Information Regarding Agenda Items for Extraordinary Shareholders’ Meeting for CBFI Holders

MONTERREY, Mexico--()--Deutsche Bank Mexico, S.A., Banking Institution, Trust Division F/1616 or Fibra Inn (BMV:FINN13, ADR OTC:DFBRY) (“Fibra Inn”, “the Trust” or “the Company”), the Mexican real estate investment trust internally-managed and specialized in the hotel industry serving the business traveler with global brands, informs regarding the discussion items for the General Extraordinary Shareholders’ Meeting (“the Shareholders’ Meeting” or “the Meeting”) that will take place on April 28, 2017.

Following, Fibra Inn shares its views on the discussion items for the Shareholders’ Meeting, in order to ensure that shareholders receive timely and transparent information prior to the Meeting. These items, as well as all the information to be presented at the Meeting may be found at: http://fibrainn.mx/inversionistas/avisos-a-tenedores

I. Presentation, discussion and submission for approval the modification of the Trust Agreement in order to modify the current structure of the Technical Committee and its functions; as well as the percentage of voting rights required at Shareholders’ Meetings for certain decision making processes.

Under the condition that the Founders’ Trust maintains ownership of at least 37,540,000 CBFIs and that these CBFIs represent no less than 4% of the CBFIs outstanding, the following is proposed:

Approve the modification of the Trust so that the Founders’ Trust reduces the ability it currently has to name the majority of the Technical Committee members if it maintains the ownership of at least 11% of the outstanding CBFIs, and subsequently only has the ability to designate 33.33% (+/- 3.33 basis points) of the Technical Committee members including its President; as a result of this, it is proposed that at all times, a simple majority of independent members form part of the Technical Committee; and that at the Shareholders’ Meeting, a vote in favor of is made by the Founders’ Trust to make any changes in the Trust Agreement to carry out the merger, tender offer, spinoff or split of CBFIs to carry out the termination of FIBRA status in accordance with articles 187 and 188 of the LISR and subsequently delist the CBFIs from the stock exchanges on which they are quoted, instead of requiring a vote in favor of from 89% of the total outstanding CBFIs to make modifications to certain clauses of the Trust.

The public investor holders of the CBFIs will have the right to designate at the Meeting the independent members of the Technical Committee, the Founders’ Trust will appoint its proprietary members and alternates that will represent them within the Technical Committee and the patrimonial members that hold 10% or more of the CBFIs will have the right to appoint their proprietary representative and alternate. The holders that had exercised this right in any of the previous Holder groups, will not be allowed to participate in the designation of any other group of Holders of the Technical Committee.

The Company recommends to vote FOR of this item.

II. Proposal, discussion, and, submission for approval to modify, where applicable, the Trust agreement, in order to modify certain rights of Holders, related to the Shareholders’ Meetings.

It is proposed to approve the modification to the Trust so that if one or a group of Holders represented at a Shareholders’ Meeting own more than 25% of the outstanding CBFIs, the voting rights of the holder or group of holders could be freely exercised up to 25% of the CBFIs that these represent, and for each CBFI that exceeds the percentage referred, the vote must be exercised in the same way as the majority of Holders represented in this Meeting.

The Company recommends to vote FOR of this item.

III. Appointment of special delegates to comply with the resolutions adopted at the Shareholders’ Meeting. In this point, a Common Representative will be proposed as a Special Delegate to publish the resolutions approved at this Meeting.

The Company recommends to vote FOR of this item.

IV. Drafting, reading, and, submission for approval of the minutes of the meeting. In this point, all of the approvals of the Meeting must be presented in the minutes of the Meeting.

The Company recommends to vote FOR of this item.

The Company is committed to provide shareholders with sufficient timeliness and transparency, in anticipation of the next Shareholders’ Meeting, in order to promote a voting process that is aligned with best corporate practices. Fibra Inn is certain that by sharing this level of information, each CBFI holder shall be able to make decisions using the best information available for the individual and collective benefit of Fibra Inn’s shareholders.

About the Company

Fibra Inn is a Mexican trust formed primarily to acquire, develop, and rent a broad range of hotel properties in Mexico aimed at the business traveler. The Company has signed franchise, license and brand usage agreements with international hotel brands for the operation of global brands as well as the operation of national brands. Additionally, the Company has development agreements. These hotels enjoy some of the industry’s top loyalty programs. Fibra Inn trades its Real Estate Certificates (Certificados Bursátiles Fiduciarios Inmobiliarios or “CBFIs”) on the Mexican Stock Exchange under the ticker symbol “FINN13”; its ADR trades on the OTC market in the U.S. under the ticker symbol “DFBRY”.

For more information, please visit: www.fibrainn.mx

Note on Forward-Looking Statements

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management’s current view and estimates of future economic circumstances, industry conditions, Company performance and financial results. Also, certain reclassifications have been made to make figures comparable for the periods. The words “anticipates”, “believes”, “estimates”, “expects”, “plans” and similar expressions, as they relate to the Company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.

Contacts

In Monterrey, Mexico:
Fibra Inn
Lizette Chang, IRO, 52 1 (81)1778-5926
lchang@fibrainn.mx
Twitter: @fibrainn
or
In New York:
i-advize Corporate Communications, Inc.
Maria Barona, 212-406-3691
mbarona@i-advize.com

Contacts

In Monterrey, Mexico:
Fibra Inn
Lizette Chang, IRO, 52 1 (81)1778-5926
lchang@fibrainn.mx
Twitter: @fibrainn
or
In New York:
i-advize Corporate Communications, Inc.
Maria Barona, 212-406-3691
mbarona@i-advize.com