Public Takeover Offer by SD Grund GmbH to the Shareholders of Bayerische Gewerbebau AG - Update

25.05.2022

Note: This announcement, originally published on 8 March 2022 and updated on 6 April 2022, has been updated again to reflect changes to the period within which share exchange is possible and the date of the follow-up entry period. The changes have been highlighted.

Details on the procedure for the exchange of Bayerische Gewerbebau AG registered shares (ISIN DE000A3E5D31) were published in in the securities notices.

Exchange into "Bayerische Gewerbebau AG registered shares tendered for sale"

The transfer must be carried out via securities transfer (CASCADE transaction: KVEE WE) with an entry in the “TR” field with the attribute “4 - Originalaktien in Anrechte”. This transfer is only possible from the unregistered positions. The shares must therefore be transferred in advance via share holdings transfer (CASCADE transaction: KVEE BV) into unregistered positions.

The exchange will be possible from

7 March 2022 up to and including 1 June 2022.

The "Bayerische Gewerbebau AG registered shares tendered for sale" (ISIN DE000A3MQRA7) will be issued as registered securities. The shares resulting from the exchange described above will be allocated to the unregistered positions.

There is a follow-up entry period until 3 June 2022.

Registration of the shareholders by re-registration

The shareholders of the "Bayerische Gewerbebau AG registered shares tendered for sale" (ISIN DE000A3MQRA7)must be registered in the company’s share register. Depositories can enter the corresponding re-registrations (KVCU) in CASCADE-RS from 7 March 2022.

Note about submission planning

Due to the processing capacities in CASCADE-RS, submissions amounting to 10,000 re-registrations or more per transfer must be agreed in advance with Client Services. Clearstream Banking1 reserves the right to reject file transfers that have not been agreed upon within the scope of overall coordination.

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1. This Announcement is published by Clearstream Banking AG (CBF), registered office at Mergenthaleralle 61, 65760 Eschborn, Germany, registered with the Commercial Register of the District Court in Frankfurt am Main, Germany, under number HRB 7500.