Company overview March 2015 1 Disclaimer This presentation has - PowerPoint PPT Presentation

Company overview March 2015 1

Disclaimer This presentation has been prepared by been verifjed by any independent sources such restrictions. The securities of the This presentation may include forward- MERLIN Properties SOCIMI, S.A. (the and there can be no assurance that the Company have not been and, should looking statements. All statements “Company”) for informational use only. assumptions or estimates are accurate. there be an offering, will not be registered other than statements of historical facts under the U.S. Securities Act of 1933, as Accordingly, undue reliance should not included in this presentation, including, The information contained in this be placed on any of the industry, market amended (the “Securities Act”), or the without limitation, those regarding the presentation does not purport to be or competitive position data contained U.S. Investment Company Act of 1940, fjnancial position, business strategy, comprehensive or to contain all the in this presentation. Additionally, certain as amended (the “Investment Company management plans and objectives for information that a prospective purchaser information contained herein may be Act”). Such securities may not be offered future operations of the Company are of securities of the Company may desire or sold in the United States except on based on management accounts and forward-looking statements. These or require in deciding whether or not to a limited basis, if at all, to Qualifjed estimates of the Company and may have forward-looking statements involve purchase such securities. The information not been audited or reviewed by the Institutional Buyers (as defjned in Rule known and unknown risks, uncertainties contained in this document is subject Company’s auditors. Recipients should not 144A under the Securities Act) in reliance and other factors, which may cause to change, verifjcation and completion place undue reliance on this information. on Rule 144A or another exemption such actual results, performance or without notice. Neither the Company nor The fjnancial information included herein from, or transaction not subject to, the achievements, or industry results, to be any of affjliates, advisors or agents makes registration requirements of the Securities may have not been reviewed for accuracy materially different from those expressed any representation or warranty, express or Act. The securities of the Company have or completeness and, as such, should not or implied by these forward-looking implied, as to the accuracy or completeness not been and, should there be an offering, be relied upon. statements. These forward-looking of any information contained or referred to will not be registered under the applicable statements are based on numerous in this document. Each of the Company and This information is provided to the securities laws of any state or jurisdiction assumptions regarding the present and its affjliates, advisors or agents expressly recipients for informational purposes of Canada or Japan and, subject to certain future business strategies of the Company disclaims any and all liabilities which may only and recipients must undertake their exceptions, may not be offered or sold and the environment in which they expect be based on this document, the information own investigation of the Company. The within Canada or Japan or to or for the to operate in the future. contained or referred to therein, any errors information providing herein is not to benefjt of any national, resident or citizen therein or omissions therefrom. Neither the be relied upon in substitution for the of Canada or Japan. Forward-looking statements speak only Company, nor any of its affjliates, advisors recipient’s own exercise of independent as of the date of this presentation and THIS PRESENTATION DOES NOT or agents undertakes any obligation to judgment with regard to the operations, the Company expressly disclaim any CONSTITUTE OR FORM PART OF ANY provide the recipients with access to fjnancial condition and prospects of the obligation or undertaking to release any OFFER FOR SALE OR SOLICITATION OF additional information or to update this Company. update of, or revisions to, any forward- ANY OFFER TO BUY ANY SECURITIES document or to correct any inaccuracies looking statements in this presentation, Neither this presentation nor any copy NOR SHALL IT OR ANY PART OF IT in the information contained or referred to any change in their expectations or of it may be taken, transmitted into, FORM THE BASIS OF OR BE RELIED ON therein. disclosed or distributed in the United IN CONNECTION WITH ANY CONTRACT any change in events, conditions or Certain statements in this document States, Canada, Australia or Japan. The OR COMMITMENT TO PURCHASE circumstances on which these forward- regarding the market and competitive distribution of this presentation in other SHARES. ANY DECISION TO PURCHASE looking statements are based. position data may be based on the jurisdictions may also be restricted by SHARES IN ANY OFFERING SHOULD internal analyses of the Company, which law and persons into whose possession BE MADE SOLELY ON THE BASIS OF In reviewing this presentation, the involve certain assumptions and estimates. this presentation comes should inform PUBLICLY AVAILABLE INFORMATION ON recipient is agreeing to, and accepting, These internal analyses may have not themselves about and observe any THE COMPANY. the foregoing restrictions and limitations. 2

INDEX MERLIN at a glance 4 Management 11 Deployment of IPO proceeds 14 The Portfolio 18 Equity research 30 3

MERLIN at a glance Executive Summary Strategy Internal division by asset classes 4

Executive Summary Company presentation MERLIN Properties SOCIMI, S.A. is the largest Spanish REIT listed in the Spanish Stock Exchange, with a market cap of ca. €1.55 billion 1 It is devoted to the acquisition and management of Core and Core Plus commercial real estate assets in the Iberian Peninsula. 1 As of February 27, 2015 The company generates return to shareholders through the distribution of a signifjcant cash-on-cash dividend and the value enhancement of its portfolio of assets. MERLIN Properties management consists of top qualifjed professionals with over 20 years experience in the Spanish and Portuguese real estate industry. It is led by: Ismael Clemente, CEO. Miguel Ollero, CFO. David Brush, CIO. 5

Executive Summary Key fjgures Shareholder structure 1 Monarch 4 % Goldman Sachs 3 % Marketfjeld 10 % Credit Suisse 4 % Free Float 64 % EJF 5 % UBS 10 % Key Figures €1.5bn 680,046sqm 96.6% 2 Market cap Gla owned Occupancy rate €2.3bn €128.9m 18.7years Gross porfolio value Gross rental income 2 Wault 3 1 As of February 27, 2015 2 Annualized 2015 GRI, including Tree rent uplift. Remaining assets do not include CPI rent increase, still pending to be determined 3 Weighted average unexpired lease term, calculated as of December 31, 2014 6

Executive Summary The portfolio Tree Portfolio Madrid A-1 Portfolio Vitoria-Júndiz Zaragoza-Plaza Several locations Madrid Vitoria Zaragoza GRI € 89.1 m GRI € 9.8 m GRI € 2.8 m GRI € 1.0 m GLA 374,131 SQM GLA 34.175 SQM GLA 72,717 SQM GLA 20,764 SQM Marineda WTCAP 6 & 8 Madrid-Getafe Valencia-Almus. A Coruña Barcelona Getafe Valencia GRI € 18.5 m GRI € 5.5 m GRI € 1.1 m GRI € 1.1 m GLA 106,276 SQM GLA 29,077 SQM GLA 16,242 SQM GLA 26.613 SQM 7

Strategy Pillars Low/medium risk commercial real estate assets in Spain and Portugal Target (1) to reach an annual levered return of 10% and a target (1) to reach dividend yield (2) of 4% to 6% Senior Management adds value through asset management and prudent timing of acquisitions and disposals 1 This is a target only and not a profjt forecast 2 Dividend yield calculated over original issue price (€ 10 per share) 8

Strategy Portfolio Commercial Properties T arget acquisitions • Offjce • Retail • Logistics • Prime Hospitality Prime offjce properties located in Madrid, Barcelona, Lisbon and, to a lesser extent, Geographies other relevant cities Dominant shopping centres with good • Spain • Portugal up to 25% GAV catchment area Logistic properties located in close Gearing proximity to transport hubs • Maximum 50% LTV on a portfolio basis Good quality secondary assets with strong leases Other High street retail in city centres and certain suburban areas • No residential Primary focus on undermanaged properties • Land development only for commercial with upside potential properties producing rental stream in less Properties in locations that benefjt from than 3 years inwards FDI • NPLs restricted to 20% of Company’s consolidated GAV, with the aim to access the collateral asset in compliance with the Company’s strategy 9

Internal division by asset classes 100% TREE INVERSIONES INMOBILIARIAS SOCIMI SAU Tree Portfolio 100% MERLIN RETAIL SOCIMI SLU Marineda 100% MERLIN OFICINAS SOCIMI SLU Madrid Offjce WTCAP 6 WTCAP 8 Portfolio 100% MERLIN LOGISTICA SOCIMI SLU G e t a f e Vitoria-Júndiz M a d r i d - Zaragoza-Plaza Valencia-Almussafes 10

Management Management capabilities Management compensation and running costs 11