The transaction will be carried out on the basis of two Icadeshares and cash of €32.50 in exchange for 21 Lucette shares.Approved by Icade boards and by MSREF in December, the merger waseffected through a sale by MSREF of 35% of Lucette share capitalprior to year end for €9.61 per share. The second step, due to takeplace by March 15, is a contribution of MSREF's remaining stake inLucette on the basis of the same valuation and a reinvestment byMSREF in Icade via a reserved share capital increase.

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The Lucette property portfolio was valued at €1.5 billion atJune 30, 2009 and principally comprises high-quality officeproperties in key business districts in the Paris region. Thecombination will boost Icade assets under management to €5.7billion in total, thereby making Icade the second largest officeproperty owner among French SIICs. Icade has completely exitedresidential real estate, completing the final disposals inSeptember. It said the new merged entity will enable it tostrengthen the expansion of commercial real estate investment.

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"The transaction represents an opportunity for MSREF to pursueits real estate strategy in France, actively contributing to thedevelopment of one of the largest French commercial propertycompanies and to benefit from Icade's significant value creationpotential," the companies said.

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The transaction is expected to be significantly accretive toIcade's 2010 net recurring cash flow per share and slightlyaccretive for net asset value per share. Icade was advised by UBSand Freshfields Bruckhaus Deringer, while MSREF was advised byMorgan Stanley and Gide Loyrette Nouel and, for the tax aspects, byde Pardieu Brocas Mafféi.

AllanSaundersonis a managing editor of Property FinanceEurope and a contributor to GlobeSt.com.

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