Interim Statement Q3 2019

Key Events During the Reporting Period

The acquisition of 2,340 apartments in the greater Stockholm and Gothenburg regions between Vonovia and Akelius Residential Property was completed on April 1, 2019. The value of the property assets acquired amounts to around € 451.9 million.

Vonovia implemented a capital increase involving 16,500,000 new shares on May 16, 2019. The new shares were placed with institutional investors in the scope of a private placement by means of an accelerated book building procedure and will carry dividend rights as of January 1, 2019. The shares were granted at a placement price of € 45.10 per share. This increases the capital reserves by € 727.7 million.

The Annual General Meeting held on May 16, 2019, resolved to pay a dividend for the 2018 fiscal year in the amount of € 1.44 per share. During the subscription period, shareholders with a total of 45.8% of shares carrying dividend rights opted for the scrip dividend that had been offered as opposed to a cash dividend. As a result, 7,695,677 new shares were issued at a subscription price of € 44.352 and in a total amount of € 341.3 million.

As part of the public takeover offer made to the shareholders of Victoria Park AB (publ), Vonovia had agreed on call options for 10,235,198 class A shares and 14,264,946 class B shares, which corresponds to 10.0% of the total number of shares and 12.5% of the total voting rights in Victoria Park. These call options were exercised on May 20, 2019, meaning that Vonovia controls around 91.4% of the total number of shares and 94.4% of the total voting rights as of this date.

Vonovia then asked the Board of Directors of Victoria Park to initiate a squeeze-out for the purchase of all remaining shares in Victoria Park in line with the Swedish Companies Act. The Board of Directors of Victoria Park resolved to apply for delisting of the Victoria Park ordinary shares of class A and class B from Nasdaq Stockholm. The last day of trading was June 18, 2019.

In the second quarter of 2019, there was an increase in value of € 2,258.7 million (€ 2,056.2 million of it in Germany) as part of the valuation of property portfolios. In combination with the revision of the regional structure within Germany that was due to take place by July 1, 2019, this led to an impairment test of the goodwill for the German business areas in the Rental segment.

The impairment test performed in the second quarter of 2019 revealed the need for goodwill impairments in the amount of € 1,901.0 million. These were distributed among the business areas North, Southeast, West, Central and South in the Rental segment Germany.

Due to the new regional structure, the two business areas Southeast and Central have been omitted as of the third quarter of 2019. Following the reallocation of the remaining goodwill of the Rental segment Germany among the business areas that are still included, this led to a new impairment test as of the cut-off date of July 1, 2019. The resulting need for impairments amounts to € 202.5 million.

On September 23, 2019, Vonovia SE announced that it had entered into an agreement on the acquisition of 69.30% of voting rights and 61.19% of share capital in Hembla AB (publ), Stockholm, Sweden. Through the transaction, Vonovia will become the owner of 6,136,989 class A Hembla shares and 50,722,985 class B shares in Hembla. The parties agreed to a purchase price of SEK 215.00 per share (regardless of share class). The total price for all shares in the transaction is SEK 12,224,894,410.00, or approximately € 1.142 billion. The consummation of the transaction is subject to clearance by the merger control authorities, which is expected in early November.