Global City Holdings
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14

Oct

Current report No. 34/2014 dated 13 October 2014. Purchase of shares in the Company by ITIT Holding B.V. pursuant to a public tender offer

The Board of Directors of Global City Holdings N.V., a company organised and existing under the laws of the Netherlands, with its registered office in Amsterdam, the Netherlands (the “Company”), hereby announces that on this date the Company was notified by ITIT Holding B.V., with its registered office in Rotterdam, the Netherlands, (“Bidder”), about the purchase by the Bidder of 332,007 ordinary bearer shares in the Company authorising it to exercise 332,007 votes at the general meeting of the Company and representing 0.65% of the total number of shares issued in the Company’s share capital, which constitute 0.68% of all of the effective votes at the general meeting of the Company (0.65% of all of the votes at the general meeting of the Company attached to the outstanding shares in the Company). The purchase of the above-mentioned shares resulted from the settlement on 10 October 2014 of the transactions involving their purchase by the Bidder in the course of a public tender offer to subscribe for the sale of the Company’s shares announced on 1 September 2014; the share purchase price amounted to PLN 38.5 per share.

The sale subscriptions placed in the Tender Offer covered the above-mentioned number of shares in the Company.

After the settlement of the transactions in the Tender Offer, the Bidder together with its direct dominant entity, I.T. International Theatres Ltd., and indirect dominant entity, Israel Theatre Ltd.,  jointly hold 28,059,908 shares in the Company directly entitling them to exercise 28,059,908 votes at the General Meeting of the Company representing 54.8% of the total number of shares issued in the Company’s share capital, which entitle the holder thereof to 57.5% of all of the effective votes at the general meeting of the Company (54.8% of all of the votes at the general meeting of the Company attached to the outstanding shares in the Company).

In addition, as a result of the buy-back completed in April 2014, the Company holds 2,370,724 own shares which constitute 4.63% of the total number of shares in the Company’s share capital. According to the provisions of Article 118 sub 7 of the Dutch Civil Code, the Company cannot exercise any voting rights attached to the shares that it holds in its share capital.