Carmila Closes Its Placement of Additional New Shares Following the Exercise of the Over-Allotment Option for Euro 73.6 Million

Regulatory News:

Not for distribution directly or indirectly in the United States, Canada, Australia or Japan.

Carmila (Paris:CARM) successfully closed its placement of additional new shares, launched on June 25, 2017, following the exercise by Morgan Stanley, acting in the name and on behalf of the banking syndicate, of the over-allotment option granted in connection with Carmila’s capital increase with respect to nearly all of the shares provided for under such option.

Carmila announces today that, in connection with its previously announced offering, the stabilisation agent, acting in the name and on behalf of the underwriters, exercised the over-allotment option granted in the offering with respect to the purchase of 3,067,982 additional new shares, at the offer price, i.e. Euro 24.0 per share. The proceeds from the exercise of the over-allotment option amounts to Euro 73.6 million, increasing the total capital increase amount to Euro 628.6 million. The proceeds from the exercise of the over-allotment option, together with the proceeds from the offering, are intended to fund Carmila’s ambitious 2017-2020 development plan, including 37 extension projects, targeted acquisitions and the roll-out of a unique and innovative digital marketing strategy.

Following the completion of the capital increase and the exercise of the over-allotment option, Carmila’s share capital is composed of 135,060,029 shares and its Market Capitalisation increases to Euro 3.3 billion¹. Carrefour Group’s ownership in Carmila is 35.76%.

In accordance with the provisions of article 631-10 of the General Regulations of the French Autorité des marchés financiers (the "AMF”), the stabilisation agent for Carmila’s offering on the regulated market of Euronext Paris, acting in the name and on behalf of the underwriters, declared that it conducted stabilisation operations, on the regulated market of Euronext in Paris, with respect to a total of 75,768 of Carmila’s shares (ISIN Code: FR0010828137 - Mnemonic: CARM). The stabilisation period began on July 6^th, 2017 (following the publication of the results of the offering by Carmila) and ended on July 27, 2017.

Stabilisation transactions were conducted within the following price range:

• July 7, 2017 : purchase 75,768 shares (high price Euro 24.00 / low price Euro 24.00)

Information available to the public

Copies of the prospectus that has been granted visa n°17-298 by the AMF on June 23, 2017, consisting of the Registration Document of Cardety registered by the AMF under number D.17-0428 on April 25, 2017, the Appendix II to the Document E containing information about Carmila filed with the AMF, which received visa No. E.17-040 dated May 5, 2017 and a securities note (including a summary of the prospectus) are available on the dedicated website of Carmila www.augmentation-decapital-2017-carmila.com and the AMF website (www.amf-france.org), and free of charge upon request to Carmila at 58 avenue Emile Zola, 92100 Boulogne-Billancourt, France. Carmila draws the public’s attention to the risk factors in paragraph 5 of the management report of Cardety’s board of Directors in chapter 9.2 of Cardety’s Registration Document, in Chapter 4 of Appendix II of the Document E as well as to the Section 2 of the securities note.

2017 indicative financial calendar

September 4, 2017 (after market close): First-half 2017 results – Press release

September 5, 2017 (10:30 am Paris time): First-half 2017 results presentation by conference call

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About Carmila

Carmila was founded by Carrefour and large institutional investors in order to develop the value of shopping centers anchored by Carrefour stores in France, Spain and Italy. Its portfolio pro forma for the merger with Cardety effective as of June 12 consisted, as at March 31, 2017, of 205 shopping centers in France, Spain and Italy, mostly leaders in their catchment areas, and valued at Euro 5.4 bn as at March 31, 2017. Inspired by a genuine retail culture, Carmila's teams include all of the expertise dedicated to retail attractiveness: leasing, digital marketing, specialty leasing, shopping centre management and portfolio management.

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This press release does not constitute a public offer to sell or purchase, or a public solicitation of an offer to sell or purchase, securities in any country or jurisdiction.

No communication nor any information relating to the transaction described in this press release or to Carmila may be distributed to the public in any country or jurisdiction where such distribution would require registration or approval of securities. No such registration or approval has been or will be obtained outside of France. The diffusion of this press release in certain countries may be prohibited under applicable law. Carmila assumes no responsibility if there is a violation of applicable law and regulations by any person.

This press release constitutes promotional material only and not a prospectus within the meaning of Directive 2003/71/EC (as amended, in particular, by Directive 2010/73/UE (together, the "Prospectus Directive”)).

In France, an offer of securities to the public may not be made except pursuant to a prospectus that has received a visa from the French Financial Markets Authority (the "AMF”). For any other Member State of the European Union or the members of the European Economic Area that has transposed the Prospectus Directive (each, a "Concerned Member State"), no action has been nor will be undertaken to allow the public offering of securities requiring the publication of a prospectus in any Concerned Member State, except pursuant to Article 3(2) of the Prospectus Directive to the extent transposed by such Concerned Member State or under other circumstances that will not result in the requirement of the publication of a prospectus (within the meaning of the Prospectus Directive or other applicable regulations in such Concerned Member State) by Carmila.

The distribution of this press release is not made, and has not been approved, by an "authorized person” within the meaning of Article 21(1) of the Financial Services and Markets Act 2000. As a consequence, the distribution of this press release is directed only at (i) persons outside the United Kingdom, subject to applicable laws, (ii) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 as amended (the "Order") or (iii) high net worth bodies corporate, unincorporated associations and partnerships and trustees of high value trusts as described in Article 49(2) (a) to (d) of the Order (all such persons together being referred to as "relevant persons”). The transaction mentioned herein is only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire Carmila’s shares will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on, this press release or any information contained herein. This press release does not constitute a prospectus approved by the Financial Services Authority or any other regulatory authority in the United Kingdom within the meaning of Section 85 of the Financial Services and Markets Act 2000.

This press release does not constitute an offer or invitation to sell or purchase, or a solicitation of any offer to purchase or subscribe for, any securities of Carmila in the United States of America. Securities may not be offered, subscribed for, pledged, sold or otherwise transferred in the United States of America absent registration under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements thereof. The securities of Carmila have not been and will not be registered under the U.S. Securities Act and Carmila does not intend to make a public offer of its securities in the United States of America.

This press release may not be published, transmitted or distributed, directly or indirectly, and does not constitute an offer of securities, in the United States (including in the territories and dependencies and in any State of the United States), in Canada, in Australia, or in Japan.

¹ Based on Carmila closing share price as of June 27, 2017

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