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Deutsche Wohnen reserves the right for cash instead of share settlement of outstanding convertible bonds

Frankfurt am Main/Berlin, 29 January 2016. Deutsche Wohnen reserves the right to a cash settlement instead of delivery of shares to the owners of its two convertible bonds in case of a possible change of control, in line with the bonds' terms and conditions. The bond holders have been informed accordingly by Deutsche Wohnen today.

This is Deutsche Wohnen's reaction to the recent changes in the offer conditions by Vonovia. Vonovia had lowered the minimum acceptance threshold to 44 per cent of the outstanding shares at the end of the offer period. Vonovia thereby tries to gain control over Deutsche Wohnen with the support of convertible bond holders and tries to evade the vote of the shareholders.

"We cannot accept that Vonovia, despite numerous confirmations, is not willing to accept the vote of Deutsche Wohnen shareholders", says Michael Zahn, CEO of Deutsche Wohnen.

Deutsche Wohnen reserves the right using a cash settlement option instead of delivery of shares to the convertible bond holders in order to avoid a distortion of the shareholders' vote regarding the success of Vonovia's offer. This decision is made in the spirit of shareholder democracy. It ensures that Vonovia has to convince at least 50 per cent of Deutsche Wohnen shareholders of their hostile offer even after the change of the offer conditions. Management Board and Supervisory Board of Deutsche Wohnen continue to believe that the majority of shareholders will reject the Vonovia offer given the inadequacy of the proposed consideration.

Deutsche Wohnen

Deutsche Wohnen is one of the largest publicly listed property companies in Germany and Europe with a business focus on managing and developing its residential property portfolio. As at 30 September 2015 the portfolio comprised a total of 149,100 units, of which 147,000 are residential units and 2,100 commercial properties. The company is listed in the Deutsche Börse's MDAX and is also included in the leading indices EPRA/NAREIT and GPR 100.

Important Notice

This publication represents neither an offer for sale nor request for purchase of securities.

Any statements regarding the future in this document do not represent any facts and use terms such as "will", "expected", "believe", "estimate", "intend", "strive", and "assume" and other similar phrases. The statements express the intention, views and current expectations and assumptions of Deutsche Wohnen and parties acting in concert with Deutsche Wohnen. The statements directed at the future are based on current planning, estimates and forecasts, which Deutsche Wohnen and the parties acting in concert with Deutsche Wohnen have made to the best of their knowledge but do not contain any statement about their future validity. Future-based statements are subject to risks and uncertainties, which are generally difficult to predict and are generally not in Deutsche Wohnen's sphere of influence or that of the parties acting in concert with Deutsche Wohnen. Please note that the actual results or events may deviate substantially from those provided in or removed from the future-based statements.