POLAR BIDCO S.À R.L. TO COMMENCE REDEMPTION PROCE

THIS  RELEASE MAY NOT BE RELEASED,  PUBLISHED OR OTHERWISE DISTRIBUTED, IN WHOLE OR  IN PART, IN OR INTO, DIRECTLY OR INDIRECTLY, CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG OR IN ANY OTHER JURISDICTION IN WHICH THE TENDER OFFER WOULD BE PROHIBITED BY APPLICABLE LAW.

Sponda  Plc                                               Stock Exchange Release      July 25, 2017 at 11.30

POLAR BIDCO S.À R.L. TO COMMENCE REDEMPTION PROCEEDINGS IN RESPECT OF THE REMAINING SPONDA MINORITY SHARES

Polar Bidco S.à r.l. (the "Offeror"), a corporation owned by funds advised by affiliates of The Blackstone Group L.P. (together with its consolidated subsidiaries, "Blackstone"), announced on July 18, 2017 that it will complete the tender offer to purchase all of the issued and outstanding shares of Sponda Plc ("Sponda").

The Offeror has informed Sponda that on 24 July 2017 a total of 262,476,487 shares in Sponda were transferred the Offeror based on completion of the tender offer. Together with the total of 56,272,148 shares acquired by the Offeror until 20 July 2017, the Offeror owned a total of 318,748,635 Sponda's shares corresponding to approximately 93.84 percent of all the shares and votes in Sponda. The Offeror has informed Sponda that the Offeror has the redemption right and obligation under Chapter 18, Section 1 the Finnish Companies Act to redeem the shares held by other Sponda shareholders at fair value.

The Offeror has decided to exercise its redemption right pursuant to the Finnish Limited Liability Companies Act and to redeem all shares held by any other remaining shareholders in Sponda (the "Shares" and each of them separately, a "Share"). To implement the redemption of the Shares, the Offeror will initiate arbitration proceedings as soon as possible as provided in the Finnish Companies Act. In such redemption proceeding, the Offeror will demand that the redemption price for the shares is EUR 5.07 per Share, which is the same price as the consideration paid by the Offeror in the tender offer.

According to the Offeror's notice, possible transfer tax collected in Finland deriving from the redemption of the shares as well as the payments and charges arising from the book-entry registrations carried out as a consequence of the redemption will be borne by the Offeror.

Sponda Plc

Sponda in brief:

Sponda is a property investment company specializing in commercial properties in the  largest cities in Finland.  Sponda's business concept is  to own, lease and develop retail and office properties and shopping centers into environments that promote  the business  success of  its clients.  As at  March 31, 2017, the fair value  of Sponda's investment  properties was approximately  EUR 3.8 billion and the leasable area was approximately 1.2 million square meters.

www.sponda.fi/en

THIS  RELEASE MAY NOT BE RELEASED,  PUBLISHED OR OTHERWISE DISTRIBUTED, IN WHOLE OR  IN PART, IN OR INTO, DIRECTLY OR INDIRECTLY, CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG OR IN ANY OTHER JURISDICTION IN WHICH THE TENDER OFFER WOULD BE PROHIBITED BY APPLICABLE LAW.

THIS  RELEASE IS NOT A TENDER OFFER DOCUMENT  AND AS SUCH DOES NOT CONSTITUTE AN OFFER OR INVITATION TO MAKE A SALES OFFER. IN PARTICULAR, THIS RELEASE IS NOT AN OFFER  TO SELL OR THE  SOLICITATION OF AN OFFER  TO BUY ANY SECURITIES DESCRIBED HEREIN,  AND  IS  NOT  AN  EXTENSION  OF  THE  TENDER  OFFER,  IN CANADA, JAPAN, AUSTRALIA,  SOUTH AFRICA OR  HONG KONG. INVESTORS  SHALL ACCEPT THE TENDER OFFER FOR  THE SHARES ONLY ON THE BASIS OF  THE INFORMATION PROVIDED IN A TENDER OFFER DOCUMENT.  OFFERS WILL  NOT BE  MADE DIRECTLY  OR INDIRECTLY IN ANY JURISDICTION WHERE  EITHER AN OFFER OR PARTICIPATION  THEREIN IS PROHIBITED BY APPLICABLE LAW OR  WHERE ANY TENDER OFFER DOCUMENT  OR REGISTRATION OR OTHER REQUIREMENTS WOULD APPLY IN ADDITION TO THOSE UNDERTAKEN IN FINLAND.

THE  TENDER OFFER IS NOT  BEING MADE DIRECTLY OR  INDIRECTLY IN ANY JURISDICTION WHERE  PROHIBITED  BY  APPLICABLE  LAW  AND,  WHEN  PUBLISHED,  THE TENDER OFFER DOCUMENT  AND  RELATED  ACCEPTANCE  FORMS  WILL  NOT AND MAY NOT BE DISTRIBUTED, FORWARDED  OR  TRANSMITTED  INTO  OR  FROM  ANY JURISDICTION WHERE PROHIBITED BY APPLICABLE  LAW. IN PARTICULAR, THE TENDER OFFER  IS NOT BEING MADE, DIRECTLY OR INDIRECTLY,  IN OR INTO, OR BY USE OF THE  POSTAL SERVICE OF, OR BY ANY MEANS OR INSTRUMENTALITY  (INCLUDING, WITHOUT LIMITATION,  FACSIMILE TRANSMISSION, TELEX, TELEPHONE  OR ELECTRONIC  TRANSMISSION BY  WAY OF  THE INTERNET OR OTHERWISE) OF INTERSTATE  OR FOREIGN COMMERCE  OF, OR ANY  FACILITIES OF A NATIONAL SECURITIES EXCHANGE  OF, CANADA,  JAPAN, AUSTRALIA,  SOUTH AFRICA  OR HONG KONG. THE TENDER OFFER  CANNOT BE  ACCEPTED, DIRECTLY  OR INDIRECTLY,  BY ANY  SUCH USE, MEANS OR INSTRUMENTALITY  OR FROM WITHIN  CANADA, JAPAN, AUSTRALIA,  SOUTH AFRICA OR HONG KONG.  NO HOLDER AND ANY PERSON ACTING FOR THE ACCOUNT OR BENEFIT OF A HOLDER IN CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG SHALL BE PERMITTED TO ACCEPT THE TENDER OFFER.

Notice to Shareholders in the United States

U.S.  shareholders are  advised that  Sponda's shares  are not  listed on a U.S. securities  exchange and  that Sponda  is not  subject to the periodic reporting requirements  of  the  U.S.  Securities  Exchange  Act  of 1934, as amended (the "Act"),  and is not  required to, and  does not, file  any reports with the U.S. Securities and Exchange Commission (the "SEC") thereunder.

The  Tender Offer is made to Sponda's shareholders resident in the United States on  the same  terms and  conditions as  those made  to all other shareholders of Sponda to whom an offer is made. Any information documents, including the Tender Offer  Document,  are  being  disseminated  to  U.S.  shareholders  on  a  basis comparable  to the  method that  such documents  are provided  to Sponda's other shareholders.

The  Tender  Offer  is  made  for  the  shares  in  Sponda,  a  Finnish company. Information  distributed in connection with the Tender Offer and the combination is subject to disclosure requirements of Finland, which are different from those of  the United  States. The  financial information  included in this release has been  prepared in accordance with accounting standards in Finland, which may not be  comparable to  the financial  statements or  financial information of United States companies.

It  may be difficult for  Sponda's shareholders to enforce  their rights and any claim they may have arising under the federal securities laws, since the Offeror and  Sponda are  located in  non-U.S. jurisdictions,  and some  or all  of their respective  officers and directors  may be residents  of non-U.S. jurisdictions. Sponda's  shareholders may  not be  able to  sue the  Offeror or Sponda or their respective  officers or directors in a non-U.S. court for violations of the U.S. securities  laws. It may be difficult to compel the Offeror and Sponda and their respective affiliates to subject themselves to a U.S. court's judgment.

The Tender Offer is expected to be made in the United States pursuant to Section 14(e) and  Regulation  14E under  the  Act  as  a "Tier  II"  tender offer, and otherwise  in accordance with the requirements  of Finnish law. Accordingly, the Tender  Offer will be  subject to disclosure  and other procedural requirements, including  with  respect  to  withdrawal  rights,  offer  timetable,  settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and law.

To  the extent permissible under applicable  law or regulations, the Offeror and its  affiliates or brokers (acting as agents  for the Offeror or its affiliates, as  applicable) may  from time  to time  after the  date hereof,  and other than pursuant  to the  Tender Offer,  directly or  indirectly purchase  or arrange to purchase,  shares of  Sponda, that  are the  subject of  the Tender Offer or any securities  that are convertible into, exchangeable  for or exercisable for such shares.  To  the  extent  information  about  such  purchases or arrangements to purchase  is made public in Finland, such information will be disclosed by means of  a  press  release  or  other  means  reasonably  calculated  to  inform U.S. shareholders  of Sponda of such information. In addition, the financial advisors to  the  Offeror  may  also  engage  in  ordinary  course  trading activities in securities  of Sponda, which  may include purchases  or arrangements to purchase such securities.

Neither  the  SEC  nor  any  U.S.  state  securities  commission has approved or disapproved  the  Tender  Offer,  or  passed  any  comment  upon the adequacy or completeness of the Tender Offer Document. Any representation to the contrary is a criminal offence in the United States.

Disclaimers

UBS  Limited is authorized by the  Prudential Regulation Authority and regulated by  the Financial Conduct  Authority and the  Prudential Regulation Authority in the  United Kingdom. UBS Limited is acting as financial adviser to Sponda and no one  else for the purpose of the consideration  of the Tender Offer and will not be responsible to anyone other than Sponda for providing the protections offered to  clients of UBS  Limited nor for  providing advice in  relation to the Tender Offer.