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EYEMAXX, June 2011
Successful real estate development for over 10 yearsEYEMAXX Real Estate bond investment
Page 2EYEMAXX, June2011,
Disclaimer
This publication does not constitute an offer to sell nor an invitation to buy Amictus AG securities, in future:Eyemaxx Real Estate AG.
An offer will be made exclusively by means of and on the basis of a prospectus, which will be published inconnection with the offer. In accordance with Section 14 (2) no. 3a of the Securities Prospectus Act(Wertpapierprospektgesetz – WpPG), plans are to publish the prospectus on the website of the issuer and on otherwebsites, including Amictus AG, in future: Eyemaxx Real Estate AG (Auhofstrasse 25, 63741 Aschaffenburg,Germany, phone: +49+6021 386 69 – 10) where it will be available for downloaded free of charge.
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EYEMAXX is one of the leading companies to develop, sell and utilise commercial real estate in CentralEurope. This provides EYEMAXX with a presence in regions that are recording far above-average growthbut also offer a large degree of stability and security. EYEMAXX builds its success on long-standing andsuccessful partnerships with top anchor tenants and an experienced management team. EYEMAXXsuccessfully implemented its profitable business model even during the financial and real estate crisis and isnow starting into another period of sustained and rapid growth.
Mission Statement
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1. Investment Highlights
2. At a Glance
3. Business Concept and Product Strategy
4. Market Environment and Competition
5. Private Equity Financing vs. Internal Financing
6. Performance Indicators
7. Projects and Structure
8. Allocation of Resources: Project Pipeline
9. EYEMAXX Bond 2011 – 2016
10. EYEMAXX – Strengths – An Overview
Content
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1. Investment Highlights7.50% return and triple security
Profitablebusiness
Net annual profit on account of successful real estatedevelopment, even during the crisis
Investment intangible assets
Clearly defined project pipeline for investments in specialist stores,logistics centres and hotels in Central Europe
Additional, externalcollateralisation
Almost entirely external real estate portfolio of company founderprovides additional collateralisation for bond
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1. Investment Highlights
Strong markets Central Europe has above-average growth perspectives
Strong partners International trade and hotel chains with top credit ratings are anchor tenantsand long-terms partners
Highly experienced Proven concepts and construction technology, approximatelyEUR 200 million realised and sold
Strong brands Own brands such as BIG BOX, MyBOX and STOP.SHOP. (licensed byIMMOFINANZ AG)
Weakcompetition
Great demand for specialist stores, logistics centres and budget hotelsin Central Europe, but only small, regional competitors
Solid figures Profitable business, around EUR 14 million equity
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2. At a GlanceFoundation
1996 – Establishment of operating subsidiaryEYEMAXX International Holding & Consulting GmbH, Austria
IntegrationQ2 2011 – Eyemaxx International is integrated in the company shell (General Standard)of Amictus AG (ISIN DE000A0V9L94) as part of a non-cash capital increase. Futurecompany name: EYEMAXX Real Estate AG
FocusSpecialising in developing, selling and utilising real estate in the specialist store andlogistics sectors as well as constructing buildings according to customers’ requirementswith focus on Poland, the Czech Republic, Slovakia, Germany and Austria
Track recordDeveloping real estate with an approximate volume of EUR 200 million between 2006and 2011 alone (even during the real estate crisis)
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2. At a Glance / Experienced Management Team
Mag. Dr. Michael MüllerCEO and founderLong-standing experience inproject and general management
KR Ing. Norbert AdelmannManager Brands35 years experience in realestate acquisition, planningand project management
Mag. Georg DoblerManager ProjectCompaniesOver 10 years’ experiencein acquisition, planning,construction managementand controlling
Jon A. PirtleManager Hotel Dev.Prev. ManagementRitz-Carlton,over 40 successful hoteldevelopments
Mag. Christian KünzlManager EYEMAXXFinanceLong-standingexperience in bankingand financial services
Maximilian Pasquali LL.MHead of Legal Dept.Extensive expertise inbusiness, trade and capitalmarkets law
Mag. Helmut HerglotzCFO7 years’ experience inmanagement functionaccounting (IFRS),controlling and projectfinancing
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3. Business Concept and Product Strategy
Stop.Shop. Liptovsky (CZ)
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3. Business Concept, Core Markets and Product Strategy
Specialist stores
Budget hotels
(tailor-made solutions)
Other(logistics centres, DIYstores etc.)
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3. Business Concept and Product Strategy
Pre-selecting alocation
Location analysis
Anchor tenant
Concluding optionagreements
Technical planning
Planningconstruction andoperating license
Developing rentagreements
Call for tender
Project financing
Appointing generalContractor
Constructionphase
Projectmanagement &Controlling
ConnectingInfrastructure
Final inspection
Facilitymanagement
Businessadministration
Reporting
Sale to strategicinvestors
or
institutionalinvestors
as
individual projectsor portfolio
Along the entire value added chain
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3. Business Concept and Product Strategy
Strong anchor tenants and customer traffic generators
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3. Business Concept and Product Strategy(1) Specialist storesMarket leader in Central Europe- Market leader for local consumer supplies via own specialist store concepts- Long-standing partners are anchor tenants under the brand names BIG BOX, MyBOX and STOP.SHOP. (brand of
IMMOFINANZ)
Low risk for investment cost planning- Low planning and construction risks thanks to proven concepts and construction technology- Short realisation periods due to high degree of standardisation- Real estate prices in target markets are still largely stable at present
Highly secure in terms of achievable rent income / cash flow- Proven brands are reliable tenants with top credit ratings and generally long-term rent agreements- Indexed rent agreements, dependent on general price performance, provide permanent hedge against inflation- General contractors provide comprehensive performance guarantees, secured by bank guarantees
High planning security with regard to current operating costs- If additional bank loans are used, they have fixed interest rates for the entire term- Long-term comprehensive facility management agreements to ensure maintenance
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3. Business Concept and Product Strategy(2) Budget hotels – tailor-made solutions Own image: EUROPEAN HOTEL PARTNER- Team has gathered experience from numerous projects for leading brands such as ACCOR Group, including Dorint,NOVOTEL, ibis, etap etc.- Cooperation with ACCOR for the joint development and construction of sustainable hotels- Pre-selection of location (pipeline) already defined by ACCOR- Extensive experience from other tailor-made solutions, e.g. for BAUHAUS- Risks are minimised by signing rent agreement prior to commencing work, then sale afterwards
Budget hotel segment- Largely standardised customer-specific construction concepts- Standardised repair and maintenance agreement concepts- Indexed 15-year rent agreements with operators, including group guarantee
Tailor-made projects for operators and investors- Accredited, high-calibre team of hotel experts with long-standing market know-how- Rent agreements with minimum 15-year terms provide for long-term investment security- Tailor-made solutions – no blind pool development
New projects in the pipeline- Nuremberg, Aschaffenburg, Munich
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3. Business Concept and Product Strategy(3) Other – Logistics Centres
Long-standing experience- 14 logistics centres in Germany and Austria in the portfolio of sister company Birkart KG- Tenants include: LOGWIN, RABEN, QUEHENBERGER, BRENO
Competitive advantage in the logistics sector- Short realisation periods thanks to high degree of standardisation and proven concepts- Close to potential tenants via portfolio of sister company Birkart
Tailor-made projects for operators and investors- Highly secure return due to budgets being adhered to in a professional and timely manner- Operator focusses on operating business – EYEMAXX plans, finances and constructs- No blind pool development
New projects in the pipeline- Airport Logistic Center Nis (third-largest city in Serbia, north of Belgrade) with 22,000 sqm floor space
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4. Market Environment and CompetitionGrowth markets – a quick guide
GDP growth 2011e 2012e
Eurozone +1.4% +1.9%
Poland +3.9% +4.5%
Slovakia +4.0% +4.5%Czech Republic +1.5% +2.3%
Austria +2.5% +2.0%
Germany +3.4% +2.5%
Source: Raiffeisen Research 2011
Above-average consumer spending rises(Poland +9.9% p.a. from 2009 – 2012)
Not enough specialist stores and hotelsup to now
Economic growth increases demand forlogistics
Stable legal framework in Central Europeprovides security
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4. Market Environment and CompetitionSpecialist stores – competition
- Special focus on cities with a population between 30,000 and 50,000 → low competition and largecatch-up potential
- Investment volume per specialist store from EUR 5 million to EUR 15 million, depending on location→ to little for large international real estate developers
- Regional developers at the most, in individual cases as competitors
- Market potential in Poland alone expected to be 200 specialist stores
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4. Market Environment and CompetitionBudget hotels – competition
- Demand for budget hotels is growing considerably in Central Europe
- Only few international hotels up to now (merely 21% of capacities are owned by hotel chains)
- Hotel developers interested in partnerships with experienced real estate developers
- Significant opportunities in the emerging market
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4. Market Environment and CompetitionLogistics – competition
- In 2011, floor space in Germany up 30% on the years 2005 to 2009 (source: JLL)
- Logistics centres in Poland and the Czech Republic develop particularly dynamically after the crisis (source: Colliers)
- Experience is a definite competitive advantage
- Partnerships between real estate developers and logistics companies
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5. Private Equity Financing vs. Internal FinancingExample: STOP.SHOP.* specialist store in CZ (financed with private equity, so-called forward sale)
Investment criteria at the start of project:(1) Tenants’ and purchasers’ location criteria ok(2) Option agreement with real estate owner ok(3) Positive external location analysis ok(4) Investment calculation confirmed by independent expert ok(5) Positive rating of general contractor / fixed price agreement offer ok(6) Use of certified construction technology ok(7) Total project financing ok(8) Rent agreements for at least 60% of rental space ok
Project details and financial result (actual result)- Small city location: Population: 35,000- Rental space: 5,043 sqm- Total investment costs: EUR 5,597 million- Net rental income p.a.: EUR 560,000 / exit price EUR 6,585,000 = 8.5% yield p.a.- EBT at SPV level relating to exit price: 15.02% of which 50% private equity partner- Profit share EYEMAXX 50% 7.51% of exit price- Plus services charged to SPV 3.70% = 11.21% total gross profit EYEMAXX
*STOP.SHOP. is a brand of IMMOFINANZ
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Private equity vs. internal financing: Example – project sales price EUR 10.0 million(Income PE partner: 8.25% interest on equity share + 50% profit of SPV)
With PE (forward sale) Internal financing EUR % EUR %thousand thousand
Exit price at net rental income of EUR 850,000 p.a. 10,000 100.0 10,625 106.25(PE yield = 8.5% or multiple 11.76 / internal financing yield = 8.0% or multiple 12.5)
Construction costs, incl. land and ancillary costs 7,800 78.0 7,800 78.0+ Construction financing share 70% at forward sale (18 months at 6%) 246 2.5 - -+ Own share 30% (interest rate 24 months at 8.25% / of which 10% Eyemaxx) 386 0.4 - -Comparison: 100% internal financing (24 months at 7% / average EUR 3.9 mill ion) - - 546 5.5 =Total investment costs 8,432 80.9 8,346 83.5Profit at SPV level 1,568 15.7 2,279 22.8Profit allocation (50% for PE and 100% for internal financing) 784 7.8 2,279 22.8+ Profit margin Eyemaxx of 3.7%, incl. in construction costs 372 3.7 333 3.3Total profit margin EYEMAXX Real Estate AG 1,156 11.5% 2,565 25.1%
Internal financing provides twice as much earnings potential
Typical specialist store project calculation – a comparison(with / without private equity (PE))
5. Private Equity Financing vs. Internal Financing
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Business cycle (Example: Specialist store exit yield 8%, net rent EUR 850 thousand)
Exit price at 8% yield EUR 10.6 million
Construction costs incl.GS 73.5% exit price EUR 7.8 million
Total investment costs EUR 8.4 million
Profit margin Ø 25.1% EUR 2.6 million
Debt service + profit
Project financing Exit
Real estatecollateralisation
Technical & financial engineering
Pre-renting Renting Facilitymanagement
5. Private Equity Financing vs. Internal Financing
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6. 2007 to 2010 Performance Indicators – A Comparison(cons.) in EUR millionBalance sheet key figures 2007 2008 2009 2010
Non-current assets 10.8 11.5 9.1 6.5
Current assets 13.8 15.2 14.5 28.0
Equity 10.6 12.6 13.5 14.1
EBITDA 3.8 3.3 1.2 1.2
Earnings after taxes EAT 4.0 2.0 1.0 0.8
Financial liabilities 2.0 0.7 0.6 2.0
For bond performance indicators see page 28
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Bond investor
EYEMAXX Real Estate AG
Trustee holdssecurities forinterest rate
payments andrepayment claim
Accreditedtenants with top
credit ratingsProject companies 1 to n
Contractual relationships – internal financing (bond)
Sale Project companiesContractingpartner debt
capital
Real estate purchasers –institutional real estate investors
Issuer of repaymentclaim collateral
receives liability fees
Real estate owner /seller
General contractorconstructs turn-key
projects
7. Projects and Structure
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Project references comparison – separate presentations
Between 2005 and 2010, real estate projects with a total volume ofapproximately EUR 200 million were developed, constructed and sold.
7. Projects and Structure
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8. Allocation of Resources: Project pipeline – Selected ItemsProject
1. Specialist store Kyjov (CZ)
2. Specialist store Pelhrimov (CZ)
3. Specialist store Louny (CZ)
4. Specialist store Krnov (CZ)
5. Specialist store Jablonec (CZ)
6. Specialist store Poland I (PL) *
7. Specialist store Poland II (PL) *
8. Specialist store Poland III (PL) *
9. Hotel Germany I (DE) *
10. Hotel Germany II (DE) *
Total investment volume
EUR 3.9 million
EUR 2.0 million
EUR 6.5 million
EUR 4.0 million
EUR 6.7 million
EUR 6.5 million
EUR 7.0 million
EUR 7.5 million
EUR 8.0 million
EUR 9.0 million
Estimated date of completion
MAR 2012
APR 2012
SEP 2012
OCT 2012
NOV 2012
OCT 2012
NOV 2012
NOV 2012
MAR 2013
MAY 2013
*) Although location is known, no detailed information is being provided on account of competition
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9. EYEMAXX Real Estate AG Bond 2011 – 2016Volume: Up to EUR 25 million
Interest coupon: 7.50% p.a.
Term: 26 July 2011 to 26 July 2016 (final payment), interest rate date on 26 July of eachyear
Listing: Entry Standard of Frankfurt Stock Exchange
Allocation of resources: Investment in high-profit tangible assets and to a lesser extent in working capital;creating collateral under supervision of a notary, who also acts as trustee. Resources are only allocated once collateral has been created
Collateralisation of bond: Certified land charges in favour of the notarial trustee of EUR 26 millionbond subscriber (80% of market value primary + 20% secondary) (Real estate from the private portfolio of majority shareholder Dr. Michael Müller)
Group liability of issuer, net assets of: about EUR 14 million
Rating: BBB+ (credit reform)
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Bond performanceindicators 2009 2010 2011e 2012e 2013e
EBIT interest coverage -1,31 6.47 2.42 2.80 3.81
EBITDA interest coverage 2.09 8.67 2.42 2.97 4.23
Net debt / EBITDA 3.32 9.58 16.71 15.37 6.36
Total debt / capital 0.19 0.39 0.63 0.73 0.70
9. EYEMAXX Real Estate AG Bond 2011 – 2016
*) Figures based on 2011 to 2013: Estimates by fairesearch
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9. EYEMAXX Real Estate AG Bond 2011 – 2016Largely external real estate portfolio provides additional security
- Additional real estate portfolio of EYEMAXX founder supplements EYEMAXX securities for bondcreditors (certified land charge: EUR 26 million)
- Almost entire portfolio does not belong to EYEMAXX = No third-party access should EYEMAXX facefinancial problems
- Conservative market valuation confirms portfolio value
- Collateralisation of EUR 20 million in first tranche / additional EUR 6 million in second tranche withconsiderable value buffer
- Additional EUR 0.8 million rental income per year of the external portfolio is pledged to cover bondinterest payments
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Real estate fund investment versusreal estate bond investmentAdvantages of a real estate bond investment with EYEMAXXMultiple security: Direct collateralisation on the project plus resources are allocated for high-profit tangibleassets plus liability with total assets of issuer- Repayment claim collateralised with private real estate assets of majority shareholder- Net equity of issuer amounts to EUR 14 million (financial liabilities approximately EUR 2 million)- Issuer is listed on the regulated market (General Standard) and has high standard of transparency
Fungibility and high interest rates for the entire term- Annual interest payments of 7.50%- Listed security with investment grade rating- Securities prospectus approved by BaFin
Bond investment provides financial advantages- Favourably-priced security- Simple, highly transparent management- Low transaction fees upon sale
9. EYEMAXX Real Estate AG Bond 2011 – 2016
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10. EYEMAXX – Strengths – An Overview- Top-quality construction concepts, in strict compliance with sustainability aspects (tailor-made solutions)
- Scalable business model with high degree of standardisation
- Long-standing successful partnerships with renowned tenants such as
etc.
- Implemented specialist store concepts BIG BOX, MyBOX and STOP.SHOP. (a brand of IMMOFINANZ AG) enjoyhigh level of acceptance
- Focus on “local consumer supplies” key niche market with total investment costs of EUR 5 million to EUR 15 millionper specialist store and around EUR 2.0 billion potential in the target markets
- First mover advantage provides for locations to be secured early and cost-effectively in accordance with tenants’criteria
- Track record: In the past five years 2006 to 2010, real estate projects with a volume of approximately EUR 200million were planned, constructed and sold to investors
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Many thanks