Second Announcement for Extraordinary Meeting to Be Held for Holders of Trust Stock Certificates of Non-Amortizable CBFIs Trading Under the Ticker Symbol “TERRA13”

MEXICO CITY--()--Terrafina (“TERRA” or “the Company”) (BMV: TERRA13), a leading Mexican industrial real estate investment trust (“FIBRA”), externally advised by PGIM Real Estate and dedicated to the acquisition, ownership, development, lease and management of industrial real estate properties in Mexico, announced the following:

Pursuant to articles 64 Bis 1 and 68 of the Securities Market Law and article 218 of the General Law of Negotiable Instruments and Credit Transactions, and in accordance with Clause 4.1 of the Irrevocable Trust Agreement identified by number F/00939 dated January 29, 2013 (which has been amended, the “Trust”), as well as the global certificate (the “Global Certificate”) that comprises the issuance of non-amortizable trust certificates known as CBFIs under the ticker symbol "TERRA 13" (the "Certificates") issued by CIBanco, S.A., Institución de Banca Múltiple (formerly known as The Bank of New York Mellon, S.A., Institución de Banca Múltiple), as trustee of the Trust ( the “Trustee”), where PLA Administradora Industrial, S. de R.L. de C.V., as advisor and settlor, TF Administradora, S. de R.L. de C.V., as subsidiary (the “Subsidiary”) and Monex Casa de Bolsa S.A. de C.V., Monex Grupo Financiero as common representative (the “Common Representative”) of the holders of the Certificates (the “Holders”), such Holders are called to attend the Extraordinary Holders’ Meeting (the “Meeting), to be held on May 14, 2018 at 11:00am at the Common Representative’s offices located at Av. Paseo de la Reforma No. 284, 9th Floor, Col. Juarez, C.P. 06600, Mexico City, Mexico, to discuss the items presented in the following agenda, with the understanding that the capitalized terms used in this announcement will have the same meaning assigned to them by the Trust:

     

AGENDA

 
I. Proposal, discussion and, if applicable, approval to modify the compensation paid to the members of the Technical Committee, the Audit Committee, the Practices Committee, the Nominations Committee, and the Indebtedness Committee, in accordance with inflation increases as reflected in the National Consumer Price Index (“Índice Nacional de Precios al Consumidor”), effective as of 2018.
 
II. Appointment of the delegate or delegates to carry out the resolutions adopted at the Meetings.
 

Holders of the Certificates who wish to attend the Meeting must deliver, no later than the business day prior to the Meeting: (i) proof of deposit issued by S.D. Indeval Institución para el Depósito de Valores, S.A. de C.V., (ii) the list issued to that effect by the corresponding custodian, and (iii) if applicable, the proxy letter executed before two witnesses required in order to be represented at the Meeting, or a general or special power of attorney given in accordance with applicable law, at the offices of the Common Representative, and addressed to Mr. César David Hernandez Sanchez, Ms. Rebeca Rojas Esparza, and/or Mr. Hector Esau Tapia Rivera between the hours of 9:00am and 3:00pm, and between the hours of 4:30pm and 5:30pm, Monday through Friday, as of the publication date of this announcement. Furthermore, Holders are hereby invited to contact the Common Representative, via e-mail (hetapiar@monex.com.mx), or by telephone (+52-55) 5231-0141, in the event that they have any questions related to any of the items of the Meeting Agenda.

Mexico City, May 4, 2018
CIBanco, S.A., Institución de Banca Múltiple,
in its capacity as trustee of Trust F/00939

Gerardo Ibarrola Samaniego
Trustee Delegate

Cristina Reus Medina
Trustee Delegate

About Terrafina

Terrafina (BMV:TERRA13) is a Mexican real estate investment trust formed primarily to acquire, develop, lease and manage industrial real estate properties in Mexico. Terrafina’s portfolio consists of attractive, strategically located warehouses and other light manufacturing properties throughout the Central, Bajio and Northern regions of Mexico. It is internally managed by highly-qualified industry specialists and externally advised by PGIM Real Estate.

Terrafina owns 296 real estate properties, including 284 developed industrial facilities with a collective GLA of approximately 40.6 million square feet and 12 land reserve parcels, designed to preserve the organic growth capability of the portfolio.

Terrafina’s objective is to provide attractive risk-adjusted returns for the holders of its certificates through stable distributions and capital appreciations. Terrafina aims to achieve this objective through a successful performance of its industrial real estate and complementary properties, strategic acquisitions, access to a high level of institutional support, and to its management and corporate governance structure. For more information, please visit www.terrafina.mx

PGIM Real Estate

PGIM Real Estate is the real estate investment business of PGIM Inc., the global investment management business of Prudential Financial, Inc. (NYSE: PRU). Redefining the real estate investing landscape since 1970, PGIM Real Estate has professionals in 18 cities in the Americas, Europe and Asia Pacific with deep local knowledge and expertise, and gross assets under management of US$69.6 billion (US$49.9 billion net) as of December 31, 2017. PGIM Real Estate’s tenured team offers to its global client base a broad range of real estate equity, debt, and securities investment strategies that span the risk/return spectrum. For more information, visit www.pgimrealestate.com

About Prudential Financial, Inc.

Prudential Financial, Inc. (NYSE:PRU), a financial services leader with more than US$1 trillion of assets under management as of March 31, 2018, has operations in the United States, Asia, Europe, and Latin America. Prudential’s diverse and talented employees are committed to helping individual and institutional customers grow and protect their wealth through a variety of products and services, including life insurance, annuities, retirement-related services, mutual funds and investment management. In the U.S., Prudential’s iconic Rock symbol has stood for strength, stability, expertise and innovation for more than a century. For more information, please visit www.news.prudential.com

Forward Looking Statements

This document may include forward-looking statements that may imply risks and uncertainties. Terms such as "estimate", "project", "plan", "believe", "expect", "anticipate", "intend", and other similar expressions could be construed as previsions or estimates. Terrafina warns readers that declarations and estimates mentioned in this document, or realized by Terrafina’s management imply risks and uncertainties that could change in function of various factors that are out of Terrafina’s control. Future expectations reflect Terrafina’s judgment at the date of this document. Terrafina reserves the right or obligation to update the information contained in this document or derived from this document. Past or present performance is not an indicator to anticipate future performance.

Contacts

Mexico City:
Terrafina
Francisco Martinez, +52 (55) 5279-8107
Investor Relations Officer
francisco.martinez@terrafina.mx
or
New York:
i-advize Corporate Communications, Inc.
Maria Barona, +(212) 406-3691
mbarona@i-advize.com

Contacts

Mexico City:
Terrafina
Francisco Martinez, +52 (55) 5279-8107
Investor Relations Officer
francisco.martinez@terrafina.mx
or
New York:
i-advize Corporate Communications, Inc.
Maria Barona, +(212) 406-3691
mbarona@i-advize.com