KlaraBo Acquires 4,100-Unit Multifamily Portfolio From SBB i Norden in All-Share Transaction Valued at SEK 6.8 Billion

KlaraBo Sverige AB completed its acquisition of a residential portfolio comprising approximately 4,100 apartments from SBB i Norden AB on Sept. 23, 2026, closing a transaction first announced on May 18, 2026. The deal was structured as an all-share purchase, with KlaraBo issuing 107,597,403 new shares to SBB i Norden as consideration rather than paying cash, and carries an implied underlying property value of approximately SEK 6.833 billion.

Transaction Structure and Share Issuance

Under the terms of the share purchase agreement, KlaraBo acquired all ordinary shares in the two companies that own the SBB Portfolio. As consideration, KlaraBo issued and allotted 32,600,001 Class A shares and 74,997,402 Class B shares to SBB i Norden, in accordance with a share issue resolution passed at an extraordinary general meeting on June 26, 2026.

The issuance increases KlaraBo's total shares outstanding from 157,885,751 to 265,483,154, comprising 48,900,001 Class A shares and 216,583,153 Class B shares. Share capital rises from SEK 7,894,287.55 to SEK 13,274,157.70, an increase of SEK 5,379,870.15. The transaction results in dilution of approximately 40.5 percent for existing KlaraBo shareholders. The new Class B shares were expected to be registered with the Swedish Companies Registration Office and admitted to trading on Nasdaq Stockholm on Sept. 24, 2026.

The implied subscription value of the consideration shares is approximately SEK 3.583 billion, based on the promissory note used for the share issue. The difference between that figure and the approximately SEK 6.833 billion underlying property value reflects the transaction's corporate structure, including the acquired companies' assets and liabilities, and should not be read as a purchase-price discount without reference to the exemption document and acquisition accounts.

Portfolio Composition and Geographic Distribution

The SBB Portfolio spans approximately 292,000 square meters of leasable area — roughly 3.14 million square feet — across Swedish residential markets. The underlying property value of approximately SEK 6.833 billion is divided between SBB Residential Property, valued at approximately SEK 5.860 billion, and residential properties within SBB Development, valued at approximately SEK 973 million. At the portfolio level, the implied value is approximately SEK 1.67 million per apartment and approximately SEK 23,400 per square meter.

By value, the portfolio is distributed across four market categories: Stockholm–Mälardalen accounts for 35 percent, university cities for 32 percent, other markets for 31 percent, and Malmö–Öresund for 2 percent. On the disclosed value basis, those shares imply approximate regional allocations of SEK 2.39 billion for Stockholm–Mälardalen, SEK 2.19 billion for university cities, SEK 2.12 billion for other markets, and SEK 0.14 billion for Malmö–Öresund. These are derived allocations, not separately reported transaction prices.

The portfolio's properties were already under Sveafastigheter's management at the time of closing, providing an existing operational platform and reducing the need for KlaraBo to build a new regional organization.

Exemption Document and Regulatory Filings

In connection with its application for admission to trading of the new Class B shares, KlaraBo produced an exemption document in accordance with Article 1.5(ba) and Annex IX of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 2017 — the Prospectus Regulation. The exemption document was registered with the Swedish Financial Supervisory Authority on Sept. 23, 2026, and made available on KlaraBo's website at www.klarabo.se.

Strategic Context and Market Backdrop

For SBB i Norden, the transaction continues the company's effort to simplify its corporate structure and reinforce Sveafastigheter as its core residential asset. For KlaraBo, the deal materially expands the company's portfolio scale and changes its shareholder composition, with SBB i Norden becoming a significant shareholder through the consideration shares.

The all-share structure avoids an immediate cash funding requirement at a time when debt costs and refinancing conditions remain central concerns for Swedish property companies. Swedish multifamily transaction volume stood at approximately SEK 17.8 billion, down 6.3 percent year over year, though residential remained the largest property-sector transaction category. National residential vacancy was approximately 1.3 percent, reflecting tight underlying demand for rental housing.

Prime residential yields were approximately 3.75 percent in Stockholm, 4.3 percent in Gothenburg, and 4.5 percent in Malmö. Greater Stockholm prime residential yields were approximately 3.85 percent in the second quarter, about 30 basis points below the prior year, while average Greater Stockholm rents reached approximately SEK 1,693 per square meter annually in 2025, up 6.5 percent year over year. Reported annual headline rents were approximately SEK 1,050 per square meter in Stockholm, SEK 1,000 in Gothenburg, SEK 850 in Öresund, and SEK 675 in regional cities.

New supply additions remain constrained. Multifamily completions declined from 38,851 units in 2024 to 25,792 in 2025, and Boverket's revised forecast called for approximately 22,000 housing starts in 2026 and 27,100 in 2027. That combination of low vacancy and limited near-term supply additions underpins the strategic rationale for aggregating rental housing at scale.

The transaction is part of a broader structural combination involving KlaraBo and Sveafastigheter AB. In a separate development, KlaraBo applied in August 2026 for delisting of its Class B shares from Nasdaq Stockholm in connection with a planned merger with Sveafastigheter.

Sources

KlaraBo Sverige AB — Press Release, Sept. 23, 2026