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Development Corporation Plc July 2016

Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

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Page 1: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Development Corporation Plc

July 2016

Page 2: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Proven

business

model

Skilled

management team

Ad- hock

cooperation

with local

partners

Diversified

portfolio

Various

financial

resources

Shareholders’

experience

Transparency

Accountability

2

This presentation includes statements that are, or may be deemed to be, “forward-looking

statements”. These forward-looking statements can be identified by the use of forward-looking

terminology, including the terms “believes”, “estimates”, “anticipates”, “expects”, “intends”, “may”,

“will” or “should” or, in each case, their negative or other variations or comparable terminology.

These forward-looking statements relate to matters that are not historical facts. They appear in a

number of places throughout this presentation and include statements regarding our intentions,

beliefs or current expectations concerning, amongst other things, our investment objectives and

investment policy, financing strategies, investment performance, results of operations, financial

condition, liquidity, prospects and dividend policy and the markets in which we, directly or indirectly,

will invest. By their nature, forward-looking statements involve risks and uncertainties because they

relate to events and depend on circumstances that may or may not occur in the future. Forward-

looking statements are not guarantees of future performance. Our actual investment performance,

results of operations, financial condition, liquidity, dividend policy and the development of our

financing strategies may differ materially from the impression created by the forward-looking

statements contained in this presentation. In addition, even if our investment performance, results of

operations, financial condition, liquidity and dividend policy and the development of our financing

strategies are consistent with the forward-looking statements contained in this presentation, those

results or developments may not be indicative of results or developments in subsequent periods.

These forward-looking statements speak only as at the date of this presentation. Subject to our

legal and regulatory obligations we expressly disclaim any obligation to update or revise any

forward-looking statement contained herein to reflect any change in expectations with regard

thereto or any change in events, conditions or circumstances on which any statement is based.

Forward Looking Statements Disclaimer

Page 3: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Russian Economy Overview

Real Estate Market

Office Segment

Retail Segment

Residential Segment

Financial Data

3

Page 4: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

4

Page 5: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Source: Central Bank of Russia, EIA – US Energy Information Administration, 2016 figures as at 29/06/2016 (Jan-June average)

5

28.81 28.31 27.14 25.55 24.87

31.77 30.38 29.39 31.07 31.91

38.60

72.90

64.80

38.26

54.57

65.16

72.44

96.94

61.74

79.61

111.26 111.63 108.56

98.97

34.07

49.13

2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016

RUB/USD OIL

Page 6: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

39.39

43.39

49.32

80

56.26

68.93

61.27

58.46

51.7 52.97

55.52

58.99

68.12

66.24 66.24

72.88

83.60

75.17 75.60

67.60

64.33 66.08

64.80

Source: Central Bank of Russia

6

Nominal Exchange Rate of US Dollar Against Ruble, End of Period

(22%)

66%

112%

Page 7: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

GDP Inflation Unemployment Russia’s Rating

• GDP According to a World Bank

now expecting the Russian

economy to contract by 1.9%

instead of 0.7 % as previously

estimated for 2016.

• C&W estimation for 2016 is

2.4% contraction

• 2Q16 the GDP contracted by

1.6% (1.3% in 1Q16)

• Inflation in 2Q16 was at

7.3%(eop), same as 1Q16

• Annual inflation forecast by

the Ministry of Economics is

7.6%

• Unemployment rate was

recorded at 5.6% in May 2016,

down from 5.9% in 1Q16.

• Standard & Poor's credit rating

for Russia stands at BB+.

• Moody's rating for Russia

sovereign debt is Ba1.

• Both with a negative outlook

Source: Rosstat, MED, CBR, Alfa Bank, C&W

7

Real GDP Growth, Inflation and Unemployment, % (by C&W)

5.6%

-7.9%

4.2% 4.2% 3.4%

1.3% 0.6%

-3.8%

-2.4%

13.3% 8.8% 8.8% 6.1% 6.6% 6.9% 11.4% 15.5% 7.3%

6.4%

8.6% 7.2%

6.1% 5.6% 5.2% 5.3% 5.8% 6.0%

2008 2009 2010 2011 2012 2013 2014 2015 2016F

Real GDP Growth Inflation Unemployment rate (eop)

Page 8: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Source: Rosstat, MED, CBR, Alfa Bank, Bloomberg

8

Interest Rate Net Capital Outflow Foreign Direct Investments

• Interest Rate - on June 10, 2016 the

Central Bank of Russia announced its

decision to cut interest rate by 50 points to

10.50%. This is the first time that the Central

Bank has lowered the interest rate in nearly a

year and, symbolically, the cut has brought it

to the level it was at before the emergency

rate hike to 17.00% in December 2014.

• The net capital outflow from Russia

tumbled in January-February 2016, falling to

$5.9bn, a fifth of the $29.2bn that left in the

same period in 2015, according to the

Central Bank of Russia. In 4Q15, net capital

outflow reached $9.2bn from a net capital.

• The CBR estimation in February was that the

outflow of capital from Russia in 2016 could

fall to $30bn-$40bn if oil prices were in the

range of $25-$35pbl.

• Russia inward Foreign Direct Investments

declined in 2015 by 24% compared to 2014,

~$16bn (estimated data)

• No current data is available

Foreign Direct Investments, $ bn Net Capital Outflow, $ bn CBR Interest Rate, %

82

-133

-56 -34

-81

-55 -61

-153

-56.9

2007 2008 2009 2010 2011 2012 2013 2014 2015

36.6 43.2

55.1 50.6

69.2

21.1 16.0

2009 2010 2011 2012 2013 2014 2015

5.5%

7% 7.5% 8%

9.5% 10.5%

17%

15% 14%

12.5% 11.5% 11% 10.5%

Page 9: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

9

Page 10: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

10

Source: Rosstat, MED, CBRE, C&W, JLL

10

Investment Volume Investment Trends Prime Yields

• Investment volume in Q1 2016 amounted to

$1.9 bn (RUB 142 bn), being 4.5 times higher

than Q1 2015

• Taking into account the volume of deals in

Q1 2016 and current deals under

negotiations, CBRE upgraded its forecasts

for 2016 to $4.5 bn from previous $2.8 bn.

• The share of foreign investments decreased

to a new low of 4% ($82mln) in 1Q 2016, from

30% in 2015

• The share of Moscow amounted to 67%, 25%

in regions and 8% in St. Petersburg

• Capitalization rates in 1Q16 were the same

as in 4Q15:

• offices 10.5%

• prime retail 11%

• warehouses 12.75%

Accumulated Investment in RE, USD bn Prime Cap Rates in Moscow, % Investment Structure by Origin, %

3.2

4.9

8.5 8.8 8.2

3.6 2.8

4.5

2009 2010 2011 2012 2013 2014 2015 2016F

19% 17% 28% 32% 31%

18% 30%

4%

81% 83% 72% 68% 69% 82% 70% 96%

2009 2010 2011 2012 2013 2014 2015 1Q16

Foreign Domestic

13%

10%

8.5% 8.7%

8.5%

11% 10.5% 10.5%

13%

10.8%

9.3% 9.5% 9%

11% 11.0%

11.0%

14%

11.5%

10.5%

11.5% 11%

13% 12.7% 12.7%

2009 2010 2011 2012 2013 2014 2015 2016F

Offices Retail Warehouses

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11

Page 12: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Investment & Construction Vacancy Rent Rates

• The 1Q16 total volume of investments in

the office segment was $1.04bn (~56% of

1Q16 total investments)

• Completions in 1Q16 was the lowest

quarterly value over the last 10 years and

amounted to 63K sqm of new office space,

which is 30% less than in 1Q15.

• It is estimated that in 2016 no more than

0,5mn sqm will be commissioned, which is

40% less than was constructed in 2015 and

almost 3 times less than in 2014.

• 1Q16 the overall vacancy rate in Moscow

was high at 19.3% (28.9% in Class A and

16.3% in Class B)

• The expected average vacancy rate for

quality offices in 2016 is ~19%, and is not

likely to decrease significantly in the next 2-3

years

• Rental rates remained stable in 1Q16, at

RUB19,000–25,000 / sqm /year for Class A,

RUB13,000/ sqm / year for Class B, net of

OPEX and VAT.

• We expect rental rates to continue to be

nominated in rubles during 2016, except for

class A Prime, where the base rate currently is

at $800-900 /sqm/year, net of OPEX and VAT.

12

Class A&B Vacancy Rates in Moscow, %

Source: Rosstat, MED, CBR, CW and Company estimations

Class A&B Average Rent Rates in Moscow, $/sqm New Construction by Classes, sqm

881 623 386 348 674 693 395 150

403

292

297 219

225

714

327

150

2009 2010 2011 2012 2013 2014 2015 2016F

Class B Class A

11.1% 10.9% 9.4% 9.6% 10.2% 10.8%

14.4% 16.3% 16.6%

21.5% 20.8%

15.7% 14.4%

17.9%

23.8%

31.1% 28.9%

32.9%

2009 2010 2011 2012 2013 2014 2015 1Q16 2016F

Class B Class A

510

420 444 466 530

484

282 260 250

710 645

734 796

870

772

549

433 450

2009 2010 2011 2012 2013 2014 2015 1Q16 2016F

Class B Class A

Page 13: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Project Data C&W Valuation & Occupancy NOI

■ Land area: 4.45ha

■ Total GLA: 67,871 sqm

13

NOI QoQ, USD mil

Parameters for 2016F NOI

decrease

Reduction

in USD mil

FX 61.3 to 68 RUB/$ 0.9

Occupancy 80% to 78% 0.2

Rent Discount 1.4

Total 2.5

Valuation* Occupancy, %

30/06/14 $252.0M 91%

31/12/14 $175.0M 86%

30/06/15 $155.9M 80%

31/12/15 $139.8M 79%

31/03/16 $141.1M 75%

1.8 3.1 4.9

3.2

3.0

5.1

4.3

2.3

4.6

4.2

6.1

2.0

3.8

5.0

2016F201520142013

Q4

Q3

Q2

Q1

16.7 18.4

10.4

7.9

*Mirland share of the project

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14

Page 15: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Investment & Construction Vacancy Trends

• $95mn were invested in retail, out of total

$1.9bn in 1Q16

• In Q1 2016 no new quality shopping center

has been delivered in Moscow

• Total quality stock in Moscow comprises

116 projects (malls, mixed use, outlets and

retail parks)

• In 1Q16 the average vacancy rate in prime

Moscow shopping malls was 2.5% (2% in

4Q15). 2016 forecast is 3%

• Tenants and owners are in the constant

process of negotiation regarding discounts,

commercial terms, space optimization etc. The

majority of lease agreements are in RUB

• Rental payment as % of turnover remain the

most popular payment scheme

• Despite the economic conditions, 40 new

retailers entered Moscow market in 2015, 11

left. In 1Q16 - 8 new international brands

opened their first store in Moscow and 6

announced their plans to enter the market

during 2016: Walt Disney, Newby London,

Lillapois, NYX, Hunkemöller и Undiz

15

Quality Retail Construction in Russia, ‘000 sqm

Source: C&W, CBRE

Moscow Prime Retail Vacancy Rate, %

540 397

197 145 214

668 581 549

994 1,235

1,229

1,720 1,482

1,543

1,143

980

2009 2010 2011 2012 2013 2014 2015 2016F

Moscow Regions

3.0%

5.0%

2.1%

0.4% 0.5%

1.2% 1.5%

2.0%

3.0%

2008 2009 2010 2011 2012 2013 2014 2015 2016F

Page 16: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Project Data C&W Valuation & Occupancy NOI

■ Land area: 2.2 ha

■ GLA: 27,305 sqm

■ Completed: Q4 ‘10

■ Rights from freehold: 100%

1.8 2.2 3.5 2.9 2.4

2.5

3.6 3.6

2.8

2.0

3.5 3.4

2.9

5.8

2.0

3.0 3.8

3.3

2016F2015201420132012

Q4

Q3

Q2

Q1

NOI Development QoQ, USD mil

NOI Forecast Calculation, $mil

Parameters for 2016F NOI

decrease

Reduction

in USD mil

FX 61.3 to 68 RUB/$ 0.7

Occupancy 100% to 98% 0.1

Rent Discount 0.3

Total 1.1

Valuation Occupancy, %

30/06/14 $137.3M 100%

31/12/14 $96.5M 100%

30/06/15 $86.0M 100%

31/12/15 $72.0M 100%

31/03/16 $72.9M 99%

16

11.4 13.7

7.6

8.7

13.6

Page 17: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

17

1st

Bershka Store in Saratov

Page 18: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Project Data C&W Valuation & Occupancy NOI

■ Land area: 12 ha

■ GLA: 34,090 sqm

■ Completed: Q2 ‘07

■ Rights from freehold: 100%

1.0 1.2 3.0 2.8 2.6

1.4

3.0 2.9 2.7 1.3

2.7 3.2 2.7

2.5

1.0

1.4 3.1

3.0

2016F2015201420132012

Q4

Q3

Q2

Q1

NOI Development QoQ, USD mil

NOI Forecast Calculation, $mil

11.0 12.0

10.1

18

4.7

Parameters for 2016F NOI

decrease

Reduction

in USD mil

FX 61.3 to 68 RUB/$ 0.4

Occupancy 79% to 86% (0.3)

Rent Discount 1.0

Total 1.1

Valuation Occupancy, %

30/06/14 $102.8M 100%

31/12/14 $70.0M 100%

30/06/15 $59.5M 79%

31/12/15 $48.4M 89%

31/03/16 $47.8M 96%

3.5

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19

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Page 21: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Residential Market Russian Mortgage Market* Prices & Demand

• The residential sector in Russia presents one

of the best opportunities for growth due to the

low level of living space per capita, 24 sqm,

and what has been a slowly developing

mortgage market.

• 93% of the delivery (in ‘000 units) to the

market attributed to the mass-market

segment

• As of 1Q16 there are 575 projects offered in

St. Petersburg (1.4% higher than 4Q15)

• The estimated amount of 205bn RUB of

mortgages were granted during 1Q16, which

is 34% higher than 1Q15

• The average lending rate in 1Q16

decreased to 12.1% compared to 4Q15 with

12.3%

• In 1Q16 mass market prices in RUB

remained the same level as 4Q15

• 1Q16 demand amounted to 1,09m sqm (6%

lower than 4Q15), mostly for the mass market –

1.02m sqm

Prices Dynamics in St. Petersburg, ‘000 RUB/sqm

Source: Peterburgskaya Nedvizhemost report * The official data is current at 1.3.2016

Average Area per Capita, sqm Mortgage Lending Market & Ave Lending Rate,

bn RUB, %

21

380

717

1,032

1,354

1,650

1,100

205

2010 2011 2012 2013 2014 2015 1Q16

13.1%

11.9% 12.3% 12.4%

14.0%

12.3% 12.1%

94.1 96.1 98.2 102.9 104.1 105.6 103.7 104.5 104.4

147.2 149.2 150.9 159.1 161.9

168.9 168 164.8 165

78.7 79.6 80.3 85.6 87.1 88.9 86.5 86.9 86.7

1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16

Mass Market Business Economy

65

50

42

41

39

38

35

30

25

24

0 20 40 60 80

US

Denmark

UK

Germany

Austria

France

Hungary

Czech

Latvia

Russia

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22

Page 23: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

510 630

1275

635

71

609

Phase I Phase II Phase III Phase IV

Inventory

Sold

■ Land area: 41 ha

■ Total saleable area: 450,000 sqm (~8,500 apt)

■ Rights from freehold: 100%

Sales and Reservations vs Inventory by Phases as of 30.6.2016, units

23

1,244

1,346

630

510

C&W Valuation

31/12/14 $176M

30/06/15 $143.3M

31/12/15 $119.7M

31/03/16 $127.2M

/ Reserved

Page 24: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

126 108

136

267

83 70

81

231 217

121

162

242

173

129 147

186

220 220

83

89

96

105 105

72

77

82

87

92

97

102

107

112

0

50

100

150

200

250

300

Tho

usa

nd

s

T.P units sold T.P average price (rub)

Quarterly Total Sales (units)

2012

637 apt

2013

465 apt

2014

745 apt

2015

639 apt

24

6M 2016

440 apt

Page 25: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

Quarterly Average Price RUB vs USD

USD/sqm RUB/sqm ‘000

25

2,529

2,736

2,637

2,673 2,783

2,809

2,734

2,748

2,678

2,710

2,653

2,026

1,518

1,905

1,725 1,588

1,405

1,603 76

84 84 83

85

89 90 89

94 95 96 96 96

100 102

105 105 105

72

77

82

87

92

97

102

107

112

1,300

1,500

1,700

1,900

2,100

2,300

2,500

2,700

2,900

Tho

usa

nd

s

T.P average price (usd) T.P average price (rub)

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Page 27: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

■ Land area: 22.5 ha

■ Saleable area: 65,629 sqm

■ Phase I: 77 houses

■ Phase II: 86 houses (planned)

■ Rights from freehold: 100%

Project Status:

■ Total sales: 61 houses

■ 2014 sales: 11 houses

■ 2015 sales: 12 houses

■ 2016 sales: 8 houses

■ C&W Valuation 31/12/14: $31M

■ C&W Valuation 30/06/15: $26.9M

■ C&W Valuation 31/12/15: $19.3M

■ C&W Valuation 31/03/16: $18.4M

27

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0.5

15.5

29.8

0.5

15.3

16

9.3

7.1

Q1/2013 Q1/2014 Q1/2015 Q1/2016

Residential Commercial

3.2 4.9

3.1 1.8

5.6

6.5

3.5

2.9

Q1/2013 Q1/2014 Q1/2015 Q1/2016

Office Retail

29

NOI, USDml

EBITDA, USDml Equity, USDml

Revenues, USDml

4.7

6.6

11.4

8.8

7.6

39.1

31.5

15.8

79.7

51.2

-19 -27.2

30/06/2015 30/09/2015 31/12/2015 31/03/2016

3.8

7.7

2.7

1.2

Q1/2013 Q1/2014 Q1/2015 Q1/2016

Page 30: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

All the relevant Revenues and Expenses adjusted to the projected USD/RUB and Occupancy rates as following:

Capital inflow from the Shareholders of ~$13.9mln. in 2H2016.

Bonds conversion into Equity and new Bond series issuance of ~$45mln. bearing annual interest of 1% up until December 2017 and the

principal will be payable in three annual installments starting 2021.

Loans restructuring Settlement with Sberbank

Nordea Bank and Bank of Moscow loans restructuring assumed.

Century project Partner acquisition which will carry ~$5.0mln. cash outflow in 2H2016.

Other financing sources are subject to availability

2016 2017

Rubl/USD 67.5 65.0

Occupancy Offices 83% 83%

Occupancy Saratov 97% 97%

Occupancy Yaroslavl 91% 91%

30

Page 31: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

31

In ‘000 USD 9 months

ending on

Dec 2016

12 months

ending on

Dec 2017

3 months

ending on

Mar 2018

Cash opening balance 14,557 18,716 20,632

Cash flow from sale of residential units 27,076 61,278 13,495

Cash flow from operating activity 5,344 10,133 3,211

External Investment 16,000 - -

Sources 48,420 71,412 16,706

Interest payments to bonds holders - (450) -

Bonds repayment - - -

Repayment of loans and interest in subsidiaries (14,338) (19,814) (5,331)

Investments in projects (29,923) (49,231) (12,308)

Uses (44,261) (69,495) (17,639)

Cash closing balance 18,716 20,632 19,699

(*) $2,100k from $16,000k already invested in 2Q2016

Page 32: Development Corporation Plc · 2016-07-11 · This presentation includes statements that are, or may be deemed to be, “forward ... fall to $30bn-$40bn if oil prices were in the

The Assumptions at the Basis of the Cash Flow:

The Company is handling negotiations with the Debenture Holders. In consequence of an additional deterioration in the economic condition in Russia, inter alia, reflected in an

additional sharp depreciation of the ruble rate, the Company together with the Trustees for the Debenture Holders of the Company, are examining the possibility of executing a

settlement with the Debenture Holders of the Company by way of full or partial conversion of the debt to the Debenture Holders into capital of the Company. Within the framework of

this anticipated cash flow, no payments of principal to the Debenture Holders during the years of 2016 and 2017 were assumed.

i. Based upon the evaluations of the Company with respect to receipt of cash flow from the sale of residential units under construction or whose construction was completed,

as follows: the St. Petersburg residential project: at the third stage: the sale of 163 apartments during the last nine months of 2016, as well as 20 apartments in 2017. At the

fourth stage: sale of approx. 318 apartments during the remaining nine months of 2016, approx. 395 apartments in 2017. At the fifth stage: sale of approx. 263 apartments in

2017 as well as approx. 150 apartments during the first quarter of 2018. In the Perkushkovo ground house project - the sale of five houses and completion of receipt of

payments for the houses that were sold, but not delivered as yet, during the final nine months of 2016, sale of seven houses in 2017 and also two house during the first

quarter of 2018.

ii. Among others, based upon the forecast of current expenses of the Company as well as evaluations of the Company for receipt of available cash flow from the leasing of

assets in income-generating projects of the Company, whose construction was completed or is expected to be completed during the reported period. It should be clarified

that the cash flow is based on lease contracts that were signed with various lessees in the projects, as well as a general evaluation of occupation rates and anticipated lease

fees.

iii. External cash flow - An external cash flow was assumed by way of issuing of rights or in any other manner, up to an amount of Approx. $16 million, assuming that the total

amount will be transferred during the remaining nine months of 2016. As of today, an amount of $2.1 million from that amount was already transferred to the company.

iv. Payment of negotiable debentures - During the years of 2016, 2017 and the first quarter of 2018, it was not assumed that there would be payment of principal to the

Debenture Holders.

v. Repayment of bank loans and interest in subsidiaries - since the beginning of the year, the company has not paid a total of approximately US $ 3.6 to Sber Bank one of

the financing banks of the company.

The cash flow projection based on the signed agreement with Sber Bank as reported by the Company, to form a new layout for the payment of the loans provided by the

Bank - a reschedule of outstanding loans over a period of 10 years with a balloon payment of approximately 81% on average at the end of the period. The arrangement

includes a mechanism for "Cash Sweep" which principal payments may be higher based upon the level of net operating income of the yielding assets. The average interest

rate of loans provided by Sber Bank will change from -7.92% and will be set at a rate of 7.37% at the initial stage and if the company will fulfil the conditions precedent as

stated at the company’s announcement , the rate will be set at 7%.

vi. The execution of investments in projects is stipulated in the ability of the Company to meet the forecast of receipt of current cash flow, as specified in Sections i and ii

above, and receipt of credit for the funding of the projects.

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(*) $2,100k from $16,000k already invested in 2Q2016

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In ‘000 USD 9 months

ending on

Dec 2016

12 months

ending on

Dec 2017

3 months

ending on

Mar 2018

Cash opening balance (solo)

11,159

15,724

17,621

Cash in subsidaries out of Russia

594 - -

Repayment of loans by the subsidiaries

(5,749)

8,105

300

(*) External Investment

16,000 - -

Total sources

10,845

8,105

300

Cash flow from operating activity

(6,280)

(5,758)

(1,270)

Interest payments to bonds holders -

(450) -

Bonds repayment - - -

Total uses

(6,280)

(6,208)

(1,270)

Cash closing balance (solo)

15,724

17,621

16,651

Remaining cash balances with the subsidiaries

2,992

3,011

3,048

Cash closing balance (consolidated)

18,716

20,632

19,699

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The Assumptions at the Basis of the Cash Flow:

The opening balance includes a total of approx. $11.2 million which is deposited in trust in favor of the Company.

The Company is handling negotiations with the Debenture Holders. In consequence of an additional deterioration in the economic condition in Russia, inter alia,

reflected in an additional sharp depreciation of the ruble rate, the Company together with the Trustees for the Debenture Holders of the Company, are examining the

possibility of executing a settlement with the Debenture Holders of the Company by way of full or partial conversion of the debt to the Debenture Holders into capital

of the Company. Within the framework of this anticipated cash flow, no payments of principal to the Debenture Holders during the years of 2016 and 2017 were

assumed.

i. Restrictions of use applying to the aforementioned cash are not different from the current restrictions prevailing at the "solo" level of the Company.

ii. In consequence of the economic condition prevailing in Russia, it could be that the subsidiaries, holding the income-generating projects of the Company,

will be unable to raise internal financial sources, in order to meet the service of their financial debt. The Company anticipates that to the extent necessary it

will transfer these amounts, in order to allow the subsidiaries to meet the service of their debts.

iii. External cash flow - An external cash flow was assumed by way of issuing of rights or in any other manner, up to an amount of Approx. $16 million,

assuming that the total amount will be transferred during the remaining nine months of 2016. As of today, an amount of $2.1 million from that amount was

already transferred to the company.

iv.Payment of negotiable debentures - During the years of 2016, 2017 and the first quarter of 2018, it was not assumed that there would be payment of

principal to the Debenture Holders.

The anticipated cash flow and the assumptions at its heart should be regarded as future anticipating information. The anticipated cash flow includes

various evaluations and estimates as to the income and financing sources of the Company and the expenses and payments expected to it. These

evaluations are based upon the information available to the Company on the date of publication of the report, relying upon work plans of the Company

and its evaluations as to its ability to sell assets, receive credit and loans, maintain current credit frameworks and also on rates of currencies shortly

before the publication of the report, as well as additional factors, specified in the aforementioned assumptions. There is no certainty that these

evaluations and estimates of the Company will realize, inter alia, bearing in mind that they depend upon factors that the Company has no influence

thereupon, such as worsening of the macro economical condition in Russia, changes in the business and regulatory environment in the real-estate field

in Russia, lack of economic certainty which is liable to lead to a decrease in the demand for commercial assets, offices and apartments, changes in rates

of foreign currencies, affecting the liquidity of the Company and its credit frameworks, and also fluctuations in indexes, presenting indicators of

inflationary changes. These factors, as stated, are liable to essentially affect the ability of the Company to realize assets and to receive loans and credit,

and also to

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