Aedifica SA

Share Issue/Capital Change • Apr 28, 2020

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SWITZERLAND, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL.

PRESS RELEASE Regulated information

28 April 2020

AEDIFICA

Public limited liability company Public regulated real estate company under Belgian law Registered office: Rue Belliard 40 (box 11), 1040 Brussels Enterprise number: 0877.248.501 (RLE Brussels, French division) (the "Company")

Admission to trading of new shares on the regulated markets of Euronext Brussels and Euronext Amsterdam

Publication of a new denominator in accordance with article 15 of the Act of 2 May 2007

• - Following the capital increase in cash, within the authorised capital, via an exempt private placement by way of an accelerated bookbuilding with international institutional investors (the "ABB"), with cancellation of the preferential subscription right of, and without allocation of an irreducible allocation right to, existing shareholders, 2,460,115 new shares (the "New Shares") were issued today. Consequently, the total number of Aedifica shares amounts to 27,061,273.
• - The New Shares were issued without coupon no. 23 attached, which represents the entitlement to the dividend for the current fiscal year from 1 July 2019 to 27 April 2020. The New Shares will therefore only participate in the results of the current financial year 2019/2020 as from 28 April 2020. Coupon no. 23 was detached on 23 April 2020 after closing of the markets. The existing shares and the New Shares each have coupon no. 24 and following attached, and are thus fungible.
• - Each of these shares confers the right to one vote at the General Meeting of Shareholders and the total number of shares (i.e., 27,061,273) thus represents the new denominator for purposes of notifications within the framework of the Belgian Act of 2 May 2007 on transparency obligations. Following this transaction, the share capital of Aedifica amounts to EUR 714,087,021.34.
• - This information, as well as the shareholding structure, is available on the website of Aedifica NV/SA (www.aedifica.eu).
• - The 2,460,115 New Shares issued today are admitted to trading on the regulated markets of Euronext Brussels and Euronext Amsterdam and have the same ISIN-code as the existing Aedifica shares (BE0003851681).

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SWITZERLAND, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL.

PRESS RELEASE Regulated information

28 April 2020

About Aedifica

Aedifica is a Regulated Real Estate Company under Belgian law specialised in European healthcare real estate, particularly in senior housing. Aedifica has developed a portfolio of more than 450 sites in Belgium, Germany, the Netherlands, the United Kingdom, Finland and Sweden, worth more than €3.0 billion.

Aedifica is listed on Euronext Brussels (2006) and Euronext Amsterdam (2019) and is identified by the following ticker symbols: AED; AED:BB (Bloomberg); AOO.BR (Reuters).

Since March 2020, Aedifica is part of the BEL 20, the leading share index of Euronext Brussels. Aedifica's market capitalisation was approx. €2.1 billion as of 27 April 2020.

Aedifica is included in the EPRA and Stoxx Europe 600 indices.

For all additional information

Ingrid Daerden Chief Financial Officer

T +32 2 626 07 73 ingrid.daerden@aedifica.eu Delphine Noirhomme Investor Relations Manager

T +32 2 210 44 98 delphine.noirhomme@aedifica.eu

Discover Aedifica's Sustainability Report

www.aedifica.eu

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SWITZERLAND, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE UNLAWFUL.

PRESS RELEASE Regulated information

28 April 2020

IMPORTANT INFORMATION

These written materials are not for distribution in or to persons resident in the United States, Australia, Canada, Japan, South Africa or Switzerland or to any US persons (as defined in Regulation S under the United States Securities Act of 1933, as amended (the "US Securities Act")). The information contained herein does not constitute an offer of securities for sale in the United States, Australia, Canada, Japan, South Africa or Switzerland.

This information does not contain a solicitation for money, securities or other considerations and, if sent in response to the information contained herein, will not be accepted. This announcement contains statements which are "forward-looking statements" or could be considered as such. These forward-looking statements can be identified by the use of forward-looking terminology, including the words 'believe', 'estimate', 'anticipate', 'expect', 'intend', 'may', 'will', 'plan', 'continue', 'ongoing', 'possible', 'predict', 'plans', 'target', 'seek', 'would' or 'should', and contain statements made by the company regarding the intended results of its strategy. By their nature, forward-looking statements involve risks and uncertainties and readers are warned that none of these forward-looking statements offers any guarantee of future performance. The company's actual results may differ materially from those predicted by the forwardlooking statements. The company makes no undertaking whatsoever to publish updates or adjustments to these forward-looking statements, unless required to do so by law.

This communication does not constitute or form part of an offer of securities in the United States, or a solicitation to purchase securities in the United States. The securities referred to herein have not been and will not be registered under the US Securities Act, or under the securities law of any state or jurisdiction in the United States and may not be offered, sold, resold, transferred or delivered, directly or indirectly within the United States except pursuant to an applicable exemption from the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or jurisdiction of the United States. The issuer of the securities has not registered, and does not intend to register, any portion of the transaction in the United States. There will be no public offer of securities in the United States. Copies of this communication are not being, and should not be, distributed or sent into the United States, Australia, Canada, Japan, South Africa or Switzerland.

In the European Economic Area an offer of securities to which this communication relates is only addressed to and is only directed at qualified investors in that Member State within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC, and any implementing measure in each relevant Member State of the EEA (the "Prospectus Regulation") ("Qualified Investors").

These materials shall not constitute or form part of an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction, or to any person or entity to whom it is unlawful to make such offer.