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Base Prospectus Dated 21 November 2019

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Base Prospectus Dated 21 November 2019 BASE PROSPECTUS DATED 21 NOVEMBER 2019 Heimstaden Bostad AB (publ) (incorporated with limited liability in Sweden) €4,000,000,000 Euro Medium Term Note Programme Under this €4,000,000,000 Euro Medium Term Note Programme (the "Programme"), Heimstaden Bostad AB (publ) (the "Issuer") may from time to time issue notes (the "Notes") denominated in any currency agreed between the Issuer and the relevant Dealers (as defined below). Notes may be issued in bearer or registered form (respectively "Bearer Notes" and "Registered Notes") or in uncertificated book entry form ("VPS Notes") settled through the Norwegian Central Securities Depositary, Verdipapirsentralen ASA (the "VPS"). The maximum aggregate nominal amount of all Notes from time to time outstanding under the Programme will not exceed €4,000,000,000 (or its equivalent in other currencies calculated as described in the Programme Agreement described herein), subject to increase as described herein. The Notes may be issued on a continuing basis to one or more of the Dealers specified under "Overview of the Programme" and any additional Dealer appointed under the Programme from time to time by the Issuer (each a "Dealer" and together the "Dealers"), which appointment may be for a specific issue or on an ongoing basis. References in this Base Prospectus to the "relevant Dealer" shall, in the case of an issue of Notes being (or intended to be) subscribed by more than one Dealer, be to all Dealers agreeing to subscribe such Notes. An investment in Notes issued under the Programme involves certain risks. For a discussion of these risks see "Risk Factors". This Base Prospectus has been approved as a base prospectus by the Central Bank of Ireland, as competent authority under Regulation (EU) 2017/1129 (the "Prospectus Regulation"). The Central Bank of Ireland only approves this Base Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the Prospectus Regulation. Approval by the Central Bank of Ireland should not be considered as an endorsement of the Issuer or of the quality of the Notes that are the subject of this Base Prospectus. Investors should make their own assessment as to the suitability of investing in the Notes. Such approval relates only to Notes that are to be admitted to trading on the regulated market (the "Euronext Dublin Regulated Market") of the Irish Stock Exchange plc trading as Euronext Dublin ("Euronext Dublin"), the Oslo Stock Exchange's regulated market (Oslo Børs) or on another regulated market for the purposes of Directive 2014/65/EU (as amended, "MiFID II") and/or that are to be offered to the public in any member state of the European Economic Area (the "EEA") in circumstances that require the publication of a prospectus. Application has been made to Euronext Dublin for Notes issued under the Programme during the period of 12 months from the date of this Base Prospectus to be admitted to its official list (the "Official List") and trading on the Euronext Dublin Regulated Market. The Issuer has further requested that the Central Bank of Ireland send to the Norwegian Financial Supervisory Authority (Finanstilsynet) (the "NFSA") in its capacity as the competent authority in Norway (i) a copy of this Base Prospectus and (ii) a certificate of approval pursuant to Article 25 of the Prospectus Regulation attesting that the Base Prospectus has been drawn up in accordance with the provisions of the Prospectus Regulation and the Commission Delegated Regulation (EU) 2019/980, for purposes of listing Notes on the Oslo Stock Exchange's regulated market (Oslo Børs). Each of the Euronext Dublin Regulated Market and the Oslo Stock Exchange's regulated market (Oslo Børs) is a regulated market for the purposes of MiFID II. References in this Base Prospectus to the Notes being "listed" (and all related references) shall mean that, unless otherwise specified in the applicable Final Terms, the Notes have been either admitted (i) to the Official List and to trading on the Euronext Dublin Regulated Market or (ii) to trading on the Oslo Stock Exchange's regulated market (Oslo Børs), as may be agreed between the Issuer and the relevant Dealer in relation to the relevant Series (as defined below). This Base Prospectus (as supplemented as at the relevant time, if applicable) is valid for 12 months from its date in relation to Notes which are to be admitted to trading on a regulated market in the EEA. The obligation to supplement this Base Prospectus in the event of a significant new factor, material mistake or material inaccuracy does not apply when this Base Prospectus is no longer valid. The requirement to publish a prospectus under the Prospectus Regulation only applies to Notes which are to be admitted to trading on a regulated market in the EEA and/or offered to the public in the EEA other than in circumstances where an exemption is available under Article 1(4) and/or 3(2) of the Prospectus Regulation. Notice of the aggregate nominal amount of Notes, interest (if any) payable in respect of Notes, the issue price of Notes and certain other information which is applicable to each Tranche (as defined in "Terms and Conditions of the Notes", as the case may be) of Notes will be set out in a final terms document (the "Final Terms") which will be delivered to the Central Bank of Ireland, and further distributed to the NFSA and, where listed, Euronext Dublin and/or the Oslo Stock Exchange (Oslo Børs) (as appropriate). Copies of Final Terms in relation to Notes to be listed on Euronext Dublin will also be published on the website of Euronext Dublin, and copies of Final Terms in relation to Notes listed on the Oslo Stock Exchange's regulated market (Oslo Børs) will be published on the website of the Oslo Stock Exchange (Oslo Børs). The Programme provides that Notes may be listed or admitted to trading, as the case may be, on such other or further stock exchanges or markets as may be agreed between the Issuer and the relevant Dealer. The Issuer may also issue unlisted Notes and/or Notes not admitted to trading on any market. The Notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or any U.S. State securities laws and may not be offered or sold in the United States or to, or for the account or the benefit of, U.S. persons as defined in Regulation S under the Securities Act unless an exemption from the registration requirements of the Securities Act is available and in accordance with all applicable securities laws of any state of the United States and any other jurisdiction. The Issuer has been rated BBB- (outlook positive) by S&P Global Ratings Europe Limited ("S&P"). S&P is established in the European Union and is registered under the Regulation (EC) No. 1060/2009 (as amended) (the "CRA Regulation"). As such, S&P is included in the list of credit rating agencies published by the European Securities and Markets Authority on its website (at http://www.esma.europa.eu/page/List-registered-and-certified-CRAs) in accordance with the CRA Regulation. Notes issued under the Programme may be rated or unrated. Where a Tranche of Notes is rated, such rating will be disclosed in the Final Terms and will not necessarily be the same as the rating assigned to the Issuer by the relevant rating agency. A security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency. Investing in Notes issued under the Programme involves certain risks. The principal risk factors that may affect the ability of the Issuer to fulfil its respective obligations under the Notes are discussed under "Risk Factors" below. Amounts payable on Floating Rate Notes will be calculated by reference to one of CIBOR, EURIBOR, LIBOR, NIBOR and STIBOR as specified in the relevant Final Terms. As at the date of this Base Prospectus, ICE Benchmark Administration Limited, the administrator of LIBOR and the European Money Markets Institute, the administrator of EURIBOR are included in ESMA's register of administrators under Article 36 of the Regulation (EU) No. 2016/1011 (the 245794-4-2-v17.0 - 1- 70-40729794 "Benchmarks Regulation"). As at the date of this Base Prospectus, the administrators of CIBOR, NIBOR and STIBOR are not included in ESMA's register of administrators under the Benchmarks Regulation. As far as the Issuer is aware, the transitional provisions in Article 51 of the Benchmarks Regulation apply, such that Finance Denmark, Norske Finansielle Referanser AS and Financial Benchmarks Sweden AB are not currently required to obtain authorisation/registration (or, if located outside the European Union, recognition, endorsement or equivalence). Arranger NORDEA Dealers DANSKE BANK DEUTSCHE BANK DNB BANK ASA J.P. MORGAN NORDEA 245794-4-2-v17.0 70-40729794 IMPORTANT INFORMATION This Base Prospectus comprises a base prospectus in respect of all Notes issued under the Programme for the purposes of Article 8 of the Prospectus Regulation. When used in this Base Prospectus, Prospectus Regulation means Regulation (EU) 2017/1129. The Issuer accepts responsibility for the information contained in this Base Prospectus and the Final Terms for each Tranche of Notes issued under the Programme. To the best of the knowledge of the Issuer the information contained in this Base Prospectus is in accordance with the facts and does not omit anything likely to affect the import of such information. This Base Prospectus is to be read in conjunction with all documents which are deemed to be incorporated in it by reference (see "Documents Incorporated by Reference").
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