This presentation is dated July 17, A final base shelf prospectus containing important information relating to the securities described in this

Transcription

1 This presentation is dated July 17, A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada. A copy of the final base shelf prospectus, any amendment to the final base shelf prospectus and any applicable shelf prospectus supplement that has been filed, is required to be delivered with this document. This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any amendment and any applicable shelf prospectus supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

2 Forward-Looking Information This presentation contains forward-looking information within the meaning of applicable securities legislation. Forward-looking information generally can be identified by the use of forward-looking terminology such as outlook, objective, may, will, expect, intend, estimate, anticipate, believe, should, plans, or continue, or similar expressions suggesting future outcomes or events. They include, but are not limited to, statements with respect to expectations, projections or other characterizations of future events or circumstances, and our objectives, goals, strategies, beliefs, intentions, plans, estimates, projections and outlook, including statements relating to our plans and objectives, or estimates or predictions of actions of tenants, suppliers, competitors or regulatory authorities and statements regarding our future economic performance and potential acquisitions. Forward-looking statements included in this presentation include, but are not limited to, statements with respect to our expectations regarding the transaction described herein (the Transaction ), including the going in capitalization rate and the extent to which the Transaction is expected to be accretive to our estimated FFO and AFFO per unit; the expected effects of the Transaction on our payout ratio and our long-term growth profile; the manner in which the Transaction will be financed, including by using the net proceeds of the Canadian equity offering and the European debt offering described herein and drawings on our revolving credit facility and the expected sources and uses of funds; the anticipated timing of completion of the Transaction, the Canadian equity offering and the European debt offering described herein; our anticipated pro forma lease maturity profile by gross rental income; the expected ratings for the senior unsecured notes issued pursuant to the European debt offering, expectations regarding the stability and growth of cash flows from the transaction portfolio described herein, expectations that the Transaction Portfolio will diversify the tenant base of our portfolio and the timing and amount of non-core assets targeted for disposition over the next 12 to 18 months. Forward-looking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond Dream Global REIT s control, which could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. Consequently, actual results and events may vary significantly from those included in, contemplated or implied by such statements. These risks and uncertainties include, but are not limited to, global and local economic and business conditions; the financial condition of tenants; our ability to refinance maturing debt; leasing risks, including those associated with the ability to lease vacant space; and interest and currency rate functions; historical and pro forma combined financial information not being representative of future performance; potential undisclosed liabilities of the assets that are the subject of the Transaction; our ability to retain key Merin management personnel following the Transaction; and risk of failure to satisfy or waive any conditions to the completion of the Transaction or to realize the expected benefits from the Transaction, as well as the risk that the properties that are the subject of the Transaction may not perform as anticipated. Although we believe that the expectations reflected in such forward-looking information are reasonable, we can give no assurance that these expectations will prove to have been correct, and since forward-looking information inherently involves risks and uncertainties, undue reliance should not be placed on such information. The assumptions, which may prove to be incorrect, include, but are not limited to, the various assumptions set forth in this presentation as well as the following: that the Canadian and European economies remain stable, interest rates remain stable, conditions within the real estate market remain consistent, competition for acquisitions remains consistent with the current climate and that the capital markets continue to provide ready access to equity and/or debt. In addition, certain information relating to the Transaction assumes that we will complete the Transaction on the terms and conditions currently set out in the agreements relating thereto. All forward looking information in this presentation speaks as of the date of this presentation. Dream Global REIT does not undertake to update any such forward looking information whether as a result of new information, future events or otherwise, except as required by law. Additional information about these assumptions and risks and uncertainties is disclosed in Dream Global REIT s filings with securities regulators filed on SEDAR ( Non-GAAP Measures Dream Global REIT s consolidated financial statements are prepared in accordance with International Financial Reporting Standards ( IFRS ). In this presentation, as a complement to results provided in accordance with IFRS, the Dream Global REIT discloses and discusses certain non-gaap financial measures, including net operating income (NOI), funds from operations (FFO) per unit, adjusted funds from operations (AFFO) per unit, debtto-gross book value and debt-to-gross book value, net of cash, as well as other measures discussed elsewhere in this presentation. These non-gaap measures are not defined by IFRS, do not have a standardized meaning and may not be comparable with similar measures presented by other issuers. We have presented such non-ifrs measures as management believes they are relevant measures of our underlying operating performance and debt management. Non-IFRS measures should not be considered as alternatives to net income, total comprehensive income, cash generated from (utilized in) operating activities or comparable metrics determined in accordance with IFRS as indicators of Dream Global REIT s performance, liquidity, cash flow, and profitability. For a full description of these measures and, where applicable, a reconciliation to the most directly comparable measure calculated in accordance with IFRS, please refer to the Non-GAAP Measures and Other Disclosures in Dream Global REIT s most recent Management s Discussion and Analysis.

3

4 Transformational acquisition relating to a portfolio of 135 office and light industrial properties in the Netherlands that solidifies Dream Global REIT s position as a leading European owner and operator with an exceptional portfolio and an integrated management platform.

5

6

7

8 1 HEERENVEEN Total Transaction Portfolio 1 ALKMAAR AMSTERDAM 33 6 ZWOLLE NETHERLANDS 135 Properties 7.7M SF GLA THE HAGUE 12 UTRECHT ROTTERDAM 19 BUNNIK GORINCHEM VEENENDAAL 7 7 APELDOORN 1 SPANKEREN ARNHEM 82% Occupancy 4.1 Years WALT 1 NIJMEGEN 20 EINDHOVEN / BRABANT GERMANY Total Core Portfolio 1 VENLO # Denotes number of properties Randstad Area BELGIUM 2 ROERMOND 2 MAASTRICHT 92% Occupancy 4.4 Years WALT High quality core portfolio with the top ten properties representing 30% of total assets

9 Apollo AMSTERDAM Size: Ownership: Occupancy: Year built/ renovated: WALT: 132,000 SF 100% 84.2% 2004/ years Key tenants: Address: State Street, Apollo Vredestein, Harman (now Samsung), Dolby Laboratories Herikerbergweg 1-35, Amsterdam

10 Hastelweg EINDHOVEN Size: Ownership: Occupancy: Year built WALT: 158,000 SF 100% 97.3% years Key tenants: Address: Colormatrix Europe Mirec Rouwservice Nederland Mevatel Hastelweg

11

12 Netherlands Germany Belgium Austria

13

14

15

16

17

18 3.2% 2.9% 9.8% 2.3% 2.4% 8.3% 8.3% 1.5% 1.7% 4.2% 5.0% 5.6% 6.2% 0.8% United Kingdom France Belgium Austria European Union Germany Netherlands Germany United Kingdom Netherlands Austria Belgium European Union France

19

20 North Holland 28% of Industrial Portfolio North Holland (13.2%) Gelderland 7% of Industrial Portfolio Gelderland (12.3% South Holland 25% of Industrial Portfolio South Holland (15.1%) North Brabant 8% of Industrial Portfolio North Brabant (30. Limburg 13% of Industrial Portfolio Limburg (12.7%)

21

22

23

24 Belgium 4.2% Austria 4.4% The Netherlands 21.3% Austria 3.5% Belgium 3.3% Germany 91.4% Germany 72.0% Industrial 3.1% Industrial 6.6% Office / Mixed-Use 96.9% Office / Mixed-Use 93.4%

25

26

27

28 Jane Gavan CEO (416) Tamara Lawson CFO (416) Alexander Sannikov Senior Vice President, Commercial Properties (416)