KLEPIERRE : Outcome of the votes of Corio’s shareholders to the EGM of December 8, 2014

Press Release

This is a press release by Klépierre S.A. in connection with the recommended public exchange offer by Klépierre S.A. for all the issued and outstanding ordinary shares in the capital of Corio N.V. This announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities in Corio N.V. or Klépierre S.A. Any offer will be made only by means of an offer memorandum. This announcement is not for release, publication or distribution, in whole or in part, in or into, directly or indirectly, Canada and Japan. Capitalized terms not defined in this press release will have the meaning as set forth in the Offer Memorandum.

Paris, France, 8 December 2014

Update on recommended exchange offer for Corio: Shareholders of Corio voted in favour of all resolutions at their EGM of 8 December 2014

In connection with the recommended exchange offer made by Klépierre S.A. ("Klépierre") (Euronext Paris) to acquire all issued and outstanding shares (the "Shares") of Corio N.V. ("Corio") (Euronext Amsterdam) (the "Offer"), as more fully described in the joint press releases of Klépierre and Corio of 29 July 2014 and 27 October 2014, Klépierre makes t he following announcements:

Approval of the Corio EGM resolutions and lowering of acceptance threshold for the Offer

Klépierre notes that today, at Corio's Extraordinary General Meeting in connection with the Offer (the

Corio EGM), the Corio shareholders approved all the resolutions on the agenda.

At the Corio EGM, the Corio shareholders approved (i) the amendment of the articles of association of Corio in connection with the proposed cross-border merger between Corio and Klépierre (the Merger) and (ii) the Merger, both with the required majority of at least 66.67% of the votes cast (together the Merger Resolutions). The Merger is further described in the offer memorandum dated 27 October
2014 (the Offer Memorandum), common draft terms of the Merger (the Merger Proposal), and
Document E dated 27 October 2014.
Under the terms and conditions of the Offer, assuming the Merger Resolutions adopted by the Corio EGM remain in full force and effect as of the time and date on which the Acceptance Period expires (the Last Day of Acceptance Period), the minimum acceptance level of the Offer will be 80% (and not 95%) of the issued share capital of Corio at the Last Day of Acceptance Period .
As previously announced, holders of Shares have the opportunity until 8 January 2015 17:40 hours
CET to tender their Shares under the Offer, unless the Offer period is extended.

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The Offer remains subject to the Offer Conditions set out in Section 6.11 of the Offer Memorandum. No later than on the third business day following the Last Day of Acceptance Period, Klépierre will determine whether or not the Offer Conditions have been satisfied or are to be waived. In addition, Klépierre shall announce on such date, in accordance with Article 16 of the Decree, whether or not (i) Klépierre declares the Offer unconditional, (ii) the Offer will be extended in accordance with Article 15 of the Decree, or (iii) the Offer is terminated as a result of the Offer Conditions not having been satisfied or waived.

Merger and Withdrawal Period

The implementation of the Merger is subject to Offer having been declared unconditional and Settlement having taken place, as well as the fulfilment of the Merger Conditions as set out in the Offer Memorandum and common draft terms of the Merger as drawn up by the Management Boards of Corio and Klépierre (the Merger Proposal).
Any Corio Shareholder that voted against the Merger has the statutory right to elect not to become a shareholder of Klépierre at the occasion of the Merger (the Withdrawal Right) and file a request for compensation with Corio (the "Withdrawal Application") in accordance with article 2:333h paragraph
1 of the Dutch Civil Code (DCC) (such shareholder being a Withdrawing Shareholder) within one month after the EGM (starting on the day after the EGM, the "Withdrawal Period"). Upon the Merger becoming effective, the Withdrawing Shareholder will not receive Klépierre shares. Instead, the Withdrawing Shareholder will receive a compensation in cash (the Cash Compensation) for the Shares for which he duly exercised his Withdrawal Right based on the Formula, as further described in the Merger Proposal and the documents related to the Merger.
The Withdrawal Period will start on 9 December 2014 and will end on 8 January 2015, 24.00 hrs.

Further information

Electronic copies of the Offer Memorandum, the Position Statement, the Prospectus, Document E and the Merger Proposal are available on Klépierre's website ( www.klepierre.com). Electronic copies of the Offer Memorandum, the Position Statement, the Prospectus, Document E and the Merger Proposal are available on Corio's website (www.corio-eu.com). Electronic copies of the Prospectus and Document E are also available on the AMF's website (www.amf-france.org). Copies of the Offer Memorandum, the Prospectus and the Document E are also available free of charge at the head offices of Klépierre and the Exchange Agent, at the addresses mentioned below. Copies of the Offer Memorandum, the Prospectus and the Document E are also available at the head offices Corio, at the address mentioned below. Corio and Klépierre websites do not constitute a part of, and are not incorporated by reference into, the Offer Memorandum, the Position Statement, the Prospectus or the Merger Proposal.

Exchange Agent

ABN AMRO Bank N.V. Gustav Mahlerlaan 10
1000 EA Amsterdam
The Netherlands

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Klépierre

Klépierre S.A.
26 boulevard des Capucines
75009 Paris
France

Corio

Corio N.V.
Hoog Catharijne
Van Duvenborch Building
Stationsplein 97
3503 RE Utrecht
The Netherlands

Restrictions

The Offer is being made in the Netherlands with due observance of the statements, conditions and restrictions included in the Offer Memorandum. Klépierre reserves the right to accept any tender under the Offer, which is made by or on behalf of a Shareholder, even if it has not been made in the manner set out in this Offer Memorandum.
The distribution of the Offer Memorandum and/or the making of the Offer in jurisdictions other than the Netherlands may be restricted or prohibited by law. The Offer is not being made, and the Shares will not be accepted for purchase from any Shareholder, i n any jurisdiction in which the making of the Offer or acceptance thereof would not be in compliance with the securities or other laws or regulations of such jurisdiction or would require any registration, approval or filing with any regulatory authority not expressly contemplated by the terms of the Offer Memorandum. Persons obtaining the Offer Memorandum are required to take due note and observe all such restrictions and obtain any necessary authorizations, approvals or consents (to the extent applicable). Outside of the Netherlands, no actions have been or will be taken to make the Offer possible in any jurisdiction where such actions would be required. In addition, the Offer Memorandum has not been filed with or recognized by the authorities of any jurisdiction other than the Netherlands. Neither Klépierre, nor Corio, nor any of their advisors accept any liability for any violation by any person of any such restriction. Any person (including, without limitation, custodians, nominees and trustees) who forwards or intends to forward the Offer Memorandum or any related document to any jurisdiction outside the Netherlands should carefully read Section 2 (Restrictions) and Section 3 (Important information) of the Offer Memorandum before taking any action. The release, publication or distribution of the Offer Memorandum and any documentation regarding the Offer or the making of the Offer in jurisdictions other than the Netherlands may be restricted by law and therefore persons into whose possession the Offer Memorandum comes should inform themselves about and observe such restrictions. Any failure to comply with any such restriction may constitute a violation of the law of any such jurisdiction.

United States of America

The Transactions will result in the acquisition of securities of a Dutch company and are subject to Dutch disclosure requirements, which differ from those of the United States. The financial information included or referred to herein has been prepared in accordance with non-U.S. accounting standards and, accordingly, may not be comparable to financial information of U.S. companies or companies whose financial statements are prepared in accordance with generally accepted accounting principles in the United States.
The Offer will be made in the United States pursuant an exemption from the U.S. tender offer rules provided by Rule 14d-1(c) under the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Securities Exchange Act"), and the issuance of Shares in the Transactions will be pursuant to an exemption from registration provided by Rule 802 under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), and the Transactions will otherwise be made in accordance

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with the applicable regulatory requirements in the Netherlands. Accordingly, the Offer will be subject to disclosure and other procedural requirements, including with respect to withdrawal rights, offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and law.
It may be difficult for U.S. holders of Shares to enforce their rights and any claims arising under the U.S. federal securities laws, since Klépierre and Corio are located in a country other than the United States, and some or all of their officers and directors may be residents of a country other than the United States. U.S. holders of Shares may not be able to sue a non -U.S. company or its officers or directors in a non-U.S. court for violations of the U.S. securities laws. Further, it may be difficult to compel a non-U.S. company and its affiliates to subject themselves to a U.S. court's judgment.
In accordance with standard Dutch practice and pursuant to Rule 14e -5(b) of the U.S. Securities Exchange Act, Klépierre or its nominees, or its brokers (acting as agents), or affiliates of Klépierre's financial advisors, may from time to time make certain purchases of, or arrangements to purchase, Shares outside of the United States, other than pursuant to the Offer, before or during the period in which the Offer remains open for acceptance. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices. Information about such purchases will be announced by press release in accordance with Article 13 of the Decree and posted on the website of Klépierre at (www.klepierre.com).
The Shares have not been registered in, and will not be registered with any securities regulatory authority of, any state or other jurisdiction of the United States, including the District of Columbia, Puerto Rico and Guam. Accordingly, any Shareholder in any jurisdiction of the United States may tender Shares under the Offer only if such Shareholder qualifies as an exempt investor meeting the applicable definition as set out in Section 21 of the Offer Memorandum (Exempt investors in U.S. Jurisdictions).

Canada and Japan

The Offer and any solicitation in respect thereof is not being made, and will not be made, directly or indirectly, in or into Canada or Japan, or by use of the mails, or by any means or instrumentality of interstate or foreign commerce, or any facilities of a national securities exchange, of Canada or Japan. This includes, but is not limited to, post, facsimile transmission or any other electronic form of transmission and telephone. Accordingly, copies of the Offer Memorandum and any related press announcements, acceptance forms and other documents are not being sent and must not be mailed or otherwise distributed or sent in, into or from Canada or Japan or, in their capacities as such, to custodians, nominees or trustees holding Shares for persons residing in Canada or Japan. Persons receiving the Offer Memorandum and/or such other documents must not distribute or send them in, into or from Canada or Japan, or use such mails or any such means, instrumentality or facilities for any purpose in connection with the Offer; so doing will invalidate any purported acceptance of the Offer. Klépierre will not accept any tender by any such use, means, instrumentality or facility from within Canada or Japan.
Tender and transfer of Shares constitute a representation and warranty that the person tendering the Shares (i) has not received or sent copies of the Offer Memorandum or any related documents in, into or from Canada or Japan and (ii) has not otherwise utilized in connection with the Offer, directly or indirectly, the mails or any means or instrumentality including, withou t limitation, facsimile transmission and telephone of interstate or foreign commerce, or any facility of a national securities exchange of, Canada or Japan. Klépierre reserves the right to refuse to accept any purported acceptance that does not comply with the foregoing restrictions, and any such purported acceptance will be null, void and without effect.

Forward-looking statements

This announcement includes forward-looking statements. Forward-looking statements involve known or unknown risks and uncertainties because they relate to events and depend on circumstances that all occur in the future. These statements are based on the current expectations of Klépierre and Corio and are naturally subject to uncertainty, changes and circumstances. Forward-looking statements include, without limitation, statements typically containing words such as "intends", "expects", anticipates", "targets", "estimates" and words of similar impact.

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ABOUT KLÉPIERRE

A leading shopping center property company in Europe, Klépierre combines development, rental, property, and asset management skills. Its portfolio is valued at 14.0 billion euros on 30

June 2014 and essentially comprises large shopping centers in 13 countries of Continental Europe. Klépierre holds a controlling stake in Steen & Strøm (56.1%), Scandinavia's number one shopping center owner and manager.

Klépierre's largest shareholders are Simon Property Group (28.9%), world leader in the shopping center industry, and BNP Paribas (21.3%). Klépierre is a French REIT (SIIC) listed on Euronext ParisTM and is included in the SBF 80, the EPRA Euro Zone, and the GPR 250 indexes. Klépierre is also included in several ethical indexes - DJSI World and Europe, FTSE4Good, STOXX® Global ESG Leaders, Euronext Vigeo France 20 and Eurozone 120 - and is a member of both Ethibel Excellence and Ethibel Pioneer investment registers. These distinctions mark the Group's commitment to a voluntary sustainable development policy .

INVESTOR RELATIONS CONTACTS

Vanessa FRICANO - [phone] / [e-mail]

Julien ROUCH - [phone] / [e-mail]

MEDIA CONTACTS

FRANCE

Jérôme BISCAY - [phone] / [e-mail]

Aurélia DE LAPEYROUSE - [phone] / [e-mail]

NETHERLANDS

Dirk DELMARTINO - [phone] / [e-mail]

UNITED KINGDOM

Marleen GEERLOF - [phone] / [e-mail]

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