Company's website 
(www.aere.com).
At the EGM, the Company  will  seek  approval  from  its  
shareholders  on  four proposed resolutions which relate to the 
package of proposals announced  by  the Company on 3 September  2009 
regarding  a  debt  repurchase,  equity  issuance, corporate 
governance measures and new dividend  policy.   The  Company  
believes that the package of proposals will bring significant  
benefits  to  the  Company and its shareholders and will put it in a 
strong position  from  which  to  grow and take advantage of current 
market  opportunities.   Further  details  of  the expected benefits 
of the proposals can be found  in  the  Circular  and  in  the 
Company's announcement of 3 September  2009.   The  Board  and  its  
independent committee recommend that shareholders vote in favour of 
the resolutions.
The four resolutions for which the Company is seeking shareholder  
approval  are as follows: (i)   to  amend  its  articles  of  
association,  including  to  extend  certain shareholder rights, to 
terminate the existing rights of CPI CEE  Management  LLC and  Gazit 
Midas  Limited  (together  with  their  respective  affiliates,  the 
"Investors") to appoint certain directors and to replace them  with  
new  rights dependent on their holding of ordinary shares; (ii)  to 
make the Company a no par value company which is not limited as to  
the number of shares it may be authorised to issue and to facilitate 
the payment  of dividends by the Company; (iii) to approve the 
reduction of the Company's stated capital by the amount  of the 
proposed payment of a special dividend of EUR0.50 and by  the  amount
of the proposed payment of an annual dividend of EUR0.12; and (iv)  
to authorise the Company  to  make  market  purchases  up  to  50  
million ordinary shares and therefore replace the existing authority 
to  acquire  up  to 50 million of the Austrian depositary 
certificates  representing  the  Company's ordinary shares, now that 
the ordinary shares are  listed  on  both  the  Vienna Stock Exchange
and Euronext Amsterdam.
Expected timetable of events
The expected timetable of events as set out in the circular is as 
follows:
Last time for account holding banks  or  brokers  to  return  (via  
an  admitted institution) to Kempen & Co N.V. proxy forms of persons 
holding ordinary  shares of their intention to attend and/or vote at 
the EGM:       4.30 p.m. (Amsterdam time/ C.E.T.) on 28 September 
2009
Last time for submission by holders of Special Voting Shares of proxy
forms  to the Company:
12 noon (Jersey time) on 30 September 2009
EGM:
      12 noon (Jersey time) on 2 October 2009
Closing of the Exchange Transaction (subject to the obtaining  of  
the  relevant shareholder approvals and anti-trust clearances) 
("Closing"):       During the fourth quarter of 2009
Record date for the special dividend of EUR0.50 per ordinary share:
      The first business day following Closing
Payment date for the special dividend:       Within 30 business days 
of Closing (conditional, among  other  things,  on Closing)
Commencement of payment of instalments of  the  annual  dividend  of 
EUR0.12 per ordinary share:       During the fourth quarter of 2009 
(conditional,  among  other  things,  on Closing)
Launch of the proposed partial tender offer  for  the  notes  issued 
under  the Company's 2006 Medium Term Note Programme:       Following
Closing
The above dates are subject to change.
-Ends-
For further information:
Financial Dynamics:                                    +44 (0)20 7831 3113
Richard Sunderland
Laurence Jones
Stephanie Highett
Atrium is established as a closed-end investment company  domiciled  
in  Jersey. Atrium is registered with the Dutch Authority for the  
Financial  Markets  as  a collective investment scheme which may 
offer participations in  The  Netherlands pursuant  to  article  2:66
of  the  Financial  Supervision  Act  (Wet  op  het financieel 
toezicht). All investments are subject to risk. Past  performance  is
no guarantee of future returns. The value of investments may 
fluctuate.  Results achieved in the past are no guarantee of future 
results. About Atrium European Real Estate Limited
Atrium is a leading real estate company focused on shopping  centre  
investment, management and development in Central and Eastern Europe.
As  at  30  June  2009 the Group owned 152 standing investments, with
a market value of EUR1.49 billion, diversified across eight countries
with a  total  gross  lettable  area  of  1.1 million sqm.  
Geographically, the Group's focus is principally concentrated  in 
Poland, the Czech Republic and Russia  with  a  presence  in Hungary,
Romania, Slovakia, Latvia  and  Turkey.  In  addition,  the  Company 
has  a  development portfolio including several development projects 
with a market  value  of  EUR712 million as at 30 June 2009.
Gross rental income from investment properties for the year  ended  
31  December 2008 was EUR134 million and EUR75 million for the first 
half of  2009.   Net rental income for the year to 31 December 2008 
amounted to EUR95 million and EUR59  million for the six months to 30
June 2009.  As at 30 June 2009, the Company had a  cash position of 
EUR855 million against borrowings of EUR1.08 billion.
Following a strategic investment of EUR500 million by a  Citi  
Property Investors and Gazit Globe Ltd joint venture, agreed in  
August  2008,  Rachel Lavine  was appointed Chief Executive Officer  
of  Atrium.  Rachel  Lavine  has significant experience of both real 
estate and the CEE region and was previously  President and CEO of 
Plaza Centres.  The Board is chaired by  Chaim Katzman,  founder  of 
Gazit Globe, which has extensive global experience  of real  estate  
management and is one of the largest owners of shopping centres in 
the world.
The Company is based in Jersey and  dual  listed  on  the  Vienna  
and  Euronext Amsterdam Stock Exchanges under the ticker ATRS.

Further inquiry note:

Financial Dynamics, London
Richard Sunderland / Laurence Jones
Phone: +44 (0)20 7831 3113
mailto:richard.sunderland@fd.com

Branche: Real Estate
ISIN: JE00B3DCF752
WKN:
Index: Standard Market Continous
Börsen: Wien / official market

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