Aggregate Holdings S.A. Company Presentation November 2019
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Aggregate Holdings S.A.
Company Presentation
November 2019
THIS PRESENTATION AND ITS CONTENTS ARE CONFIDENTIAL AND ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM
THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN OR ANY JURISDICTION WHERE SUCH DISTRIBUTION IS UNLAWFUL.
This presentation (“Presentation”) was prepared exclusively by Aggregate Holdings S.A. (“Aggregate Holdings”) solely for informational purposes and has not been independently verified and no representation or warranty,
express or implied, is made or given by or on behalf of Aggregate Holdings. This presentation contains selected information about the activities of Aggregate Holdings and its subsidiaries and affiliates (together the
“Group”). It does not purpose to be a comprehensive overview of the Group or contain all information necessary to evaluate an investment in the Group. As this presentation only contains general, summary and selected
information about the Group, it may omit material information about the Group and is not a complete description of the Group’s business and the risks relating to it. Nothing in this Presentation is, or should be relied upon
as, a promise or representation as to the future. This Presentation is being communicated to selected persons who have professional experience in matters relating to investments for discussion purposes only and is
incomplete without reference to, and should be viewed solely in conjunction with, the oral briefing provided by Aggregate Holdings. Neither this Presentation nor any of its contents may be used for any other purpose
without the prior written consent of Aggregate Holdings.
This Presentation does not constitute or form part of, and should not be construed as, an offer or invitation or inducement to subscribe for, underwrite or otherwise acquire, any securities of Aggregate Holdings, nor should it
or any part of it form the basis of, or be relied on in connection with, any contract to purchase or subscribe for any securities of Aggregate Holdings, nor shall it or any part of it form the basis of, or be relied on in connection
with, any contract or commitment whatsoever. This Presentation is not an advertisement and not a prospectus.
Certain statements in this Presentation are forward-looking statements. These statements may be identified by words such as "expectation", "belief', "estimate", "plan", "target“ or "forecast" and similar expressions, or by
their context. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the
forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial consequences of the plans and events described herein. Actual results may differ from those set
forth in the forward-looking statements as a result of various factors (including, but not limited to, future global economic conditions, changed market conditions affecting the industry, intense competition in the markets in
which Aggregate Holdings operates, costs of compliance with applicable laws, regulations and standards, diverse political, legal, economic and other conditions affecting Aggregate Holdings’ markets, and other factors
beyond the control of Aggregate Holdings). Neither Aggregate Holdings nor any of its respective directors, officers, employees, advisors, or any other person is under any obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise. You should not place undue reliance on forward-looking statements, which speak of the date of this Presentation. Statements contained in this
Presentation regarding past trends or events should not be taken as a representation that such trends or events will continue in the future. No obligation is assumed to update any forward-looking statements. The
information contained in this presentation is provided as at the date of this document and is subject to change without notice.
This presentation contains data sourced from and the views of independent third parties. In placing such data in this document, Aggregate Holdings makes no representation, whether expressed or implied, as to the
accuracy of such data. The replication of third-party views in this presentation should not necessarily be treated as an indication that Aggregate Holdings agree or concurs with such views.
Neither Aggregate Holdings nor any of its directors, officers, employees or advisors, nor any other person makes any representation or warranty, express or implied, as to, and accordingly no reliance should be placed on,
the fairness, accuracy or completeness of the information contained in the Presentation or of the views given or implied. Neither Aggregate Holdings nor any of its respective directors, officers, employees or advisors nor
any other person shall have any liability whatsoever for any errors or omissions or any loss howsoever arising, directly or indirectly, from any use of or reliance on any information contained in or omitted from or otherwise
arising in connection with this presentation. It should be noted that certain financial information relating to Aggregate Holdings contained in this document has not been audited and in some cases is based on management
information and estimates.
This Presentation is intended to provide a general overview of Aggregate Holdings’ business and does not purport to include all aspects and details regarding Aggregate Holdings. This Presentation is furnished solely for
your information, should not be treated as giving investment advice and may not be printed or otherwise copied or distributed. Subject to limited exceptions described below, the information contained in this Presentation is
not to be viewed from nor for publication or distribution in nor taken or transmitted into the United States of America (“United States”), Australia, Canada or Japan and does not constitute an offer of securities for sale in any
of these jurisdictions.
Any securities offered by Aggregate Holdings have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state or other jurisdiction of the
United States and such securities may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and
applicable state or local securities laws.
This Presentation does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person or in any jurisdiction to whom or in which such offer or solicitation is unlawful.
By receiving this Presentation, you agree to be bound by the foregoing limitations. This Presentation does not constitute investment, legal, accounting, regulatory, taxation or other advice and does not take into account
your individual investment objectives. No recommendation is made as to how investors should exercise any investment decision. Any investor that intends to deal in any existing or prospective securities of the Group is
required to make its own independent investigation and appraisal of the business and financial condition of the Group and the nature of the securities at the time of such dealing.
2
I. Company Overview
Aggregate Holdings
Aggregate Holdings
Aggregate Holdings is a real estate investment company, predominantly
focused on the German market, with over €5.0bn of Assets and more than €11.5
billion of gross development value of development properties
It is a fully integrated real estate development platform covering the entire value
chain: from acquisition and financing to planning and development, ultimately
with the option to sell or hold the asset once fully completed
With its fully dedicated local teams, Aggregate Holdings’ long-lasting experience
Overview aims at sourcing some of the most unique real estate opportunities by utilising
its outstanding network built over decades
Proven track-record in accessing equity and debt capital markets; strong
network of financial partners both locally and internationally
Experienced management team with a strong operational and transactional track-
record
4
About Us
Our Vision Our Mission Who We Are
To become one of the To use our platform, An investment real
leading investment real network and capabilities estate company
estate companies across in real estate to address covering the whole real
Europe focused on some of the most estate value chain
development, yielding and pressing housing issues
financial real estate assets in Europe
5
Aggregate Group Management team
Aggregate Management GmbH
Jaroslaw Konieczka, CEO:
Over 20 years experience in the banking sector with a wide exposure to real estate; Member of the Management Board in several banks, notably
Hypo Bank, Berliner Bank, AHBR, Volkswagen Bank, etc.
Franz-Josef Schmitz, COO:
Over 30 years experience in the banking sector, responsible for risk management, operations and M&A integration processes; held a variety of senior
management positions Santander, RBS Europe, C&A Bank and Bank11direct
Boris Lemke, Investment Director:
Previously Boris was a Director in London for Deutsche Bank; over 19 years of structuring, syndication and trading experience across Deutsche Bank
and Morgan Stanley
Aggregate Financial Services
Johannes Märklin, Managing Partner:
Previously Johannes was running Deutsche Bank’s Private Debt Syndicate business for its Corporate Finance and Debt Capital Markets; in his roles, he
developed the financing activities for international corporate clients, including real estate companies and financial institutions
Sebastian Ernst, Managing Partner:
Previously Sebastian was a Managing Director and Global Head of Illiquid Credit Trading at Deutsche Bank; he was responsible for the underwriting and
structuring of financing transactions and the trading of illiquid bonds and loans with a focus on corporate and real estate related credit risk.
Consus Real Estate AG
Andreas Steyer, CEO:
Over 25 years operational and leadership experience in German real estate companies; former CEO of publicly listed DEMIRE, expansion of buy-to-hold
assets >€ 1bn
Benjamin Lee, CFO:
Over 25 years experience in corporate finance with 14 years at UBS in London; 5 years of experience as board member and CFO of a listed company
Theo Gorens, Chief Risk Officer and Deputy-CFO:
Previously CFO of SSN Group AG; Previously he was CFO at Fortis ABN AMRO Group, before he was a member of the ext. management board at
Bethmann Bank and started his career at KPMG
6
Company overview
Unique Business Positioning Key Operational and Financials Highlights (Dec-18)
• Aggregate Holdings S.A. (“Aggregate Holdings”) is an investment
holding company focused on three main segments: €11.5bn
€5.0bn
Gross Development
Total Assets
1- Build & Sell: real estate developer focused on the Value
construction and sale of real estate to third-party buyers
(mainly via forward sales)
65 2.4 million sqm Gross
Development Projects Construction Area
2- Build & Hold: develops assets which are kept as long-term
holdings on its portfolio
3- Financial Real Estate Assets: these can be private or €550m Financial
LTV 56.2%
public real estate investments where there is an Real Estate Assets
opportunistic / value-add investment proposition
• Unique, flexible and well diversified business model targeting Business Segments
highly accretive returns within the real estate industry
1
• Established real estate know-how and proven knowledge in Build & Sell:
accessing both equity and debt capital markets Real Estate Development Businesses
• Superior network allowing continuous access to investment 2
opportunities often via off-market transactions Build & Hold:
• Headquartered in Luxembourg
Cash-flow Yielding Assets
3
Financial Real Estate Assets
Liquid Assets
Strategic positioning
Europe Development Diversified Sourcing
• Mainly focused on • Refurbishment / new built • Diversified exposure and • Continuous access to
Germany, and other EU focus access to: attractive pipeline
countries
• Residential / commercial • Real estate • Focus on off-market
• Exploit market structural balanced mix developers transactions
needs
• Best-in-class forward- • Direct yielding • Recurring value creation
• Unique market dynamics sale specialist and projects
with tremendous upside condominium developer • Long-lasting network
potential • Opportunistic real
estate investments
8
Strategy focused on cash-flow generation
1 Growth opportunities 1 Growth opportunities
✓ Off-market investment
✓ Access to unique off-market transactions
opportunities ✓ Long-lasting business network
• Plots / projects established across Germany & other EU
• Real Estate Developers countries
✓ Positioned to acquire further plots and / or
real estate developers
2 Real Estate Development
4 Financing 2 Real Estate ✓ Development profits as key driver of value
Aggregate creation
Optimization Development
Holdings ✓ Selective assets developed to own
✓ Sustainability ✓ Value creation
✓ Profitable utilization of own land reserves
3 Capital Recycling
3 Capital Recycling ✓ Specialist in forward-sale to institutional
investors and condo selling to individuals
✓ Forward-sale
✓ Reinvestment of profits into acquisition of
✓ Reinvestments identified pipeline
✓ Selective holdings
4 Financing Optimisation
Cash-flow generation and revenue growth ✓ Wide and structured approach to
construction financing
✓ Ability to further optimize existing capital
structure
✓ Broad network of international lending
Sustainable value creation partners
9
Value creation process
Sourcing of Investment Opportunities
Due Diligence Process
Demonstration of Interest
Value Creation Process
Acquisition
Real Estate Development Cash-flow Yielding Financial Real Estate
Businesses Assets Assets
(Build & Sell) (Build & Hold) (Liquid Assets)
• Planning optimisation • Planning optimisation • Number of strategies can be applied
• Building permit obtained • Building permit obtained • Various investment timeframes
• Project forward sold to institutional • Construction of asset • Focus on maximising shareholder
investors value creation
• Letting phase
• Construction of asset • Liquid investment profile
• Long-term active asset management
• Letting phase • Revenue and cash-flow generation
• Recurring cash-flow
• Revenue and cash-flow generation
10Build & Sell segment: Consus Real Estate
Company overview Construction Process overview
• The leading integrated German residential developers, diversified
across the largest and fastest growing top 9 German cities
• Strong market share in undersupplied residential real estate market
with focus on affordability €9.6bn
• Focused on selling residential projects to institutional investors GDV
through forward sale agreements thereby minimising development,
financing and exit risks
• Headquartered in Berlin with approx. 750 employees currently
I. II. III. IV.
focused on construction and sales across 9 regional offices
Buy Plan Sell Build
• Aggregate Holdings has a controlling stake of 57.0% in Consus Real
Plots Project Forward & Deliver
Estate
Shareholding structure
I. Consus acquires development opportunities and lays out
DE000A2DA414 /
ISIN / WKN overall project structure
A2DA41
Number of Project optimisation through obtaining (preliminary)
136.581.507 II. building permits
Shares
Market Deutsche Börse Scale
Prior to construction, projects are forward-sold to
Segment m:access III. institutional investors
Stock Xetra, München,
» Aggregate Group ~57% Exchanges Frankfurt Construction only starts after forward-sale and is paid via
» Christoph Gröner 6% IV. pre-agreed milestone payments during construction period
» Free Float ~37% Market cap.1 €835m
Source: Company information
Note: 1) as at 22 October 2019
11Build & Sell segment: Consus Real Estate
Consus with strong footprint in Germany’s top economic regions – 64 projects with GDV of € 9.6bn (Dec-18)
Hamburg Berlin
GDV in €m: 1,928 GDV in €m: 1,177
Area in k m²: 369 Area in k m²: 227
Avg. Sales Price: 5.231 Hamburg Avg. Sales Price: 5.183
% of total GDV: 20% % of total GDV: 13%
Projects: 6 Projects: 9
Berlin
Dusseldorf/Dortmund Leipzig/Erfurt
GDV in €m: 369 GDV in €m: 1,277
Area in k m²: 65 Dresden Area in k m²: 534
Dusseldorf
Avg. Sales Price: 5.685 Avg. Sales Price: 2.390
Cologne Leipzig
% of total GDV: 4% % of total GDV: 12%
Frankfurt
Projects: 4 Projects: 17
Cologne/Aachen Dresden
GDV in €m: 999 GDV in €m: 416
Area in k m²: 209 Area in k m²: 93
Stuttgart
Avg. Sales Price: 4.772 Avg. Sales Price: 4.496
% of total GDV: 10% % of total GDV: 4%
Munich
Projects: 5 Projects: 6
Frankfurt/Offenbach Munich Stuttgart/Karlsruhe
GDV in €m: 1,238 GDV in €m: 476 GDV in €m: 1,716
Area in k m²: 173 Area in k m²: 67 Area in k m²: 364
Avg. Sales Price: 7.154 Avg. Sales Price: 7.078 Avg. Sales Price: 4.718
% of total GDV: 13% % of total GDV: 5% % of total GDV: 18%
Projects: 7 Projects: 3 Projects: 7
12Build & Sell segment: Consus Real Estate
Balanced distribution of properties to be developed in the short and medium term (Dec-18)
GDV in % of Total Net floor Primary Exit Development
# Project Name City % Residential Status
€m GDV area in m² Strategy Time-frame
1 Garden Campus Stuttgart 979 10% 79% 186,581 Planning FW 2020 – 2025
2 416 (Freiladebahnhof) Leipzig 884 9% 53% 267,941 Planning FW 2020 – 2025
3 Holsten Quartiere Hamburg 878 9% 71% 145,749 Planning FW 2021 – 2026
4 Cologneo I Cologne 389 4% 37% 90,607 Construction Partly FW Sold 2018 – 2021
5 Quartier C Karlsruhe 371 4% 64% 111,249 Planning FW 2021 – 2025
6 The Wilhelm Berlin 366 4% 85% 17,720 Construction Condo 2018 – 2021
7 Neuländer Quarree Hamburg 357 4% 37% 81,315 Planning FW 2020 – 2023
8 Cologneo II Cologne 351 4% 64% 71,583 Planning FW 2022 – 2025
9 Covent Garden Munich 297 3% 93% 26,952 Planning FW 2020 – 2022
10 Frankfurt Ostend Frankfurt 283 3% 54% 39,000 Planning FW 2021 – 2023
Top 10 5,154 53% 61% 1,038,967
13Build & Hold segment: Quartier Heidestrasse
Project overview Key highlights (Dec-18)
• One of the largest available land plots under construction in city
central of Berlin €1.8bn €71.8m 1/3 office space
• Mixed use development project with c.281,000 sqm GCA (Gross GDV1 NRI/year1 already let
Construction Area) and c.230,000 sqm GLA (Gross Lettable Area)
• Project fully approved and currently under construction; construction 147,000 sqm 65,600 sqm 16,600 sqm
and lease up to be concluded 2023 Office lettable Residential lettable Retail lettable
area area area
• The project is to generate c. €72 million of net rental income and to
expected valued at c.€1.8 billion at completion
920 residential 1,136
• 1/3 of total office space has been pre-let; SAP, the world's leading units parking units
producer of enterprise software applications, took on 30,000 sqm in
September 2019
HBF
Berlin Central
Station
Note: 1) As at completion of the project; as per JLL valuation in Dec-18
14Build & Hold segment: Quartier Heidestrasse
Phases construction timeline with expected completion by end of 2022
2018 Q1 2019 Q2 2019 Q3 2019 Q4 2019 2020 2021 2022
Completion of
Infrastructure works underground utility and Section by section completion of roadworks
construction road works
Building application and Completion by Q2 2020
SO-GEBIET / QH-CORE permission. Laying of (structural works currently Züblin – KOHA; submission further subsections
foundation stone in progress)
Building application
Completion between Q4 2021 and Q2 2023 (3 construction phases scheduled)
GE-GEBIET / QH-TRACK submitted, permission
(current negotiation assignment building pit, construction works, facade)
expected
Building application
Completion Q2 2021
MI 4.1 / QH-SPRING submitted, permission
(current negotiation assignment building pit, construction works, facade)
expected
MI 3 / QH-COLONNADES / QH- Preparation of building Building Building Q3 2019 – Start of building pit
STRAIGHT permission application permission Q1 2020 – Start of structural works
Preparation of Q1 2020 – Start of building pit
Building Building
MI 1-2 / QH CROWN 1 / QH CROWN 2 building Q3 2020 – Start of structural works
application permission
application Q3 2022 – Completion
15Build & Hold segment: Quartier Heidestrasse
Advanced construction progress
16Financial real estate assets segment
Well diversified and liquid financial real estate assets pool
Listed Listed Listed Real Estate
Securities
Equities Bonds Funds Loans
✓ Highly liquid portfolio of financial real estate
assets
Underlying
Real Estate backed
assets
✓ Value accretive investments
Financial
Over EUR 550 million
exposure
✓ Diversified across number of investments
Securities Highly liquid and tradeable securities; short-duration
profile loans to real estate projects
17II. Financial Performance Overview
Aggregate HoldingsConsolidated FY 2018 financials:
Income statement
Income Statement
in kEUR, 31 Dec FY 2017 FY 2018
Rental income 7,144 33,182 ✓
1 Revenue of EUR 594m represents
Income from real estate inventory disposed of - 144,511 mainly forward sales rump up during
Income from property development - 278,992 the period of 2018
Service charges 532 10,199
Other operating income 125,657 126,553
✓
2 Increase in costs mainly driven by
Total income 133,333 1 593,437 growth in construction activity and
Expenses for materials (17) 2 (286,278)
incorporation of SSN Group post its
Expenses for hired services (17,034) (64,699) acquisition
Expenses for salaries and social security (1,085) (41,103)
Other operating expenses (18,865) (46,737)
EBITDA 96,332 154,620 ✓
3 Financial expenses reflect acquisition
Depreciation and amortization (52) (2,759) of SSN Group and represent full
EBIT 96,280 151,861 consolidated group and subsidiary
Finance income 78,685 24,567 project level financing
Finance cost (66,974) 3 (180,064)
EBT 107,991 (3,636)
Income tax expense (52,954) 14,525
Consolidated net income 55,037 10,889
19Consolidated FY 2018 financials:
Balance Sheet: Assets
Current & Non-current Assets
in kEUR, 31 Dec FY 2017 FY 2018
Property, plant and equipment 9,107 12,614 ✓
1 Represents mainly the platform value
Intangible assets and Goodwill 490,392 1 697,453 of Consus Group Real Estate, notably
Investment property 498,806 2 238,845 driven by the acquisitions of CG
Investment property under construction 708,250 880,102 Group and SSN Group
Advances 10,532 3,226
Non-derivative financial assets 140,449 3 74,844
Investment in equity accounted investees 79 33,124 ✓
2 Decrease in investment property due
to divestments of commercial assets
Total non-current assets 1,857,615 1,940,208
(mainly office buildings)
Inventories 1,323,765 4 2,140,507
Trade and other receivables 74,006 96,265
Non-derivative financial assets 301,570 3 693,110 ✓
3 Financial real estate assets
Cash and cash equivalents 96,374 143,916
Total current assets 1,795,715 3,073,798
TOTAL ASSETS 3,653,330 5,014,006 ✓
4 Inventories reflect net impact of
project development pre-sales and
reclassification impact of forward sales
20Consolidated FY 2018 financials:
Balance Sheet: Equity and Liabilities
Equity & Liabilities
in kEUR, 31 Dec FY 2017 FY 2018
Share capital 475,080 475,080 ✓
1 Total equity for the period increased to
Capital reserves 251,370 259,969 1.1bn euros
Equity attributable to hybrid holders 158,461 151,637
Non-controlling interest 203,177 287,006
Total equity 1,088,088 1 1,173,692
✓
2 Gross debt evolution reflects
Loans and borrowings 1,486,603 2 1,635,425 increased development activity and
Derivative liability 16,590 14,062 closing of acquisitions
Other non-current liabilities 8,387 15,017
Provisions 20,088 -
Deferred tax liabilities 199,442 224,863
Total non-current liabilities 1,731,110 1,889,367
Loans and borrowings 593,457 2 1,326,151
Income tax payable 17,527 44,496
Trade and other payables 219,878 576,230
Provisions 3,270 4,070
Total non-current liabilities 834,132 1,950,947
TOTAL EQUITY & LIABILITIES 3,653,330 5,014,006
21Simplified group chart (Dec-18)
€350m Senior Notes Aggregate Holdings S.A.
2021 (Issuer)
NAV (before Notes) € 1.08bn
Notes € -350m
NAV (post Notes) € 729m
57.0% 94.9% 100.0%
Develop & Sell segment: Build & Hold segment:
Financial Real Estate Assets
Consus Real Estate Quartier Heidestrasse
Total NAV c.€530m Total NAV c.€290m Total NAV c.€260m
22Refinancing strategy for capital market debt
LTV overview (%) (Dec-18 FY, EURm) Deleveraging plans further supportive of refinancing
LTV 56.2% Further LTV reduction
56.2% expected during next
5,014 2 years
40-50%
2,962 (144)
2,818
LTV @ Dec-18 LTV @
Financial Cash Net Debt Total Refinancing
Debt Assets expected
23III. Other materials
Aggregate Holdings 24Existing Senior Unsecured €350 million bond
Issuer Aggregate Holdings S.A. (“Aggregate Holdings”)
Securities Senior unsecured notes
Issuance Volume (in EUR) EUR 350,000,000
Denomination (in EUR) EUR 1,000 each
Minimum Subscription Amount (in EUR) EUR 100,000
Coupon (in %) 5.00% fixed rate
Redemption price (in %) 100.00%
Interest Payment Annually in arrears on 10 August of each year
Issue Date 10 August 2016
Maturity / Redemption Date 10 August 2021
Governing Law German Law
ISIN / WKN DE000A184P98 / A184P9
Listing of Bonds Frankfurt Stock Exchange - Open Market/Quotation Board
25Robust credit profile
Exposed to favorable macro conditions: Undersupplied residential market with high demand for
1
apartments in Europe’s strongest economy (Germany) and one of fastest growing ones (Portugal)
Unique, flexible and well diversified business model: exposure to several highly profitable
2
business segments allowing for risk mitigation and better decision making on capital allocation
Robust development portfolio across geographies: over €11.4 bn Gross Development
3
Value potential across Germany
Proven track-record in accessing capital markets: demonstratable evidence of accessing
4
both equity and debt capital markets
Strong operational capabilities and track record: Superior real estate know-how across asset
5
classes providing full investment flexibility
6 Experienced management team: Strong management team with operational and strategic track record
26Capital Markets initiatives going forward
Roadshow Updated Investor
in Europe Website Relations
Regular investor Refreshed and New investor
meetings and detailed website is relations team is
roadshows are being being prepared being hired in order
organised to address investor
queries in timely
fashion
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