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Investors Presentation. March, 200 9. Disclaimer. This document is not a prospectus. This document does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase - PowerPoint PPT PresentationTRANSCRIPT
Investors PresentationMarch, 2009
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DisclaimerThis document is not a prospectus. This document does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchaseor subscribe for, any securities of the Company, nor shall any part of it nor the fact of its distribution form part of or be relied on in connection with any contract orinvestment decision relating thereto, nor does it constitute a recommendation regarding the securities of the Company.This presentation is being supplied to you solely for your information. This presentation and its contents are confidential and may not be further copied, distributed orpassed on to any other person or published or reproduced directly or indirectly, in whole or in part, by any medium or in any form for any purpose. The informationcontained in this presentation must be kept confidential and must not be used for any other purpose. This document and its contents are confidential and may not be reproduced, redistributed or passed on, directly or indirectly, to any other person or published, inwhole or in part, for any purpose, and it is intended for distribution in the United Kingdom only to and is directed only at: (i) persons who have professional experiencein matters relating to investments falling within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (FinancialPromotion) Order 2005 (the “Order”); or (ii) persons falling within Article 49(2)(a) to (d) of the Order; or (iii) to those persons to whom it can otherwise lawfully bedistributed (all such persons together being referred to as “relevant persons”). This document must not be acted upon by persons who are not relevant persons. Anyinvestment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons.This presentation has been prepared by Plaza Centers N.V. (the “Company”) solely for its use at the presentation to investors to be made during March-April 2009. Byattending the meeting where this presentation is made, or by reading the presentation slides, you agree to be bound by the following limitations.The information in this presentation is given in confidence and the recipients of this presentation should not base any behaviour in relation to qualifying investments orrelevant products (as defined in Financial Services and Markets Act 2000 (as amended) (“FSMA”) and the Code of Market Conduct (made pursuant to FSMA) whichwould amount to market abuse for the purposes of FSMA on the information in this presentation until after the information has been made generally available. Norshould the recipient use the information in this presentation in any way which would constitute “market abuse”.This presentation has been prepared by, and is the sole responsibility of, the Company. The information set out herein has not been verified by the Company or anyother person. No representation or warranty, express or implied, is or will be made by the Company or any of its affiliates, directors, officers or employees, or anyother person as to the accuracy, completeness or fairness of the information or opinions contained in this presentation and any reliance you place on them will be atyour sole risk. Without prejudice to the foregoing, the Company, their advisors and their respective affiliates, directors, officers or employees do not and will notaccept any liability whatsoever for any loss howsoever arising, directly or indirectly, from use of this presentation or its contents or otherwise arising in connectiontherewith.Certain statements in this presentation constitute “forward-looking statements”. These statements, which contain the words “anticipate”, “believe”, “intend”,“estimate”, “expect” and words of similar meaning, reflect the Directors’ beliefs and expectations and are subject to risks and uncertainties that may cause actualresults to differ materially. These risks and uncertainties include, among other factors, changing business or other market conditions and the prospects for growthanticipated by the management of the Company. These and other factors could adversely affect the outcome and financial effects of the plans and events describedherein. As a result, you are cautioned not to place undue reliance on such forward-looking statements. The Company and their advisors and each of their respectivemembers, directors, officers and employees disclaim any obligation to update the Company’s view of such risks and uncertainties or to publicly announce the result ofany revision to the forward-looking statements made herein, except where it would be required to do so under applicable law.
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The Plaza Centers Team
Founder of the Europe Israel Group of companies and Chairman of the board of directors of Elbit Imaging Ltd.
Has developed some of the most ambitious and prestigious real estate development projects in Israel (including the city of Emmanuel, the Herzlia Marina, the Ashkelon Marina, and the Sea and Sun luxury residential project in northern Tel Aviv), large scale residential projects in South Africa, hotel projects in South Africa and Western Europe shopping and entertainment centre developments in CEE and India
Mordechay Zisser, Chairman
Mr. Linden joined the company in November 2006 and acts as the group’s CFO
Prior to joining the Company, he spent nearly 4 years at KPMG in Hungary, acting as a Manager in the real estate desk, specializing in auditing, business advisory, local and international taxation for companies operating throughout the CEE region
Mr Linden also spent 3 years at Ernst and Young in Israel, as a senior member of an audit team specialized in high-tech companies
CPA, MBA. Mr Shtarkman joined the Company in 2002, was appointed the Chief Financial Officer of Plaza Centers in 2004 and was promoted to the CEO position in August 2006
Prior to joining the Company, he acted as the CFO of SPL Software Ltd., the Finance and Administration Manager of the Israel representative office of Continental Airlines (a publicly traded company - NYSE) and the controller of Natour Ltd. (a publicly traded company - TASE)
Roy Linden, CFORan Shtarkman, President & CEO
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Table of Contents
SECTION 1 Investment Case
SECTION 2 Key Highlights
SECTION 3 Property Portfolio
SECTION 4 Conclusions
APPENDIX A Current ProjectsAPPENDIX B Financial OverviewAPPENDIX C Company Track Record
Section 1: Investment Case
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13-year track record of developing shopping & entertainment centres in CEE — Plaza Centers has been active in the region since 1996 and was the first to develop western-style shopping centres in Hungary
Plaza has pioneered this concept throughout the CEE whilst building a strong track record of successfully developing, letting and selling shopping and entertainment centres. The group has recently extended its area of operations beyond the CEE into India
Plaza has 33 development assets and 3 office buildings which it owns, as well as a broad and constantly evolving pipeline in both CEE and India — the group has the ability to identify new growth opportunities, constantly targeting attractive returns in fast growing emerging markets, evidenced by recent portfolio additions
Flexibility and ability to anticipate and adapt to market trends — Plaza is well positioned to satisfy the significant retail demand resulting from rapidly growing incomes as well as increasingly westernised tastes and habits of emerging market populations. Decisions to dispose of portfolio properties are based on an in-depth analysis of market situation
Investment Highlights (1)
Leading emerging markets developerof shopping and entertainment centres ...
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Highly skilled management team — extensive local and business knowledge with a proven ability to source strategic development sites and design projects that meet the demands of the local market. Many management team members have been with us for several years
Extensive network — strong relationships with both leading international retailers and property investors as demonstrated by the proven ability to pre-sell projects (before or during the construction) and achieve at least 90% of pre-lettings
Strong brand name — Plaza Centers has become a widely recognised brand name for successful property development in CEE which is beneficial at all stages of project execution (e.g. following portfolio sales to Klépierre, Dawnay Day and aAIM, the purchasers continue to use the “Plaza Centers” trade name under license)
Thorough project evaluation — prior to each project, Plaza goes through a carefully developed, structured evaluation process involving each of the relevant disciplines (economics, engineering, marketing, etc)
Successful project management — almost all projects to date finished on time and within budget
Investment Highlights (2)
... with a longstanding track record in CEE, expanding portfolio and clearly identified pipeline ...
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Since foundation, the group has sold 26 assets with a gross value of €1,168m
The Group owns 33 development projects and is also involved in advanced negotiations for several additional new development sites. As at 31 December 2008, the market value on completion of the projects owned was €4,162m
On 1 November 2006, the Company raised c. £166m (c. €247m) from its IPO and began trading on the Main Board of the London Stock Exchange
Since 19 October 2007, Plaza centers shares are also traded in the main list on the Warsaw stock exchange - first property company to achieve London-Warsaw dual lisitng
Plaza Centers has acquired 24 development sites and sold 5 shopping and entertainment centres since the IPO, all 5 were 100% leased on opening
Between July 2007 – May 2008, Plaza issued c. €206m of bonds on the Tel Aviv stock exchange
Investment Highlights (3)
... listed on the Main Board of the London Stock Exchange since 2006 and on the Warsaw Stock Exchange since October 2007
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As at 31 December 2008 market value on completion of the projects ownd was €4,162m (1)
Healthy pipeline in the Czech Republic, Poland, Romania, Serbia, India and other countries Expanding into Indian market where expertise gained in CEE can be applied Parent company Elbit Imaging is currently active in India and will offer Plaza first refusal of sites suitable for the
development of shopping and entertainment centres
History1996 First investment in Hungary1996–2004 Developed and managed a portfolio of 20 shopping and entertainment centres2004 Sold 12 shopping and entertainment centres to Klépierre at a gross asset value of €278m (c. 9.3% net yield)2005 Sold 4 shopping and entertainment centres to Dawnay Day at a gross asset value of €54m (c. 9.2% net yield)2005 Sold 4 shopping and entertainment centres to Klépierre at a gross asset value of €204m (c. 8.4% net yield)2005 Forward sold 5 shopping and entertainment centres to Klépierre2006 Raised £166.2m from issuing 92.3m ordinary shares listed on the Main Board of the LSE 2006 Sold 1 shopping and entertainment centre to Klépierre at a gross asset value of €50m (c. 7.9% net yield) 2006 First transaction in India2007 Sold 3 shopping and entertainment centres to Klépierre at a gross asset value of €129m (c. 7.3% gross yield)2007 Sold 1 shopping and entertainment centre to aAIM for approx. €387m (c. 5.9% gross yield) 2007 Introduction to Exchange trading shares of plaza centers in the main market on WSE 2007-2008 Gross proceeds raised of approximately €206m from bond issuance on the Tel Aviv stock exchange2008 Sold 1 shopping and entertainment centre to Klépierre at a gross asset value of €61.4m (c. 7.3% net yield)
Developed, let and sold 26 shopping and entertainment centres in the CEE region with an aggregate gross value of €1,168m
(1 )Excluding investment in Plaza Sofia Business center which was not owned as at 31 December 2008 .
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Develop modern, western-style shopping and entertainment centres in capital and regional cities primarily in CEE and more recently in India
Acquire operating shopping centres that show significant redevelopment potential Pre-sell centres where market conditions are favourable, before or during the
construction Where the opportunity exists in CEE, draw upon skills of the Elbit Imaging Group to
participate in residential, hotel, offices and other development schemes
Target at least 4–5 new development projects per year Target returns of at least 40%–60% on equity invested Dividend policy—fixed 25% of realised development profits up to €30m, and 20–25%
of the excess thereafter, as decided by the Directors. Payable annually
Strategy and Objectives
A clear and focused strategy
Objectives
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Ownership Structure
Plaza Centers is an indirect subsidiary of Elbit Imaging Ltd., an Israeli public company whose shares are traded on both the Tel Aviv Stock Exchange (TASE) in Israel and the NASDAQ Stock Exchange in the United States
The Company is a member of the Europe Israel Group of companies which is controlled by its founder, Mr Mordechay Zisser. The Europe Israel Group holds interests in a chain of 10 operational hotels in London, Amsterdam, Bucharest, Antwerp and Utrecht as well as 1 apartment hotel in Bucharest, which have been acquired and developed by the Elbit Imaging Group.
The relationships between Plaza Centers and controlling shareholders will be governed by a relationship agreement which ensures transactions between the parties are carried out on an arms length basis
Control Centers, a company owned by Mr Mordechay Zisser, will receive a payment of 5% of project execution costs (excluding cost of land and financing costs) for providing coordination, planning, execution and supervision of each project
47.74%
73.69%
Elbit Imaging(Listed on Nasdaq and TASE)
Plaza Centers NV
Europe Israel
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A Lean Management Structure Relying on Local Teams Oversight of company strategy and
all project development decisions Wide-ranging property
development expertise Review and approval of business
plan and budgets Active management and monitoring
of development risks
Experienced property development professionals with global property development expertise
Responsible for sourcing development projects
Development of business plans Overseeing the management of
development projects
Extensive local experience Cultivating connections within
market to source opportunities Day-to-day management of local
operations and developments
Plaza Centers Board
Senior Management
Local Country Management
Ran ShtarkmanCEO
Uzi EliLegal Counsel
Mordechay (Motti) Zisser Chairman
Marco WichersDirector
Uri ShetritChief Architect
Roy LindenCFO
Functional Management Support
Marius Van Eibergen SanthagensDirector
Executive Directors
Shimon YitzhakiDirector
Edward PaapDirector
Ran ShtarkmanCEO
Ami HayutChief Engineer
Yossi offirCountry Director
India
Tal Ben YehudaCountry Director
Czech Republic, Slovakia, Baltic States
Luc RonsmansCountry Director
The Netherlands, Romania, Greece
Rostislav LevinzonCountry Director
Ukraine
Boris DinaburgCountry Director
Russia
Sagiv MegerCountry Director
Serbia and Balkan States
Eli MazorCountry Director (Poland)
Regional Marketing Director (Europe)
Daniel BelhassenCountry Director
Bulgaria
Section 2:Key Highlights
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Exits:
– Handover of Plzen Plaza in the Czech Republic to Klepierre
– Terms more favourable than those reflected in our prospectus )up by 43% to €61.4 million(
Financial strength and flexibility:
– High cash balances )31 December, 2008: €178 million(
– The Company has been granted a ilA/Stable rating by S&P Maalot and a rating of A2/Stable by the Israeli affiliate of Moody’s Investors services
– Between July 2007 and May 2008, Plaza Centers issued circa €206 million of bonds on the Tel Aviv stock exchange, bearing favourable interest rates
– First dividend of €57 million (c. £0.16 per share) was paid on June 12, 2008
– Signed and secured bank loan agreements for the construction of projects in Suwalki, Poland )€42.2 million(, Zgorzelec, Poland )€35.1 million( and Miercurea Ciuc, Romania )€19.9 million(
– Share buyback programme initiated with Plaza acquiring 14.5 million shares at an average price of £0.53 purchased up to 15 January 2009 )9.21 million shares at 31 December 2008(. Elbit Imaging Ltd., Plaza’s ultimate parent company also purchased 4.79 million shares bringing its effective shareholding to 73.69%.
Key Highlights 2008
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7 new development sites acquired in 2008
Two in Poland:
– Kielce Plaza with Gross Lettable Area )“GLA”( of approximately 33,000m2
– Leszno Plaza with GLA of approximately 16,000m2
Two in Romania:
– Hunedoara Plaza with GLA of approximately 13,000m2
– Targu Mures Plaza with GLA of approximately 30,000m2
Three in India :
– Bangalore with Gross Built Area )“GBA”( of approximately 2,100,000m2
– Chennai with GBA of approximately 1,100,000m2
– Kochi Island with GBA of approximately 575,000m2
Total portfolio now comprises 33 assets under development in nine countries
Key Highlights 2008 (cont.)
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– Dream Island, in which Plaza now holds a 43.5% stake, won the first ever major casino licence to be awarded in Budapest, Hungary for its planned circa €1.5 billion entertainment and mixed-use development
– Buyout acquisition of the 50% interest held by its joint venture partner in the Koregaon Park development in Pune, India, for a total consideration of approximately $20 million
– Joint venture signed with Elbit Imaging Ltd., )“Elbit”( to develop three major mixed use projects in India, located in the cities of Bangalore, Chennai and Kochi
Total portfolio now comprising 33 assets
under development in nine countries
Key Highlights 2008 (cont.)
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New JV in India
Plaza Centers has signed a joint venture agreement with Elbit Imaging Ltd. for the development of major mixed-use projects in India
Plaza acquired a 47.5% stake in Elbit India Real Estate Holding Limited which already owns stakes of between 50% and 80% in three mixed-use projects in India, in conjunction with local Indian partners
The JV voting rights will be split 50:50 between Elbit and Plaza
Combined total built area - 3.8 million sqm )excluding parking(
Combined budget - US$3.4 billion )JV - c. US$1.9 billion(
All three projects are in the design stage, and construction is expected to start in 2010
Completion expected between 2012 - 2017
Key Highlights 2008 (cont.)
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Bangalore
Mixed-use project comprised of luxury residential units )Villas and Multi-level(, office complexes, a major retail facility, hotel complex, hospital, golf course, club houses and ancillary amenity facilities
Joint venture project, 50% owned by the JV and 50% owned by a prominent local developer.
Largest project in South India located on the eastern side of Bangalore
City population 7,000,000Plaza Ownership 23.75%Land )sqm( 1,780,000
Shopping Centre 191,000Offices 660,000Hotels 53,000Luxury Residential 679,000Villas 549,000GBA (excluding parking) 2,132,000
Project Built Area
Bangalore
Key Highlights 2008 (cont.)
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Chennai
Mixed-use project comprised of high quality residential units )in both high-rise buildings and villas(, ancillary amenities such as club houses, swimming pools and sports facilities, a local retail facility and an office complex
Joint venture project, 80% owned by the JV and 20% owned by a prominent local developer
The property is located adjacent to the largest IT park in the area
City population 10,000,000Plaza Ownership 38%Land )sqm( 546,000
Retail 20,000Offices 20,000Residential 984,000Villas 81,000GBA (excluding parking) 1,105,000
Chennai
Project Built Area
Key Highlights 2008 (cont.)
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Kochi Island
Mixed-use project comprised of high-end residential apartment buildings, office complexes, a hotel and serviced apartments complex, retail area and a marina
Joint venture project, 50% owned by the JV and 50% owned by a prominent local developer
The property is located on a backwater island overlooking and a minute drive from the administrative, commercial and retail hub of the city of Kochi
City population 3,000,000Plaza Ownership 23.75%Land )sqm( 165,000
Shopping centre 27,000Offices 120,000Hospitality 68,000Luxury Residential 360,000GBA (excluding parking) 575,000
Kochi Island
Project Built Area
Key Highlights 2008 (cont.)
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Plaza acquired a 51% stake )with an option to increase to up to 75%( from a local developer in a new 75,000 sqm gross built area development of retail and office space in Sofia, Bulgaria, for a total consideration of €7.14 million )€2.78 million cash payment
and the rest by debt assumption(
In March 2009, Plaza and MKB Bank )a leading Hungarian commercial bank which is a subsidiary of the German Bayerische Landesbank( purchased a 27% interest in Dream
Island from CP Holdings Ltd )a company controlled by Sir Bernard Schreier( for a consideration of €21.4 million )€12 million cash payment and the rest by debt
assumption( Plaza and MKB as a 50:50 joint venture now hold a 87% interest in the project
Liberec Plaza shopping centre opened to the public on 26 March 2009
Key Highlights 2009
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Due to the global crises Plaza has limited its ongoing development programme to eight projects, focusing on areas with the high market demand and where financing terms are more favourable The remaining of the projects we continue with design and permits, and will decide if to build based on availability of financing Banks continue to finance construction, though in lower ratios and higher costs: from the former DTC of 85%-100% to current 70%-85%, with margins higher by 50 bps to 100 bps Yet- we see Plaza as positioned strongly in current challenging credit conditions:
– High Liquidity – Current cash balances of over €170 million – The company is conservatively geared, 47% debt / equity ratio – The group maintains good relations with the financing banks who remain supportive of companies with strong track record. During the last year
Plaza has signed and secured bank loan agreements for the construction of the projects in Suwalki, Poland )€42.2 million(, Zgorzelec, Poland
( €35.1million )and Miercurea Ciuc, Romania )€19.9 million( .– Fast phase and efficient construction management which lowers the significant impact of higher margins, in addition to being a trader-developer rather than holder of yielding assets.– Majority of projects expected to be completed in 2010 onwards, therefore no need to sell in current market conditions.
Plaza Centers position in current global credit crises
Section 3:Property Portfolio
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Portfolio Composition – by Country
Currently Developing 33 Schemes in 9 Countries
76 6
43 3
21 1
1
1
1
Romania Poland India CzechRepublic
Hungary Serbia Bulgaria Latvia Greece
Under Development Offices
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Portfolio Composition – by Value
(1) Value as per King Sturge valuation report as at 31 December, 2008(2) All figures reflect 100%(3) Excluding Plaza Sofia Business center acquired in 2009, which was not externally valued yet(4) Value of Plaza’s 30% stake, the additional 13.5% stake was acquired after December 31, 2008(5) Value of Plaza’s 75% stake
Project Market value on
completion (€m)1
Market value of the land
and project (€m)(1)Total GLA (m2)(2)
Shopping and entertainment center developments 1,127 249 448,500
Dream Island (value of Plaza’s 30% stake) 323(4) 59(4) 350,000 (GBA)
Casa Radio (value of Plaza’s 75% stake) 927(5) 158(5) 600,000 (GBA)
Indian mixed use projects (value of Plaza’s stake) 1,015 129 4,286,000 (GBA)
Mixed use projects 387(3) 58(3) 216,000
Other projects and developments 383 44 158,000
Total as at December 31, 2008 4,162 697 6,058,500
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Arena Plaza – Hungary Overview
Arena Plaza is one of the largest shopping and entertainment centres in CEE, with GLA of approx. 66,000m²
The site is prominently located in the heart of Budapest on the Kerepesi Street in one of the most densely populated residential districts in Budapest, adjacent to one of the major roads into Budapest and close to the Keleti railway station (one of Budapest’s main international train stations with the highest footfall)
Arena Plaza is also include the first IMAX cinema auditorium in Hungary Sold: aAIM - €387m Tenants mix: Tesco, Cinema City with IMAX 3D theatre and 22 other
screens, Peek & Cloppenburg, Zara, Hervis (sporting clothing & equipment), Electro World, Hennes & Mauritz, C&A
Project status: Completed and fully let, opened on 15 November, 2007, sold at a record 5.9% gross yield, representing circa 20% of all real estate transactions in Hungary in 2007
Arena Plaza, Budapest
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Dream Island (Obuda) – Hungary
Obuda, Budapest
Overview: 320,000 m² plot on the southern end of the Obuda Island on the Danube River in central Budapest Plaza intends to develop the plot into a 350,000 m² business and leisure resort including 3,000 hotel rooms, 1,000 leisure apartments, a convention centre accommodating 3,500 delegates , a
large scale American style casino, a 1,500 seat opera house, a 3,500 seat theatre, a marina (with an anchorage for 300 vessels), a shopping and entertainment centre, a Roman cultural museum and parking facilities for approximately 5,500 vehicles
The Group has a 50% shareholding in the SPV that has a 87% interest in the consortium. The remaining members of the consortium are MKB Bank (approx. 43.5% indirect interest) and a company controlled by the managing director of the consortium (approx. 10% direct interest) and minor minorities (3% interest)
The Group will provide project management services and retain leading international operators for the hotels, the casino, the convention hall and the cultural centre Debt funding for the project will be arranged by MKB Bank Project status: Modified Town Planning Scheme (KSZT) received following a referendum amongst the residents of the local district. Initial excavation and archaeological works commenced.
Casino license for 20 years (+10 option) granted in May 2008.
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Casa Radio – RomaniaOverview:
Plaza Centers owns 75% of the Company which will develop the Casa Radio project in central Bucharest (in partnership with the Romanian state and another third party) Casa Radio is located on the border of Sector 1 and Sector 6 in the city of Bucharest, which comprises a large area of the city centre as well as a high proportion of residential apartments The property comprises a brownfield site covering an approximate area of 101,497 m² The proposed scheme will comprise refurbishment of the existing building as well as the development of additional space annexed to the building and on adjoining land The scheme will include a shopping & entertainment centre of approximately 170,000 m², with a hypermarket of approximately 6,500 m² , a hotel of 35,000 m² (320 rooms), an apartment hotel of 18,000 m², a conference centre of 14,000 m²
and 130,000 m² of offices Project status: Under Construction The centre is scheduled to open in 2013
Casa Radio, Bucharest
Section 4: Conclusions
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Conclusions13-year track record of developing shopping and entertainment centres in CEE
Expanding portfolio and constantly evolving pipeline
Flexibility and ability to anticipate as well as adapt to market trends
Strong brand name
Thorough project evaluation process
Successful project management - Exceptional track record of delivering projects on time and within budget
Highly skilled and experienced management team
Strong relationships with leading international retailers and property investors
Appendix A: Current Projects
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Shopping & Entertainment Centres DevelopmentsProject City Ownership (%) GLA (m2)
Market value on
completion (€m)(1)
Market value of the land and project
(€m)(1)
Expected completion
Hungary
Uj Udvar Budapest 35 16,000 3.3 3.3 2011Poland
Suwalki Plaza Suwalki 100 20,000 56.9 7.0 2010Torun Plaza Torun 100 44,000 111.4 14.2 2011Zgorzelec Plaza Zgorzelec 100 13,000 30.6 3.7 2010Kielce Plaza Kielce 100 33,000 87.0 6.7 2012Leszno Plaza Leszno 100 16,000 1.5 1.5 2012Czech Republic
Liberec Plaza Liberec 100 17,000 45.3 45.3 CompletedOpava Plaza Opava 100 13,000 38.4 5.7 2012Latvia
Riga Plaza Riga 50 49,000 64.1 51.8 Q1 2009GreeceHelios Plaza Athens 100 25,000 93.3 24.2 2012Serbia
Kragujevac Plaza Kragujevac 100 24,500 101.6 12.3 2011Sport Star Plaza Belgrade 100 45,000 170.8 18.8 2012Bulgaria
Shumen Plaza Shumen 100 20,000 45.2 10.3 2011Romania
Timisoara Plaza Timisoara 100 43,000 114.5 22.8 2012Miercurea Ciuc Plaza Miercurea Ciuc 100 14,000 31.3 8.1 2010Slatina Plaza Slatina 100 17,000 37.5 2.7 2011Hunedoara Plaza Hunedoara 100 13,000 30.0 3.5 2011Targu Mures Plaza Targu Mures 100 30,000 64.7 6.6 2012
Total — 452,500 1,127.4 248.5 —
(1) Value as per King Sturge valuation reports as at 31 December 2008
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Other Properties and DevelopmentsProject City Ownership (%) GLA (m2)
Market value on
completion (€m)(1)
Market value of the land and project
(€m)(1)
Expected completion
ExtensionsArena Plaza Extension Budapest 100 40,000 69.5 10.4 2012Mixed use developments Dream Island, Obuda (3) Budapest 43.5(2) 350,000 323(4) 59(4) 2012-2014Casa Radio (3) Bucharest 75 600,000 927.0 158.7 2013Iasi Plaza Iasi 100 62,000 134.0 19.0 2012Koregaon Park (3) Pune 100 111,000 70.2 25.6 2011Kharadi (3) Pune 50 205,000 56.3 13.8 2012Trivandrum (3) Trivandrum 50 195,000 47.0 9.5 —Bangalore(3) Bangalore 23.75 2,100,000 466.9 57.9 2012-2017Chennai(3) Chennai 38 1,100,000 269.6 18.9 2012-2015Kochi(3) Kochi 23.75 575,000 105.2 3.0 2012-2015Belgrade(3) Plaza Belgrade 100 70,000 183.1 28.2 2013Plaza Sofia Business Center Sofia 51 44,000 —(5) —(5) 2012Existing offices David House Budapest 100 2,000 4.4 4.4 CompletedPalazzo Ducale Bucharest 100 700 2.1 2.1 CompletedResidential Prague III Prague 100 61,600 160.0 20.0 —Roztoky Prague 100 14,000 24.4 3.4 2013Lodz Lodz 100 80,000 192.0 14.8 —
Total — 5,610,300.0 3,034.7 448.7 —
(1) Value as per King Sturge valuation reports as at 31 December 2008(2) Indirect (the Company has a 50% shareholding in a company which has a 87% interest in the consortium which owns the project)(3) GBA(4) The value reflects 30% stake since the additional 13.5% was purchased after December 31, 2008(5) The project was not valued since it was acquired after December 31,2008
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Projects overview - RomaniaCasa Radio Timisoara Plaza
Iasi Plaza Slatina Plaza
City: Slatina Type: Shopping & entertainment centre Size: 17,000 (GLA) Plaza Share: 100% Completion Date: 2011 Status: Planning stage
City: Iasi Type: Mixed Use Size: 62,000 (GLA) Plaza Share: 100% Completion Date: 2012 Status: Planning stage
City: Timisoara Type: Shopping & entertainment centre Size: 43,000 (GLA) Plaza Share: 100% Completion Date: 2012 Status: Planning and permits stage
City: Bucharest Type: Mixed use Size: 600,000 (GBA) Plaza Share: 75% Completion Date: 2013 Status: Under construction
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Projects overview - RomaniaCsiki Plaza Targu Mures Plaza
Hunedoara Plaza
City: Hunedoara Type: Shopping & entertainment centre Size: 13,000 (GLA) Plaza Share: 100% Completion Date: 2011 Status: Planning stage
City: Targu Mures Type: Shopping & entertainment centre Size: 30,000 (GLA) Plaza Share: 100% Completion Date: 2012 Status: Planning stage
City: Miercurea Ciuc Type: Shopping & entertainment centre Size: 14,000 (GLA) Plaza Share: 100% Completion Date: 2010 Status: Under construction
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Projects overview - HungaryDream Island Arena Extension
City: Budapest Type: office Size: 40,000 (GLA) Plaza Share: 100% Completion Date: 2012 Status: Planning stage
City: Budapest Type: Business and leisure resort Size: 350,000 (GBA) Plaza Share: 43.5% Completion Date: 2012-2014 Status: Initial excavation and archaeological works, casino license obtained
City: Budapest Type: Shopping & entertainment centre Size: 16,000 (GLA) Plaza Share: 35% Completion Date: 2011 Status: Existing shopping centre for refurbishment
Uj Udvar
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Projects overview - PolandTorun Plaza Suwalki Plaza
Zgorzelec Plaza
City: Zgorzelec Type: Shopping & entertainment centre Size: 13,000 (GLA) Plaza Share: 100% Completion Date: 2010 Status: Under construction
City: Suwalki Type: Shopping & entertainment centre Size: 20,000 (GLA) Plaza Share: 100% Completion Date:2010 Status: Under construction
City: Torun Type: Shopping & entertainment centre Size: 44,000 (GLA) Plaza Share: 100% Completion Date: 2011 Status: Planning and permits stage
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Projects overview - Poland
City: Kielce Type: Shopping & entertainment centre Size: 33,000 (GLA) Plaza Share: 100% Completion Date: 2012 Status: Planning and permits stage
Kielce Plaza
City: Leszno Type: Shopping & entertainment centre Size: 16,000 (GLA) Plaza Share: 100% Completion Date: 2012 Status: Planning and permits stage
Plaza Centers
Leszno Plaza
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Projects overview – Czech RepublicLiberec Plaza Opava Plaza
City: Opava Type: Shopping & entertainment centre Size: 13,000 (GLA) Plaza Share: 100% Completion Date:2012 Status: Planning stage
City: Liberec Type: Shopping & entertainment centre Size: 17,000 (GLA) Plaza Share: 100% Completion Date: 26.3.2009 Status: opened to the public
40
Projects overview – SerbiaBelgrade Plaza Sport Star Plaza
Kragujevac Plaza
City: Kragujevac Type: Shopping & entertainment centre Size: 24,500 (GLA) Plaza Share: 100% Completion Date: 2011 Status: Initial construction
City: Belgrade Type: Shopping & entertainment centre Size: 45,000 (GLA) Plaza Share: 100% Completion Date: 2012 Status: Planning stage
City: Belgrade Type: Mixed use (offices, Hotel & retail) Size: 70,000 (GBA) Plaza Share: 100% Completion Date: 2013 Status: Planning and permits stage
41
Projects overview – IndiaKoregaon Park Kharadi
Trivandrum
City: Trivandrum Type: Mixed use (Shopping, entertainment, offices and apartment hotel) Size: 195,000 (GBA) Plaza Share: 50% Completion Date: TBD Status: Planning stage
City: Pune Type: Mixed use (Shopping, entertainment & offices) Size: 205,000 (GBA) Plaza Share: 50% Completion Date: 2012 Status: Planning stage
City: Pune Type: Mixed use (Shopping, entertainment & offices) Size: 111,000 (GBA) Plaza Share: 100% Completion Date: 2011 Status: Under construction
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Projects overview – IndiaBangalore Chennai
Kochi
City: Kochi Type: Mixed use (residential, science park, retail, hospitality, infrastructure and
marina) Size: 575,000 (GBA) Plaza Share: 23.75% Completion Date: 2012-2015 Status: Planning stage
City: Chennai Type: Mixed use (residential, commercial, office and retail) Size: 1,100,000 (GBA) Plaza Share: 38% Completion Date: 2012-2015 Status: Planning stage
City: Bangalore Type: Mixed use (residential, ,offices, retail, hotel, hospital and other
infrastructure) Size: 2,100,000 (GBA) Plaza Share: 23.75% Completion Date: 2012-2017 Status: Planning stage
Plaza Centers
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Projects overview – BulgariaShumen Plaza Sofia Plaza Business center
City: Sofia Type: Mixed use (Retail & offices) Size: 44,000 (GLA) Plaza Share: 51% Completion Date: 2012 Status: Planning stage
City: Shumen Type: Shopping & entertainment centre Size: 20,000 (GLA) Plaza Share: 100% Completion Date: 2011 Status: Planning stage
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Projects overview – Latvia & GreeceRiga PlazaHelios Plaza
City: Piraeus (Greece) Type: Shopping & entertainment centre Size: 25,000 (GLA) Plaza Share: 100% Completion Date: 2012 Status: Plannning and permits stage
City: Riga (Latvia) Type: Shopping & entertainment centre Size: 49,000 (GLA) Plaza Share: 50% Opening: 31.3.2009 Status: Completed
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Projects overview – Residential Projects - Czech Republic & PolandRoztoky Prague 3
Lodz
City: Lodz (Poland) Type: Residential Size: 80,000 (GBA) Plaza Share: 100% Completion Date: TBD Status: Planning stage
City: Prague (Czech Republic) Type: Residential Size: 61,600 (GBA) Plaza Share: 100% Completion Date: TBD Status: Permits to be obtained shortly, currently yielding rent
City: Prague (Czech Republic) Type: Residential Size: 14,000 (GBA) Plaza Share: 100% Completion Date: 2013 Status: Planning and permits stage
Plaza Centers
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Projects overview – Office buildingsDavid House Palazzo Ducale
Prague 3
City: Prague, Czech Republic Type: Office / warehouse Size: 44,300 (GLA) Plaza Share: 100% Status: Operating
City: Bucharest, Romania Type: Office Size: 700 (GLA) Plaza Share: 100% Status: Operating
City: Budapest, Hungary Type: Office Size: 2,000 (GLA) Plaza Share: 100% Status: Operating
Appendix B: Financial Overview
48
Balance Sheets
Source: Company audited accounts in accordance with IFRS, (2008 Audited)
One investment property - Prague 3 logistic center in Prague
Increase in 2008 due to long term structure deposits and security deposit in respect of Cross currency transaction
Cash increase mainly due to receiving of proceeds from selling Arena and raising of bonds
Increase in trading properties in line with the company’s continouos investment in new countries, especially Romania, Serbia and India
Decrease in 2008 is mainly attributable to receiving the proceeds from the Arena transaction from aAIM
New bank loans received in 2008 in respect of projects under construction in Latvia, Czech Republic and Romania
2008-Include €153 million of bonds raised in the course of 2008
Other current liabilities includes mainly trade payables, as well as provisions and liabilities due to purchase of plots
Only light increase in 2008 due to dividend distribution in the amount of €57 million
2008 – slight increase due to negative translation reserve fund, attributable to operations in india
COMMENTS€ '000 2006 2007 2008
Non current assets 60,919 40,081 134,466
Investment property under construction - - -
Investment property 26,654 12,970 12,970
Other non current assts 34,265 27,111 121,496
Current assets 413,978 721,130 824,090
Trading properties 159,961 298,339 575,334
Cash and cash equivalents 212,683 66,381 146,026
Other current assets 41,334 356,410 102,730
Total assets 474,897 761,211 958,556
Current liabilities (90181) (95,680) (126,018)
Short term bank loans )51,201( )409( )69,415(
Other current liabilities )38,980( )95,271( )56,603(
Net current assets / liabilities 323,797 625,450 698,072
Non current liabilities (20,039) (62,060) (223,007)
Bank loans and bonds raised )5,875( )59,282( )216,417(
Other non-current liabilities )14,164( )2,778( )6,590(
Total liabilities (110,220) (157,740) (349,025)
Net assets 364,677 603,471 609,531
Retained earnings 112,949 339,916 350,605
Other reserves and equity 251,728 263,555 258,926
Total equity 364,677 603,471 609,531
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Income Statements
2008 – includes proceeds of €61.4 due to Pilzen,Arena Plaza price adjustments – €22.3 million, Fantasy park – €10 million and Rent and other - €4.9 million. 2007 include sale of 5 shopping centers with a total revenue of €495m; rent and other - €6m; Fantasy Park rent - €7m. 2006 include sale of Novo Plaza - €50m; rent - €4m; Fantasy Park - €4m
2007 – net gain from selling Duna Plaza Offices. 2006 includes sale of Poznan - €9m; electricity licenses - €4.4
As general policy, the Company does not revaluate assets it has
2008- mainly due to cost of sales of Pilzen - €41 m. 2007 – mainly due to sale of 5 shopping centers - €259m
2008 – includes €6.3 million of non-cash share based payments and continouos increase in activities in 2007 – includes €7.6m of non-cash share based payments and continuing increase of activities
2008 – significant increase in both income and expenses is as follows: Income: Due to a very high cash balances, together with forex gains on value of cross currency SWAP transactions made to hedge NIS linked bonds. Expenses: Increase mainly due to bonds devaluation. 2007 – high income due to IPO and bonds cash deposited in ST deposits
Taxation remains low due to the favourable tax structure (Dutch Holding company), vast majority of the amount is deffered for expenses due to the above mentioned SWAPS and bond value devaluation
COMMENTS
Source: Company audited accounts in accordance with IFRS, ( 2008 Audited)
€ '000 2006 2007 2008
Revenues 60,219 507,843 98,613
Gain from sale of investment property )net( 13,715 2,071 -
Changes in fair value of investment property 257 - -
74,191 509,914 98,613
Cost of operations )50,034( )268,730( )55,934(
Gross profit 24,157 241,184 42,679
Administrative expenses )8,173( )23,117( )24,540(
Other expenses, net )170( )338( )2,689(
Operating profit 15,814 217,729 15,450
Finance income 4,000 12,407 67,356
Finance expenses )3,336( )3,060( )9,268(
Share in loss of associate )150( )19( )941(
Profit before tax 16328 227,057 72,597
Income tax expenses )1,608( )90( )4,913(
Profit for the period 14,720 226,967 67,684
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Financing The Group seeks externally sourced bank financing (in the form of construction loans) for individual projects. The Company's debt
financing for each project usually falls within the following parameters:
– 80 : 20 per cent debt to equity ratio. In some instances, the Group has been successful in achieving higher debt ratios. The land acquisition costs count towards the Group’s equity contribution;
– construction loans are usually taken out for a period of 2 years (investment loans, if needed, taken out for 10 to 15 years);
– interest rate margins range between 1.5% to 3.0% depending on the particular project;
– repayment terms will generally indicate a grace period on repayment of principal (but not interest) during, and in some instances for up to 12 months after the end of the construction period. After operations commence, repayment of principal and interest are generally effected on a quarterly basis, with a bullet payment upon loan maturity of up to 30% of the principal sum;
– with few exceptions, construction loans are taken out on a strictly non-recourse basis;
– security requirements vary from country to country and from bank to bank, but would in all instances include: a first mortgage on the property, a pledge on the shares held in the borrower, the subordination of shareholders loans, a charge on the borrower’s banking accounts and the assignment of the rentals in favour of the relevant Bank
In those countries where the Group has established operations, it will generally establish long term financing relationships with leading banks in that country. For example, in Hungary, the majority of the Group’s projects were financed by MKB Bank and by OTP Bank. These relationships have in some instances extended beyond the borders of the relevant country, for instance , financing some Czech, Polish and Latvian projects was done with debt from Hungarian banks
In those cases where the completed projects have not been pre-sold or where divestment does not take place at the commencement of operation, the Group will generally seek to re-finance the project as soon as practical after opening
Appendix C: Company Track Record
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Shopping and entertainment centre sold to aAIM in 2007 — gross asset value of approx. €387m and gross yieldof approximately 5.9%
Summary of Sold Developments —Hungary Shopping and entertainment centres sold to Klépierre in 2004—gross asset value of €278m and average net yield
of approximately 9.3%
Shopping and entertainment centres sold to Dawnay Day in 2005—gross asset value of €54.4m and average net yieldof approximately 9.2%
Name City Country GLA (m2)
Alba Plaza Szekesfehervar Hungary 14,981 Csepel Plaza Budapest Hungary 13,565 Debrecen Plaza Debrecen Hungary 14,624 Duna Plaza Budapest Hungary 35,915 Gyor Plaza Gyor Hungary 15,085 Kanizsa Plaza Nagykanizsa Hungary 5,947 Kaposvar Plaza Kaposvar Hungary 8,296 Miskolc Plaza Miskolc Hungary 14,647 Nyir Plaza Nyiregyhaza Hungary 13,775 Szeged Plaza Szeged Hungary 15,842 Szolnok Plaza Szolnok Hungary 6,815 Zala Plaza Zalaegerszeg Hungary 7,405 Total 166,897
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Summary of Sold Developments—Poland & Czech Republic Shopping and entertainment centres sold to Klépierre in 2005—gross asset value of €204m and average net yield
of approximately 8.4%
(1) Klépierre had exercised the option to buy 50% in the shopping and entertainment centre held by Plaza Centers
Shopping and entertainment centres sold to Klépierre in 2006 (Novo), in 2007 (Rybnik, Sosnowiec and 50% of Lublin) and in 2008 (Plzen)—gross asset value of €240.5m and average net yield of approximately 6.9%
Name City Country GLA (m2)
Rybnik Plaza Rybnik Poland 18,127
Sosnowiec Plaza Sosnowiec Poland 12,860
Lublin Plaza (1) Lublin Poland 25,738
Novo Plaza Prague Czech Republic 26,417
Plzen Plaza Plzen Czech Republic 20,000
Total 103,142