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Clarification on News Article: “Philippine Developer Seeks Up to $110 Million from Re-IPO”

February 16, 2012 —

Century Properties Group Inc. would like to clarify the news article from Finance Asia (Internet Edition) on February 15: 20 12.

The Article report in part that:

“…Philippine propert); developer Century Properties Group yesterday opened the order books for a follow–on offering that ainis to raise between Ps3.5 billion and Ps4.7 billion ($82 million to $1 10 million), and boost the company’s free-float.

However, the bookbuilding will be concentrated down to just three days, with the finalprice expected to be fixed after the close of Asian markets tomorrow. UBS is the sole bookrunner.

The base offering comprises 2 billion shares, or 25% of the enlarged share capital. At least two-thirds of that will be new shares, while the rest will be existing shares sold by the parent company. However, this isn’t set in stone and the primary component may increase, according to a source. The deal also comes with a 15% overallotment option that could boost the free-float further and increase the total proceeds to as much as $127 million.

The shares are offered at a price between Ps1.75 and Ps2.35 apiece, which translates into a 2012 price-to-earnings ratio of 7.8 to 10.4 times.

Century Properties already has the backing of Dutch pension group APG, which is a keen property investor and bought into the company early last year through a Ps1.6 billion convertible bond. The CB will be converted into shares at the time of the re-IPO, although APG has agreed to a 12-month lock-up before selling any of them.

APG will hold 9.8% of the company if the price is fixed at the mid-point and before any potential exercise of the overallotment option. Parent company CPI -111 own 65.2% and public shareholders will own 25%.

Century Properties Group Inc. ( the “Company”) would like to Inform the Philippine Stock Exchange that the Company was not the source of the February 15, 20 12 news article appearing in Finance Asia entitled “Philippine Developer seeks up to $110 million from re-IPO”. While the Company confirms that it is in discussions with certain investors regarding financing opportunities, no definitive agreement has been reached with respect to any transaction.

The Company further confirms that on February 15,20 12, at the closing of business hours, CPGI held a Special Board of Directors Meeting approving only the resolutions for the Company to enter into a Placing and Subscription Agreement for the shares of stock of Century Properties Inc. (CPI).

On the same meeting, the Board also approved resolutions for the Company to enter into a Purchase Agreement with CPI and APG Strategic Real Еstatе Pool N.V. However, no definite agreement has been agreed upon by the parties involved.

The Company further undertakes that it shall disclose relevant and material information regarding these transactions.


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