Secure Income REIT Plc Preliminary results for the six months ended - - PowerPoint PPT Presentation

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Secure Income REIT Plc Preliminary results for the six months ended - - PowerPoint PPT Presentation

Secure Income REIT Plc Preliminary results for the six months ended 30 June 2017 18 September 2017 www.SecureIncomeREIT.co.uk Disclaimer The information contained in these slides and communicated verbally to you, including the speech(es) of the


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SLIDE 1

Secure Income REIT Plc

Preliminary results for the six months ended 30 June 2017

18 September 2017

www.SecureIncomeREIT.co.uk

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SLIDE 2

Disclaimer

The information contained in these slides and communicated verbally to you, including the speech(es) of the presenter(s) and any materials distributed at or in connection therewith (together the “Presentation”) is confidential. Reliance upon the Presentation for the purpose of engaging in any investment activity may expose an individual to a significant risk of losing all of the property or other assets invested. If any person is in any doubt as to the contents of the Presentation, they should seek independent advice from a person who is authorised for the purposes of the Financial Services and Markets Act 2000, as amended or otherwise suitably authorised if in another jurisdiction and who specialises in advising on investments of this kind. Any investment decision should not be made based on the content

  • f the Presentation alone.

The Presentation has been prepared by, and is the sole responsibility of, the “Company” (Secure Income REIT plc). No undertaking, representation, warranty or

  • ther assurance, expressed or implied, is made or given by or on behalf of Stifel Nicolaus Europe Limited (“Stifel”), the Company or Prestbury Investments LLP (the

“Investment Adviser”) or any of their respective shareholders, directors, employees, advisers, agents or affiliates or any other person as to the fairness, accuracy or the completeness of the information or opinions contained herein, and to the extent permitted by law, no responsibility or liability is accepted by any of them for any such information or opinions. Notwithstanding the aforesaid, nothing in this paragraph shall limit or exclude liability for any representation or warranty made fraudulently. The Presentation has not been approved by the Financial Conduct Authority and does not constitute or form part of an admission document, listing particulars, a prospectus or a circular relating to the Company, nor does it constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any ordinary shares in the Company (the “Ordinary Shares”). Further, neither the Presentation nor any part of it, or the fact of its distribution, shall form the basis of, or be relied upon in connection with, or act as any inducement to enter into, any contract for Ordinary Shares. The Presentation includes illustrative returns based on certain assumptions relating to an extended future period and, accordingly, there is no guarantee that actual returns, if any, can be achieved at or near the levels set out in this Presentation. The estimates and assumptions underlying the illustrative returns are inherently uncertain, are based on events that have not taken place and are subject to economic, competitive and other uncertainties and contingencies beyond the Company’s control. The illustrative returns have been prepared by the Company and should be read in conjunction with the assumptions included in this

  • Presentation. It is emphasised that the illustrative returns, which are unaudited, do not constitute any form of forecast, whether of cash, profit or otherwise.

Past performance is not a reliable indicator of future results. The value of shares or income from them may go down as well as up. The distribution of the Presentation in jurisdictions other than the United Kingdom may be restricted by law and persons into whose possession the Presentation comes should inform themselves about and observe any such restrictions. In particular, neither the Presentation nor any copy of it should be distributed, directly or indirectly, by any means (including electronic transmission) to any persons in Canada, Japan, Australia or the Republic of South Africa. The Presentation should not be distributed in or into the United States of America (or any of its territories or possessions) (together the “US”). The Company’s Ordinary Shares have not been, and will not be, registered under the US Securities Act of 1933, as amended or under the securities laws of any

  • ther jurisdiction, and are not offered or sold (i) directly or indirectly, within or into the US, Canada, Japan, Australia or the Republic of South Africa or (ii) to, or for

the account or benefit of, any US persons or any national, citizen or resident of the US, Canada, Japan, Australia or the Republic of South Africa. Note on forward looking statements This document includes forward looking statements which are subject to risks and uncertainties. You are cautioned that forward looking statements are not guarantees of future performance and that if risks and uncertainties materialise, or if the assumptions underlying any of these statements prove incorrect, the actual results of operations and financial condition of the Group may differ materially from those made in, or suggested by, the forward looking statements. Other than in accordance with its legal or regulatory obligations, the Company undertakes no obligation to review, update or confirm expectations or estimates or to release publicly any revisions to any forward looking statements to reflect events that occur or circumstances that arise after the date of this document.

2

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SLIDE 3
  • 1. Introduction: Nick Leslau
  • 2. June 2017 financial highlights: Sandy Gumm
  • 3. Portfolio and June 2017 valuation: Mike Brown
  • 4. Market conditions and outlook: Nick Leslau

Thorpe Park

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SLIDE 4
  • Established and substantial, sector agnostic UK REIT investing only in real estate let on long leases
  • £1.72bn

1 portfolio of 81 key operating assets let to financially strong businesses

  • Highly predictable returns and growth from fixed and upwards only, uncapped, RPI linked rental uplifts and long term

fixed rate debt

  • Strong governance with highly experienced independent directors: Martin Moore, Leslie Ferrar, Jonathan Lane & Ian

Marcus

  • Managed by the Prestbury team:
  • closely aligned with shareholders via their holding in the Company of 16.7% worth c.£136m
  • ver 30 years’ track record in successful real estate investment and financing

Secure Income REIT Plc

4

1 External valuation of existing portfolio at 30 June 2017 (EUR/GBP exchange rate of €1:£0.8779 on £104.7m of German investment property)

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SLIDE 5

5

Secure Income REIT Plc

Total Accounting Return Dividends and DPS

  • NAV per share up 104%
  • Market capitalisation up 175%
  • Like-for-like portfolio value up 33%

Performance in the 3 years since listing in June 2014

Delivering strong total returns

Adjusted EPRA EPS

  • Net LTV down from 80% to 51%
  • Dividends initiated in 2016 – annualised DPS now 14p per

share (3.9% on June ‘17 EPRA NAV) Net Loan to Value

76.5% 61.5% 59.5% 51.0% Jun-14 Jun-15 Jun-16 Jun-17 0.5p

  • 0.3p

2.9p 5.4p 5.9p 6.7p Dec-14 Jun-15 Dec-15 Jun-16 Dec-16 Jun-17

1 Pro forma figures for the completion of the sale of Madame Tussauds and the refinancing of the Group’s entire debt which occurred subsequent to the balance sheet date

1 1

184.5p 258.5p 275.3p 282.8p 300.2p 323.6p 355.5p Jun-14 Dec-14 Jun-15 Dec-15 Jun-16 Dec-16 Jun-17 Dividends per share EPRA NAV per share

5.3p 6.6p

1

11.8p 11.8p 13.3p 13.1p 14.0p £5.3m £6.7m £7.6m £7.6m £8.1m Aug-16 Nov-16 Feb-17 May-17 Aug-17 Annualised dividends per share Dividends paid

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SLIDE 6

June 2017 Results

Reading Hospital

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SLIDE 7

30 June 2017 Results

7

  • Portfolio valuation up 4.8% since 31 December 2016 to £1.72 billion
  • Rents up by 2.7% by 30 June 2017 and by 3.0% including July’s increases
  • £95.2m passing rent at 30 June 2017 – weighted average lease term 22.7 years without break
  • Total shareholder return for the period 11.7%
  • Covered dividend now annualised at 14p per share – 3.9% on EPRA NAV

30 June 2017 Unaudited 31 December 2016 Audited % change

  • Net Assets

£813.3m £737.4m ↑ 10.3%

  • EPRA Net Asset Value

£823.0m £745.9m ↑ 10.3%

  • EPRA Net Asset Value per share

355.5p 323.6p ↑ 9.9%

  • EPRA NAV per share growth plus dividends

11.9% 9.7% ↑ 2.2pp

  • Net LTV

51.0% 53.5% ↓ 2.5pp 30 June 2017 Unaudited 30 June 2016 Unaudited % change

  • Adjusted EPRA EPS

1

6.7p 5.4p ↑ 24.1%

  • Dividends per share

6.6p

  • n/a

1 Adjusted to exclude rental income in excess of cash rents received as a result of the accounting requirement to spread the impact of fixed rental uplifts

  • ver the lease term and other non recurring items (see interim statement, note 8)
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SLIDE 8

EPRA NAV progression

8

£m Pence

  • EPRA NAV at 31 December 2016

745.9 323.6

  • Property revaluation:
  • Healthcare

33.0 14.3

  • UK Leisure

26.3 11.4

  • German leisure (constant currency)

5.9 2.6

  • Hotels

10.9 4.7

  • Adjusted EPRA earnings

15.4 6.7

  • Incentive fee
  • (1.4)
  • Irrecoverable VAT on incentive fee

(0.3) (0.1)

  • Currency translation movements & other

1.0 0.3

  • Dividends

(15.1) (6.6)

  • EPRA NAV at 30 June 2017

823.0 355.5

up 9.9%

  • EPRA NAV uplift

77.1 31.9

  • Dividends paid

15.1 6.6

  • Total Accounting Return

92.2 38.6

  • 11.9% TAR

33.0p per share

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SLIDE 9

Adjusted EPRA Earnings

9

6 months to June 2017 6 months to June 2016 £m Pence £m Pence Net rent: Like for like portfolio 39.6 17.2 38.4 21.3 Travelodge 6.9 3.0

  • Net finance costs

Like for like portfolio (24.3) (10.5) (24.5) (13.6) Travelodge (0.9) (0.4)

  • Admin & corporate costs

(5.7) (2.5) (4.2) (2.3) Tax (0.2) (0.1)

  • Adjusted EPRA EPS

15.4 6.7 9.7 5.4

+24%

  • Positive impact of net Travelodge contribution and rental growth on core portfolio
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SLIDE 10
  • £968.7m of secured credit in four ring-fenced facilities
  • All facilities are non recourse with substantial headroom on financial covenants
  • All facilities have cash cure rights and SIR has £63m uncommitted cash as at 30 June 2017 that could, if necessary,

be deployed for covenant cure

Financing

10

Healthcare Healthcare Leisure Travelodge Principal at 30 June 17 £218.3m £310.6m £379.8m1 £60.0m Assets in security pool 9 11 6 55 Fixed rate 4.29% 5.30% 5.68% 2.71% Annual cash amortisation £1.0m £3.2m None yrs 1 – 5 £3.8m yrs 6 & 73 None Final repayment Sept 2025 Oct 2025 Oct 2022 Oct 2023 LTV cash trap headroom n/a 25% 19% / 24%4 28% / 36%4 LTV default headroom 33% (Sept 19)2 29% n/a 43% DSCR5 cash trap headroom 29% 16% n/a 65% DSCR default headroom 41% 28% n/a 71%

1 Includes £63m of Euro denominated loans at 30 June 2017 (EUR/GBP exchange rate of €1:£0.8779) 2 Not tested until Sept 2019 3 Oct 2020 to Oct 2022 4 First stage partial cash sweep to lender, second stage full cash sweep to lender 5 Debt Service Cover Ratio

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SLIDE 11

Financing

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  • LTV 51.0% at 30 June 2017, reduced from 53.5% at 31 December 2016
  • Continued deleveraging with 2.5pts LTV reduction over the period
  • Interest cover 1.9x annualised at June 2017
  • Weighted average term to maturity 7.0 years from 30 June 2017
  • Long leases with minimum fixed uplifts mean that at constant valuation yields, LTV can be expected to continue to

fall each year – sub 50% LTV threshold to be achieved assuming June 17 valuation yields during Q2 2018

1 See assumptions on page 25

Illustrative Portfolio Valuation and Net LTV at Constant Valuation Yield1

Accelerated from June ‘19

  • ver the period

There is no certainty that these illustrative projections will be achieved

1,720.2 51.0%

40.00 % 45.00 % 50.00 % 55.00 % 60.00 % 1,600 1,700 1,800 1,900 2,000 Jun-17 Jun-18 Jun-19 Jun-20 Jun-21 Jun-22 % LTV £m Gross Asset Value Portfolio Valuation (£m) Net LTV (%)

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SLIDE 12

12

Distribution policy offering highly visible dividend growth

  • Pay-out ratio of 1x Adjusted EPRA EPS
  • Q3 2017 distribution annualises to 14.0p per share, paid in August 2017
  • Dividend yield of currently c.3.9% on June 2017 EPRA NAV
  • Illustrative 5 year dividend growth CAGR (2017-2022) of 7.2% on base case assumptions

1

1 See assumptions on page 25

There is no certainty that these illustrative projections will be achieved

12 14 16 18 20 Jun-17 Jun-18 Jun-19 Jun-20 Jun-21 Jun-22 Annualised distributions per share (pence)

RPI Swap Curve + 100 bps RPI Swap Curve Zero or lower RPI growth 7.2% 4.8% 5 yr CAGR Jun 17- 22 7.7%

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SLIDE 13

2016 Financial results highlights June 2017 Valuation and Portfolio

Thorpe Park

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SLIDE 14

June 2017 property valuation uplift

1 Using valuers’ assessments of RPI at next uplift (CBRE 2% for Merlin UK; JLL 2.5% for Travelodge) and taking no account of any open market uplift on Ramsay Hospitals

Healthcare Merlin Leisure Travelodge Hotels Total

30 June 2017 Change

  • ver 6

months 30 June 2017 Change

  • ver 6

months 30 June 2017 Change

  • ver 6

months 30 June 2017 31 Dec 2016 Change £m £m £m £m £m Rent at 30 June 48.9 +2.8% 32.4 +3.3% 13.9 +1.5% 95.2 92.6 +2.7% Values: England 925.9 +3.7% 480.5 +5.8% 169.6 +5.9% 1,576.0 1,507.3 +4.6% Scotland

  • 39.5

+4.1% 39.5 37.9 +4.1% Germany at constant FX

  • 102.4

+6.1%

  • 102.4

82.6 +6.1% Euro rate movement

  • 2.3
  • 2.3

13.9

  • Fair value at

30 June 925.9 +3.7% 585.2 +6.3% 209.1 +5.5% 1,720.2 1,641.7 +4.8% 2017 2016 2017 2016 2017 2016 2017 2016 Net Initial Yield 4.94% 4.99% 5.18% 5.34% 6.24% 6.47% 5.18% 5.29% Running Yield at July 20181 5.08% 5.34% 6.26% 5.31% WAULT 20.1 20.6 25.0 25.5 26.0 26.3 22.7 23.1

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SLIDE 15

Expectation of attractive total returns

15

1 See assumptions on page 25

Estimated base EPRA NAV plus dividends assuming constant valuation yields and RPI curve

1 There is no certainty that these illustrative projections will be achieved

355.5 372.7 393.1 414.1 438.1 469.7 14.0 28.9 44.9 62.0 80.6

51.0% 49.5% 48.1% 46.7% 45.3% 43.5%

Jun-17 Jun-18 Jun-19 Jun-20 Jun-21 Jun-22 100 200 300 400 500 600

Net LTV Pence per share EPRA NAV per share (pence) Accumulated dividends (pence)

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SLIDE 16

16

Portfolio

Multi sector portfolio underpinned by strong tenant covenants

 Portfolio total passing rent £95.2m at 30 June 2017 from 81 key

  • perating assets with income security from strong operating

businesses underpinning £1.72bn of property value

  • 49% of rent guaranteed by Ramsay Health Care Limited: £7.4bn

market capitalisation ASX 50 company and one of the top five private hospital operators in the world

  • 34% of rent guaranteed by Merlin Entertainments Plc: FTSE 100

company with £4.5bn market capitalisation: second largest visitor attractions company in the world and largest in Europe

  • 15% of rent guaranteed by Travelodge Hotels Ltd: a well-

capitalised business with revenue growth of 6.8% to £293.8m and an increase in EBITDA to £42.0m for the first half of 2017; one of the UK’s top two budget hotel brands

  • 2% of rent guaranteed by Orpea SA, mental health and aged care

specialists, listed on Euronext with £5.5bn market capitalisation

  • 58% of rent subject to fixed annual uplifts averaging 2.8%, 42% to

uncapped upwards only RPI

Portfolio Value June 2017: £1.72bn

Sources: Market data as at 15 September 2017 using AUD/GBP exchange rate of A$1:£0.5898 and EUR/GBP exchange rate of €1:£0.8808

Portfolio Rent June 2017: £95.2m per annum

Travelodge 15% Merlin 34% Ramsay 49% Orpea 2% Travelodge 12% Merlin UK assets 28% Merlin German assets 6% Ramsay 51% Orpea 3%

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SLIDE 17

17

The Healthcare Portfolio

 19 private hospitals valued at £879.5m at 30 June 2017 representing 51% of current portfolio value generating £46.9m

  • f passing rent

 Well located throughout England – 56% by value in South East  Key operating assets representing 61%

1 of Ramsay’s UK

  • perations

 Let on individual fully repairing and insuring leases with a term to expiry of 19.9 years without break clauses at June 2017  Rent increases by at least 2.75% per annum throughout the lease term in May each year  Guaranteed by Ramsay Health Care Limited

Ramsay Healthcare Portfolio Net Initial Yield of 4.94% as at 30 June 2017

1 By number of UK assets: Ramsay operates 36 medical facilities in the UK (Annual Report 2016) of which 5 are treated as forming part of a single hospital in the company’s portfolio

 Let to a UK subsidiary of Groupe Sinoué on a fully repairing and insuring lease for 27.1 years  Central London’s only private psychiatric hospital – located in Lisson Grove, near Marylebone station  Rent increase of 3.0% in May each year  Guaranteed by Orpea SA  Valued at £46.4m at 30 June 2017, representing 3% of total portfolio value generating £2.0m of passing rent

London Psychiatric Hospital

Ashtead Hospital Duchy Hospital Euxton Hall Hospital Fitzwilliam Hospital Fulwood Hospital Mount Stuart Hospital Nightingale Hospital North Downs Clinic 2 1 3 4 5 6 7 8 Oaklands Hospital Oaks Hospital Pinehill Hospital Reading Hospital Renacres Hospital Rivers Hospital Rowley Hospital Springfield Hospital 10 9 11 12 13 14 15 16 West Midlands Hospital Winfield Hospital Woodland Hospital Yorkshire Clinic 18 17 19 20

Ramsay Health Care Portfolio London Psychiatric Hospital

20 2 3 4 5 6 8 9 10 11 12 13 14 15 16 17 18 19 1 7 Liverpool Manchester Sheffield London Leeds Cambridge Bristol United Kingdom Birmingham

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SLIDE 18

18

The Leisure Portfolio

4 Germany Hamburg Berlin Munich Hanover Düsseldorf Frankfurt Nuremberg Alton Towers Theme Park and Alton Towers Hotel Thorpe Park Warwick Castle 1 2 3 Heide Park Theme Park and Heide Park hotel 4

Overview

 Valued at £585.2m

1 at 30 June 2017 valuation representing

34% of current portfolio generating £32.4m of passing rent

2.

  • UK (82% by value):

− Alton Towers Park and Hotel, Thorpe Park, Warwick Castle − Alton Towers and Thorpe Park are 2 of top 3 theme parks in the UK

3

  • Germany (18% by value):

− Heide Park attractions and hotel

  • Visitor attractions account for 82% of passing rent and

hotels 18%  Individual fully repairing and insuring leases with:

  • Average unexpired lease term of 25.0 years
  • Upwards only uncapped RPI-linked rent reviews every

June for the UK portfolio

  • Fixed annual increases of 3.34% every July for the German

properties  Guaranteed by Merlin Entertainments Plc

1 Includes £104.7m of German assets valued in Euros and translated at €1 : £0.8779 2 Includes £6.1m of rent from German assets denominated in Euros and translated at €1 : £0.8779 3 The Global Attractions Attendance Report 2016

Leisure Portfolio Net Initial Yield of 5.18% as at 30 June 2017 rising to 5.20% in 31 July 2017

1 2 3 Liverpool Manchester Sheffield London Leeds Bristol United Kingdom Birmingham Cambridge

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SLIDE 19

The Hotels Portfolio

19

1 By number of rooms and hotels operated 2 Travelodge (8 September 2017). Ten Travelodge hotel investment sales between June and September

Location (by value) Property type (by value)

City centre 34% Edge of town 17% City roadside 22% Roadside 27% South East 30% East 2% East Mids 8% West Mids 4% South West 15% North 5% North West 16% Scotland 20%

Overview

 Valued at £209.1m at 30 June 2017 valuation representing 12% of current portfolio generating £13.9m of passing rent

  • 55 Hotels with 3,096 rooms,

− Key assets in Manchester, Oxford & Edinburgh: average lot size £20.4m − Remaining 52 properties: average lot size £2.8m  26.0 year weighted average unexpired lease term

  • no unexpired lease shorter than 21 years
  • no break clauses

 Five yearly upwards only RPI rent reviews  Purchased in October 2016 for £192.6m contract price off £13.7m income at completion; yield of 7.0%  Each hotel let to Travelodge Hotels Ltd – the UK’s second largest budget hotel brand

1 and its biggest independent brand with 546 hotels and over 41,000 rooms

 Travelodge has announced ten transactions between June and September 2017 with yields ranging 3.4% to 6.8%

2

Hotel Portfolio Net Initial Yield of 6.24% as at 30 June 2017

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SLIDE 20

2016 Financial results highlights Outlook

Alton Towers Hotel

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SLIDE 21

21

Market conditions and outlook

 The pace of growth in the UK economy has slowed markedly in 2017 which is negative for most

  • ccupational markets

 Despite record prices being paid by overseas investors for trophy assets, the London office cycle has peaked, with downside risks to both historically high rents and low yields  There is widespread concern that real household incomes will continue to be squeezed which will put downward pressure on retail rents  This creates a highly polarised market with domestic investors focussing on a relatively small part: logistics, south east industrials and well-let alternatives  An extended period of uncertainty is likely to keep interest rates low and continue to drive the search for yield  We expect this to continue until at least 2019

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22

Market conditions and outlook

 We seek to buy key operating assets with high barriers to entry let on long, index linked leases to defensive businesses with strong balance sheets  Such income streams are scarce, making SIR’s portfolio difficult to replicate  Indeed, we are now in a market where it appears easier to raise the money to buy well-let alternative property than to source high quality deals  We have avoided cash drag, maintaining balance sheet tension so that the growing demand for these assets has been fully reflected in our returns  This also allows us to maintain strong discipline in deal selection criteria  Having already assembled a £1.72 billion portfolio we have an established track record of sourcing deals and continue to believe that patience will be rewarded

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23

Conclusion

 Extremely defensive portfolio underpinned by high quality long duration income  Strong, growing dividend at c.3.9% annualised yield on EPRA NAV  On steady state, highly predictable illustrative 5 year annual EPRA NAV growth + dividends of c. 10% pa

1

 Managed by a well aligned team with a long term proven track record and experienced board  Firm intention to seek further growth opportunities

1 See assumptions on page 25

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SLIDE 24

Travelodge Nuneaton

Assumptions and Glossary

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SLIDE 25

Assumptions

1. Employs RPI swap curve at 13 September 2017, averaging increases of 3.5% per annum over the period 2. Constant valuation yield at 30 June 2017 external valuation yields 3. Only fixed uplifts on Ramsay leases: ignores potential for further uplifts from open market reviews 4. No purchases or sales of properties or lease variations 5. Constant Euro exchange rate as at 30 June 2017 of €1:£0.8779 6. 30 June 2017 exchange rate used throughout illustrative forecast periods (Euro denominated net assets amount to c.5% of the whole at 30 June 2017) 7. Valuation shift on sensitised valuation scenarios occurs on last day of calculation period

25

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SLIDE 26

Glossary

26

DSCR Debt service cover ratio, measured as rental income divided by payments due to lenders (comprising interest or interest plus amortisation as specified in relevant credit agreement) EPRA European Public Real Estate Association EPRA EPS A measure of EPS designed by EPRA to present underlying earnings from core operating activities EPRA NAV A measure of NAV designed by EPRA to present the fair value of a company on a long term basis by excluding items such as interest rate derivatives held for long term benefit, net of deferred tax EPS Earnings per share, calculated as the earnings over a period, after tax, attributable to members of the parent company divided by the weighted average number of shares in issue over the period Net Initial Yield Annualised net rents on investment properties expressed as a percentage of the investment property valuation, less purchasers’ costs Loan To Value LTV refers to the outstanding amount of a loan expressed as a percentage of property value NAV Net asset value Net LTV LTV calculated on the gross loan amount and any other secured liabilities, less cash balances Running yield The anticipated Net Initial Yield at a future date, taking account of any rent reviews in the intervening period TAR Total Accounting Return: The movement in EPRA NAV over a period plus distributions paid in the period, expressed as a percentage of EPRA NAV at the start of the period TSR Total Shareholder Return: The movement in share price over a period plus distributions paid in the period, expressed as a percentage of the share price at the start of the period WAULT Weighted average unexpired lease term

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SLIDE 27

Alton Towers

Appendix: Governance

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SLIDE 28

28

Highly Experienced Board: Independent Directors

Experienced Independent Directors Governance Structure Strongly Aligned with Shareholder Interests

 Board structure

  • Chairman highly experienced in long lease sector and independent of managers
  • 4 independent non-executive directors (including Chairman)
  • 3 management representatives on Board (Nick Leslau, Mike Brown and Sandy Gumm) must be in minority for all meetings

 Senior advisor to KKR and non- executive director at SEGRO Plc, F&C Commercial Property Trust and the M&G Asa Property Fund  Chairman of M&G Real Estate until 2013 and CEO from 1996 to 2012  Past President & board member of British Property Federation  Chartered Surveyor  Past Chairman of the Investment Property Forum and Commissioner of The Crown Estate  Non-Executive member of HMRC Risk & Audit Committee  Non-executive Chairman of The Risk Advisory Group  Treasurer to TRH the Prince of Wales and the Duchess of Cornwall 2005 to 2012  Former head of international expatriate tax at KPMG  Chartered Accountant  Trustee of the Diocese of Westminster  Senior Advisor to Morgan Stanley & Chairman (and former Co-head) of EMEA Real Estate Investment Banking  Non-Executive Director of Grosvenor Europe and the advisory board of Resolution Real Estate Advisers  Policy Committee member of the British Property Federation, member of the Bank of England Commercial Property Forum  Former member of the Government’s Property Unit Advisory Panel  Former Director of Songbird Estates  Senior Adviser to Eastdil Secured and Wells Fargo Securities  Chairman of The Prince’s Regeneration Trust. Past President of British Property Federation. Past Chairman of Investment Property Forum  Senior Director of The Crown Estate and Town Centre Securities  Former Chairman of Bank of England Commercial Property Forum  Former MD & Chairman of Credit Suisse European Real Estate Investment Banking

Jonathan Lane Nominations Committee Chair Ian Marcus Remuneration Committee Chair and Senior Independent Director Leslie Ferrar, CVO Audit Committee Chair Martin Moore Chairman

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SLIDE 29

29

A Proven Management Team with 130+ Years Combined Experience

Strong Manager Alignment

 Management team members have a strong track record of long-term investment in the companies they have managed (Burford, Prestbury, Helical Bar, Max Property Group Plc)

 Over 35 years’ real estate experience (Secure Income REIT Plc, Max Property Group Plc, Prestbury Group Plc, Burford Holdings Plc)  Extensive Plc board experience both as executive and non- executive  c.20 years with Prestbury  BSc (Hons) Est Man, FRICS  Over 34 years’ real estate experience in funds and listed companies (Secure Income REIT Plc, Max Property Group Plc, Helical Bar plc, Threadneedle)  c.8 years with Prestbury  BSc (Hons) Land Man, MRICS  Over 27 years’ experience in finance with extensive Plc board experience (Secure Income REIT Plc, Prestbury Group Plc, Burford Holdings Plc)  9 years with KPMG in Sydney and London  c.20 years with Prestbury  BEc, CA (ANZ)  Over 25 years’ experience as a Chartered Surveyor (Secure Income REIT Plc, Prestbury Group Plc, Jones Lang LaSalle, Hill Samuel Asset Management, MEPC)  c.15 years with Prestbury  MA Hons (Cantab), MRICS  Over 15 years’ experience in property investment, refurbishment and design  c.15 years with Prestbury  BSc (Hons) Est Man, MRICS Nick Leslau Prestbury’s Chairman Mike Brown Prestbury’s CEO Sandy Gumm Prestbury’s COO Tim Evans Prestbury’s Property Director Ben Walford Prestbury’s Senior Surveyor

Overseeing an experienced team of finance, property and administrative staff

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SLIDE 30

30

Management Team Strongly Aligned with Shareholders

 Management Team has among the largest shareholdings in the quoted UK Real Estate sector  Prestbury exclusively offers all qualifying long lease deals to the Company  Contract term to June 2022 – no renewal rights or termination payment at end of term  Incentive to achieve above target returns via incentive share awards of 20% of above target growth:

  • Target is higher of 10% above year end EPRA NAV and EPRA NAV at time of last incentive share award
  • Paid in shares subject to lock-in of 18 – 42 months
  • EPRA NAV before distributions of over 356p per share / £820.7 million to be exceeded before incentive

earned for 2017

  • Scheduled 2017 Independent Director review of incentive arrangements completed in March 2017; no

changes required; appropriateness of incentive fee structure to be reviewed again in 2019, three years ahead of expiry of the management agreement  Management meets overhead costs and receives advisory fee on sliding scale relative to EPRA NAV: paid in cash quarterly 1.25% p.a. up to £500m, plus 1.0% p.a. between £500m – £1.0bn, plus 0.75% p.a. thereafter

slide-31
SLIDE 31

25 50 75 100 Dec-1997 Dec-1998 Dec-1999 Dec-2000 Dec-2001 Dec-2002 Dec-2003 Indices Rebased to Prestbury NAV Per Share 31

A Proven Track Record of Delivering Shareholder Returns

Max Properties – Average Total Return of 17.1% p.a. (May-2009 – Sep-2014) vs. Peer Group1

De-listing and disposal of majority

  • f portfolio

25% p.a. returns

Prestbury Group Plc: Average Total Returns of 25% p.a. (1997 – 2003) Burford Holdings Plc – Total Returns of 34% p.a. (1987 – 1997)

A B C

Sources: Data compiled from company announcements and annual reports over the following periods: Max Property Group Plc (May 2009 to September 2014); London & Stamford Property Plc (May 2009 to September 2012); Metric Property Investments Plc (March 2010 to September 2012); LXB Retail Properties Plc (October 2009 to September 2014); LondonMetric Property Plc (January 2013 to September 2014); New River Retail Ltd (September 2009 to September 2014); and Conygar Investment Company Plc (May 2009 – September 2014). LondonMetric Property Plc was not listed as a cash shell but created through the merger of London & Stamford Property Plc and Metric Property Investments Plc which were listed in 2007 and 2010 respectively.

 The Prestbury Team has a strong track record including, between them, the management of three listed real estate investment vehicles, Burford Holdings Plc, Prestbury Group Plc and Max Property Group Plc

Prestbury Team Track Record

250 500 750 1,000 1,250 1,500 Dec-1986 Dec-1988 Dec-1990 Dec-1992 Dec-1994 Dec-1996 Rebased to 100 Burford NAV Progression Peers NAV Progression 34% p.a returns 8.2% p.a returns 14.6x 2.0x

NAV per share Distributions Previous Distributions FTSE 350 Real Estate Index

17.1% 15.6% 9.2% 8.2% 6.6% 6.1% 5.1% Max London Metric (Jan-13 - Sep-14) London & Stamford (May-09 to Sep-12) LXB Metric Retail (Mar-10 to Sep-12) NewRiver Retail Conygar Average NAV Total return per Share