INVESTOR PRESENTATION OCTOBER 2016 The Arches, New Waverley - - PowerPoint PPT Presentation

MAS REAL ESTATE INC

INVESTOR PRESENTATION – OCTOBER 2016

The Arches, New Waverley Scottish Commercial Project of the year

Strategy update . . . . . . . . . . . . . .2 Platform for growth . . . . . . . . . . .5

» Projects and pipeline overview » Capital allocation

Highlights . . . . . . . . . . . . . . . . . . . .8 Pipeline . . . . . . . . . . . . . . . . . . . . . .9 Projects update . . . . . . . . . . . . . . 10

» Income generating » Development

Outlook . . . . . . . . . . . . . . . . . . . . 24

Hub Hotel, New Waverley, Edinburgh

1

INVESTOR PRESENTATION 2016 MAS REAL ESTATE INC

CONTENTS

STRATEGY UPDATE

• Delivering sustainable growing distribution per share
• Development and income generating property focus
• Capital allocation to new markets for continued growth

» Central and Eastern Europe » Western Europe

• Optimising capital management

» Equity fully invested with fmexibility to respond fast to opportunities » Gearing current 12% to target 40-50% LTV

“POSITIONED TO DELIVER STRONG GROWTH IN DISTRIBUTIONS IN THE YEARS AHEAD.”

The Arches, New Waverley, Edinburgh

2

MAS REAL ESTATE INC INVESTOR PRESENTATION 2016

POSITIONING FOR LONG-TERM GROWTH

500 450 400 350 300 250 200 150 100 50 2015 2016 OPTIMISED

INCOME-GENERATING PROPERTY DEVELOPMENT PROPERTY

EURO MILLION

PREVIOUS LISTED INVESTMENTS, TREASURY, CASH AND PROCEEDS FROM REFINANCING INVESTED IN NEW DEVELOPMENTS AND ACCRETIVE INCOME GENERATING PROPERTY COMPLETED DEVELOPMENTS HELD FOR INCOME INCOME-GENERATING PROPERTY REFINANCED & PROCEEDS INVESTED IN FURTHER DEVELOPMENTS

3

INVESTOR PRESENTATION 2016 MAS REAL ESTATE INC

EPS POTENTIAL

• Current EPS potential implies near term growth of 80% per share to

8.1 euro cents per share

• Assumes no further equity issues, gearing to 40% LTV, and full

investment of assets in income generating properties at 6.5% net yield

10,0 9,0 8,0 7,0 6,0 5,0 4,0 3,0 2,0 1,0

• NRI

ADMIN PLUS TAX RECURRING EPS NRI – OPTIMISED FINANCE COST TO 40% LTV RECURRING EPS POTENTIAL

EURO MILLION 5,4 1,1 4,3 5,8 2,0 8,1

4

MAS REAL ESTATE INC INVESTOR PRESENTATION 2016

PLATFORM FOR GROWTH

• CEE Prime Kapital Development joint venture

» €20m in 40% equity stake » €200m in 7.5% preference shares » Expected portfolio of €800m to €1bn in 3-5yrs » +15% expected IRR

• CEE income generating property co-investment with Prime Kapital

» Effjcient alignment of interest via co-investment » 80/20 full recourse loan model with no management fees

• New Waverley Phase II

» Offjces » Edinburgh University

• Western European developments

» Munich

• Team

» Internal team can support signifjcant further growth at minimal marginal cost » Co-investment model with Prime Kapital in CEE development and investment 5

INVESTOR PRESENTATION 2016 MAS REAL ESTATE INC

Edinburgh Offjce Isle of Man Headquarters London Offjce Frankfurt Offjce Prime Kapital Offjce MAS and associate offjces Properties

12

30 JUNE 2016 POST YEAR-END COMMITTED EXCLUSIVITY

1 16 21 1 1 1 1 3 3

UK SWITZERLAND SLOVENIA GERMANY POLAND ROMANIA AND OTHER CEE

WESTERN EUROPE CEE

Existing and new developments New developments Existing income generating properties New income generating property acquisitions

2

6

MAS REAL ESTATE INC INVESTOR PRESENTATION 2016

CAPITAL ALLOCATION

MARTIN SLABBERT

BCom, LLB (cum laude), MCom (cum laude), Dip FMI, CF (England and Wales) Co-founded and developed NEPI through acquisitions and developments into the third largest retail focused REIT in continental Europe in terms of market capitalization and distributable profjts. 2015-present: Partner, Prime Kapital; 2007-2015: Co-founder and CEO, New Europe Property Investments plc; 2005-2006: Partner, Deloitte Central Europe (Corporate Finance); Prior to 2005: CFO Premier Foods on secondment from Nedbank; General Manager in the capital management cluster of the Nedbank Group; Senior Vice-President for the shareholders’ funds, member of the Executive Committee at Nedcor Investment Bank; HSBC Investment Services (Africa) (Pty); Arthur Andersen.

VICTOR SEMIONOV

BCom 17 years of experience in corporate fjnance and property investment. 2015-present: Partner, Prime Kapital; 2007-2015: Co-founder, CFO and later COO of New Europe Property Investments plc; 1999-2006: Assistant Director, Deloitte Central Europe (Corporate Finance).

MICHAEL BEUX

Civil Eng 27 years of experience in construction engineering and project management. 2015-present: Partner, Prime Kapital; 2010-2015: Head of construction and project management, New Europe Property Investments plc; 2006-2010: Projects Director, Gleeds Project & Construction Management (Romania); 2000-2005: Manager, Kier International (Romania offjce); 1989-2000: Construction contracting, Group Five Civils (South Africa).

TIBERIU SMARANDA

BCom 15 years of experience in commercial property development, leasing and asset management. 2016-present: Partner, Prime Kapital; 2009-2016: Senior Executive and later Executive Director at New Europe Property Investments plc responsible for leasing and retail asset management with a leading role in retail development; 2001-2009: Development and Expansion Director, Flamingo Group.

DEWALD JOUBERT

BCom, LLB 18 years of experience in private equity and tax advisory. 2016-present: Partner, Prime Kapital; 2008-2016: Founder and Co-managing director, Argosy Capital (a privately owned private equity investment business); 2001-2008: Partner, Maitland Group; Prior to 2001: Corporate tax advisory services, Arthur Andersen; Forensic investigator for serious tax fraud, South African Revenue Service; Other: independent non-executive director, serving throughout his career on the boards of private and listed companies.

MIHAIL VASILESCU

BCom (top student), MCom 13 years of experience in property fjnance and property investment. 2015-present: Partner, Prime Kapital; 2008-2015: Founder and CEO, Rampart (corporate fjnance and property advisory); Prior to 2008: Head of Project Finance, Banca Romaneasca; Senior Relationship Manager Bancpost.

BOGDAN BALAN

Bcom 13 years of experience in property fjnance and property investment. 2015-present: Acquisitions, Prime Kapital; 2010-2015: Partner, Rampart (corporate fjnance and property advisory); Prior to 2010: Senior Relationship Manager, Banca Romaneasca; PwC.

CSABA TOTH

Bcom 18 years of experience of which 15 years in property development and asset management. 2016-present: Developments, Prime Kapital; 2011-2015: Development Director, TriGranit Development; 2009-2011: CEO, TriGranit Management; 2006- 2009: Deputy Chief-Development Offjcer, TriGranit Development; Prior to 2006: Senior Financial Analyst, Business Development Manager at TriGranit Development.

7

INVESTOR PRESENTATION 2016 MAS REAL ESTATE INC

PRIME KAPITAL EXECUTIVES

• To year end June 2016

» 63% increase in rental income to €14.2m of which c5% organic growth from existing portfolio » €78.2m increase in income-generating property to €242.6m with total contracted rent of €248.4m » Developments completed: Whitbread hotels, Arches and retail » Developments progressed: Adagio hotel and retail due December 2016 » Liquidity in traded share increased 87% and SAPY Index inclusion » R1.2bn new equity raised for new acquisitions and to fund new developments » Prime Kapital Development and Co-investment Joint Ventures

• Further post year-end:

» Further rental income of €6.2m acquired, with contracted escalations and turnover-linked » Sold non-core asset, Sirius real estate realising €47.2m » Negotiated €86.7m of further debt against income-generating portfolio at sub 2.5% all in cost » First major CEE acquisition agreed

164,4 44,3 24,9 7,0 39,8 44,1 40,6 242,6 336,6 400 350 300 250 200 150 100 50 2015 2016 2016 ADJUSTED PORTFOLIO VALUE INCOME-GENERATING PROPERTY DEVELOPMENT PROPERTY LAND BANK EURO MILLION RENT RECEIVED 30 JUNE 2016 ANNUAL PASSING RENT 30 JUNE 2016 MUNICH EDEKA PORTFOLIO 2 ADAGIO (EXCL. RETAIL) ANNUAL PASSING RENT – SECURED PORTFOLIO 26 24 22 20 18 16 14 12 10 ACTUAL RENT PASSING RENT ADD TOTAL EVOLUTION OF PASSING RENT – INCOME-GENERATING PROPERTY EURO MILLION

8

MAS REAL ESTATE INC INVESTOR PRESENTATION 2016

HIGHLIGHTS

INCOME-GENERATING OTHER CEE ACQUISITIONS CEE ACQUISITIONS NEW WAVERLEY PHASE II MUNICH PRIME KAPITAL DEVELOPMENT 20 40 60 80 100 120 140 160 180 200

FURTHER PIPELINE

PRIME KAPITAL (DP) - COMMITTED €200M €50M €106M €180M €30M

EXCLUSIVITY

NW PHASE II (DP) - EXCLUSIVE

COMMITTED

CEE (IG) - COMMITTED OTHER CEE ACQUISITIONS (IG) – FURTHER PIPELINE MUNICH (DP) - EXCLUSIVE

9

INVESTOR PRESENTATION 2016 MAS REAL ESTATE INC

PIPELINE

PROJECTS UPDATE

The Arches, New Waverley, Edinburgh

10

MAS REAL ESTATE INC INVESTOR PRESENTATION 2016

Adagio Hotel, Phase II site, New Waverley, Edinburgh

11

INVESTOR PRESENTATION 2016 MAS REAL ESTATE INC

• Under development - €35 million at an average yield on cost of +11%
• Controlled Pipeline – €250million
• Pipeline under due diligence – €130million
• Further opportunities - €150million

Bucharest North Value Centre

12

MAS REAL ESTATE INC INVESTOR PRESENTATION 2016

PRIME KAPITAL DEVELOPMENT JV UPDATE

Bucharest North Value Centre

13

INVESTOR PRESENTATION 2016 MAS REAL ESTATE INC

PRIME KAPITAL DEVELOPMENT JV UPDATE

MAS’ ambition is to grow distributions per share by at least 30% per annum for the next three years and is well positioned to deliver on this and a further sustained period of significant growth in per share earnings and distributions due to

• A strong internally managed platform
• Significant capital committed alongside Prime

Kapital into prime assets in CEE growth markets

• Focus on two core investment categories:

Income generating and development properties

• Balance sheet optimisation
• Efficient capital management
• Continued growth over long term via recycling
• f capital to new developments

Premier Inn Hotel, New Waverley, Edinburgh

14

MAS REAL ESTATE INC INVESTOR PRESENTATION 2016

OUTLOOK

This document does not constitute an ofger for securities or other interests in MAS Real Estate Inc., nor does it purport to solicit ofgers to subscribe for securities or interests in MAS Real Estate Inc. This document does not constitute an ofger for the sale of or subscription for, or the solicitation of an ofger to buy and subscribe for, securities to the public as defjned in the South African Companies Act, No. 71 of 2008 (as amended or otherwise) and must not be distributed to any person in South Africa in any manner which could be construed as an ofger to the public in terms of Chapter 4 of the said Act. This document does not constitute an ofger of securities to the public in the United Kingdom. This communication is directed

• nly at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments who

are investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”), (iii) high net worth entities falling within Article 49(2) of the Order and (iv) other persons to whom it may lawfully be communicated (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its

• contents. Any ofger of securities to the public that may be deemed to be made pursuant to this communication in any EEA Member State that has

implemented Directive 2003/71/EC (together with any applicable implementing measures in any Member State, the “Prospectus Directive”) is only addressed to qualifjed investors in that Member State within the meaning of the Prospectus Directive. This document does not constitute an ofger

• f securities for sale or the solicitation of an ofger to buy, nor shall there be any sale of the securities referred to herein in the United States, Canada,

Australia, Japan or any other jurisdiction in which such ofger, solicitation or sale would be unlawful prior to registration, exemption from registration

• r qualifjcation under the securities laws of any such jurisdiction. In particular the shares in MAS have not been, and will not be, registered under the

United States Securities Act of 1933 as amended (the “Securities Act ”) or qualifjed for sale under the laws of any state of the United States or under the applicable laws of any of Canada, Australia or Japan and, subject to certain exceptions, may not be ofgered or sold in the United States or to,

• r for the account or benefjt of, US persons (as such term is defjned in Regulation S under the Securities Act) or to any national, resident or citizen
• f Canada, Australia or Japan. Neither this document nor any copy of it may be distributed directly or indirectly to any persons with addresses

in the United States of America (or any of its territories or possessions), Canada, Australia or Japan, or to any corporation, partnership or other entity created or organised under the laws thereof, or in any other country where such distribution may lead to a breach of any legal or regulatory

• requirement. MAS Real Estate Inc. disclaims any obligation or undertaking to release publicly any update, review or revise any forward looking

statement contained in this document whether as a result of new information, future developments or otherwise or any change in events, conditions

• r circumstances on which any such statement is based.

DISCLAIMER

MAS REAL ESTATE INC

info@masrei.com | www.masrei.com