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Aedifica SA

Share Issue/Capital Change May 17, 2022

3904_iss_2022-05-17_e9730173-4575-4f2c-b8a8-4107ef974963.pdf

Share Issue/Capital Change

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17 May 2022 – before opening of markets

AEDIFICA

Public limited liability company Public regulated real estate company under Belgian law Office: Rue Belliard 40 (box 11), 1040 Brussels Enterprise number: 0877.248.501 (RLE Brussels) (the 'Company')

Aedifica invests €21 million in a care home in Belgium

Notification pursuant to Article 15 of the Act of 2 May 2007

  • Acquisition and extension of a care home in Somme-Leuze (Belgium)
    • Investment: approx. €21 million
    • Capacity: 72 (+59) residents
    • Initial net rental yield: approx. 4.5%
    • Operator: Vulpia
    • Expected completion date of the extension: Q4 2024

Stefaan Gielens, CEO of Aedifica, commented: "Aedifica continues to expand its healthcare real estate portfolio in Belgium and invests approx. €21 million in the acquisition and extension of a care home in Somme-Leuze. Following the extension works, the building will accommodate 131 residents. We look forward to continuing to invest in futureproof healthcare real estate together with our Belgian team."

Stéphanie Lomme, Country Manager of Aedifica Belgium, adding: "This care home in Somme-Leuze is a welcome addition to our Belgian healthcare real estate portfolio, which already includes 83 sites. The design of the extension pays special attention to energy efficiency. As a result, the building will contribute to the continued improvement of the sustainability of Aedifica's real estate portfolio. Thanks to this transaction, we are once again expanding our collaboration with Vulpia."

17 May 2022 – before opening of markets

1. Acquisition and extension of a care home in Somme-Leuze (BE)

Aedifica will invest approx. €21 million in the acquisition and extension of a care home in Somme-Leuze (Belgium). The acquisition of the existing building is financed through a contribution in kind. In that context, 74,172 new shares were issued.

Résidence Véronique – Somme-Leuze

Description of the site

Résidence Véronique1 is located in a green area of Somme-Leuze (6,000 inhabitants, Province of Namur). The purpose-built care home dates from 2015. The building currently accommodates 72 residents in spacious rooms that are specifically tailored to suit the needs of elderly people requiring continuous care. The care home will be extended, creating additional space for 59 residents and bringing the site's total capacity to 131 residents. The extension works will start shortly and are expected to be completed in the fourth quarter of 2024.

The building will use energy-efficient systems, such as solar panels, a smart ventilation system and a rainwater management system, resulting in a class A energy label upon completion of the works and contributing to the continued improvement of the sustainability of Aedifica's real estate portfolio.

1 Address: Route de France 2, 5377 Somme-Leuze (Belgium).

17 May 2022 – before opening of markets

Extension of Résidence Véronique (impression) – Somme-Leuze

Description of the operator and the lease

Résidence Véronique is operated by Vulpia, an established private player with more than 25 years of experience in the Belgian elderly care sector. Employing approx. 2,700 staff, Vulpia currently operates 40 sites with over 4,000 beds and more than 600 apartments for elderly people who want to live independently with care and services on demand. The group already operates 12 Aedifica sites.

The care home is let on the basis of a new irrevocable 27-year triple net lease. The initial net rental yield amounts to approx. 4.5%.

Description of the transaction

The acquisition of the care home was carried out through the contribution in kind in Aedifica NV of 100% of the shares in a Belgian real estate company. The contractual value2 of the building amounts to approx. €11 million. As consideration for the contribution, 74,172 new shares were issued. The balance is financed through the takeover of a current bank loan.

The new Aedifica shares were issued this morning, 17 May 2022, following a capital increase decided by the Board of Directors within the framework of the authorised capital. The new shares are fully paidup, with no par value. They will be listed as from 18 May 2022 and are fungible as the shares will be issued cum coupon no. 30 (which entitles the holder to the dividend for the current financial year; see below).

Aedifica has budgeted approx. €10 million for the extension works. Total investment will therefore amount to approx. €21 million.

2 The contractual value complies with the provisions of article 49 § 1 of the Belgian Act of 12 May 2014 on regulated real estate companies.

17 May 2022 – before opening of markets

2. Notification pursuant to Article 15 of the Act of 2 May 2007

Following the abovementioned contribution in kind, 74,172 new Aedifica shares were issued. As a result, the total number of Aedifica shares now amounts to 36,382,329. Each of these shares entitles the contributor to the dividend for the current financial year (coupon no. 30). Each of these shares confers a right to vote at the General Meeting. The total number of shares represents the new denominator for notification purposes in the context of the transparency regulation. Upon completion of this transaction, Aedifica's total share capital amounts to €960,049,031.92. The new shares that were issued will be listed on Euronext Brussels and Euronext Amsterdam (regulated markets).

This information, as well as the shareholding structure, is available on Aedifica's website (www.aedifica.eu).

3. Investments since the beginning of 2022

The investments made by the Group since 1 January 2022 are listed in the table below3 .

(in € million) Date Location Investments
carried out
Pipeline 1 Total
UK Market Drayton Great Hales 2 17/02/2022 Market Drayton - 16 16
SE Nynäshamn Källberga 2 21/02/2022 Nynäshamn 2 17 18
SE Strängnäs Bivägen 2 28/02/2022 Strängnäs 0 2 2
IE Crumlin 16/03/2022 Dublin 6 27 32
FI Liminka Saunarannantie 16/03/2022 Liminka - 2 2
FI Kerava Lehmuskatu 16/03/2022 Kerava - 7 7
FI Äänekoski Ääneniementie 16/03/2022 Äänekoski - 2 2
FI Jyväskylä Ailakinkatu 22/03/2022 Jyväskylä - 2 2
FI Tampere Teräskatu 24/03/2022 Tampere - 8 8
UK Rawdon care home 2 24/03/2022 Rawdon 5 12 17
UK Northampton care home 2 24/03/2022 Northampton 5 12 17
DE An der Therme 25/03/2022 Mühlhausen 8 - 8
NL Oosterbeek Warm Hart 01/04/2022 Oosterbeek 5 3 7
UK Dawlish 2 01/04/2022 Dawlish 3 13 15
UK Channel Islands portfolio (6 care homes) 2 01/04/2022 United Kingdom 54 15 69
IE Silver Stream portfolio (3 care homes) 01/04/2022 Ireland - 57 57
SE Staffanstorp Borggårdsallén 2 01/04/2022 Staffanstorp 3 - 3
FI Helsinki Käräjätuvantie 20/04/2022 Helsinki - 8 8
FI Helsinki Kutomokuja 20/04/2022 Helsinki - 8 8
IE Dunshaughlin Business Park 11/05/2022 Dunshaughlin 2 17 19
BE Résidence Véronique 17/05/2022 Somme-Leuze 11 10 21
Total as of 17 May 2022 103 237 340

1 The pipeline includes development projects and acquisitions subject to outstanding conditions.

2 Amounts in £ and SEK were converted into € based on the exchange rate of the transaction date.

3 The figures in this table are rounded amounts. The sum of certain figures might therefore not correspond to the stated total.

17 May 2022 – before opening of markets

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 over 580 sites in Belgium, Germany, the Netherlands, the United Kingdom, Finland, Sweden Ireland and Spain, worth more than €5.0 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. €4.0 billion as of 16 May 2022.

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

Forward-looking statement

This document contains forward-looking information that involves risks and uncertainties, including statements about Aedifica's plans, objectives, expectations and intentions. Readers are cautioned that forward-looking statements include known and unknown risks and are subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond the control of Aedifica. Should one or more of these risks, uncertainties or contingencies materialise, or should any underlying assumptions prove incorrect, actual results could vary materially from those anticipated, expected, estimated or projected. As a result, Aedifica does not assume any responsibility for the accuracy of these forward-looking statements.

For all additional information

Ingrid Daerden Chief Financial Officer

T +32 494 573 115 [email protected] Delphine Noirhomme Investor Relations Manager

T +32 2 210 44 98 [email protected]

Discover Aedifica's Sustainability Report

www.aedifica.eu

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