Not for release, publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, South Africa or Japan or any other jurisdiction in which the distribution or release would be unlawful.

LEG Immobilien AG ('LEG') announces the successful placement of senior, unsecured convertible bonds, due 2025 in an aggregate nominal amount of EUR 400 million (the 'Bonds'). The Bonds are convertible into approx. 3.4 million new and/or existing ordinary registered shares of LEG (the 'Shares'), representing approx. 5.3% of the current outstanding share capital of LEG. The shareholders' pre-emptive rights (Bezugsrechte) are excluded.

The company intends to use the net proceeds for the long-term financing of its recently executed and signed portfolio acquisitions as well as for general corporate purposes.

Following today's bookbuilding process, the coupon was set at 0.875% per annum payable semi-annually in arrear and the initial conversion premium was fixed at 45% above the reference share price of EUR 81.7029 (volume-weighted average price of the LEG share during the bookbuilding process), corresponding to an initial conversion price of EUR 118.4692. The Bonds will have a maturity of 8 years and will be issued and, unless previously converted or repurchased and cancelled, redeemed at 100% of their principal amount with a denomination of EUR 100,000 per Bond.

LEG will be entitled to redeem the Bonds at their principal amount (plus accrued interest) in accordance with the terms and conditions of the Bonds at any time (i) on or after September 22, 2022, if the price per Share is equal or exceeds 130% of the then prevailing conversion price over a certain period or (ii) if 20% or less of the aggregate principal amount of the Bonds remain outstanding.

Settlement is expected to take place on or around September 1, 2017.

LEG intends to arrange for the Bonds to be traded on the Open Market (Freiverkehr) of the Frankfurt Stock Exchange no later than one month after the settlement of the Offering.

The Bonds were offered only to institutional investors outside the US, Canada, Australia, South Africa, Japan or any other jurisdiction in which offers or sales of the securities would be prohibited by applicable law.

BofA Merrill Lynch, BNP PARIBAS and Goldman Sachs International acted as Joint Global Coordinators and, together with Deutsche Bank, as Joint Bookrunners of the placement.

About LEG

With around 130,000 rental properties and approximately 350,000 residents, LEG is one of Germany's leading listed housing companies. The company has eight branch offices in North Rhine-Westphalia, providing personal local contact. LEG generated rental and lease income of around EUR 763 million in the 2016 financial year.

Investor Relations contact:

Burkhard Sawazki

Tel. +49 211 45 68-204
e-mail: burkhard.sawazki[at]­leg.ag

Press contact:

Jürgen Homeyer

Tel. +49 211 45 68-325
e-mail: juergen.homeyer[at]­leg-wohnen.de

IMPORTANT NOTE

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH, OR TO PERSONS IN ANY JURISDICTION TO WHOM, SUCH DISTRIBUTION WOULD BE UNLAWFUL

This announcement is for information purposes only and does not constitute, contain or form part of, and should not be construed as, an offer or an invitation to sell, or issue or the solicitation of any offer to buy or subscribe for, any securities. In connection with this transaction there has not been, nor will there be, any public offering of the Bonds. No prospectus will be prepared in connection with the offering of the Bonds. The Bonds may not be offered to the public in any jurisdiction under circumstances which would require the issuer of the Bonds to prepare or register any prospectus or offering document relating to the Bonds in such jurisdiction.

The distribution of this announcement and the offer and sale of the Bonds in certain jurisdictions may be restricted by law. Any persons reading this announcement should inform themselves of and observe any such restrictions.

This announcement does not constitute an offer to sell or a solicitation of an offer to purchase any securities in the United States. 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'), or the laws of any state within the U.S., and may not be offered or sold in the United States absent registration or an applicable exemption from registration or in a transaction not subject to the registration requirements of the Securities Act. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the issuer or the selling security holder and that will contain detailed information about the company and management, as well as financial statements. There will be no offering of the securities in the United States. This announcement and the information contained herein may not be distributed or sent into the United States, or in any other jurisdiction in which offers or sales of the securities described herein would be prohibited by applicable laws and should not be distributed to publications with a general circulation in the United States. The Bonds are being offered and sold outside the United States only in reliance on Regulation S under the Securities Act.

The offer referred to herein when made in member states of the European Economic Area ('EEA') which have implemented the Prospectus Directive (each, a 'relevant member state'), is only addressed to and directed at persons who are 'qualified investors' as defined in the Prospectus Directive ('Qualified Investors'). For these purposes, the expression 'Prospectus Directive' means Directive 2003/71/EC (and amendments thereto, including by Directive 2010/73/EU, as amended).

In the United Kingdom, this announcement is only being distributed to and is only directed at (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the 'Order') and (ii) high net worth entities falling within Article 49(2) of the Order and (iii) persons to whom it would otherwise be lawful to distribute it (all such persons together being referred to as 'relevant persons'). The Bonds are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Bonds will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

None of the Joint Bookrunners or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to LEG Immobilien AG or any of its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.

The Joint Bookrunners are acting exclusively for LEG Immobilien AG and no one else in connection with the offering. They will not regard any other person as their respective clients in relation to the offering and will not be responsible to anyone other than LEG Immobilien AG for providing the protections afforded to their respective clients, nor for providing advice in relation to the offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

In connection with the offering, the Joint Bookrunners and any of their affiliates, acting as investors for their own accounts, may subscribe for or purchase bonds of LEG Immobilien AG and in that capacity may retain, purchase, sell, offer to sell or otherwise deal for their own accounts in such Bonds and other securities of LEG Immobilien AG or related investments in connection with this Bonds offering or otherwise. The Joint Bookrunners do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.

LEG Immobilien AG published this content on 29 August 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 29 August 2017 11:52:10 UTC.

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