HomeStar InvestCo AB entered into an agreement to acquire 61.2% in Hembla AB (publ) (OM:HEM B) from Blackstone Real Estate Partners Europe IV L.P., fund of Blackstone Real Estate Advisors and other real estate funds advised by The Blackstone Group Inc. (NYSE:BX) for SEK 12.2 billion on September 23, 2019. Through the transaction, HomeStar InvestCo AB will become the owner of 6.1 million class A shares and 50.7 million class B shares in Hembla. The offer per share is SEK 215 (regardless of share class). The percent acquired represents 69.3% of the voting rights of Hembla AB (publ). In October or November 2019, the transaction will trigger an obligation on Vonovia SE (XTRA:VNA), (parent of HomeStar InvestCo AB) to launch a mandatory public offer for the remaining shares in Hembla. The transaction financing for the deal comprises of cash raised through equity in first half of 2019 and incremental debt financing. The consummation of the transaction is subject to clearance by the merger control authorities, which is only expected to be required in Sweden. The antitrust clearance is expected to be obtained in October or November 2019. A special committee is formed consisting of Patrick Forslund, Fredrik Brodin and Karolina Keyzer. As of November 5, 2019, Swedish Competition Authority has cleared the transaction. Completion of the acquisition and the launch of the mandatory public offer for the remaining shares in Hembla are expected to take place in November 2019. As of December 18, 2019, Vonovia SE has requested the board of directors of Hembla AB to apply for delisting of the company shares from Nasdaq Stockholm. Vonovia has also requested compulsory acquisition of the
remaining shares in Hembla pursuant to Chapter 22 of the Swedish Companies Act. Completion is expected to occur in the fourth quarter of 2019. The transaction is accretive to Vonovia SE and its subsidiaries' FFO per share and adj. nav per share. J.P. Morgan is acting as sole financial advisor to Vonovia as part of the transaction. Wilhelm Lüning, Fredrik Lundén, Anna Green Jensen, Fredrik Lindblom and Per Henriksson of Advokatfirman Cederquist KB acted as legal advisor to Vonovia SE. Bank of America Merrill Lynch International Limited acted as the finanial advisor to Hembla AB (publ) in the transaction. Advokatfirman Vinge KB acted as the legal advisor to Hembla AB (publ) in the transaction. Handelsbanken Capital Markets appointed as the fairness opinion provider to the special committee consists of Patrick Forslund, Fredrik Brodin and Karolina Keyzer.

HomeStar InvestCo AB completed the acquisition of 61.2% in Hembla AB (publ) (OM:HEM B) from Blackstone Real Estate Partners Europe IV L.P., fund of Blackstone Real Estate Advisors and other real estate funds advised by The Blackstone Group Inc. (NYSE:BX) on November 7, 2019.