Gecina in €320 Million Convertible Bond Offering

April 9, 2010

Cleary Gottlieb represented Gecina in its €320 million offering of net share settled bonds convertible into new shares and/or exchangeable for existing shares of the issuer. The size of the transaction was increased from €285 million to €320 million after the banks exercised their over-allotment option in full. The bonds bear interest at 2.125% and are due on January 1, 2016. The offering, which launched and priced on March 31 and closed on April 9, consisted of an international private placement and a French public offering. The bonds are admitted to trading on Euronext Paris.

Morgan Stanley acted as Sole Global Coordinator and Joint Bookrunner and Joint Lead Manager, Crédit Agricole CIB and BNP Paribas acted as Joint Bookrunners and Joint Lead Managers, and Lazard-NATIXIS acted as Co-Bookrunner and Co-Lead Manager of the offering.

The purpose of this transaction was to diversify the Gecina’s sources of financing and the net proceeds of the offering shall enable the Gecina group to address its general financing needs, and, in particular, to finance existing or future development projects.

Gecina, a European Real Estate Investment Trust (“SIIC”), is a leader in the premium property sector and owns, manages and develops property holdings worth €10.6 billion as of December 31, 2009, consisting primarily of office and residential buildings located in Paris and the Paris region, as well as student residences, logistics platforms, healthcare establishments and hotels.