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Aedifica SA M&A Activity 2026

Jul 1, 2026

3904_mrq_2026-07-01_b7bfef73-fb77-4c8f-a220-bcbd4b7ee577.pdf

M&A Activity

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aedifica housing with care

PRESS RELEASE Regulated information

1 July 2026 – before opening of markets

AEDIFICA

Public limited liability company

Public regulated real estate company under Belgian law

Registered office: Rue Belliard 40 (box 11), 1040 Brussels

Enterprise number: 0877.248.501 (RLE Brussels)

(the 'Company')

Completion of legal merger by absorption of Cofinimmo

Admission of new shares to trading on Euronext Brussels and Euronext Amsterdam

Publication of a new denominator in accordance with article 15 of the Act of 2 May 2007

  • Today, Aedifica's legal merger by absorption of Cofinimmo was completed, following the approval of both companies' Extraordinary General Meetings in June 2026
  • Cofinimmo was delisted from Euronext, and all remaining free float Cofinimmo shares were exchanged for Aedifica shares
  • 9,162,060 new Aedifica shares were issued today, bringing the total number of shares to 92,632,604

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"We are very pleased that the legal merger by absorption of Cofinimmo has reached completion. As a unified European leader in healthcare real estate, we can continue to build on our synergies and put the strength and expertise of our larger platform to work to meet the increasing demand for high-quality and affordable care properties.

Now that the merger has been completed, Mr Jean Hilgers is taking over the chairmanship of the Board of Directors from Mr Serge Wibaut, who will continue to serve as an Independent Director. I would like to express profound gratitude to Mr Wibaut for his commitment and invaluable contribution to Aedifica's growth over the past ten years, and wish great success to Mr Hilgers in his new role."

Stefaan Gielens, CEO of Aedifica

BEL20

by EUROPEAN


PRESS RELEASE
Regulated information
1 July 2026 – before opening of markets

Effective date and further information

Following the approval of both companies' Extraordinary General Meetings in June 2026¹, Aedifica's legal merger by absorption of Cofinimmo became effective on 1 July 2026 at 00:00 AM CET.

For additional details regarding the legal merger, please refer to the merger proposal, which is already available on Aedifica's website.

Share issuance and admission to trading

As a result of the completion of the legal merger, Cofinimmo has been delisted from Euronext, leading to the automatic exchange of the remaining 7,775,000 free float Cofinimmo shares into new Aedifica shares at an exchange ratio of 1.1784². This resulted in the issuance of 9,162,060 new Aedifica shares.

These new shares:

  • are admitted to trading on the regulated markets of Euronext Brussels and Euronext Amsterdam as of today;
  • have the same ISIN-code as the existing Aedifica shares (BE0003851681);
  • confer the same rights as the existing shares, including voting rights (one vote per share); and
  • have coupon no. 37 and following attached, entitling the holder to the full dividend for the 2026 financial year.

Accordingly, the new shares are fully fungible with the existing shares.

Disclosure of total number of shares (denominator)

Following this transaction, the total number of Aedifica shares amounts to 92,632,604.

In accordance with Article 15 of the Act of 2 May 2007 on the disclosure of major shareholdings, this figure constitutes the new denominator for transparency notifications.

Following the capital increase, Aedifica's share capital amounts to €2,444,369,127.58.

Board of Directors

As of today, 1 July 2026, Mr Jean Hilgers, who entered Aedifica's Board of Directors in March 2026³ has taken over the role of Chair of the Board, succeeding Mr Serge Wibaut. Mr Wibaut continues to serve as an independent Director.

All information regarding the shareholding structure as well as the new composition of the Board, is available on Aedifica's website.


¹ See Aedifica's press release of 12 June 2026 and Cofinimmo's press release of 30 June 2026.
² As set out in more detail in the merger proposal.
³ See press release of 10 March 2026.


PRESS RELEASE

Regulated information

1 July 2026 – before opening of markets

About Aedifica

Aedifica is a Regulated Real Estate Company under Belgian law specialised in European healthcare real estate, particularly in elderly care. The Group has developed a property portfolio totalling approx. €12.4 billion across Belgium, Germany, the Netherlands, the United Kingdom, Finland, Ireland, Spain, France and Italy.

Aedifica is listed on Euronext Brussels (2006) and Euronext Amsterdam (2019) and is identified by the following ticker symbols: AED; AED:BB (Bloomberg); AOO.BR (Reuters)

Since 2020, Aedifica has been part of the BEL 20, Euronext Brussels' leading share index. Moreover, since 2023, Aedifica has been part of the BEL ESG, the index tracking companies that perform best on ESG criteria. Aedifica is also included in the EPRA, Stoxx Europe 600 and GPR indices. Its market capitalisation amounted to nearly €5.9 billion as at 30 June 2026.

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For all additional information

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Stefaan Gielens
Chief Executive Officer
T +32 2 626 07 70
[email protected]

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Ingrid Daerden
Chief Financial Officer
T +32 2 626 07 70
[email protected]

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Delphine Noirhomme
Investor Relations Manager
T +32 2 626 07 70
[email protected]

www.aedifica.eu

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