Minerva plc Preliminary results presentationPreliminary results presentationFor the year ended 30 June 2009

Programmeg

1Salmaan Hasan

Tim GarnhamGroup Development

1Introduction and strategy

Salmaan HasanChief Executive

Director

2Financial review

Ivan EzekielFinance Director

review

3 DevelopmentDevelopment review

4 Summary and outlook

1

Introduction and strategygy

11Salmaan HasanChief Executive

2

Our strategy for delivering future valueOur strategy for delivering future value

E t d/ t t f di tExtend/restructure funding arrangements

Complete our key developments on time and on budgetLease office developments on the ‘right’ termsLease office developments - on the right terms

Further sales of high-end residential properties

Selective disposals of non core assetsSelective disposals of non-core assets

Obtain planning permission for sites in development pipeline

3

Our strategy for delivering future valueOur strategy for delivering future value

Extend/restructure funding arrangementsExtend/restructure funding arrangements• Successfully concluded bank discussions• Strengthened financial platform in place• Key financial covenants deferred or removed• No scheduled loan maturities in current or next financial yearComplete our key developments on time and on budgetComplete our key developments on time and on budget• Development finance in place for the delivery of The Walbrook,

St Botolphs and Lancaster GateD l t ti d b d t• Developments are on time and on budget

Lease office developments - on the ‘right’ terms• Pre-leasing to Lockton signed at St Botolphse eas g o oc o s g ed a S o o p s• Discussions with potential tenants continue• Funding in place allows Group to negotiate ‘right’ terms

4

Our strategy for delivering future valueOur strategy for delivering future value

Further sales of high end residential propertiesFurther sales of high-end residential properties• Lancaster Gate scheme partially de-risked through pre-sales• Achieve further salesSelective disposals of non-core assets• Selective disposals being consideredObtain planning permission for sites in de elopment pipelineObtain planning permission for sites in development pipeline• Preparing for inquiry at Ram Brewery• Enhanced planning sought for Lancaster Gate

5

Financial review

22Ivan EzekielFinance Director

6

Income statementYear ended 30 June 2009

Year ended

30 June 2009

£m

30 June 2008

£m

Net property income 5.2. 6.8.

Net finance costs* (3.1) (8.7)

Administrative expenses (6.9) (8.2)

Other income 0.3. 1.6.

(4.5) (8.5)

Loss on sale of investment properties (0 1) -Loss on sale of investment properties (0.1) .

Movement on revaluation of investment property (281.9) (256.4)

Impairment of owner occupied property (2.7) -.

Share of joint venture results (4 3)Share of joint venture results -. (4.3)

Loss before tax (289.2) (269.2)

Deferred tax credit 2.2. 37.3.

7

Loss for the year (287.0) (231.9)

∗ After adjusting for capitalised finance costs of £32.2 million (2008: £22.4 million)

Balance sheet summaryyAt 30 June 2009

30 June 30 June2008

£m 2009

£mInvestment properties 502.4. 589.7.

Trading properties 181 6 133 8Trading properties 181.6. 133.8.

Cash 82.3. 117.4.

Borrowings (720.9) (526.7)

Derivative financial instruments (53.6) 12.7.

Deferred consideration on Ram Brewery site acquisitions (10.1) (12.4)

Other net creditors, including development accruals (28.1) (12.0)

Total shareholders’ (deficit)/equity (46.4) 302.5.

Basic net (liability)/asset value per share (28.8)p 187.7p

Diluted EPRA net asset value per share * 47.1p 239.8p

8∗ Diluted EPRA net asset value, in accordance with the definition set out by EPRA, incorporates the valuation of the total property portfolio of the Group, including trading

properties, before taxation and adds back the post-tax fair value on derivative financial instruments.

Reconciliation of total shareholders’ equityq yAt 30 June 2009

Pence £ per share£m

At 30 June 2008 - Basic 302.5. 187.7.

Valuation movement - investment and owner occupied property (284.6) (176.6)p p p y ( ) ( )

Valuation movement - derivative financial instruments† (61.6) (38.2)

Other movements (2.7) (1.7)

At 30 June 2009 Basic (46 4) (28 8)At 30 June 2009 - Basic (46.4) (28.8)

Group’s estimated pre-tax share of trading properties revaluation surplus 69.2. 42.9.

Fair value deficit of derivative financial instruments* 53.2. 33.0.

At 30 June 2009 – Diluted EPRA 76.0. 47.1.

9† The movement in valuation of derivative financial instruments through both the income statement and reserves, after adjusting for related tax and minority interest.∗ Net of tax and minority interest.

Property portfolioAt 30 June 2009

Movement%†

At 30 June 2009

Th W lb k L d EC4 (113 ) 126

Valuation30 June 2009

£mInvestment propertiesRevaluation

Movement£m

The Walbrook, London EC4 (113.5) 126.5

St Botolphs, London EC3 (74.1) 117.3

Croydon Estate, London Borough of Croydon (37.4) 63.3●Ram Brewery, London SW18● (23.0) 95.0

Westerhill Road, Glasgow (10.8) 53.9

42-48 Wigmore Street, London W1* (15.1) 27.8

Oth # (8 0) 31 0Others# (8.0) 31.0

(281.9) 514.8 (35.4)

Trading propertiesLancaster Gate, London W2 (16.5) 220.9

Odeon Kensington, London W8 (21.2) 71.3

(37.7) 292.2 (11.4)

Total(319.6) 807.0 (28.4)

10

† The percentage valuation movement is calculated after adjusting for acquisitions and expenditure in the year.● Includes Church Row, Wandsworth.* Excludes owner occupied part of property, valued at £6.1m at 30 June 2009 (30 June 2008: £11.5m). CBRE valued complete site with leases in place at £35.5m.# Excludes properties valued at £2.7m which were disposed during the year.

Successful refinancingsgRefinanced, extended or restructured loan facilities in excess of £750 million

This represents a key milestone and provides added security to the Group

Revised commercial terms agreed for two development loan facilities financing City of London office developments

No scheduled loan maturities in the current or next financial year

Key financial loan covenants have been deferred or removed

No NW or LTV covenants are due to be tested during the current or next financial year, other than for two loan facilities totalling circa £44 million†other than for two loan facilities totalling circa £44 million

11

LTV = Loan to valueNW = Net worth † The covenants are not scheduled to be tested until 2010, but based on the valuation at 30 June 2009 are in compliance.

Debt overviewAt 30 June 2009At 30 June 2009

B l b/f 26 6 331 2

30 June 2008 £mGroup borrowings

30 June 2009£m

Balance b/f 526.6 331.2

Development drawdowns 215.0 310.6

Loan repayments/reductions (18.8) (109.7)

Loan amortisations (1.9) (2.0)

Other - (3.5)

Balance c/f 720.9 526.6

Borrowings 720.9 526.6

Net debt

Cash (82.3) (117.4)

Net debt 638.6 409.2

Proportion of property portfolio at valuation

Borrowings 89% 59%

12

Net debt 79% 46%

Development financepFinancings in place

Lancaster GateSt BotolphsThe Walbrook Lancaster Gate,London W2£215m facility

St Botolphs, London EC3£295m facility

The Walbrook,London EC4£275m facility

Provides development finance Provides development finance Provides development finance

PC scheduled for December 2009 to shell and core specifications

Lockton pre-leasing in place Equity previously invested repatriated through financing

Post-PC interest-covered by cash and available facilities; backed by additional security

Post-PC interest-covered by available facilities; backed by additional security

Initial pre-sales achieved for in excess of £100m of future revenue

Leasing milestones Leasing milestones Milestone deposits received

LTV test 24 months after PC LTV and interest cover test in mid-2012

No ongoing LTV

No NWC No NWC No NWC

13

LTV = Loan to value NWC = Net worth covenant

Site financeFinancings in place

Croydon Estate, Croydon£44.1m facilities

Ram Brewery,London SW18£83.3m facility

Odeon Kensington, London W8£23m facility

Finances site acquisitions, including Church Row

Financed site acquisition and pre-development activities

Two site facilities in place

Loan extended to August 2011 Loan extended to August 2011 Allders dep’t store facility - £25m Extended to Dec 2011– Extended to Dec 2011

– No NWC or ongoing LTV

No NWC or ongoing LTV No NWC or ongoing LTV Croydon Plaza facility - £19.125m – Extended to Sept 2012

NWC* and LTV*

14LTV = Loan to value NWC = Net worth covenant∗ The covenants are not scheduled to be tested until 2010, but based on the valuation at 30 June 2009 would be in compliance.

– NWC* and LTV*

Other facilitiesFinancings in place

Leinster HouseHotel, London W2£13m facility

Wigmore Street,London W1£24.5m facility

Bishopbriggs, Glasgow£49.2m facility

City peripherals,London EC4£9.4m facility

Finances investment Finances investment Finances investment Finances investment

Loan extended to January 2013

Loan matures in 2025 Loan extended to April 2012 Loan matures in November 2013

No NWC; LTV* No NWC or ongoing LTV No NWC or ongoing LTV No NWC or ongoing LTV

15

LTV = Loan to value NWC = Net worth covenant∗ The covenant is not scheduled to be tested until 2010, but based on the valuation at 30 June 2009, would be in compliance.

Debt maturityyAt 30 June 2009

50

55

At 30 June 2009% of borrowings

35

40

45At 30 June 2009post refinancings*

20

25

30

10

15

20

0

5

Pre June2010

Pre June2011

Pre June2012

Pre June2013

Pre June2014

Post June2014

16* Represents the loan position at 30 June 2009, amended only for the extension amendments agreed since that date.

Financing summaryg yLoan refinancings and extensions put in place

No scheduled loan maturities in financial years 2010 and 2011

Negotiations with banks successfully concluded to defer/remove key financial loan covenants

Sufficient facilities in place to complete the developments

M j it f f di i h d dMajority of funding is hedged

Good relationships with key banks

17

Development reviewp

33Tim GarnhamGroup Development Director

18

Development reviewp

The Croydon Estate

19

City assetsy

St Botolphs

20The Walbrook

City assetsyCity of London: Market overview

Worst of the downturn is now over with Quarter 1 2009 appearing to mark the low pointWorst of the downturn is now over with Quarter 1 2009 appearing to mark the low point for demand

Quarter 2 – 37.5% increase in take-up to just over 1 million sq.ft.

Quarter 3 – similar quarter on quarter rise expected thanks to deals at Watermark Place (495,000 sq.ft. – Nomura) and Trinity Tower (186,000 sq.ft. – News International)

The Walbrook and St Botolphs are now two of a handful of new available buildings p gcapable of meeting tenant requirements greater than 200,000 sq.ft. in the City market until end of 2011

Lack of new supply going forwardac o e supp y go g o a d

Commentators are predicting that rental levels and rent free periods are stabilising with forecasts for rental growth starting within the next 12 months

21

Source: Knight Frank

City assetsCity Schemes with over 200 000 sq ft available to let

1,500,000

City Schemes with over 200,000 sq ft available to let

1,250,000

Drapers Gardens

ble

750,000

1,000,000 The Walbrook

q.ft.

ava

ilab

500,000

,

Ropemaker One New Change

Cannon Place

Sq

0

250,000 200 Aldersgate

St Botolphs Heron Tower

The Shard

02009 2010 2011 2012

22Source: Knight Frank

City assetsCity Vacancy Rate 1989 to 2013City Vacancy Rate - 1989 to 2013

20

16

18

10

12

14

%

6

8

0

2

4

01989 1991 1993 1995 1997 1999 2001 2003 2005 2007 2009 2011 2013

23

Source: Knight Frank

City assetsyThe Walbrook, London EC4

445,000 sq.ft. of lettable space Offices – 410,000 sq.ft.Retail – 35,000 sq.ft.

Cladding installation almost completeCladding installation almost complete

Major mechanical and electrical plant installed and undergoing commissioningPractical completion December 2009 – on programme and within budgetGood tenant interest

24

City assetsySt Botolphs, London EC3

560,000 sq.ft. of lettable space

84,000 sq.ft. pre-let to Lockton International at £45.00 per sq.ft.

Cladding underwayCladding underway

Improving tenant interestConstruction on programme for Practical Completion Summer 2010

25

High-end residential assetsg

Lancaster Gate

26

Odeon Kensington

High-end residential assetsgLondon market overview

The ultra-prime residential market has shown more resilience to the downturnThe ultra prime residential market has shown more resilience to the downturn than other sectors through lack of supply, although it has been impacted by the economic downturnWith reduced stock levels agents are reporting serious interest in certainWith reduced stock levels agents are reporting serious interest in certain properties at early 2007 levels, with an uplift in transaction levels having been witnessed recentlyTh ti d k i t li k UK t d l tThe continued weakness in sterling makes UK property very good value to overseas investors. The impact of this will depend on how long exchange rates remain at existing levels, the availability of funding and general confidenceDespite economic conditions, a good level of interest continues for the apartments we are developing although at the current time we are not actively marketing

27Source: Savills

High-end residential assetsgLancaster Gate, London W2

A i d th f Thi tl H t l i J l 2006Acquired the former Thistle Hotel in July 2006

Planning consent was granted in July 2007 for 181,000 sq.ft. of residential accommodation. This permission was subsequently altered to provide 74 private apartments and q y p p p11 affordable residential units

The scheme faces south over Hyde Park and offers significant value compared to other areas surrounding the parkpark

Construction commenced in Autumn 2007, with the first phase of completion due December 2010

S lid d d f th t t ith i ifi t t ti lSolid demand for the apartments with significant potential for price growth

Contracts exchanged for the sale of 27% of the scheme for in excess of £100 million of future revenuein excess of £100 million of future revenue

28

High-end residential assetsgOdeon Kensington, London W8

Minerva acquired the cinema in 2005Minerva acquired the cinema in 2005Site area – 0.86 acresPlanning consent granted for:

circa 100,000 sq.ft. of private residential accommodation;

- 35 apartments- 5 town houses

a basement car parka multi-screen cinemaaffordable housing to be provided off-site

Currently being held pending marketing for sale

29

Mixed-use assets

30Ram Brewery The Croydon Estate

Mixed-use assetsRam Brewery, London SW18

The Ram Brewery site was acquired:In August 2006, Buckhold Road and Ram Brewery sites were acquired, with a combined area of 6.5 acres, for £69 millionIn June 2007, the Capital Studios site, which lies

f £1adjacent to the Ram Brewery, was acquired for £14.5 million

The scheme is for a combined total area in excess of 1 million sq.ft. of accommodation, comprising over 1,000 flats and 200,000 sq.ft. of retail, restaurant and commercial space. The S106 is currently being negotiated

A resolution to grant planning consent was granted in December 2008 for a residential led mixed use schemeDecember 2008 for a residential-led mixed-use scheme, using as its signature the existing heritage buildings and two tall buildings of 32 and 42 stories. This decision was called in by the Secretary of State and an inquiry will be held in November this yearheld in November this year

A number of parties have expressed interest in becoming involved in the scheme through a joint venture route

In July 2008 contracts were exchanged for the acquisition

31

In July 2008, contracts were exchanged for the acquisition of 1-9 Church Row for £8 million with completion in November 2009

Mixed-use assetsThe Croydon Estate, Croydon

The planning consent for the Park Place developmentThe planning consent for the Park Place development project lapsed earlier this yearMinerva is currently concentrating on generating income in the short to medium term from existing properties, by g p p , yoffering competitive termsMinerva is able to turn its attention to the future development opportunities without the legacy of the original Park Place scheme

Croydon Council has launched its new “Imagine Croydon” initiative as part of its drive for the regeneration of the town centreA master plan approach will focus the intensification of development by significantly increasing the commercial and

id ti l fl i th t tresidential floor space in the town centreMinerva, as one of the major landowners, welcomes the opportunity to review the future of its own sites with Croydon Council

32

Croydon Council

Summary and outlooky

44Salmaan HasanChief Executive

33

Summary Summary

Sound funding platform put in placeSound funding platform put in place

High quality property portfolio, located in London

Good progress on all developments under constructionGood progress on all developments under construction

Focus on leasing properties on ‘right’ terms into a recovering market with limited supplypp y

Inherent development pipeline for the future

34

Appendixpp

35

AppendixThe Walbrook

The Walbrook is a high quality new office headquarters building in the heart of The City of London. Funding has been secured for the redevelopment of this 1.6 acre prime freehold site and Minerva is on track to complete construction of thisacre prime freehold site and Minerva is on track to complete construction of this new landmark building – comprising some 445,000 sq.ft. of office and retail accommodation – in December 2009.

Internationally renowned architects Foster & Partners have designed the new building with a principal entrance to the offices set for The Walbrook just south ofbuilding with a principal entrance to the offices set for The Walbrook just south of the Mansion House. The project, which comprises the redevelopment of three existing Minerva properties – St.Swithin’s House, Granite House and Walbrook House – is equidistant from Bank and Cannon Street stations.

The scheme will provide some 410,000 sq.ft. of air-conditioned offices p qincorporating trading floors. Retail and restaurant accommodation amounting to 35,000 sq.ft. will be located along the 50 metre Cannon Street frontage directly opposite the main entrance to Cannon Street station.

The scheme includes:• 410,000 sq.ft. of offices suitable for major occupier(s)• Prime landmark status• 35,000 sq.ft. of retail and restaurant accommodation directly opposite

Cannon Street station• Excellent public transport facilitiesp p

The new building will occupy virtually the entire side of a City street and is one of largest sites in the central City area.

36

AppendixThe St Botolphs project originally consisted of two buildings, St Botolphs House and Ambassador House. The scheme stands

St Botolphs

on an island site of 1.25 acres on the eastern side of the City of London.

Two key planning consents were achieved for two office buildings designed by internationally renowned architect g g y yGrimshaw. The first scheme comprised a 14 storey office building of some 560,000 sq.ft. of office and retail accommodation. Subsequently in 2004, a second planning permission was achieved for a landmark tower amounting to some 1 million sq ft of office and retail accommodationsome 1 million sq.ft. of office and retail accommodation.

Following extensive investigation it was concluded by the Group to proceed with the 14 storey building, St Botolphs, which will provide flexible modern accommodation.

The new building will offer regular floor plates, generally averaging approximately 37,000 sq.ft. around a central atrium. Finance was agreed for the redevelopment of the site to create a new building subject to a pre-letting of part of the office g j p g paccommodation. The pre-letting was achieved early in 2008 where some 84,000 sq.ft. was pre-let to Lockton International at £45.00 per sq ft with an option for them to lease a further 40,000 sq.ft.

37

Construction of the scheme is well underway with practical completion expected in the Summer of 2010.

Appendix

The purchase of 75-89 Lancaster Gate, London W2 for £67.2 million was made in July 2006

Lancaster Gate

made in July 2006.

In July 2007, planning consent was achieved for 181,000 sq.ft. of residential accommodation and subsequently altered to create 74 private residential units and 11 affordable residential units. Construction commended in Autumn 2007 with an anticipated first phase of handover in December 20102007 with an anticipated first phase of handover in December 2010.

The first release of apartments were all taken up with contracts exchanged for 27% of the scheme for in excess of £100 million of future revenue.

This prestigious project represents the longest contiguous terrace l ki H d P k d t th ith d d d kioverlooking Hyde Park and together with gardens, underground parking,

fitness facilities and swimming pool will create a landmark residential scheme in London’s West End.

A site and construction loan facility is in place.

Minerva bought the Odeon Cinema in High Street Kensington, London W8, for £24 illi i 2005 Thi t i l t d it th f

Odeon Kensington

£24 million in 2005. This property is located opposite the former Commonwealth Institute and just south of Holland Park.

A planning permission was achieved for circa 100,000 sq.ft. of private residential accommodation together with a basement car park, multi-screen cinema and off site affordable housing

38

cinema and off-site affordable housing.

A site loan facility is in place.

AppendixRam Brewery

The original development comprises three individual sites: The Ram Brewery, Capital Studios and 20-30 Buckhold Road, London SW18. The acquisition price for the sites totals £83.5 million. To finance these acquisitions, a project loan facility has been put in place.

A resolution to grant planning permission was granted in December 2008 for a residential-led mixed-use scheme in excess of 1 million sq.ft. of accommodation, comprising approximately 1,000 apartments and 200,000 sq.ft. of retail, restaurant and office space. p

The S106 is currently being negotiated.

The Secretary of State has recently called in Wandsworth Councils decision to approve the scheme and an inquiry will be held later this yearheld later this year.

Since 30 June 2008, contracts were exchanged to acquire 1-9 Church Row, adjacent to the Capital Studios site for £8 million.

39

Appendix

Minerva’s Croydon Estate comprises approximately 6.1 acres essentially divided into two large land holdings within

Minerva is currently concentrating on generating income in the short to medium term from existing properties by

The Croydon Estate

acres essentially divided into two large land holdings within the town centre. The existing buildings comprise approximately 1 million sq ft of offices dating from the 1960’s and 1970’s, one of the UK’s largest department stores, additional retail shops and leisure accommodation.

in the short to medium term from existing properties, by offering competitive terms. This flexible approach is appealing to the current Croydon leasing market, is attracting incoming tenants and will contribute towards the estate running costs.

Croydon Council has launched its new “Imagine Croydon” initiative as part of its drive for the regeneration of the town centre. This will form the initial consultation for the emerging Local Development Framework (LDF), the first t f hi h i ll d th C St t d hi h istage of which is called the Core Strategy and which is

scheduled to be concluded by the end of 2010. This master plan approach will provide the vision and development plans for the intensification of the activities within the town centre incorporating significant increases in the commercial and p g gresidential population with high quality public realm and enhanced transport facilities.

Minerva, as one of the major landowners, welcomes the opportunity to review the future of its own sites with Croydon Council. Any future developments will need to reflect the changed economic climate for the viability and funding of large town centre projects. This approach will assist to focus attention on those opportunities which can be sold off separately or developed with partners in a more

40

p y p pmanageable and phased way.

Important noticepThis presentation may contain certain “forward-looking” statements. By their nature, forward-looking statements involve risk and uncertainty because they relate to futureforward looking statements involve risk and uncertainty because they relate to future events and circumstances. Actual outcomes and results may differ materially from any outcomes or results expressed or implied by such forward-looking statements.

Any forward-looking statements made by or on behalf of Minerva speak only as of the date they are made and no representation or warranty is given in relation to them, y y gincluding as to their completeness or accuracy or the basis on which they were prepared. Minerva does not undertake to update forward-looking statements to reflect any changes in Minerva’s expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.

Information contained in this presentation relating to the Company or its share price, or the yield on its shares, should not be relied upon as an indicator of future performance.

Nothing in this presentation should be construed as a profit forecast.

With reference to any financial information which appears in this presentation, please y pp p , prefer to the Preliminary Announcement released on 5 October 2009 for further details.

41