Comment in relation to the agreement between Vonovia and Hembla’s largest shareholder Blackstone

Hembla AB (publ) (”Hembla”) has noted that Vonovia, today on 23 September 2019, has announced that Vonovia SE, through its wholly-owned subsidiary HomeStar InvestCo AB (“Vonovia”), has entered into an agreement with Hembla’s largest shareholder Vega Holdco S.à r.l., an entity wholly owned by real estate funds advised by The Blackstone Group Inc. (“Blackstone”), whereby Vonovia acquires approximately 69.30% of the voting rights and approximately 61.19% of the share capital in Hembla, at a price of SEK 215 per share. Through the transaction, Vonovia will become the owner of 6,136,989 class A shares and 50,722,985 class B shares in Hembla. According to Vonovia, the completion of the transaction is subject to clearance by the merger control authorities.

Provided that certain conditions are fulfilled and that the share transfer is completed, Vonovia will become the new controlling shareholder of Hembla and obliged under applicable takeover rules to launch a public bid for the remaining shares in Hembla at a price of not less than SEK 215 per share. Vonovia has announced that the transaction can be completed following receipt of antitrust clearances from relevant competition authorities, which is expected in October or November 2019.

As a result of the contemplated share transfer, Hembla’s board of directors has appointed an independent bid committee within itself, consisting of Patrick Forslund (chairman of the committee), Fredrik Brodin and Karolina Keyzer, to represent Hembla in connection with a potential mandatory bid and make a statement regarding such offer.

Stockholm on 23 September 2019

Hembla AB (publ)

The board of directors

For further information, please contact

Patrick Forslund, board member and chairman of the bid committee, phone +46 720 62 60 54

The information was released for publication on 23 September 2019 at 3.00 p.m. (CEST).