Altarea Sca · EURONEXT:ALTA
Altarea Sca — Altarea — Merger or Acquisition (July 2021)
33 slides from Altarea Sca's merger presentation, Jul 1, 2021
Slide 1: Altarea, an independent leader in real estate investment and property development
Altarea an independent leader in real estate investment and property development 1 rst J u l y 2 0 2 1
Slide 2: Disclaimer
Disclaimer This presentation has been prepared for information purposes only and is intended to supplement other information published by Altarea, to which readers are encouraged to refer. It is not, and must not be interpreted as a solicitation, recommendation or offer to purchase, sell, exchange o
Slide 3: Contents
CONTENTS 1. Altarea, a leading player in urban transformation 2. Partnership with Crédit Agricole Assurances 3. Primonial: the leading independent European wealth and property asset management group 4. Details of the plan to acquire the Primonial group 5. Altarea 2025: ambitious growth targets
Slide 4: Altarea, a leading player in urban transformation
1. Altarea a leading player in urban transformation HYPERION – Bordeaux (33) 4
Slide 5: Altarea: a history of growth, an entrepreneurial culture focused on property development
Altarea: a history of growth, an entrepreneurial culture focused on property development 2021 Governance €3.1 billion 2017 ALAIN TARAVELLA JACQUES EHRMANN Chairman and Founder Chief Executive Officer Altarea founded by 2007 Alain Taravella 2004 €2.7 1995 billion Ownership structure €300 €1.9 Alain T
Slide 6: Altarea is now the leading player in urban transformation
Altarea is now the leading player in urban transformation Multi-expertises Multi-brands 1,900 real estate professionals Developer Investor Asset manager Multi-asset classes Multi-clients France's leading property developer Offices Total pipeline Residential Individuals (all product combined) Retail
Slide 7: Altarea: an effective operational and financial model
Altarea: an effective operational and financial model Retail REIT Property development 4 types of performing assets strong growth momentum in €m Retail parks CAGR : +20% 2,882 2 840 19% 2,193 Major shopping centres 1,731 Travel retail in 62% railway stations 1,370 Recurrent 10% Convenience stores re
Slide 8: Altarea: two major strategic transactions
Altarea: two major strategic transactions Acquisition of the €1 billion retail real estate Primonial group for partnership €1.9 billion 51% / 49% Acquisition of 100% of the shares in two steps Existing assets owned by Altarea (retail parks and retail units in train The leading independent European s
Slide 9: Altarea is stepping up the roll-out of its integrated business model
Altarea is stepping up the roll-out of its integrated business model across the entire real-estate value chain by forming an unrivalled group in Europe Acceleration of the retail real estate partnership strategy Acquisition of the leading independent European wealth and real estate asset manager Lea
Slide 10: Retail real estate partnership with Crédit Agricole Assurances
2. Retail real estate partnership with Crédit Agricole Assurances Gare Paris-Montparnasse – Paris (75)
Slide 11: Retail real estate partnership on €1 billion of assets owned by Altarea
Retail real estate partnership on €1 billion of assets owned by Altarea Altarea 51% / Crédit Agricole Assurances 49% Retail parks - 9 assets Retail units in train stations – 6 assets Pierrelaye GARE PARIS-MONTPARNASSE (75) Concession until 2052 Redevelopment completed 130 stores Aubergenville THIAIS
Slide 12: Acceleration of the retail real estate partnership strategy
Acceleration of the retail real estate partnership strategy A strategy initiated more than 10 years ago Altarea manages a portfolio of 43 assets Year Properties Altarea stake 2010 Cap 3000 33% 44% 2013 5 assets 51% 5 assets 2019 25% (Convenience and Europe) 15 assets 2021 51% Value of assets under m
Slide 13: Primonial: leading independent European wealth and real estate asset manager
3. Primonial: leading independent European wealth and real estate asset manager
Slide 14: The leading independent European wealth and real estate asset manager
The leading independent European wealth and real estate asset manager European leader Major player €30 billion in Healthcare real of real estate assets under in real estate asset management estate management (AuM) as of 31 May 2021 €9 billion No.1 in real estate An open 1 No. 1 independent distribut
Slide 15: Primonial raises savings from retail and institutional investors to be invested in real estate
Primonial raises savings from retail and institutional investors to be invested in real estate funds designed and managed by Primonial RETAIL INVESTORS 50% 30% RE retail fund (SCPI) ADVISE DESIGN Primopierre Primovie Offices Healthcare / Education €4 20% Retail public RE fund €30 (OPCI, SCI, UC) bil
Slide 16: Demonstrated track-record to successfully deploy capital
Demonstrated track-record to successfully deploy capital A multi- diversified and a pan-European portfolio Exceptional track record and an awarded performance 20% First prize Offices Healthcare Retail Residential Hotels Market share Best SCPI manager 50% 31% 10% 7% 2% of annual inflows voted for by
Slide 17: Business model combining recurring cash-flows and strong growth
Business model combining recurring cash-flows and strong growth Recurring cash-flows from real estate asset management Strong growth in real estate assets under management 50.0 70% to 80% of revenues consisting of asset management fees 70-80% Real estate AuM (€ bn) based on real estate assets under
Slide 18: A talented and experienced team supporting renewed growth ambition
A talented and experienced team supporting renewed growth ambition Continuity in Primonial's corporate governance Stéphane VIDAL • Unchanged executive team executing growth Chairman strategy • Appointment of a Deputy Chief Executive Officer in charge of finance and coordination with Altarea Laurent
Slide 19: Contemplated acquisition of Primonial group
4. Contemplated acquisition of Primonial group
Slide 20: Transaction perimeter and valuation
Transaction perimeter and valuation Transaction perimeter Valuation 100% (in 2 steps) €1.9 billion Enterprise value Current shareholders 100% 100% + potential earnout(1) 85% 15% REAL-ESTATE ADVISORY & (LFDE) ASSET MANAGEMENT DISTRIBUTION 12x - 13x • Acquisition of shares for €1.2 billion in 2 steps:
Slide 21: Transaction predominantly equity funded in order to maintain Altarea's solid financial base
Transaction predominantly equity funded in order to maintain Altarea's solid financial base Equity financing €1.2bn Retail real estate partnership €485m Rights issue with preferential share subscription rights for shareholders The two main shareholders (70% of the capital) have already committed to
Slide 22: Contemplated timeline with a closing in Q1 2022
Contemplated timeline with a closing in Q1 2022 Indicative timetable 30 June December June Q1 2022 Q1 2024 2021 2021 2022 Exclusive Acquisition of a 60% stake Acquisition of a 40% stake negotiations Arrangement of €0.8 bn of bank finance Disbursement of around €0.5 bn Disbursement of around €0.7 bn
Slide 23: Altarea 2025: ambitious growth targets
5. Altarea 2025: ambitious growth targets RICHELIEU – Paris (75)
Slide 24: Strong convictions in our markets
Strong convictions in our markets Urban transformation: a vast and growing market Changing uses in all asset classes Fight against climate change Growing needs (housing, healthcare, logistics etc.) Mixed-use projects (the “fifteen minutes city”) Real estate Usage value Real Estate is increasingly at
Slide 25: The most comprehensive real estate expertise on the market
The most comprehensive real estate expertise on the market All asset classes All investment vehicles Residential Office "Physical" property (Pinel, historical monuments, Malraux, managed property) Healthcare Retail Collective real-estate investments Working for all types of clients (unit-based, SCPI
Slide 26: Leading positions in all property markets
Leading positions in all property markets No. 1 property developer in France No. 2 residential property developer in France €19 billion pipeline 50,000 units in the pipeline (all products combined) No. 1 independent real estate asset manager No. 1 Healthcare real-estate asset manager in Europe €9 bi
Slide 27: A powerful distribution platform of saving products, leader in real-estate
A powerful distribution platform of saving products, leader in real-estate Open architecture distribution platform Direct real estate Direct sales (~€4 bn /year) B2C, B2B €7-9 billion Retail per year Sales via intermediaries investors Indirect real-estate (~€4 bn /year) B2B2C Networks, financial adv
Slide 28: A leader in ESG Real Estate
A leader in ESG Real Estate Commitment to CLIENTS Commitment to the CLIMATE 40% reduction in energy consumption in the commercial Customer service department of the property portfolio by 2030 year 2021, for the fourth year running No. 2 in the HCG – Les Echos (2020) 85.7% reduction in CO2 and 65.7%
Slide 29: A synergetic organisation with two business lines
A synergetic organisation with two business lines Enhanced operational and financial profile INVEST DEVELOP French REIT Asset management Property development Recurrence High High Average Capital High Low Low intensity 60% of EBITDA 40% of EBITDA Contribution (recurring operating income) (recurring o
Slide 30: Altarea 2025: ambitious growth targets
Altarea 2025: ambitious growth targets • Increasing contribution from Primonial - Acquisition in two steps (60% in 2022 and 100% in 2024) Potential fully diluted FFO - EBITDA well over €180 million at the end of that period of • Growth for Altarea current perimeter of activities €18-20 - Further imp
Slide 31: Altarea: an independent leader in real estate investment and property development
Altarea is stepping up the roll-out of its integrated business model across the entire real-estate value chain by forming a group without rival in Europe Altarea: an independent leader in real estate investment and property development Strategic presentation - July 2021
Slide 32: Appendix
Appendix Présentation xx 32
Slide 33: Glossary
Glossary • Open architecture: Open architecture enables Primonial’s distribution • OPCI (Organisme de Placement Collectif Immobilier): Non-listed vehicle network to distribute its own products (including the SCPI Société Civile de that raises money from savers to build a portfolio made of at least 6