CapitaLand Receives ETL from SGX-ST to List its Integrated Shopping Mall Business Transaction to be Tabled at EGM for Shareholders Approval

Transcription

1 CapitaLand Receives ETL from SGX-ST to List its Integrated Shopping Mall Business Transaction to be Tabled at EGM for Shareholders Approval 5 October 2009

2 Important This presentation is for information purposes only and is prepared solely for the purpose of providing shareholders of CapitaLand Limited with information with respect to the matters for which their approval is being sought at the Extraordinary General Meeting to be convened. This presentation does not constitute or form part of an offer, solicitation or invitation of any offer, to buy or subscribe for any securities, nor should it or any part of it form the basis of, or be relied in any connection with, any contract or commitment whatsoever to purchase or subscribe for shares or other securities in CapitaLand Limited, CapitaMalls Asia Limited or any entity within or which is managed by the CapitaLand Limited group of companies (the "CapitaLand Group"). This presentation should not be relied upon as the basis of an investment decision in such shares or securities. The information contained in this presentation has not been independently verified. No representation or warranty expressed or implied is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or opinions contained in this presentation. Neither CapitaLand Limited, CapitaMalls Asia Limited or any company within the CapitaLand Group, J.P. Morgan (S.E.A.) Limited, nor DBS Bank Ltd, or any of their respective affiliates, advisers or representatives shall have any liability whatsoever (in negligence or otherwise) for any loss howsoever arising, whether directly or indirectly, from any use, reliance or distribution of this presentation or its contents or otherwise arising in connection with this presentation. This presentation may contain forward-looking statements that involve risks, uncertainties and other factors. Actual results, performance or achievements of the companies described therein may be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the present and future business strategies and the environment in which the companies described herein will operate in the future, and must be read together with such assumptions. Predictions, projections or forecasts of the economy or economic trends of the markets are not necessarily indicative of the future or likely performance of these companies. Past performance is not necessarily indicative of future performance. The future financial performance of the companies described herein is not guaranteed. You are cautioned not to place undue reliance on these forward-looking statements. This presentation is not an offer for sale of the securities in the United States or elsewhere. Shares in CapitaMalls Asia Limited may not be offered or soldinthe United States absent registration or an exemption from registration under the U.S. Securities Act of 933, as amended (the Securities Act). Any public offering of securities of CapitaMalls Asia Limited in the United States would be made by means of a prospectus that would contain detailed information about the company and its management, as well as financial statements. CapitaLand Limited does not intend to register any portion of the offering in the United States or to conduct a public offering of securities in the United States. This presentation may not be forwarded or distributed to any other person and may not be copied or reproduced in any manner whatsoever. Failure to comply with this directive may result in a violation of applicable laws of other jurisdictions.

3 Transaction Summary

4 Strong Growth Potential in Organised Retail Format Comparative Penetration of Organised Retail () (2009) 00% Organised Traditional 5% 80% 45% 35% 60% 96% 80% 40% 20% 55% 65% 85% 20% 0% 4% India China Malaysia Singapore US Source: Ernst & Young & CapitaLand Research 3

5 and High Growth Potential in Asia Retail Real Estate Asia represents approximately 57% of the world s population Economic growth driving affluence & consumer spending power Asia offers good potential for increase in retail space per capita Capital appreciation potential for markets like China and India 4

6 Proposed Listing of CapitaLand s Integrated Shopping Mall Business NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Real Estate Hospitality Fin. Svcs Retail Australia Residential S pore China Commercial ILEC Serviced Residences Financial 29.83% () Fund & REIT Management Effective interest 26.98% () Retail Fund & REIT management Denotes listed entities 2 CapitaLand intends to list its integrated shopping mall business (2), including its retail real estate business and its retail real estate fund and REIT management business CapitaLand will retain majority control in CMA post listing and for the foreseeable future 5 Stakes in CMT and CRCT as of 30 September Subject to EGM and prevailing market conditions

7 Overview Pan-Asian shopping mall portfolio Unique integrated shopping mall business model Direct capture of high growth Asian consumer trends Proven track record Balanced portfolio with China developments providing growth Capital structure positioned to seize growth opportunities 6

8 CapitaMalls Asia ( CMA ) will be a Leading Pure Play Asia Retail Real Estate Player One of the largest shopping mall owners, developers and managers in Asia by total property value of assets and by geography Unique integrated business capabilities to extract value across entire retail real estate value chain 86 () retail properties with a total property value (2) of approximately S$20.3 billion () Geographically diversified portfolio across 5 countries & 48 cities Total retail space encompassing approximately 66.5 () million square ft Total NAV of S$5.3 billion () 7 This figure assumes that the Corporate Reorganisation, Asset Swap, Divestment and Capitalisation have been completed, and are calculated based on the unaudited accounts for the period ended 30 June Total aggregate property value of retail properties in which CMA has interests in and manages

9 with a Unique Integrated Business Model NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Retail Real Estate Management Retail Real Estate Capital Management Complete Value Chain: Unique integrated business model: rapid growth with proven track record 8

10 and Established Presence in Asia Harbin Hokkaido Hohhot Beijing Tianjin Dalian Rizhao Udaipur Jalandhar Nagpur Hyderabad Xi an Zibo Weifang Anyang Zhengzhou Xinxiang Mianyang Yangzhou Deyang Wuhan Shanghai Chengdu Kunshan Hangzhou Wuhu Yibin Yiyang Chongqing Changshah Nanchang Foshan Quanzhou Zhangzhou Zhanjiang Zhaoqing Dongguan Maoming Kobe Osaka Tokyo Pan-Asian Presence Singapore China Mangalore Mysore Cochin Bangalore Malaysia Japan Penang India Kuala Lumpur Singapore 9

11 with a Proven Track Record NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Aggregate property value in which CMA has interest in and manage As at Dec-02 Dec-03 Dec-04 Dec-05 Dec-06 Dec-07 Dec-08 Jun-09 Effective interest in the property values of CMA s portfolio Properties Employees ,764 0 As of 3 December 2002 As of 30 June 2009 Number of retail property 5 86 (4)(5) Staff 82 people 2,764 people Total property value (00% basis) () S$.8 billion S$20.3 billion (6) Total property value (effective interest) (2) S$.2 billion S$7.0 billion (6) Location of our asset interest Singapore Singapore, China, Malaysia, Japan, India GFA (square feet) (3 2.4 million 66.5 million (6) Notes: () 00% basis refers to the aggregate property values of each property in the portfolio in its entirety. (2) Effective interest refers to the property values proportionate to CMA ownership interest in the properties. (3) The aggregate GFA of each property in the portfolio in its entirety. (4) The decrease from 96 retail properties in 2008 to 86 retail properties as of 30 June 2009 is primarily due to the Asset Swap and Divestment and Corporate Reorganisation. (5) Excludes interest in Horizon Realty Fund, which CMA does not manage, our investment in The Link REIT, and management of VivoCity, Singapore in which CMA do not have any ownership interest. (6) This figure assumes that the Corporate Reorganisation, Asset Swap, Divestment and Capitalisation have been completed, and are calculated based on the unaudited accounts for the period ended 30 June 2009.

12 and Significant Existing Pipeline of Developments Number of Properties () Countries Completed (2) Scheduled for completion in 2009 Target for completion in 200 Target for completion in 20 and beyond Total GFA (,3) (million sq. ft.) Singapore China Malaysia Japan India Total (3) Figures assume that the Corporate Reorganisation and Asset Swap, Divestment have been completed 2 Refer to properties that were completed as of 30 June The aggregate GFA of each property in the portfolio in its entirety

13 Transaction Rationale

14 Transaction Rationale Enables CapitaLand Group to accelerate the growth of and extend the market leadership in its shopping mall business Unlocks shareholder value by crystallising the value of CapitaLand Group s integrated shopping mall business Strengthens CapitaLand s financial position and increases its financial capacity to accelerate growth of its other real estate business units Enables CapitaLand to maintain a balance in its sector exposure and also increase the scale of its businesses going forward Allows CapitaLand to continue participating in the strong growth of the integrated shopping mall business by maintaining a majority stake in CapitaMalls Asia 3

15 NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Accelerates Growth of Shopping Mall Business A B Significant debt capacity () Direct access to the capital markets Significant financial capacity to seize opportunities in Asia s retail real estate sector, with primary focus in China Acquisition of land for greenfield projects Asset enhancement initiatives Acquisition of completed malls Asia wide M&A roll-up strategy Assuming a net debt to equity ratio of 0.3 to 0.5, this will represent a potential debt capacity of approximately S$.6 billion to S$2.6 billion 4

16 2 Unlocks Shareholder Value Transparent valuation benchmark for CapitaMalls Asia Distinct and compelling growth story Crystallise gain and unlock value for its shareholders () If IPO above CapitaLand s carrying book value and related transaction costs 5

17 A 3 NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Strengthens CapitaLand s Financial Position and Increases its Financial Capacity to Accelerate Growth of Other SBUs Cash CapitaMalls Asia remains consolidated in CapitaLand s balance sheet (S$ millions unless otherwise stated) Before the Proposed listing After the Proposed listing () Balance Sheet Extract Total Assets 25, ,35.2 Total Borrowings 9, ,3.0 Cash and Cash Equivalents 4, ,280.0 Net Borrowing 5, ,03.0 Financial Indicators Net-debt-to-equity ratio (x) B Capacity to accelerate growth of other SBUs Generate cash proceeds for CapitaLand to invest in and grow its other core business Allow CapitaLand to continue to build on its leading real estate franchise as well as propel growth across all its core business segments to cement its leadership positions. For illustrative purposes, the pro forma financial effects of the Proposed Offering are based on CapitaLand Group s latest audited consolidated financial information for the financial year ended 3 December 2008 and assuming that i) Proposed Offering priced at an offer price which is based on the book value of CMA as of 30 June 2009 and the estimated Related Transaction Costs; ii) CL offers 30% of its shareholding interest in CMA; iii) the Corporate Reorganisation, Asset Swap, Divestment and Capitalisation have been completed; and, iv) one-third of net proceeds will be used to repay debt and balance to be placed in fixed deposits 6

18 Accelerate CapitaLand s next phase of growth NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Grow China Business 35 45% of CapitaLand s business Residential, Commercial and Serviced Residence Extend leadership in Pan-Asian shopping malls business ION Orchard landmark project 86 () retail properties in 5 countries Expand in Vietnam 5 0% of CapitaLand s business Build Ascott s global dominance Leverage hospitality for higher real estate value Seek opportunities in Singapore Singapore s global city opportunities Grow financial services franchise Extend leadership in REITs & PE Funds This figure assumes that the Corporate Reorganisation, Asset Swap, Divestment and Capitalisation have been completed 7

19 4 NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Maintains a Balance in its Sector Exposure and Increases the Scale of its Businesses Going Forward Corporate Strategy Focus Balance Scale Enable CapitaMalls Asia to continue to expand rapidly to achieve scale with a direct access to capital markets Allow CapitaLand to maintain a good balance of exposure in its portfolio of businesses Incremental financial capacity will enable CapitaLand to increase scale of its other real estate business units 8

20 5 NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Continues to Participate in the Strong Growth of the Integrated Shopping Mall Business Through Majority Stake This figure assumes that the Corporate Reorganisation, Asset Swap, Divestment and Capitalisation have been completed, and are calculated based on the unaudited accounts for the period ended 30 June

21 CapitaMalls Asia will be CapitaLand s Vehicle for Growth in Shopping Mall Business CapitaMalls Asia will spearhead CapitaLand Group s growth in the shopping mall business To facilitate future collaboration, CL and CMA have entered into a Collaboration Agreement as set out below Key collaboration framework Other businesses apart from CMA business CMA business Other businesses Residential, commercial, serviced residence etc Non-Retail Focus Properties / Funds () Retail Focus Properties / Funds (2) 20 CL to offer CMA a right (3) to participate in CL s stake pro-rata by retail contribution Mix / integrated developments will fall under this category 2 Retail Focus Properties (including entities holding the properties) / Funds have retail component that contributes 65% or more of GFA, asset value, rental income of an asset, property or development Note: Such Retail Focus Properties currently form more than 90% of the total number of properties in CapitaMalls Asia's portfolio. 3 Right of first refusal does not apply to any non-retail property where the retail GFA component is less than 200,000 sq ft and to any non-retail entity where GFA of the retail component is less than 20%

22 Potential Special Dividend Upon the successful listing of CMA, the board of Directors may consider recommending a special dividend to CL shareholders, after taking into account: The gain arising from the planned listing; The overall cash position; The net debt-to-equity ratio; and The growth strategies of other CapitaLand business units and their capital requirements CapitaLand s priority is to continue the growth of its business units 2

23 Transaction Summary for CapitaLand Accelerate growth of shopping mall business Unlock shareholder value Increase overall financial capacity and flexibility of CapitaLand Group to accelerate the growth of its other strategic business units Achieve a balanced exposure in its business units Increase scale of its business going forward while still maintaining a conservative capital structure Consistent with CapitaLand s approach of optimising business growth with prudent capital management 22

24 Key highlights of CMA

25 24 NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY,

26 Key Competitive Strengths of CapitaMalls Asia NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, 25

27 CapitaMalls Asia s Strategy FOCUS: Asian Retail Market Focus Singapore: Portfolio anchored by stable home base China: Accelerate growth to build on early mover status Malaysia: Extract organic growth & operational synergies Japan: Tap on quality & established tenant base India: Build presence through development pipeline Other Asian markets: When suitable opportunities arise Balance Strategic Initiatives Scale & Scalability BALANCE: Stable income supports expansion Recurring income from operational malls & management fees Support expansion plans in Asia China expected to contribute significantly in medium term SCALE: Focus on markets that offer scale Benefit from economies of scale & tenant network effect Achieve scale by through capital efficiency & productivity Continue to invest in human capital to maximise capability to extract value across entire retail real estate value chain India expected to contribute in the longer term 26

28 Portfolio Highlights of CapitaMalls Asia By property value By GFA (3) NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Effective interest () China 28.7% Malaysia.8% Japan 2.6% India.% Singapore 55.8% Malaysia 2.6% Japan 2.% India 6.8% Singapore 5.0% China 63.5% 00% basis (2) China 32.7% Malaysia 4.% S$7.0 billion Japan 3.3% India.7% Singapore 58.2% Malaysia 4.3% Japan 2.8% 22.9 million sq ft India 0.8% Singapore 6.9% China 65.2% 27 S$20.3 billion As at 30 June 2009 Effective interest refers to the property values proportionate to CMA ownership interest in the properties 2 00% basis refers to the aggregate property values of each property in the portfolio in its entirety. 3 The property values and GFA assume that the Corporate Reorganisation and Asset Swap, Divestment have been completed million sq ft

29 Development versus Operating Profile of CapitaMalls Asia Stable portfolio with growth component China pipeline bulk of growth component Completed: 63% Others: 23% Development: 37% China: 77% 22.9 million sq ft 8.5 million sq ft Attractive portfolio with 37.0% or 8.5 million sq ft of portfolio under development. China constitutes 77.% or 6.5 million sq ft of the total retail real estate under development. 28

30 Extensive Network of International and Domestic Tenants Summary of key international and domestic retail tenants Selected Tenants (By Trade Name) Domestic International Singapore China Malaysia Japan India 7-Eleven McDonald s 77 th Street Anta Echo Park Coop Kobe Access2future Ajisen Ramen Muji Breadtalk Bai Li Shoes Esquire Kitchen Himaraya Crossword Bally Nike Capitol Optical BHG Factory Outlet Store (F.O.S.) Honma Golf Eyesense Bata Pizza Hut Charles & Keith Gang Li Giant Ito Yokado Fame Cinemas Carrefour Sephora Eu Yan Sang Hai Di Lao Home's Harmony Izumiya Health & Glow Cartier Starbucks Golden Village JNBY Niichi Kojima Kalmane Koffee CK Calvin Klein Swatch Kopitiam Li Ning Old Town White Coffee Lucky Iryokan Megamart H&M Tesco NTUC Fairprice Mao Restaurant Padini Mainami Amusement IWC Uniqlo Old Chang Kee Ochirly Parkson Nagasakiya Extensive base of tenants with more than 7,700 international and domestic leases Diverse trade-mix from supermarket and hypermarket operators such as NTUC and Wal-Mart to luxury retailers such as Cartier and Louis Vuitton Retailers benefit from the opportunity to open stores in CMA s retail properties located in cities and countries where they may not already have stores Retailers benefit from CMA s specific knowledge of tenant needs and retail demand in different markets Ability to attract and maintain a diverse mix of tenants enables CMA to optimally manage tenant and trade mix Namdhari Fresh Pantaloon Factory Outlet KFC Vero Moda Pet Lovers Centre Pankoo Reject Shop Smile Kids Sanskruti Silks Louis Vuitton Wal-Mart Popular Bookstore Qian Se Dian Cosmetic Secret Recipe Summit Transit Mango Watsons Robinsons Sport 00 The Chicken Rice Shop Super Value Welhome Mannings Zara Soo Kee Jewellery Xihu Spring Restaurant Tomei Yamato Whizz 29

31 Property Valuation Highlights Growth Potential Portfolio Valuation Summary Property value per sq ft (GFA) (S$) % GFA contribution as % of total effective GFA, % 5.0% % % 8 6.8% Singapore China Malaysia Japan India China and India representing ~70% of CMA total portfolio GFA 30 Property value on a 00% basis and refers to properties that were completed as of 30 June 2009 Note: 00% basis refers to the aggregate property values and total GFA of each property in the portfolio in its entirety

32 Transaction Summary for CapitaMalls Asia NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Direct access to capital markets & accelerate growth in retail sector Additional debt capacity to grow business Seize significant growth opportunity in Asia retail sector Accelerate growth strategy in China to further strengthen position Continued access to CL s branding, network and expertise Unique business franchise: Leading shopping mall player in Asia 3

33 Appendix

34 Corporate Reorganisation In conjunction with the proposed listing and its listing on the Main Board of the SGX-ST, CMA Group will be undertaking a corporate reorganisation to acquire () CapitaLand Group s entire shareholding interest in the Exempt Fund Managers and REIT Managers and (2) 5% of the issued redeemable preference shares in Raffles City China Fund Limited. In addition, loans from CapitaLand Group will be capitalised prior to listing. Acquisition of CapitaLand Group s entire shareholding interest in the Exempt Fund Managers and REIT Managers 2 To transfer the retail real estate fund and REIT management business 2 which is currently held under CapitaLand Group to CapitaMalls Asia Acquisition of 5% of the number of issued redeemable preference shares in Raffles City China Fund Limited 3 CMA will acquire a 5% interest in Raffles City China Fund Limited from CapitaLand China (RCCF) Holdings Limited, a subsidiary of CapitaLand Following the acquisition, CapitaLand China (RCCF) Holdings and CapitaMalls Asia will have 35% and 5% interests in Raffles City China Fund respectively Capitalisation of CapitaLand s shareholder loans in CapitaMalls Asia to equity CapitaLand and its wholly-owned subsidiary, CapitaLand Treasury Limited had previously extended various intercompany loans to CapitaMalls Asia Group Loans from CapitaLand Group will be capitalised prior to listing Post recapitalisation, CapitaMalls Asia will be lowly geared 33 Note: CapitaLand s interest in Orchard Turn Development Private Limited (which owns ION Orchard and The Orchard Residences, which is under development and expected to TOP 200) will remain in CMA Subject to certain terms and conditions 2 For FY2008 and year-to-date 30 June 2009, retail real estate fund and REIT management business contributes approximately 50% of CapitaLand Financial Limited s EBIT

35 Overview of Business Structure NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Singapore China Malaysia Japan India (2) Directly held retail properties Clarke Quay (00%) One North (00%) JV Orchard Turn Development (50%) 5 directly held retail properties China Funds CapitaRetail China Development Fund (45.0%) CapitaRetail China Development elopment Fund II (45.0%) Directly held retail properties Gurney Plaza (00%) Sungei Wang Plaza () Mines Shopping Fair () Japan fund CapitaRetail Japan Fund (26.3%) India fund CapitaRetail India Development Fund (45.5%) CapitaRetail China Incubator Fund (30.0%) Raffles City China Fund (5.0%) 29.83% 2.0% 9.70% 34 Interest in and manage 7 properties (3) ( under development) Interest in and manage 50 properties (3) (8 under development) Interest in and manage 3 properties (3) Interest in and manage 7 properties (3) Interest in and manage 9 properties (3) (8 under development).2 mil sq ft of GFA (3) 2.9 mil sq ft of GFA (3).8 mil sq ft of GFA (3) 7.2 mil sq ft of GFA (3) 43.4 mil sq ft of GFA (3) Note: As of 30 September 2009 CMA holds 00% of the junior bonds issued in respect of Sungei Wang Plaza and Mines Shopping Fair 2 CMA has a 2.40% interest in Horizon Realty Fund in India 3 Number of properties and GFA assumes that the Corporate Reorganisation and Asset Swap, Divestment have been completed

36 Key Operating Statistics of CapitaMalls Asia Portfolio Property summary highlights (00% basis () ) Number of Properties (2) Property Value (S$ billions) GFA million (sq ft) Property Value (S$ per sq ft) Completed malls Singapore ,052 China Malaysia Japan India Total/ Average Properties under development Total Total properties Total Notes: 00% basis refers to the aggregate property values and total GFA of each property in the portfolio in its entirety 2 Refer to properties that were completed as of 30 June

37 Key Operating Statistics of CapitaMalls Asia (cont d) Overview of malls in operation for more than one year as at 30 June 2009 (00% basis () ) Number of Operational Malls (2) Net property income yield (3) Occupancy Rate (4) % % Singapore 4 5.5% 99.% China % 93.5% Malaysia 3 6.4% 98.7% Japan 7 3.9% 78.6% India 0 N.A N.A Total % 94.3% Notes: 00% basis refers to the aggregate property value and total GFA of each property in the portfolio in its entirety 2 Excludes ION Orchard, Singapore; Jurong Entertainment Centre, Singapore; Yushan mall, Kunshan, China; Taohualun mall, Yiyang, China; Jingyang mall, Deyang, China; Weiyang mall, Yangzhou, China; Nancheng mall, Dongguan, China; Duanzhou mall, Zhaoqing, China; Nanan mall, Yibin, China; TianjinOne mall, Tianjin, China; Raffles City Beijing, China; and Forum Value Mall, Bangalore, India; which were completed but were operational for less than one year as at 30 June Refers to the weighted average yield of of CMA s operational malls by country, computed by using the annualized Net Property Income of operational malls for the period from January 2009 to 30 June 2009, divided by the property value of the properties as of 30 June Refers to the weighted average committed occupancy rate as of 30 June 2009 of CMA s operational malls by country (on 00% basis). 36

38 CMA s EBIT Contribution FY2008 EBIT contribution by segments (unaudited) EBIT (S$ Mil) Singapore China Malaysia Japan India Total Property Business Income from Property (5) 63 Revaluation (23) - 35 Management Business 37 4 () - 5 Total (8) (5) 349 H09 EBIT contribution by segments (unaudited) EBIT (S$ Mil) Singapore China Malaysia Japan India Total Property Business Income from property (2) 89 Revaluation 6 (0) 0 (8) - 33 Management Business 5 8 () - 23 Total () (2) 245 Note: The Earnings Before Interests and Tax (EBIT) information presented above is derived from the combined financial information of the Group for the year ended 3 December 2008 and 6-month period ended 30 June The combined financial information presents CMA s financial position and results of operations as if the Corporate Reorganisation (including the transfer of Exempt Funds and REIT managers and interests in Raffles City China Fund), had occurred as of the beginning of the earliest period presented. The combined financial information are prepared on a historical basis and does not take into account the intended capitalisation of shareholders' or related corporations loans. EBIT presented may not be comparable to similarly titled measures presented by other companies and should not be compared against EBIT presented by other companies because not all companies use the same definition. 37

39 CapitaMalls Asia Group Selected pro forma financial information NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, Selected pro forma financial information () (as at 30 June 2009) (Unaudited Consolidated Figures) Total Assets S$6.3 billion Total Cash S$0.4 billion Total Debt S$0.5 billion Net Asset Value S$5.3 billion Shareholders Equity S$5.2 billion The pro forma financial information relates to the consolidated financial information of the Group, after effecting the corporate reorganisation and capitalisation of shareholder loans prior to proposed listing. As the preparation of the pro forma financial information involves making certain bases and assumptions, they may not give a true picture of the actual financial position and financial results of the Group Foreign currency exchange rates used in the capitalisation of shareholder loans are as follows: US$ : S$.4537, 00 : S$.499 and HK$ : S$