EQS-Adhoc: Renta Corporación Real Estate, SA: NOTICE OF MEETING OF BONDHOLDERS

NOTICE OF MEETING OF BONDHOLDERS

Renta Corporación Real Estate, S.A.

(the “Issuer”)

NOTICE OF MEETING

to all holders (the “Bondholders”) of the outstanding

€16,500,000 6.25 per cent. Senior Unsecured Bonds due 2023 with ISIN code XS1883986934 and Common Code 188398693 of the Issuer

__________________________________________________

NOTICE IS HEREBY GIVEN that, pursuant to: (i) the terms and conditions (the “Conditions”) of the €16,500,000 6.25 per cent. Senior Unsecured Bonds due 2023 (the “Bonds”) of the Issuer; and (ii) the provisions regulating the meetings of Bondholders set out as Schedule 3 to the Fiscal and Transfer Agency Agreement dated 2 October 2018 entered into between the Issuer, The Bank of New York Mellon, London Branch (the “Fiscal Agent”) and The Bank of New York Mellon SA/NV, Luxembourg Branch (the “Registrar”) (such agreement, the “Fiscal Agency Agreement”), the Issuer has convened a general meeting of Bondholders (the “Meeting”) in accordance with the information below.

Unless the context otherwise requires, capitalised terms used in this notice (the “Notice”) shall bear the meanings ascribed, as applicable, in the Conditions or the Fiscal Agency Agreement or the notice of meeting memorandum prepared by the Issuer dated 29 May 2023 (the “Notice of Meeting Memorandum”).

The Meeting will be held on first call at Vía Augusta 252-260, 5th floor, 08017 Barcelona, on 14 June 2023, at 12:00 CET or, if it cannot be validly held because the necessary quorum is not present, on second call on 28 June 2023 in the same place and at the same time.

The Meeting will be held in accordance with the following

AGENDA

1. Waiver of Condition 9(h) by the Bondholders regarding the financial ratio until the final maturity of the Bonds.
2. Delegation of faculties and approval of, and powers of attorney to, the execution of all agreements and acts that may be necessary or appropriate for the formalisation and full effectiveness of the resolutions adopted at the Meeting.
3. Drafting and approval of the minutes of the Meeting as appropriate.

INFORMATION RIGHTS

Bondholders may, following the delivery of this Notice, consult on the website of the Issuer, http://www.rentacorporacion.com/, the Notice of Meeting. The Issuer has prepared a Notice of Meeting Memorandum which provides a detailed description of the proposed resolution to be submitted to vote of the Meeting as well as instructions for the exercise of the rights of attendance, representation and voting at the Meeting. This document is available to bondholders upon request to the Tabulation and Information Agent.

Those Bondholders who are interested in receiving copies of the aforementioned documentation may request them by sending an e-mail to the Tabulation and Information Agent at the following e-mail address: projects@issuersolutions.com

ATTENDANCE, INFORMATION, QUORUM AND VOTING RIGHTS

The attention of Bondholders is particularly drawn to the majorities required for the Meeting which are set out in the Notice of Meeting Memorandum. Having regard to such requirements, Bondholders are strongly urged either to attend the Meeting or to take steps to be represented at the Meeting, as referred to below, as soon as possible.

Bondholders who have held this status as of five (5) days prior to the scheduled date of the Meeting (the “Record Date”), and can provide proof of ownership of the Bonds by sending the relevant electronic voting instruction to the Tabulation and Information Agent via Euroclear Bank NL/NV or Clearstream Banking S.A., Luxembourg, shall be entitled to attend and vote at the Meeting.

Representatives of the Issuer, the Fiscal Agent and the Tabulation and Information Agent; financial advisers of the Issuer; the legal counsel to the Issuer; and any other person approved by the Meeting shall also be entitled to attend and speak at the Meeting.

The Notice of Meeting Memorandum details the procedure to be followed by Bondholders to cast their vote at the Meeting.

In accordance with the Conditions and the Fiscal Agency Agreement, the resolutions shall be adopted by a majority of not less than three quarters of the votes cast at the Meeting, so it will be deemed an Extraordinary Resolution binding on all relevant Bondholders, including in relation to those Bondholders who do not cast a favourable vote to the resolutions and whether or not present at the Meeting.

REPRESENTATION RIGHTS

Any Bondholder entitled to attend the Meeting may be represented by another person by any means permitted by the Fiscal Agency Agreement. In addition, any Bondholder entitled to attend may be represented by Issuer Solutions, S.L. as further described in the Notice of Meeting Memorandum. They may not, under any circumstances, be represented by the directors of the Issuer.

Representation must be permitted in writing and on a specific basis for this Meeting.

The Notice of Meeting Memorandum details the procedure to be followed by Bondholders who wish to delegate their representation.

ADDITIONAL INFORMATION

Bondholders should contact the following for further information:

• Tabulation and Information Agent:

Issuer Solutions, S.L.

Att.: Marina Pettis

Telephone: (+34) 963 222 555

Email: projects@issuersolutions.com

• The Issuer:

Renta Corporación Real Estate, S.A.

Calle Vía Augusta, 252-260, 5ª Planta,

08017 Barcelona,

Spain

Telephone: (+34) 93 494 96 70

E-mail: r.inversores@rentacorporacion.com

This Notice is given by Renta Corporación Real Estate, S.A. and is regulated by Spanish law and shall be interpreted in accordance therewith.

______________________________

Mr. David Vila

Chief Executive Officer

Renta Corporación Real Estate, S.A.

Barcelona, 29 May 2023

DISCLAIMER: This Notice must be read in conjunction with the Notice of Meeting Memorandum. The Notice of Meeting Memorandum contains important information which should be read carefully before any decision is made with respect to agenda of the Meeting. If any Bondholder is in any doubt as to the action it should take or is unsure of the impact of the implementation of the proposed resolutions, it is recommended to seek its own financial and legal advice, including in respect of any tax consequences, immediately from its broker, bank manager, accountant or other independent financial, tax or legal adviser. Any individual or company whose Bonds are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to attend, vote or be represented in the Meeting. None of the Fiscal Agent or the Tabulation and Information Agent makes any recommendation whether Bondholders should consent to the proposed resolutions.

Nothing in this Notice or the Notice of Meeting Memorandum constitutes or contemplates an offer of, an offer to purchase or sell or the solicitation of an offer to purchase or sell any security in any jurisdiction. The distribution of this Notice and the Notice of Meeting Memorandum in certain jurisdictions may be restricted by law, and persons into whose possession this announcement or the Notice of Meeting Memorandum comes are requested to inform themselves about, and to observe, any such restrictions.

1644227  29-May-2023 CET/CEST