www.pwc.co.uk Rea l Esta te Dea ls Ad v isory Serv ices: A i P Asia Pa cific inv estors ifi i t December 2013
Rea l esta te d ea ls serv ices Rea l esta te d ea ls serv ices Target properties / portfolios/ RE businesses RE deals and RE deals and Due diligence Tax Legal valuations Independent review of Properties and holding Due diligence Transaction execution investm ent options entities Legal due diligence and contract g g Review of historical tax position p Acquisition and investment negotiation. including review of any previous Pre-purchase and after-offer due options. restructuring activities. diligence. Corporate and Funds Identify and review investment Structuring advice Establishing or re-structuring Review of historical accounts, the opportunities. corporate structures. Incorporation Consideration of tax efficient quantum and nature of property Advice on investment strategy. Advice on investment strategy. of fund structure and fund of fund structure and fund acquisition, holding and exit acquisition holding and exit and other expenses and other expenses. documentation. Regulatory advice. structures, including corporate and Acquisition and disposal Review of the financial aspects of transaction taxes and VAT. negotiation advice. Banking and Finance the leases and impact of cash vs Review of cash repatriation Assess market value of the real Agreeing bank facility agreements accounting on net rental income. including mitigation of potential estate. and security documentation. withholding taxes. g Review latest balance sheet Review latest balance sheet Development appraisal and Governance and Com pliance position and comment on key Review of tax assumptions in the feasibility study. Management of regulation, balance and movements. investment model. Review current portfolio exit directors’ duties, risks and Transfer pricing options and strategy. Identify contingent on and off reputation. balance sheet exposures, in terms Benchmarking of shareholder debt Investment management. g Em ploym ent, im m igration p y , g of committed capex, environmental f itt d i t l and management fees. d f and m obility services exposures or legal. Full range of real estate deals strategy and due diligence services Full range of real estate deals strategy and due diligence services 1 PwC
Selected cred entia ls for Asia Pa cific inv estors Selected cred entia ls for Asia Pa cific inv estors • On the next slide we provide some examples of transactions for AsiaPacific investors that your proposed service team have led. • We have a strong commitment to client confidentiality which means W h t it t t li t fid ti lit hi h these examples have been suitably anonymised. • These are mostly examples of UK transactions but we have advised These are mostly examples of UK transactions but we have advised on similar transactions across Europe. PwC 2
Selected cred entia ls for Asia Pa cific inv estors S l d d i l f A i P ifi i 20 12 20 12 20 12 20 13 Structuring and transfer Financial and tax due Financial and tax due Structuring pricing pricing diligence, structuring and diligence structuring and diligence structuring and diligence, structuring and a joint venture platform for transfer pricing transfer pricing a hotel in Central London for European investments in excess of £33m an office building, held via a an office building, held via a between a European asset unit trust, in Central London corporate wrapper, in Central manager (minority investor) for in excess of £150m London for in excess of £150m and an Asian sovereign fund for a Hong Kong institutional investor for a Korean institutional f K i tit ti l for a Chinese institutional f Chi i tit ti l investor investor Venture advised by Acquirer advised by Acquirer advised by Acquirer advised by 20 12 20 13 20 13 20 13 Financial and tax due Structuring and transfer Financial and tax due Financial and tax due diligence, structuring pricing diligence, structuring and diligence, structuring transfer pricing transfer pricing an office building in Central an office building, held via a an office building, held via a London for in excess of an office building, held via a corporate wrapper, in Central corporate wrapper, in Central £170m corporate wrapper, in Central London for in excess of London for in excess of £82m London for in excess if £105m £335m for a Chinese institutional for an Australian institutional investor investor for a Korean institutional for a Korean institutional for a Korean institutional investor investor Acquirer advised by Acquirer advised by Acquirer advised by Acquirer advised by 3 PwC
Our tea m Our tea m Mark Batten - Partner Sim on Boadle - Partner Real Estate Deals Leader - London l l d d Corporate Finance - London • Simon joined PwC as a Partner in • Mark is the partner who leads our Corporate Finance in 1998, having real estate unit within PwC’s been previously a Director in restructuring practice. He has Corporate Finance with Natwest Corporate Finance with Natwest specialised in restructuring work for i li d i t t i k f Markets. over 30 years and has extensive experience in financial services and • Simon experienced in advising on real estate. He has also led PwC’s M&A and fund raising transactions valuation practice and was seconded for all types of client: FTSE 100 to PwC’s Malaysian restructuring fund and mid cap listed companies, p p practice for a year practice for a year. private companies, Private Equity houses and Government. • As the leader of our UK restructuring practice and the UK real estate team, Sim on Hardwick - Partner Mark has significant experience of Legal Real Estate - London working with both lenders and b borrowers to review business plans, b p , consider alternative exit strategies • Simon Hardwick is a partner in PwC and solutions and advising on the Legal LLP and leads the Legal Real execution of such approaches. Mark Estate Practice. He has over 25 years also led PwC’s provision of strategic experience in all aspects of advice to help establish NAMA . commercial property. • Simon's expertise includes international real estate transaction project co-ordination, complex purchases and disposals, joint ventures and acquisition structures, property management and property management and troubleshooting. PwC 4
Our tea m Our tea m Nick Croft - Director Sim on Marriott - Director Real Estate Deals & Valuations Advisory - London Real Estate Deals & Investment Management - London • • Nick leads the firm’s real estate Simon is a Chartered Surveyor with over valuation team and has 25+ years of real 25 years commercial real estate experience. He recently joined PwC from estate advisory experience. Nick’s expertise includes real estate valuation, Oxford Properties - the real estate due diligence and property optimisation. subsidiary of Canadian Pension Fund OMERS - having established their OMERS having established their • Nick has lead the sell-side valuation of a UK/ European Real Estate investment £1billion real estate portfolio, regularly and asset management platform . undertakes buy and sell-side due diligence assignments and has provided • He specialises in investment and strategy advice on a portfolio of 4,500 development acquisition, disposition properties for a fixed line telecoms across the UK and Europe with particular across the UK and Europe with particular operator. emphasis on Central London and major European cities. Chris Mutch - Director Juliette Waterhouse - Manager Real Estate Deals & Portfolio Advisory - London Real Estate Deals & Valuations Advisory - London • Chris has been providing strategic • Juliette has an in-depth experience in remediation, sell-side and buy-side valuation and investment of support on loan portfolio transactions commercial real estate in the UK and across Europe. Continental Europe. She has valued a large number of investment properties g p p • He also leads the firm’s real estate across Europe. Juliette has also carried transaction due diligence team in out purchase reports and due diligence London. Chris led due diligence for just on underlying real estate for over £5bn of property transactions debt/ equity transactions as well as (hotel, office, industrial) for private provide advice on investment strategy equity, SWF and institutional clients, to the real estate investors. including £1bn of Pan-European (UK i l di £ b f P E (UK • She is a member of Royal Institution of led) transactions. Chartered Surveyors (MRICS) and an RICS Registered Valuer. PwC 5
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