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PRELIOS

Company Presentation

November 2012

Index

Prelios Snapshot
Prelios 9M 2012 Annexes

Mission

Our mission is to create sustainable value through real-estate strategies and solutions based on excellence, innovation and a seamless integration of competences

consolidate the positioning as a pure real estate manager, increasing the proportion of services for third parties and gradually reducing the invested capital; become a point of reference in real estate services for Italian and international investors through the offer of high standard in terms of quality, governance and transparency; create a sophisticated culture, thus contributing to the real estate sectors structural evolution.

COMPANY PRESENTATION

Prelios Snapshot

A leading real estate manager with a fully integrated business model of specialistic services (Agency, Property, Project, Credit Servicing), management activities (Fund and Asset management) and co-investments

MANAGEMENT PLATFORM
Funds and assets

CO-INVESTMENTS

management Agency Property & Project Management Credit Servicing

Real estate Funds Real estate SPVs NPLs

THIRD PARTIES THIRD PARTIES PORTFOLIO PORTFOLIO

COMPANY PRESENTATION

A lean and efficient organization

COMPANY PRESENTATION

Index

Prelios Snapshot

Prelios 9M 2012
Annexes

Results and Targets


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SEPTEMBER 2012

SEPTEMBER June 2011 2011

EBIT Mgmt Platform

+10.1

1)

+15.4

EBIT Investment

-49.6

2)

-9.3

Net Income

-171.0

-152.9

Net Financial Position

523.6

474.2

Net Equity

153.7

464.4

1) Excluding impairment losses on service platform of 2.5 mln 2) Figures include -35.8 mln as impairment test losses in September 2012 (-25.5 mln in June 2012) and 2.9 mln as loss on CFT portfolio partial sale

COMPANY PRESENTATION

Consolidated Profit and Loss


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SEPTEMBER 2012 95.8 91.6 4.2 9.0 1.1 (2.5) 7.6 (14.6) (44.4) 9.4 (49.6) (41.9) SEPTEMBER 2011 121.6 113.6 8.0 14.5 0.9 15.4 (15.3) (13.9) 19.9 (9.3) 6.1 31.8 (41.9) (36.8) (78.7) (12.5) (68.0) 0.0 (159.2) (10.6) (169.8) (1.2) (171.0) 37.9 (23.7) 14.2 (21.1) (136.1) (8.9) (151.9) (2.2) (154.1) 1.2 (152.9)

Revenues of which service activities of which other revenues EBIT services Income from equity participations services Impairment test management platform Management platform/G&A EBIT consolidated investment activities Income from equity participations Interest income from Shareholders' loans Investments EBIT incl. income from equity part. & interest income from shareholders' loans Rinascente/Coin gain net of related expenses Profit (loss) before financial expenses, one off property tax, restructuring costs, property writedowns/revaluations and income taxes Financial charges Profit (loss) before property tax, restructuring costs, property writedowns/revaluations and income taxes Restructuring costs Real estate writedowns/revaluations One off - Property tax Profit before taxes Income taxes Net income Minority interests Net income after minority interests

COMPANY PRESENTATION

Key metrics as September 2012


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Management platform
Result Net Invested Capital

Co-investments
Mkt.Value 1) Mkt.Value 100% pro rata Net Debt pro rata NAV pro rata

Fund & Asset Agency


Property & Project

6.7 (1.3) 5.5 (0.5) 10.4 (7.1)

Italy Germany Poland

3,030 3,911 92

957 825 31

498 595 (1)

459 230 32

Real Estate

7,033

1,813

1,092

721

NPL &- Credit Servicing Total Platform G&A

NPL

1,088

Total coinvestments
Third parties

8,121

1,813

1,092

721

3,287

26

14

12

Total

3.2

156

Total

11,408

1,839

1,106

733

1) Market value based on third party evaluator valuations 2) As NAV for NPL has been considered the net invested capital of 52 million

COMPANY PRESENTATION

Prelios Portfolio September 2012


Asset under Management ~ 11.4 bln (mkt value)
1

(included NPL ~ 1.1 bln (book value) and Real Estate ~ 10.3 bln)

10%

NPL Real Estate

90%

Breakdown by Geographical area

Italy: Breakdown by use


Residential & Trading

Germany & Poland: Breakdown by use


Residential & Trading Third parties Commercial & other

13%

51%

48%

Italy Poland Germany

38%

11%

Development & Other Third parties


54%

20%

26%

38%

1%

Commercial Yielding & core

1) Market value based on December 2011 appraisals adjusted of capex and sales of Q1 where new appraisals are not performed

10 COMPANY PRESENTATION

Sales trend
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ITALY GERMANY POLAND

1,464.1

Exit value of sales in line with book value

472.0
La Rinascente Piazza Duomo disposal

710.4 Italy

238.4

478.4
749.4 235.9

242.0
0.5 4.3

September 2012
11 COMPANY PRESENTATION

September 2011

Net Financial Position Dec 2011-Sep 2012


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13 36.2 11 (41.6) 11.5 5.5

488.0

523.6

December 2011

Sales and distributions

Equity contrib. to funds and SPV

Restructuring costs

Financial expenses

Taxes

NWC and other

September 2012

12 COMPANY PRESENTATION

Group Corporate Lines


(/mln)

Bank
CLUB DEAL (i) INTESA SANPAOLO

Current Lines
359 20
(ii)

Expiry
Dec-14 Jun-13

Sub total PIRELLI&C.

379 160 Jul-17

TOTAL
Average margin 665 bps (*)

539

(*) Weighted average margin of Club Deal and Pirelli & C.


(i) Club Deal participants: Unicredit Intesa SanPaolo Monte Paschi Siena Banca Popolare Milano 132M 57M 50M 50M Banca Popolare Sondrio Banca Popolare Emilia Romagna Banca Carige UBI - Centrobanca 20M 20M 20M 10M

(ii) Amortizing with financial covenants related to maximum level of NFP and minimum level of Equity;

13 COMPANY PRESENTATION

Financial situation of co-investments (aggregate debt)


(/bln)

Net debt as of September 2012


LTV pro-rata Prelios 67%: Real Estate 60%

Net debt as of December 2011


LTV pro-rata Prelios 65%: Real Estate 61%

9.0 8.1

6.2 5.7
0.3

1.4

0.3

1.1
0.5 Italy 0.6 Ger & PL

1.6

0.3

1.3
0.6 Italy 0.7 Ger & PL

AuM M.V. 100%

Net Debt Net Debt 100% pro rata

NPL

Real Estate

AuM M.V. Net Debt Net Debt 100% 100% pro rata

NPL

Real Estate

14 COMPANY PRESENTATION

Financial situation of co-investments

Bank Loan characteristics

1)

LTV Real Estate 60% : Italy 52%, Germany 72% (pro-rata Prelios) Average Duration 1.6 (1.6 pro-rata Prelios): Italy 1.2, Germany 1.8 Average Spread : 235 bps (pro-rata Prelios) 75% interest rate risk hedged (pro-rata Prelios) Recourse guarantees for approx. 46.6 mln (pro-rata Prelios)

1)

Excluded NPL and subsidized loans

15 COMPANY PRESENTATION

Index

Prelios Snapshot Prelios 9M 2012

Annexes

16

16

A guide to better understand our numbers

INDICATORS

DRIVERS

Revenues

Sales of consolidated assets Offer of specialised services (listed below) Asset Mgmt. Fund Mgmt. Agency Property & Project Credit Servicing Disposal of consolidated assets/activities

Ebit from management platform

Ebit from consolidated investment activities

Income from equity participations

Pro rata net income from sales of minority investments (funds/ vehicles) Capital gain on participation disposals

17 COMPANY PRESENTATION

Management Platform
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SEPTEMBER 2012
ITALY Fund & Asset management Property & Project Agency NPL - Credit Servicing G&A (Holding) Revenues Ebit Revenues Ebit Revenues Ebit Revenues Ebit Revenues Ebit Revenues Ebit GERMANY Revenues Ebit Revenues Ebit Revenues 17.6 6.7 11.5 5.5 8.3 (1.3) 9.8 (0.5) 1.1 (7.1) 48.4 3.2 42.3 7.0 0.9 (0.1) 91.6 10.1
1)

SEPTEMBER JUNE 2011 2011


22.7 13.5 16.6 5.9 18.8 2.0 8.5 (3.9) 3.3 (7.8) 69.9 9.7 42.4 6.9 1.4 (1.2) 113.6 15.4

POLAND

TOTAL

1) Excluding impairment losses on service platform of 2.5 mln

18 COMPANY PRESENTATION

Management Platform Germany


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SEPTEMBER 2012

SEPTEMBER 2011

Asset Management Revenues Ebit Agency Revenues Ebit Property/Facility Revenues Ebit 29.1 2.4 29.6 1.6 5.4 2.7 2.4 0.3 7.8 1.9 10.4 5.0

Total Revenues Ebit 42.3 7.0 42.4 6.9

19 COMPANY PRESENTATION

Prelios Assets Breakdown as of September 2012


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Mkt. Value 100% 30.09.12

Book value 100% 30.09.12

Net debt 100% 30.09.12

Mkt. Value pro rata Prelios 30.09.12

Book Value pro rata Prelios

Net Debt pro rata Prelios

LTV pro rata

NAV pro rata Prelios

NIC pro rata Prelios

EBIT+IEP+IIP

ITALY

3,030

2,746

1,563

957

889

498

52%

459

335

-15.8

GERMANY

3,911

3,898

3,067

825

820

596

72%

229

177

1.1

POLAND TOTAL REAL ESTATE CO-INVESTED THIRD PARTIES ITALY THIRD PARTIES GERMANY 1) TOTAL REAL ESTATE

92

48

-1

31

16

-1

-2%

32

-0.4

7,033

6,692

4,629

1,813

1,725

1,093

60%

720

521

-15.1

1,873 1,414

1,727 1,414

421

26

23

14

55%

12

0.1

10,320

9,833

5,050

1,839

1,749

1,107

60%

732 NPL (investment) MANAGEMENT PLATFORM

529 52

-15.0 -34.6

154

7.6

1) The company considers Baubecon investment out of

the calculation of net asset value startingfrom 30.09.2011

TOTAL PRELIOS

734

-41.9

20 COMPANY PRESENTATION

Italy: Real Estate Assets Breakdown as of September 2012


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Mkt. Value 100% 30.09.12 Book value 100% 30.09.12 Net debt 100% 30.09.12 Mkt. Value pro rata Prelios 30.09.12 Book Value pro rata Prelios Net Debt pro rata Prelios LTV NAV pro rata Prelios NIC pro rata Prelios EBIT+IEP+IIP

COMMERCIAL YIELDING & CORE TRADING & SOHO

1,876

1,705

978

516

493

284

55%

232

182

1.4

612

539

420

217

191

141

65%

75

39

-6.9

DEVELOPMENT

130

120

-51

60

56

-4

-7%

64

44

-3.7

LANDS

413

382

216

164

149

77

47%

88

69

-6.6

TOTAL ITALY COINVESTED

3,030

2,746

1,563

957

889

498

52%

459

335

-15.8

THIRD PARTIES

1,873

1,727

421

26

23

14

55%

12

0.1

TOTAL ITALY

4,903

4,473

1,984

983

912

512

52%

471

343

-15.7

Third parties Lands 38% 38% Development Trading & Soho 13% 3% 8% Commercial Yielding & Core

21 COMPANY PRESENTATION

Prelios SGR at a Glance


DESCRIPTION
5,9

AuM(2) & AVERAGE FEES(3)

Prelios SGR, 90% owned by Prelios Group (the remaining 10% is owned by Intesa Sanpaolo banking group), is a property fund and asset management company 66

4,7

4,5

63 55

The company is active in promoting, setting up and managing real estate investments funds, in real estate advisory and in third parties separate account management
FY2010 AuM ( bn) FY2011

1H 2012 Average Fee (bps)

Prelios SGR currently manages 20 main categories:

funds(1),

divided into 3

AuM BREAKDOWN BY TYPE OF FUND

2 ordinary listed retail funds 7 ordinary institutional real estate funds 11 opportunistic real estate funds targeting institutional investors 20% 11%
Ordinary Institutional

Total AuM(2) as of June 2012 of ~4.5 bn and NAV of ~1.8 bn

44%

Opportunistic Ordinary listed Separate Account

25%

(1) Prelios SGR also manages a third parties separate account (2) Total AuM at open market values, including third parties separate account managed by Prelios SGR (3) Fees on AuM at book value

22 COMPANY PRESENTATION

The Italian SGR Model

The real estate fund is a segregated pool of assets set up and managed by a regulated entity, the Societ di Gestione del Risparmio (SGR) The SGR independently manages the fund assets in the interest of fund unit-holders

REGULATORY AUTHORITIES BANK OF ITALY CONSOB

FUND MANAGEMENT COMPANY (SGR)

UNIT-HOLDERS

Fund & Asset Management


Management Fees

CLOSED-END REAL ESTATE FUND

Fund Units
Dividends/ Unit Reimbursements

Property & Project Manager, Agency, Depositary bank, Auditors etc.

INCOME STATEMENTEXAMPLE
Rents (+) Gain/(losses) on assets disposal (+/-) Management Fees (-) Other Fees and other costs (-) Financial Interests (-) Net Income

BALANCE SHEETEXAMPLE
Assets RE Assets (AuM RE) Other Assets Total AuM Liabilities Financial Debt Net Asset Value (NAV) Sources of Funds

23 COMPANY PRESENTATION

The Italian Real Estate Funds Market


DESCRIPTION ITALIAN REAL ESTATE FUNDS NAV EVOLUTION (/BN)(3)
22 22 23 24 26 26

The Italian Real Estate fund market is one of the few industries constantly growing in the last 10 years Transparent regulatory environment Favorable tax treatment (tax-free instruments at fund level except for real estate property taxes(1)) Nearly 300 funds for a total NAV of ~ 36 bn(2) ~6% NAV growth year on year(3) ~26% NAV growth in the last 3 years(3)

Reserved (Contribution)

14.7

14.9

15.8

16.9

18.7

19.0

Reserved (Cash) Retail (contribution)

1.6 1.9 3.8


FY 2009

1.6 1.9 3.8


1H 2010

1.9 1.9 3.8


FY 2010

1.9 1.8 3.7


1H 2011

1.8 1.6 3.6


FY 2011

1.8 1.5 3.5


1H 2012

Retail (cash)

ITALIAN REAL ESTATE FUNDS ASSET ALLOCATION(3)


1% 3%

Italian market characterized by different types of closed-end real estate funds Asset contribution vs. cash Retail vs. institutional investors Asset mix mainly composed by offices (60% of AuM)

3% 9% 6% 8%

Offices Mixed Retail Other Residential

60% 10%

Tourism/Hospital Industrial Logistic

Sources: Assogestioni, Scenari Immobiliari (1) Taxation applies to fund distributions to unit-holders, with different incidence according to the investor type (2) As of December 2011 (based on Scenari Immobiliari figures) (3) As of June 2012 (based on the number of funds analyzed by Assogestioni only)

24 COMPANY PRESENTATION

Third Largest Fund Management Company in the Italian Market


ASSETS UNDER MANAGEMENT (/BN)
8,9 5,2 4,4(1) 4,3 3,7 3,0 2,1 2,1 1,6 1,1 1,1 0,8 0,8 0,8 0,8 0,7 0,7 Other SGRs 3,6

Italian SGRs manage nearly 40 bn of assets(2) Prelios SGR is the 3rd Italian largest player with a 10% market share and is active in the development and management of both retail and institutional investors real estate funds Concentrated market with 8 companies representing nearly 62% of total assets under management Significant opportunities for further consolidation with many SGRs managing less that 2 bn of assets

Source: Semi-annual report Fondi Immobiliari ItalianiAssogestioni/IPD (June 2012) and Prelios SGR analysis on company data (as of December 2011) for Hines SGR, Beni Stabili Gestioni SGR, Est Capital SGR Note: (1) Total AuM as of June 2012 (including a third parties separate account managed by Prelios SGR) (2) Based on the number of funds analysed by Assogestioni only and on Prelios SGR analysis on company data

25 COMPANY PRESENTATION

Prelios SGR Assets Under Management Overview


DESTINATION OF USE GEOGRAPHICAL LOCATION

5% 6%

5% 7% 39% 9% 9%

9% 22%

25%

20%

6% 4%

24% 10%

Milan & Province Offices Telephone exchanges Residential Retail & entertainment Industrial/Logistics Other Turin Palermo Other North-West Provinces Other South & Island Provinces

Rome & Province Naples Other North-East Provinces Other Central Provinces

Assets Under Management are mainly composed by offices, telephone exchanges and retail assets

Prelios SGR manages over 1,150 properties mainly located in the largest Italian cities (~46% of AuM in Milan and Rome)

PROPERTY EXPERTISE ACROSS ALL SECTORS AND MARKETS


Figures as of June 2012

26 COMPANY PRESENTATION

Sound Investors Base


DESCRIPTION FUNDS CURRENT UNIT-HOLDERS

In Italy, the demand of funds units and asset management services is mainly driven by financial institutional and corporate investors aiming at rationalizing assets under management and diversifying risk Insurance companies Pension funds Foundations Financial Institutions
39% 12% 3% 1% 11% 7% 27%

Financial Insitutions/Sovereign Funds Corporate Investors/Investment Funds Public Entities Free float

Insurance Companies Foundations/Pension Funds Family Offices/High Net Worth individuals

MANAGEMENT TEAM WITH A DEEP KNOWLEDGE OF THE ITALIAN INSTITUTIONAL INVESTORS MARKET AND ABLE TO DEVELOP A SOUND INVESTORS BASE ON THE PORTFOLIO UNDER MANAGEMENT

Figures as of June 2012

27 COMPANY PRESENTATION

Funds Under Management


ORDINARY
FUND NAME
Spazio Industriale FIPRS (Regione Sicilia)

Anastasia

Armilla

Fedora

MAIN DESTINATION OF USE

Office

Retail

Office

Industrial

Office

Office

Office

Industrial

Office

INVESTOR TYPE

Institutional

Retail

Retail

Institutional

Institutional

Institutional

Institutional

Institutional

Institutional

AuM (/M)

511

486

432

382

315

284

232

211

61

DURATION (YEARS)

12

10

10

10

10

16

15

17

EXPIRING DATE

2016

2014

2014

2015

2020

2022

2021

2021

2015

Figures as of June 2012

28 COMPANY PRESENTATION

Funds Under Management (contd)

OPPORTUNISTIC
FUND NAME
Social & Public Initiatives Retail & Entertainment

Patrimonio Uffici

Citt di Torino

Monteverdi

Hospitality & Leisure

Enasarco Uno

Vivaldi

Portafogli Misti

MAIN DESTINATION OF USE

Office

Office

Retail

Office

Resident.

Industria l

Other

Resident.

Resident.

Other

Resident.

INVESTOR TYPE

Institut.

Institut.

Institut.

Institut.

Institut.

Institut.

Institut.

Institut.

Institut.

Institut.

Institut.

AuM (/M)

232

206

144

127

103

78

62

47

44

37

26

DURATION (YEARS)

10

10

10

30

10

EXPIRING DATE

2015

2014

2014

2013

2015

2017

2016

2015

2040

2015

2016

Figures as of June 2012

29 COMPANY PRESENTATION

A Successful Track Record


Historical leadership in the Italian market, with strong international recognition
Ranked # 1 in terms of AuM in the Italian market for 6 years in a row (until merger between Fimit SGR and First Atlantic RE SGR)

Deep knowledge of the market being one of the first asset management companies established in Italy
Origins dating back to 2003

Integrated team of real estate professionals with experience in negotiation, structuring and completion of real estate transactions
Prelios SGR team has pursued the setting up of funds for more than 9 bn of assets contribution value and realized more than 4 bn of disposals in the past 8 years

Establishment of a series of highly successful and innovative products that have positively transformed the market
Launch in 2004 of Tecla, the Italys first seeded real estate fund for retail investors, and Cloe, the first seeded real estate fund for institutional investors Addressing the needs of institutional investors, launching a number of ordinary and opportunistic (hedge-type) funds Launch in 2007 of the first funds aiming at the valorization of the public portfolio in partnership with Italian local authorities (FIPRS and Citt di Torino) Recent launch of funds placed to a broad arena of institutional investors, such as Anastasia in 2010

30 COMPANY PRESENTATION

Property & Project Management - Profile

Prelios Property & Project Management is a full service provider for medium and large customers
with more than twenty years experience in its field with a knowledge based model

Prelios Property & Project Management is a leader in the Italian market for integrated technical and administration services for real estate management and value enhancement. In more than 20 years, Prelios Property & Project Management has promoted and coordinated large urban projects that rank among Europes most significant for size and quality. As of today, the 50% of turnover is carry out with Third Parties.

31 COMPANY PRESENTATION

Property & Project Management Description of Services


Administrative Management
This activity directly takes charge of all aspects of administration & service provision: from the management of lease agreements, active and passive, on behalf of the owner and the tenant; from invoicing and collection activities to management of late payments and litigations; from operating costs management to reporting; as well as to any task related to property taxes. This activity manages all third party property service providers, including the relevant tender processes, develops and coordinates the mandated maintenance, and ensures full compliance with all safety laws.

Building Management Documentation Management, Due Diligence and Sales Support Management & Development of Shopping Center

These activities make it possible to carefully evaluate the potential of an investment; they paint a clear picture of the opportunities and the possible problems. It takes charge of any task related to documentation management, due diligence from analysis and maps to the fulfilments involving regulations and certifications and sales support. These activities carry out all the different tasks relevant to the management of a shopping center, maximizing the profitability of such an investment. The Company manages all operational aspects of services provision; all administrative issues and relations with retailers; marketing and promotional events; and tenant mix enhancement and reinforcement plans (in cooperation with Prelios Agency). Providers of services such as feasibility analysis, planning and construction, design manager, project manager, general building contractor, and guarantee of excellent results devoting special attention to its efficiency and safety

Project Management

PhotoVoltaic Systems

From 2011. These activities include the optimization of properties environmental impact, the area of green building (when designing new buildings), the possible solutions for green retrofitting (in existing buildings), all the stages of developing, designing and installing medium and large sized photovoltaic plants, particularly those installed on buildings (BAPV/BIPV).

32 COMPANY PRESENTATION

Property & Project Management - Track Record


Prelios Property Management
Transaction Period Description Number of lease Agreement s

Comune di Milano

From Jan, 2003 to Sept, 2009

Manager: Properties: Annual rent: Activities: litigation,

Prelios Property Sovigest Manutencoop Social Housing, Lotti 2/4 _ Approx 10.000 lease agreements Approx 12 mln Call center, administration and service provision, management of late payment and evicted, property service and maintenance

10,000

INPDAP (1)

From Jan,2002 to Jul, 2004

Manager: Properties: Annual rent: Activities: and litigation, Manger: Properties: Annual rent: Activities: and litigation, Manager: Properties: Annual Rent: Activities: and litigation, Manager: Properties Annual rents: Activities: and litigation, Manager: Properties Annual rents: Activities: and litigation,

Prelios Property AGIED Immobiliare Confaro Ente Lotti Rented portfolio, Lotti 3/10 _ Approx 7.500 lease agreements Approx 25 mln Call center, administration and service provision, management of late payment evicted, property service and maintenance, sales support Sovigest - Prelios Property Ente Lotti Rented portfolio, Lotti 1/9 _ Approx 7.000 lease agreements Approx 25 mln Call center, administration and service provision, management of late payment evicted, property service and maintenance, sales support. Sovigest - Prelios Property Portfolio ex INPDAI, Ente Lotto 3 _ Approx 8.000 lease agreements Approx 22 mln Call center, administration and service provision, management of late payment evicted, property service and maintenance, sales support. Prelios Property Immobiliare Confaro portfolio ex INPDAI, Ente Lotto 1 _ Approx 2.500 lease agreements Approx 7 mln Call center, administration and service provision, management of late payment evicted, property service and maintenance, sales support. Prelios Property Portfolio Telecom _ Approx 9.000 lease agreements Approx 7 mln Call center, administration and service provision, management of late payment evicted, property service and maintenance, sales support.

7,500

INPDAP (2)

From May,2002 to Jul, 2004

7,000

INPS (1)

From Jul, 2002 as of today

8,000

INPS (2)

From Jul, 2002 as of today

2,500

TELECOM

From Nov, 2002 to

9,000

33 COMPANY PRESENTATION

Property & Project Management - Track Record


Management & Development of Shopping Center
As part of a company completely focused on the customers needs PP&PM can provide a full range of services, supported by our Groups track record. PP&PM is the first in Italy to design, develop, and manage Entertainment Centres. All activities are managed on the basis of the specific needs of the project: management, marketing, building and project. The centres currently managed by PP&PM are the following: Bicocca Village & Bicocca Village Gate (Milan) 45Parallelo, Moncalieri Centre (Turin) Grotte Centre, Camerano (Ancona) Borgonovo Entertaintment Centre (Perugia)

Selection of major Prelios Property & Project Managements Clients

34 COMPANY PRESENTATION

Property & Project Management - Track Record


Prelios Project Management
Project Client Gross surface (s.l.p.): Tenant Use Constructio n Cost Time PP&PM Main Activities

Grande Bicocca (Milano)

Bicocca University Deutsche Bank Pirelli & C. Siemens, etc.

825,000 sq.m.

N/A

Mix Use Development

N/A

1985 - 2010

Project Management

Headquarters Pirelli (Milano) Lambda S.r.l. 14,100 sq.m. Pirelli & C. S.p.A. Offices Euro 32 mln end in 2003

Coordination of Building Permits, Project Management, Development Management, Tender and Purchasing

Headquarters Prelios (Milano) Cloe Fund 12,070 sq.m. Prelios S.p.A. Offices Euro 23 mln end in 2009

General Building Contract (GBC)

Bicocca Village + Gate (Milano)

29,165 sq.m + 8,994 sq.m. UCI Cinemas, Virgin Active, Play City, Darty, etc.

Entertainment & Retail Center

Euro 41 mln + Euro 18.7 mln

end in 2004 Coordination of Building Permits, Project Management, Development Management, Tender and Purchasing

Olinda Fondo Shops

estimate end in 2011

35 COMPANY PRESENTATION

Property & Project Management - Track Record


Prelios Project Management
Project Client Gross surface (s.l.p.) Tenant Use Construction Cost Time PP&PM Main Activities

Headquarters 3M Italia (Pioltello, Milano)

3M Italia S.p.A.

10,600 sq.m.

3M Italia S.p.A.

Offices

Euro 22 mln

end in 2010

General Building Contract (GBC)

Headquarters RCS (Milano)

Iniziative Immobiliari 2 S.r.l.

91,000 sq.m. (46,500 sq.m. built) RCS Media Group Offices Euro 74.0 mln end in 2010 Project Management

Portello Area ex Alfa Romeo Square (Milano)

Auredia S.r.l.

26,200 sq.m.

Finiper

Retail Center

Euro 39 mln

end in 2004

Coordination of Urban and Building Permits, Design Management, Development Management,

Tritone (Roma)

Retail & Entarteintment Fund

17,350 sq.m.

La Rinascente

Retail

Euro 45.0 mln

estimated end in 2014

Project Management

Manifatture Tabacchi (Milano)

Manifatture Milano

84,282 sq.m.

Manifatture Milano

Mix Use Development

N/A

estimated end in 2014

Project Management

36 COMPANY PRESENTATION

Agency - Profile

Prelios Agency is a key player in the real estate integrated-service industry.

Over time, Prelios Agency has accrued an in-depth knowledge of the market and of the various real estate asset classes.

Thanks to its in-depth knowledge of these markets, Prelios Agency is the benchmark that Italian and International private and institutional clients look to.

The Company is Knight Franks exclusive Italian associate for commercial real estate. Knight Frank, in a partnership with Newmark, is a world leader in real estate consultancy, with offices in five continents.

37 COMPANY PRESENTATION

Agency - Description of Services

Brokerage & Advisory ... for investors

Prelios Agency provides accurate evaluations, from an analysis of the market situation to the formulation of a Brokers Opinion of Value; careful fine-tuning of an investment strategy, a business plan or a marketing plan; dedicated scouting work aimed at the acquisition of out-ofmarket property. The Company offers an evaluation of entire portfolios through geo-marketing instruments; defines strategies, business plans and marketing plans together with the client; finds buyers, users and leaseholders. Finally, it takes charge of commercial contacts, guides the negotiating process and structures the transaction, giving assistance to the landlord up to and including the closing of the deal. Prelios Agency can represent the owners of land, properties and property portfolios, providing effective coordination and specialized skills to obtain the highest value from the asset sold or leased. Prelios Agency identifies properties with the required characteristics, through carefully tailored scouting work. It provides the same service and expertise in high street retail, via the FIM brand. Also, Prelios Agency can conduct a negotiation in the most effective way, structuring the transaction up to and including the closing of the deal. The services provided by Prelios Valuations & e-Services include Full Appraisals to evaluate the worth of individual buildings or property portfolios through proprietary models for economic and financial analysis; Mass Appraisals, for the statistical re-evaluation of large property portfolios through the Magister system, accessed via a Web channel; Loan Services, for evaluating property collateral used as a credit guarantee, both for performing and for distressed portfolios; e-Services for the distribution of all services through a nationwide property portal.

... for owners

... for tenants

Appraisal

38 COMPANY PRESENTATION

Agency - Track Record - Brokerage


Prelios Agency
Address Year Building Use Tenancy Purchase price Buyer

Milano, Piazza del Duomo

2011

Entire building

Department Store Rinascente

Monotenant

Euro 472 mln

Institutional Investor

Napoli, Via Toledo

2011

Entire building

Retail

Vacant

Euro 30 mln

Private Investor

Milano, Corso Buenos Aires

2011

Entire building

Retail

Pluritenant

Euro 39 mln

Private Investor

Montevarchi Loc. Becorpi

2011

Entire building

Industrial

Monotenant

Euro 30 mln

Private Investor

Milano, Corso Garibaldi

2010

Entire building

Office

Pluritenant

Euro 43 mln

Institutional Investor

Roma, Via Colombo

2010

Entire building

Office

Monotenant

Euro 73 mln

Institutional Investor

Napoli, Via Depretis

2010

Entire building

Office

Vacant

Euro 23 mln

Private Investor

39 COMPANY PRESENTATION

Agency - Track Record - Brokerage


Prelios Agency
Adress Year Building Use Tenancy Purchase price Buyer

Palermo, Loc. Terrasini

2010

Entire building

Hospitality

Monotenant

Euro 23 mln

Private Investor

Firenze, Via Cavour / Ricasoli

2010

Entire building

Office

Vacant

Euro 28 mln

Institutional Investor

Milano, Corso Europa

2009

Entire building

Office / Retail

Pluritenant

Euro 65 mln

Private Investor

Milano, Via del Lauro

2009

Entire building

Office

Pluritenant

Euro 60 mln

Institutional Investor

Milano, Via Santa Sofia

2009

Entire building

Office

Vacant

Euro 37 mln

Private Investor

Transaction

Year

Sales Support Activity: Experience in Management of Public Properties Management activities of the assessment, technical due diligence and documentation of a portfolio of over 300 properties (of which 151 directly managed by Prelios Agency) referring to a public institutions for an equivalent market value of over 1.5 bln. This activities were carried out by the Consorzio G6 Advisor (Prelios Agency, Romeo, Intesa San Paolo and Deloitte) on behalf of the Ministry of Labour and Social Affairs, the Ministry of Economy and Finance and SCIP Securitization of Real Estate Public Company Ltd.)

(/mln)

SCIP 1

2000

1.500

40 COMPANY PRESENTATION

Agency - Track Records - Appraisal


Prelios Valuations
Typology Customer
Poste Italiane Main Customer & number of appraisal Ing Direct Intesa San Paolo Iside Deutsche Bank Banca Popolare dellEmilia Romagna Credem Leasing Credem DB Mutui
2008

2008
11,100

2009
13,000

2010
10,570

2011
10,400

Track Record

3,350

3,700

5,550

10,500

Loan Service

8,400

13,200

233,000

251,000

249,000

263,000

53,000

116,000

92,000

Main Customer & number of appraisal

103,000

22,000

52,000

67,000

Mass Appraisal
6,000 5,000 3,000

7,000

3,000

4,000

5,000

14,000

3,000

3,000

SNAM PIRELLI BANCO DI SARDEGNA TOURING CLUB ITALIANO THETIS CARISPAQ AGOS ITAFINCO

Main Customer Per year

2009

COGEMAR BANCA INTERMOBILIARE DI INVESTIMENTI E GESTIONI BANCA POPOLARE DI APRILIA GEFIN IMMOBILIARE SRL CEAM BANCA POPOLARE DI RAVENNA TECNOCOSTRUZIONI

Full Appraisal
2010
EUROPA RISORSE AHLSTROM OFFICINE FONDERIE CERVATI BAYER CROP SCIENCE PRELIOS CREDIT SERVICING UNITED SAFETY

2011

CREDIT SUISSE DHL PIAGGIO AERO STOLL PORSCHE ENPAIA KNIGHT FRANK

41 COMPANY PRESENTATION

Credit Servicing - Profile

Prelios Credit Servicing Spa (PRECS) is a NPL Servicing company registered as art.107 of Banking Law company. Thanks to its unique track record in the NPL market, PRECS is one of the main Italian player of the sector with 8 bln of assets under management. The positive opinion of the rating agencies confirms the authoritativeness and the reliability of the company.

42 COMPANY PRESENTATION

Credit Servicing - Description of Services


PRECS manages the whole servicing process, from planning to execution and administrative aspects, offering customized and high level solutions to meet increasingly complex and sophisticated needs Main Services

Loan Management structure to proactively manage secured and unsecured claims throughout the domestic market Proprietary IT platform specific for NPL management Master Servicing Function carrying out all the servicing activities related to the Law 130 Vehicles Portfolios. Legal Network Coordination to improve efficiency and selection of the external lawyers National NPL Consultant Network aimed at speeding up collection recovery, negotiating out-of-court proposals and finding third party buyers at auctions and technical department to evaluate the guarantees for the Npls Portfolio Asset department to support the NPL collection under the guidelines of the applicable special services documentation and interface with external sources including securitized bond investors and rating agencies.

43 COMPANY PRESENTATION

Credit Servicing AuM as of September 2012


GBV (MM) Valore Nominale

Portfolio

Originator

Portfolio SAGRANTINO ELIPSO CALLIOPE ISLAND REFINANCING ICR8 CFT LSF TOTAL PARTECIPATED BNL Cassa di Risparmio di Cento Zeus Finance srl TOTAL THIRD PARTIES GRAND TOTAL

Originator BPVN, Intra, Akros, Barclays, Bank PLC BAPV BNL BdS

GBV ( mln) 1,539.04 2,233.74 822.17 1,842.87 1,187.55

Banca Pop. Intra, Antonveneta, Ist. Credito Fondiario Toscana UCB Banca Italfondiario

5.60 30.36 7,661.33 24.43 37.50 935.98 997.91 8,659.24

44 COMPANY PRESENTATION

Germany & Poland: Real Estate Assets Breakdown as of Sept 2012


(/mln)

Mkt. Value 100% 30.09.12

Book value 100% 30.09.12

Net debt 100% 30.09.12

Mkt. Value pro rata Prelios 30.09.12

Book Value pro rata Prelios

Net Debt pro rata Prelios

LTV

NAV pro rata Prelios

NIC pro rata Prelios

EBIT+IEP+IIP

DGAG (Residential) HIGHSTREET1) (Commercial) Residential Small deals Commercial & other TOTAL GERMANY COINVESTED THIRD PARTIES GERMANY (BAUBECON) 1)

923

919

668

369

368

267

72%

102

73

2.0

2,731

2,731

2,289

330

330

277

84%

54

43

0.0

117

116

79

59

58

40

68%

18

15

-2.6

139

132

31

66

64

12

18%

55

45

1.7

3,911

3,898

3,067

825

820

596

72%

229

177

1.1

1,414

1,414
2)

TOTAL GERMANY

5,325

5,312

3,067

825

820

596

72%

229

177

1.1

TOTAL POLAND LANDS

92

48

-1

31

16

-1

-2%

32

-0.4

1) The company considers Baubecon investment out of

the calculation of net asset value starting from 30.09.2011

45 COMPANY PRESENTATION

Germany - Residential Co-Invested Portfolio: a snapshot (Sept. 2012)

Total Asset Under Management at Market Value of 1.0 /bln. The portfolio in JV focused in North (93%) Units owned ~ 20k. Units managed ~ 70k Vacancy ~ 3,0% Annual estimated NCR 75 /mln Yield on BV ~ 7,3%
Southwest 4% Braunschweig Magdeburg 7% 3%

Hamburg 17%

Lbeck 42%

Kiel 28%

Germany - Bad Oldesloe, Berliner Ring (DGAG)

46 COMPANY PRESENTATION

DGAG: Key data September 2012 Units: 18,139 Cities: Kiel, Lbeck Yield: 7.3 % Vacancy: 2.4% Vacancy
Vacancy RU %
4,00% 3,50% 3,00% 2,50% 2,00% 1,50% 3,2% 2,9% 2,4% 3,6% 3,0% 5,20 5,13 2,4% 2,3% 2,2% 2,2% 5,00 5,00 2,4% 5,10 5,06 5,19 5,14 5,16 5,21 5,30

Rents Growth
NRC EURO/qm
5,24

5,09

5,11

4,90

Vacancy Rate

Rent per square meter development (net rent contracted residential and commercial)

47 COMPANY PRESENTATION

Commercial Co-Invested Portfolio: a snapshot (Sept. 2012)


Total Asset Under Management at Market Value 2.7 bln Highstreet n.89 assets almost fully let to Karstadt and passing rent 165 mln Mistral: 6 trading assets HIGHSTREET
Sale and lease back approx. 15 year lease Acquisition date: 2008 Assets: 89 throughout Germany Lettable area SQM 1.6 mln Main assets: KaDeWe Berlin, Bahnohfplatz Munich Portfolio almost fully let to Karstadt
Logistics 0,5% Parking 0,9%

Breakdown of total area by use


Office 2,2% Retail 2,4%

Other /Sporting good stores 3,0%

Department Stores 91,2%

Germany, KaDeWe, Berlin (Highstreet)

Germany, Bahnhofplatz, Munich (Highstreet)

48 COMPANY PRESENTATION

Participated Real Estate Asset under Management 100% June 2012


(/mln)
Fondo Tecla Fondo FIPRS Fondo Rais sa Fondo Olinda Dolcetto Tre S.r.l. Fondo Monteverdi Fondo Spazio Industriale Fondo Hos pitality & Leisure

Quota PRE

Passing Rent

Passing Yield

Vacancy

Book Value

Market Value

Net Debt

44.8% 22.0% 35.0% 11.3% 33.0% 49.3% 22.1% 35.0%

26,378 20,960 17,823 28,199 1,000 5,239 20,683 3,650

6.2% 7.5% 7.9% 8.4% 7.7% 7.2% 7.0% 6.0%

15.7%

424,979 280,141 225,853

432,363 283,590 232,213 486,040 16,320 77,842 300,574 61,900

263,829 172,141 54,540 219,462 10,667 21,857 162,813 80,754

14.7% 68.0% 15.6% 22.1%

335,609 12,966 73,049 296,473 61,018

TOTAL Italy
Commercial & Other Germany
Mistral Properties DGAG - Special Properties 41.0% 100.0%

123,932
4,826
4,826 -

7.2%
5.3%
6.3%

17.1%
11.1%
11.1%

1,710,088
90,500
76,729 13,771

1,890,842
90,812
77,041 13,771

986,063
26,291
33,550 (7,259)

Highstreet (Commercial)
Highstreet 12.1%

165,107
165,107

6.0%
6.0%

1.5%
1.5%

2,729,724
2,729,724

2,729,724
2,729,724

2,305,097
2,305,097

Residential Small Deals


SIG (Wes t, Baltic, Sachsen) Small As sets (Tizian 1&2) 50.0% 40.0%

12,936
7,788 5,148

7.3%
6.6% 8.7%

5.6%
8.0% 2.0%

177,580
118,343 59,237

190,879
120,125 70,753

128,508
86,462 42,046

DGA G Residential
DGAG - Residential (DGAG & Solaia) 40.0%

67,088
67,088

7.3%
7.3%

2.4%
2.4%

921,262
921,262
2)

924,268
924,268

657,967
657,967

TOTAL Germany TOTAL YIELDING PORTFOLIO


Trading & Soho ITA Development ITA Lands ITA Commercial & Other Germany Lands Poland

249,956 373,889
7,941 342 1,233 116

6.4% 6.6%
n.m. n.m. n.m. n.m. n.m.

2.3% 8.6%
n.m. n.m. n.m. n.m. n.m.

3,919,066 5,629,154
537,850 247,431 378,719 47,220 45,653

3,935,683 5,826,525
617,550 271,640 412,397 48,425 91,296

3,117,863 4,103,926
435,502 102,410 212,358 15,411 (1,021)

OTHER PORTFOLIO

9,632

1,256,874

1,441,308

764,659

GRAND TOTAL REAL ESTATE

383,521

5.6%

6,886,027

7,267,833

4,868,585

49 COMPANY PRESENTATION

Pro rata Real Estate Asset under Management June 2012


(/mln)
Fondo Tecla Fondo FIPRS Fondo Raissa Fondo Olinda Dolcetto Tre S.r.l. Fondo Monteverdi Fondo Spazio Industriale Fondo Hospitality & Leisure

Quota PRE

Passing Rent

Passing Yield

Vacancy

Book Value pro-quota


190,391 61,519 79,048

Market Value pro-quota


193,699 62,276 81,275 54,923 5,386 38,342 66,487 21,665

Net Debt pro-quota


121,558 44,233 19,089 24,799 3,520 10,766 36,009 28,264

44.8% 22.0% 35.0% 11.3% 33.0% 49.3% 22.1% 35.0%

11,817 4,603 6,238 3,186 330 2,581 4,575 1,278

6.2% 7.5% 7.9% 8.4% 7.7% 7.2% 7.0% 6.0%

15.7%

14.7% 68.0% 15.6% 22.1%

37,924 4,279 35,981 65,580 21,356

TOTAL Italy
Commercial & Other Germany
Mistral Properties DGAG - Special Properties 41.0% 100.0%

34,608
3,734
3,734 -

7.0%
8.3%
11.9%

21.9%
10.3%
10.3%

496,078
45,252
31,481 13,771

524,051
45,763
31,992 13,771

288,239
7,658
14,917 (7,259)

Highstreet (Commercial)
Highstreet 12.1%

19,978
19,978

6.0%
6.0%

1.5%
1.5%

330,297
330,297

330,297
330,297

278,504
278,504

Residential Small Deals


SIG (West, Baltic, Sachsen) Small Assets (Tizian 1&2) 50.0% 40.0%

5,949
3,890 2,059

7.2%
6.6% 8.7%

5.9%
8.0% 2.0%

82,802
59,108 23,695

88,304
60,003 28,301

60,349
43,531 16,818

DGA G Residential
DGAG - Residential (DGAG & Solaia) 40.0%

26,835
26,835

7.1%
7.1%

2.4%
2.4%

376,768
376,768

369,707
369,707

267,542
267,542

TOTAL Germany TOTAL YIELDING PORTFOLIO


Trading & Soho ITA Development ITA Lands ITA Commercial & Other Germany Lands Poland

56,496 91,104
2,742 658 44

6.8% 6.8%
n.m n.m n.m n.m. n.m

3.0%2) 11.7%
n.m n.m n.m n.m. n.m

835,119 1,331,197
190,092 96,141 147,154 20,681 15,545

834,071 1,358,122
219,672 104,297 162,727 20,711 31,041

614,054 902,292
146,142.380 44,387 75,365 6,376 (524)

OTHER PORTFOLIO

3,444

469,613

538,447

271,747

GRAND TOTAL REAL ESTATE

94,548

5.3%

1,800,810

1,896,569

1,174,039

50 COMPANY PRESENTATION

Consolidated Balance Sheet as of September 2012

SEPTEMBER 2012

DECEMBER 2011

Fixed assets of which participations and shareholders' loan of which goodwill Net working capital Inventories Trade receivables Trade payables Other payables/receivable

685.6 523.6 145.7 48.4 52.8 62.1 (54.6) (11.8)

820.4 651.6 148.1 70.4 55.3 78.1 (74.9) 11.9

Net invested capital Net equity of which group net equity Funds Net financial position Total sources

734.0 153.7 144.9 56.7 523.6 734.0

890.8 326.2 318.8 76.6 488.0 890.8

51 COMPANY PRESENTATION

Prelios shareholders structure


Market capitalization as October 2012 approx. 70 /mln

Assicurazioni Generali SpA; 3,1% Camfin Spa; 14,8%

Mediobanca Spa (Private Equity); 2,6%

Edizione Srl; 2,7% Invesco LTD; 2,8%

Market; 74%

52 COMPANY PRESENTATION

Disclaimer
This presentation contains statements that constitute forward-looking statements based on Prelios SpAs current expectations and projections about future events and does not constitute an offer or solicitation for the sale, purchase or acquisition of securities of any of the companies mentioned and is directed to professionals of the financial community. These statements appear in a number of places in this presentation and include statements regarding the intent, belief or current expectations of the customer base, estimates regarding future growth in the different business lines and the global business, market share, financial results and other aspects of the activities and situation relating to the Company. Such forward looking statements are not guarantees of future performance and involve risks and uncertainties, and actual results may differ materially from those expressed in or implied by these forward looking statements as a result of various factors, many of which are beyond the ability of Prelios SpA to control or estimate precisely. Consequently it is recommended that they be viewed as indicative only. Analysts are cautioned not to place undue reliance on those forward looking statements, which speak only as of the date of this presentation. Prelios. SpA undertakes no obligation to release publicly the results of any revisions to these forward looking statements which may be made to reflect events and circumstances after the date of this presentation, including, without limitation, changes in Prelios. SpA business or acquisition strategy or to reflect the occurrence of unanticipated events. The Manager mandated to draft corporate accounting documents of Prelios. SpA., attests as per art.154-bis. comma 2 of the Testo Unico della Finanza (D.Lgs. 58/1998) that all the accounting information contained in this presentation correspond to the documented results, books and accounting of the Company.

53 COMPANY PRESENTATION

Riccardo Taranto, Prelios Financial Reporting Officer, declares, pursuant to article 154-bis of the Uniform Financial Act 871998 (Decree 58/1998) that the accounting information contained in this presentation, corresponds to the underlying documentary records, books of accounts and accounting entries.

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