S IMMO AG launches capital increase through accelerated bookbuilding procedure

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) IN OR INTO THE UNITED STATES OF AMERICA

Today, the Management Board of S IMMO AG (FN 58358x, ISIN AT0000652250) has decided to issue up to 6,691,717 new shares (corresponding to a potential increase of the share capital of up to 10%) within the framework of a private placement through an accelerated bookbuilding procedure (“ABB”). The placement was enabled by the Supervisory Board’s approval of the Management Board resolution as of 30 December 2019 to potentially increase the company’s capital by making partially use of the authorized capital (Sections 169 et seqq. Austrian Stock Corporation Act [“AktG”]) resolved by the Annual General Meeting held on 03 May 2018 under exclusion of the shareholders’ subscription rights. The new shares are entitled to share in profits from the beginning of the financial year 2019 and are expected to be admitted to trading on the Vienna Stock Exchange beginning on 20 January 2020.

The ABB will be initiated immediately. One of the company’s reference shareholders has indicated interest for more than half of the envisaged transaction size. The number of shares to be issued as well as the placement price will be determined by the Management Board upon approval of the Supervisory Board and will be published immediately after the conclusion of the ABB.

S IMMO AG plans to use the net issue proceeds for future growth, in particular through acquisitions. In the context of the ABB, S IMMO AG agreed to a standard market lock-up obligation of 90 days towards the Sole Global Coordinator of the ABB, according to which the company is obliged to refrain from issuing shares or instruments with conversion right in shares of the company against contributions in cash.

Disclosure of an inside information acc. to Article 17 of the Market Abuse Regulation (EU) No 596/2014. It constitutes neither a financial analysis nor advice or recommendation relating to financial instruments, nor an offer, solicitation or invitation to buy or sell securities of S IMMO AG.

This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, Australia, Canada or Japan, or any other jurisdiction in which such offer or solicitation may be unlawful. The securities may not be offered or sold in the United States, absent registration or an exemption from the registration requirements of the US Securities Act of 1933, as amended (the “Securities Act”). The securities mentioned herein have not been, and will not be, registered under the Securities Act.

In member states of the European Economic Area ("EEA"), this announcement is only addressed to and directed at persons who are 'qualified investors' within the meaning of Article 2 lit. (e) of the Regulation (EU) 2017/1129 ("Qualified Investors"). In the United Kingdom, this announcement is only addressed to and directed at Qualified Investors who are persons (i) who have professional experience in matters relating to investments falling within Article 19(5) (investment professionals) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Order") or (ii) falling within Article 49(2)(a) to (d) (high net worth companies, incorporated associations, etc.) of the Order.