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Vonovia SE

Investor Presentation Jun 26, 2019

477_rns_2019-06-26_328da7fc-ba17-4645-be15-590b1924d034.pdf

Investor Presentation

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Statement on the Rent Freeze Plans of the Berlin Government and Assessment of Spillover Risk June 26, 2019

Current Situation

On June 18, the Berlin State Government ("Senat") approved a proposal for Berlin-specific rental regulation, mainly consisting of the following points:

  • Rents are to be frozen at current levels for five years, both for existing lease agreements as well as for new lettings;
  • New constructions shall be exempt but only for the first rental contract;
  • Introduction of an absolute rent ceiling, representing the maximum possible rental level;
  • Modernization investments that will lead to more than €0.50/sqm rent growth shall require prior approval;
  • Breaches of the law shall carry penalties of up to €500k
  • Clause to make the law applicable retroactively as of June 18, 2019.

The draft legislation is expected for the end of August and the plan is to implement the law in January 2020.

Legislation as described above would only exacerbate the supply/demand imbalance and make the problem for people in Berlin worse, as it would disincentivize much needed investments and new constructions.

The majority of legal experts consider a law as proposed by the Berlin State Government to be unconstitutional because (i) the Berlin State Government lacks the legal competence and (ii) such law would be an undue and severe infringement on owners' property rights including the legal right to adequate economic utilization.

Chancellor Angela Merkel, CDU "We need to create an environment that is conducive to investments;"
"Regulation only to the effect that it increases transparency;" "We need to be
careful not to be overly and utterly bureaucratic."1
Dr. Jan-Marco Luczak, CDU, member
of Federal Parliament, rental
legislation expert and deputy
spokesman for rental legislation
"Berlin has no legal competence; a rent freeze law would be unconstitutional. We
need sustainable solutions instead of populist and unconstitutional window
dressing."2
Horst Seehofer, CSU, Federal Minister
for the Interior, Construction and
Homeland
"We should stick to the instruments of our social market economy; what we need
that is the first and foremost task."3
to do
is to build, build, build
Dorothee
Stapelfeld, SPD, Minister for
Urban Development in Hamburg
"Pure populism … [a rental freeze] is not the right path." "Rental legislation is
governed in our national Civil Code. [Die Linke] is trying to jump on the
except there is no bandwagon."4
bandwagon –
Spokesperson for Urban Development
for the Greens
in Hamburg
"Ill-conceived kneejerk reaction."4
Ina Scharrenbach, CDU, Minister for
Construction
in North-Rhine
Westphalia
"Only more new construction is the best and most
sustainable protection for
tenants."5
Tarek Al-Wazir, Greens, Minister for
Economic Affairs and Housing in
Hesse
"The [Frankfurt] Lord Mayor's plan for a rent freeze
may serve his own interest.
But it will not bring benefits to tenants, quite the opposite actually."6
Jürgen Lenders, CDU, parliamentary
secretary in Hesse
"Outrageous and highly questionable from a constitutional point of view."6
Hans-Joachim
Grote, CDU
Minister for
the Interior in Schleswig Holstein
The 10% rent cap on new lettings ("Mietpreisbremse") will be abolished. It was
inadequate and a disincentive for new investments. The Mietpreisbremse will be
replaced by measures for affordable housing.7
Cooperative housing associations in
Berlin, who collectively own 90k
apartments
governs Berlin."8
"Craziness

Contagion Risk? Vonovia's Portfolio by Federal States

Even in a worst-case scenario of spillover into states with similar government coalitions as in Berlin, more than 80% of Vonovia's portfolio would still be unaffected.

March 31, 2019 Resi
rent
Fair value Lead
party
Coalition
partner
North-Rhine
Westphalia
27.9% 23.2%
Saxony 10.7% 9.8%
Berlin 11.6% 16.3%
Schleswig
Holstein
8.1% 6.9%
Baden
Württemberg
10.2% 10.4%
Lower Saxony 6.9% 6.3%
Hesse 8.5% 8.8%
Bavaria 6.0% 7.8%
Bremen1 2.6% 2.7%
Hamburg 3.5% 4.3%
Brandenburg 1.4% 1.5%
Rhineland
Palatinate
1.2% 1.2%
Thuringia 0.7% 0.6%
Saxony Anhalt 0.3% 0.3%
Mecklenburg
W.Pommerania
0.2% 0.1%
Saarland 0.0% 0.0%
TOTAL 100% 100%
CDU/
Greens
CSU
SPD FDP Die
Linke
Freie
Wähler

1 Expected coalition after the recent state election.

This presentation has been specifically prepared by Vonovia SE and/or its affiliates (together, "Vonovia") for internal use. Consequently, it may not be sufficient or appropriate for the purpose for which a third party might use it.

This presentation has been provided for information purposes only and is being circulated on a confidential basis. This presentation shall be used only in accordance with applicable law, e.g. regarding national and international insider dealing rules, and must not be distributed, published or reproduced, in whole or in part, nor may its contents be disclosed by the recipient to any other person. Receipt of this presentation constitutes an express agreement to be bound by such confidentiality and the other terms set out herein.

This presentation includes statements, estimates, opinions and projections with respect to anticipated future performance of Vonovia ("forward-looking statements") which reflect various assumptions concerning anticipated results taken from Vonovia's current business plan or from public sources which have not been independently verified or assessed by Vonovia and which may or may not prove to be correct. Any forward-looking statements reflect current expectations based on the current business plan and various other assumptions and involve significant risks and uncertainties and should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such results will be achieved. Any forward-looking statements only speak as at the date the presentation is provided to the recipient. It is up to the recipient of this presentation to make its own assessment of the validity of any forward-looking statements and assumptions and no liability is accepted by Vonovia in respect of the achievement of such forward-looking statements and assumptions.

Vonovia accepts no liability whatsoever to the extent permitted by applicable law for any direct, indirect or consequential loss or penalty arising from any use of this presentation, its contents or preparation or otherwise in connection with it.

No representation or warranty (whether express or implied) is given in respect of any information in this presentation or that this presentation is suitable for the recipient's purposes. The delivery of this presentation does not imply that the information herein is correct as at any time subsequent to the date hereof.

Vonovia has no obligation whatsoever to update or revise any of the information, forward-looking statements or the conclusions contained herein or to reflect new events or circumstances or to correct any inaccuracies which may become apparent subsequent to the date hereof.

This presentation does not, and is not intended to, constitute or form part of, and should not be construed as, an offer to sell, or a solicitation of an offer to purchase, subscribe for or otherwise acquire, any securities of the Company nor shall it or any part of it form the basis of or be relied upon in connection with or act as any inducement to enter into any contract or commitment or investment decision whatsoever.

This presentation is neither an advertisement nor a prospectus and is made available on the express understanding that it does not contain all information that may be required to evaluate, and will not be used by the attendees/recipients in connection with, the purchase of or investment in any securities of the Company. This presentation is selective in nature and does not purport to contain all information that may be required to evaluate the Company and/or its securities. No reliance may or should be placed for any purpose whatsoever on the information contained in this presentation, or on its completeness, accuracy or fairness.

This presentation is not directed to or intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.

Neither this presentation nor the information contained in it may be taken, transmitted or distributed directly or indirectly into or within the United States, its territories or possessions. This presentation is not an offer of securities for sale in the United States. The securities of the Company have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States. Consequently, the securities of the Company may not be offered, sold, resold, transferred, delivered or distributed, directly or indirectly, into or within in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States unless registered under the Securities Act.

Tables and diagrams may include rounding effects.

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