Hemfosa announces preference share issue of SEK 975m

The Board of Directors of Hemfosa Fastigheter AB (publ) (”Hemfosa” or ”the
Company”) has resolved, with authorization granted by Hemfosa´s Extraordinary
General Meeting on 12 November, 2014, to carry out an issue of preference
shares.
The offer in brief:

  · The offer is directed to the general public in Sweden and to institutional
investors in Sweden and internationally, including Hemfosa’s existing
shareholders (“the Offer”)
  · The subscription price has been set to SEK 325 per preference share and the
yearly dividend amounts to SEK 20 per preference share, implying an annual yield
for the preference shares of 6.2 per cent
  · The Offer amounts up to a total of SEK 975m before issue expenses. If there
is a strong demand, the Offer may be increased by an additional amount of up to
SEK 650m
  · The subscription period runs from 21 November, 2014 until 2 December, 2014
for the general public in Sweden and from 21 November, 2014 until 3 December,
2014 for institutional investors
  · Expected first day of trading on Nasdaq Stockholm is 12 December, 2014

Jens Engwall, CEO, comments:

”Hemfosa’s clear ambition is continued growth, in particular within the segment
community service properties. In line with this we seek to have access to
expansion capital for potential acquisitions. We view preference shares as an
attractive complement to our existing sources of financing and deem that our
property portfolio with stable cash flows is well suited to be partly financed
by preference shares.”

Background and reasons

Hemfosa is a Swedish real estate company which combines long-term property
management with an active role on the property transaction market. The Company’s
ambition is to capture the opportunities of a changing property market, to
create stable revenue streams and to generate high returns. At the same time,
Hemfosa shall be a responsible and receptive landlord which provides excellent
service to its customers.

The Company was founded in June 2009 by the CEO Jens Engwall, with a background
from transaction intensive and value creating property companies. Hemfosa has
since then established a balanced portfolio of commercial properties in Sweden,
of which a large share is comprised of community service properties with
government and municipal bodies as the largest tenants. The total property value
amounted to approximately SEK 20.6 billionas of 30 September, 2014, including
the Company’s share of the property value in joint ventures.

Hemfosa’s strategy is to focus on long-term growth of the Company’s cash flows
by actively managing and improving the existing property portfolio. The Company
creates and maintains long-term relationships with its tenants by assuming a
market oriented and adept property management. In addition, Hemfosa intends to
participate actively on the transaction market to create growth by focusing on
community service properties, to risk optimise its property portfolio in terms
of e.g. geography, property segment and tenant structure as well as to generate
profits from the transaction business.

In connection to the listing of Hemfosa’s shares in March 2014, Hemfosa
communicated its intention to evaluate the possibility to raise additional
expansion capital through, for example, the issue of preference shares or the
issue of bonds. During the spring, Hemfosa successfully completed a three year
SEK 1,200m unsecured bond issue.

Hemfosa’s Board of Directors deems that a preference share issue implies
improved financial possibilities for continued growth while still maintaining an
appropriate proportion of equity. From the proceeds of SEK 975m, approximately
SEK 700m is intended for Hemfosa’s, signed but not closed, property acquisitions
from Castellum and Hemsö with a total property value of approximately SEK 2bn
and SEK 3.3bn respectively, that was announced by Hemfosa on 17 November, 2014
and on 18 November, 2014. The remaining part of the proceeds, including any
additional proceeds if the Offer is increased, is to be used for investments in
the existing property portfolio as well as further property acquisitions which
are continuously evaluated by the Company in its day-to-day operations. Greater
access to capital will expand the Company’s opportunities for financing the
Company’s growth, and facilitates an active and opportunistic role in the
transaction market.

The Offer

The Offer includes up to 3,000,000 preference shares with a subscription price
of SEK 325 per preference share, corresponding to total proceeds of up to SEK
975m before issue expenses. Minimum subscription is set to 50 preference shares,
further subscription can be made in even lots of 10 preference shares. The
subscription period runs from 21 November, 2014 until 2 December, 2014 for the
general public in Sweden and from 21 November, 2014 until 3 December, 2014 for
institutional investors.

Assuming that the Offer is fully subscribed the number of shares in the Company
will increase by 3,000,000 preference shares and the number of votes will
increase by 300,000, corresponding to a dilution of approximately 4.6 per cent
of the shares and approximately 0.5 per cent of the votes.

The Board of Directors may decide, until and including the announcement date
estimated to 4 December, 2014, to increase the Offer by up to 2,000,000
additional preference shares up to 5,000,000 preference shares in total. Hereby,
as a part of the Offer, Hemfosa could receive additional proceeds of up to SEK
650m.

The Offer shall be directed, with deviation from the shareholders' preferential
rights, to the general public in Sweden and institutional investors in Sweden
and internationally, including Hemfosa’s existing shareholders. The reason for
the deviation from the shareholders' preferential rights is that the Board of
Directors of Hemfosa believes that the terms of a preference share issue
directed to the general public in Sweden and institutional investors, including
Hemfosa’s existing shareholders, are more favorable compared to other
alternatives.

Please see the prospectus that is to be published for complete terms and
conditions in the Offer.

Prospectus and information brochure

Hemfosa has with regard to the Offer prepared a prospectus and an information
brochure that are to be published as soon as approval is obtained from the
Swedish Financial Supervisory Authority, which is expected to occur during
today. The prospectus, the information brochure and the application form can be
obtained from Hemfosa and Swedbank. The prospectus, the information brochure and
the application form will also be available on Hemfosa’s website
(www.hemfosa.se) and Swedbank’s website (www.swedbank.se/prospectus).
Applications can also be made through Avanza or Nordnet. The information
brochure will be distributed to Hemfosa’s shareholders.

Preliminary timetable

Subscription period (general public in
Sweden)                                                           21 November –
2 December, 2014

Subscription period (institutional investors)
                                                                21 November – 3
December, 2014

Announcement
date
                                                  4 December, 2014

Settlement
date
                                                         8 December, 2014

Paid subscription shares (BTA) on VP-account/depositary account (institutional
investors)                 8 December, 2014

Paid subscription shares (BTA) on VP-account/depositary account (general public
in Sweden)          9 December, 2014

First day of trading on Nasdaq
Stockholm
                    12 December, 2014

Advisors

Swedbank Corporate Finance is acting as financial advisor and Advokatfirman
Cederquist as legal advisor to Hemfosa in connection to the Offer.

Nacka 20 November, 2014

Hemfosa Fastigheter AB (publ)

The Board of Directors

Important notice

This announcement is not an offer to sell or a solicitation of any offer to buy
any securities issued by

Hemfosa Fastigheter AB in any jurisdiction where such offer or sale would be
unlawful and the announcement and the information contained herein are not for
distribution or release, directly or indirectly, in or into such jurisdictions.

In any EEA member state, other than Sweden, that has implemented Directive
2003/71/EC as amended (together with any applicable implementing measures in any
member state, the “Prospectus Directive”), this communication is only addressed
to and is only directed at qualified investors in that member state within the
meaning of the Prospectus Directive.

Any securities referred to herein have not been and will not be registered under
the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not
be offered or sold in the United States absent registration or an exemption from
registration under the Securities Act. There is no intention to register any
securities referred to herein in the United States or to make a public offering
of the securities in the United States. Any securities sold in the United States
will be sold only to qualified institutional buyers (as defined in Rule 144A
under the Securities Act) pursuant to Rule 144A.

This announcement does not constitute a prospectus and nothing herein contains
an offering of securities. No one should purchase or subscribe for any
securities in the Company, except on the basis of information in any prospectus
published by the Company in connection with the potential offering and admission
of such securities to trading and official listing on NASDAQ OMX Stockholm.
Copies of any such prospectus will, following publication, be available on the
website of the Company.

Matters discussed in this release may constitute forward-looking statements.
Forward-looking statements are statements that are not historical facts and that
can be identified by words such as “believe”, “expect”, “anticipate”, “intends”,
“estimate”, “will”, “may”, “continue”, “should”, and similar expressions. The
forward-looking statements in this press release are based upon various
assumptions, many of which are based, in turn, upon further assumptions.
Although the Company believes that these assumptions were reasonable when made,
these assumptions are inherently subject to significant known and unknown risks,
uncertainties, contingencies and other important factors which are difficult or
impossible to predict and are beyond its control. Such risks, uncertainties,
contingencies and other important factors could cause actual events to differ
materially from the expectations expressed or implied in this release by such
forward-looking statements. The information, opinions and forward-looking
statements contained in this release speak only as at its date, and are subject
to change without notice.
For more information, please contact:

Bengt Kjell, Chairman of the Board, mobile: +46 705 94 5398

Jens Engwall, CEO, jens.engwall@hemfosa.se, mobile: +46 706 90 6550, office +46
8 448 04 80
About Hemfosa Fastigheter

Hemfosa is a Swedish property company with a property portfolio characterized by
a balanced geographic spread and a high proportion of community service
properties with the government and municipalities as the largest tenants. This
generates stable revenue flows and a healthy yield. Hemfosa also aims to create
value by actively participating in the transaction market. As of 30 September,
2014, Hemfosa owns commercial properties in Sweden with a total property value
of approximately SEK 20.6 billion, including the Company’s share of the property
value in joint ventures. The Company’s share is listed on the Nasdaq Stockholm
Mid Cap exchange as of 21 March, 2014.