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Deutsche Wohnen AG / Key word(s): Offer 20.11.2013 / 16:17 --------------------------------------------------------------------- NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW. Deutsche Wohnen AG purchases EUR 180.5 million GSW convertible bonds - Acceptance rate of GSW shareholders in public takeover offer at around 90% » Purchase of EUR 180.5 million GSW convertible bonds at a price of EUR 117,727.40 per bond » Preliminary acceptance rate in takeover offer at around 90% Frankfurt am Main/Berlin, 20 November 2013. Deutsche Wohnen AG announces that it has purchased GSW convertible bonds (ISIN: DE000GSW1CB6/WKN: GSW1CB) in the aggregate principal amount of EUR 180.5 million from the holders of those convertible bonds offered to Deutsche Wohnen AG. The purchase price including accrued interest amounts to EUR 117,727.40 for each of the 1,805 GSW convertible bonds, having a nominal amount of EUR 100,000 each. Credit Suisse Securities (Europe) Limited, Deutsche Bank AG and UBS Limited acted as Joint Dealer Managers for the purchase offer. Thus, after the implementation of the purchase offer GSW convertible bonds in an aggregate principal amount of EUR 2.4 million remain outstanding (excluding bonds held by Deutsche Wohnen). Deutsche Wohnen AG may purchase GSW shares and/or further GSW convertible bonds in the market depending on the prevailing market conditions. Further, Deutsche Wohnen AG announces in connection with the public takeover offer of Deutsche Wohnen AG to the shareholders of GSW Immobilien AG that, subject to final adjustments by the custodian banks, the acceptance rate following the additional acceptance period amounts to around 90% of the outstanding shares of GSW Immobilien AG; final figures are expected to be published by Deutsche Wohnen AG at the end of this week. The resulting share of Deutsche Wohnen AG in GSW Immobilien AG may change upon conversion of outstanding GSW convertible bonds by holders (including Deutsche Wohnen AG itself). Deutsche Wohnen Deutsche Wohnen is one of the largest publicly listed residential property companies in Germany with a business focus on managing and developing its residential property portfolio. As of 30 September 2013 the portfolio comprised 89,810 units in total, of which 88,695 are residential units and 1,115 are commercial properties. The company is listed in the Deutsche Börse's MDAX and is also included in the leading indices EPRA/NAREIT and GPR 250. Important information This publication may not be published, distributed or transmitted, directly or indirectly, in the United States (including its territories and possessions), Canada, Australia or Japan or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. This publication does not constitute an offer of securities for sale, an offer to purchase any securities or a solicitation of an offer to purchase securities in the United States, Germany or any other jurisdiction. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. The securities mentioned herein may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. A tender offer for the sale of GSW-Convertible Bonds is not being made within the United States or to, or for the account or benefit of, persons located or resident in the United States. In the United Kingdom, this document is only being distributed to and is only directed at persons who (i) are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the 'Order') or (ii) are persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) (all such persons together being referred to as 'Relevant Persons'). This document is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity to which this document relates is available only to Relevant Persons and will be engaged in only with Relevant Persons. No action has been taken that would permit an offering of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions. This information contains forward-looking statements that are based upon current views and assumptions of the Deutsche Wohnen AG management, which were made to its best knowledge. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors which could cause the earnings position, profitability, performance or the results of Deutsche Wohnen AG or the success of the housing industry to differ materially from the earnings position, profitability, performance or the results expressly or implicitly assumed or described in these forward-looking statements. In consideration of these risks, uncertainties and other factors, persons receiving these documents are advised not to unreasonably rely on these forward-looking statements. Deutsche Wohnen AG does not assume any obligation to update such forward-looking statements and to adjust them to any future results and developments. Contact: +49 (0)30 / 89786 - 551 End of Corporate News --------------------------------------------------------------------- 20.11.2013 Dissemination of a Corporate News, transmitted by DGAP - a company of EQS Group AG. The issuer is solely responsible for the content of this announcement. DGAP's Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------- Language: English Company: Deutsche Wohnen AG Pfaffenwiese 300 65929 Frankfurt Germany Phone: +49 (0)30 89786-0 Fax: +49 (0)30 89786-507 E-mail: ir@deutsche-wohnen.com Internet: http://www.deutsche-wohnen.com ISIN: DE000A0HN5C6, DE0006283302 WKN: A0HN5C, 628330 Indices: MDAX Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr in Berlin, Düsseldorf, Hamburg, München, Stuttgart End of News DGAP News-Service --------------------------------------------------------------------- 240905 20.11.2013