NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND, SINGAPORE, SOUTH AFRICA, THE UNITED STATES OR ANY OTHER COUNTRY OR JURISDICTION TO WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD VIOLATE APPLICABLE LAWS OR REGULATIONS OR WOULD REQUIRE ADDITIONAL DOCUMENTATION TO BE PREPARED OR REGISTERED OR REQUIRE ANY OTHER ACTIONS TO BE TAKEN, IN ADDITION TO THE REQUIREMENTS UNDER SWEDISH LAW.

On 20 December 2023 Bonava announced a new long-term financing package to strengthen its liquidity and financial position. One of the conditions in the financing package was the noteholders' approval of the amended terms for the Notes, which required participation in the written procedure of at least 50% of the outstanding volume and approval by at least two thirds of these.

Acting as agent under the Notes, Nordic Trustee & Agency AB (publ) initiated a written procedure on Bonava's instruction to seek approval from the holders of the Notes to amend the terms and conditions of the Notes. A sufficient number of noteholders participated in the written procedure to constitute a quorum. The amendments to the terms and conditions include among other things:

(a)     an extension of the original maturity date of the Notes from 11 March 2024 to 11 March 2027;

(b)     an increase of the margin;

(c)     an inclusion of two mandatory redemption instalments of SEK 120 million each in the first half of 2024;

(d)     an option for Bonava to make voluntary redemptions at a certain percentage of the nominal amount; and

(e)     a security package ranking pari passu with the lending banks.

A substantial portion of the outstanding volume have voted, and 100% of these voted in favour of an approval of the amended terms, whereby the amendment of terms and the condition are fulfilled.

The amended terms and conditions of the Notes shall take effect upon completion of Bonava's fully underwritten rights issue, which is expected to occur on or about 8 March 2024. Should the rights issue not have been completed before 18 March 2024, the amended terms and conditions will not become effective. 

Payment of the early consent fee to eligible noteholders will be made, provided that the amended terms and conditions become effective, within ten banking days from the effective date. As previously communicated, the record date to be eligible to receive the early consent fee was 29 December 2023.

For more information, please contact:

Anna Falck Fyrhlund, Head of Investor Relations

anna.falck@bonava.com

Tel: +46707 604 914

Fredrik Hammarbäck, Group Head of Press and Public Affairs

fredrik.hammarback@bonava.com

Tel: +46739056063

Bonava is a leading residential developer in Europe with the purpose to create happy neighbourhoods for the many. The company is the first residential developer in Europe to receive approval from the Science Based Targets initiative for its climate targets. With its 1,600 co-workers, Bonava develops residential housing in Germany, Sweden, Finland, Estonia, Latvia and Lithuania, and had net sales of approximately SEK 14 Bn in 2022. Bonava's shares and green bond are listed on Nasdaq Stockholm.

For more information about us, visit: bonava.com (http://www.bonava.com/)

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This press release does not contain or constitute an invitation nor offer to acquire, sell, subscribe for or otherwise trade in shares, bonds or other securities in Bonava in the United States or otherwise. Invitation to the persons concerned to subscribe for shares, bonds or other securities in Bonava will only be made by means of the prospectus that Bonava intends to publish on the Company's website, following the approval and registration thereof by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen). The prospectus will contain, among other things, risk factors, certain financial information as well as information regarding the Company's executive management and board of directors. This press release has not been approved by any regulatory authority and does not constitute a prospectus. Investors should not subscribe for or purchase any securities referred to in this press release except on the basis of information contained in the prospectus to be published. 

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This press release is directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within the definition of "professional investors" in Article 19(2) of the British Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) are persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Order or (iv) certified high net worth individuals and certified and self-certified sophisticated investors as described in Articles 48, 50, and 50A respectively of the Order or (v) persons to whom this press release may otherwise be lawfully communicated (all such persons together being referred to as relevant persons). Any investment to which this press release relates will only be available to and will only be directed to and distributed to relevant persons. Any person who is not a relevant person should not take any action based on this press release, nor act or rely on it.

This press release is being distributed and directed to states within the European Economic Area, only to those persons who are qualified investors under Regulation (EU) 2017/1129 (the "Prospectus Regulation") in such member state, and such other persons as this press release may be addressed on legal grounds. No person that is not a relevant person or qualified investor may act or rely on this press release or any of its content.

To the extent this press release contains forward-looking statements, such statements do not represent facts and are characterized by words such as "will", "expect", "believe", "estimate", "intend", "anticipate" and similar expressions. Such statements express Bonava's intentions, opinions or current expectations or assumptions. Such forward-looking statements are based on current plans, estimates and forecasts that Bonava has made to the best of its ability, but which Bonava does not claim will be correct in the future. Forward-looking statements are associated with risks and uncertainties that are difficult to predict and cannot, in general, be influenced by Bonava. It should be noticed that actual events or outcomes may differ materially from those covered by, or expressed in, the forward-looking statements.

The information, opinions and forward-looking statements included in this press release speak only as of its date and are subject to change without notice.