PRESS RELEASE MERLIN Properties acquires TREE Inversiones Inmobiliarias for 739.5 million euros • The largest real estate transaction in Spain in 2014 • Tree Inversiones Inmobiliarias S.A., owned by Ares Management, Europa Capital, Deutsche Bank and Banca March, comprises a portfolio of commercial properties in Spain which are fully leased to BBVA • The transaction is MERLIN Properties' first acquisition since its listing earlier this month Madrid, 3 July.- MERLIN Properties Socimi S.A., (“MERLIN”) (MC:MRL), one of the main real estate companies listed on the Spanish stock exchange and specialising in the acquisition and management of commercial real estate assets in the Iberian region, today announces the acquisition of Tree Inversiones Inmobiliarias for 739.5 million euros, after adjustments, reflecting 2014 sales. This acquisition forms part of the irrevocable undertakings which MERLIN signed with the shareholders of Tree Inversiones Inmobiliarias S.A., subject to the completion of MERLIN’s recent €1.25 billion IPO. Through the acquisition, MERLIN will acquire 100% of the share capital of Tree Inversiones Inmobiliarias S.A. Tree Inversiones Inmobiliarias S.A., owned by Ares Management, Europa Capital, Deutsche Bank and Banca March, comprises 880 bank branches and 5 buildings located throughout Spain. All of the assets are leased to BBVA, with the bank branch leases expiring in 2039 and the building leases expiring in 2029. Ismael Clemente, Executive Chairman and CEO of MERLIN Properties stated: "we have successfully executed the largest stock market listing in Spain since July 2011. The success of our IPO is firmly tied to various strategic core themes, one of which was undoubtedly having high-quality assets in the portfolio from the outset, as is the case of Tree Inversiones Inmobiliarias”. “Thanks to our previous position at MAGIC Real Estate as portfolio manager, we are extremely familiar with the assets and we are acutely aware of the potential that having them leased out in full to a blue chip tenant like BBVA can generate for MERLIN investors”, added Clemente. Following the signing and execution of the transaction, the four vendors of Tree Inversiones expressed their satisfaction. “This transaction marks a significant exit for Ares, which had the vision to invest in Tree at a time when very few investors were interested in Spain. We are very encouraged by this transaction, and we remain active in our search for new opportunities in the Spanish market,” said Rafael Aviles, Head of Real Estate Iberia at Ares Management. “We appreciate the opportunity we have had to work with the skilled professionals at RREEF (currently ARA), MAGIC and then MERLIN and with our investment partners over these years in the Tree portfolio.” Jason Oram, Partner at Europa Capital said: “Europa is delighted to have invested on behalf of Europa Fund III in the establishment of Tree and to have worked with its partners to transform
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PRESS RELEASE
MERLIN Properties acquires TREE Inversiones Inmobiliarias for 739.5 million euros
• The largest real estate transaction in Spain in 2014
• Tree Inversiones Inmobiliarias S.A., owned by Ares Management, Europa Capital, Deutsche Bank and Banca March, comprises a portfolio of commercial properties in Spain which are fully leased to BBVA
• The transaction is MERLIN Properties' first acquisition since its listing earlier this month
Madrid, 3 July.- MERLIN Properties Socimi S.A., (“MERLIN”) (MC:MRL), one of the main real estate companies listed on the Spanish stock exchange and specialising in the acquisition and management of commercial real estate assets in the Iberian region, today announces the acquisition of Tree Inversiones Inmobiliarias for 739.5 million euros, after adjustments, reflecting 2014 sales.
This acquisition forms part of the irrevocable undertakings which MERLIN signed with the shareholders of Tree Inversiones Inmobiliarias S.A., subject to the completion of MERLIN’s recent €1.25 billion IPO. Through the acquisition, MERLIN will acquire 100% of the share capital of Tree Inversiones Inmobiliarias S.A.
Tree Inversiones Inmobiliarias S.A., owned by Ares Management, Europa Capital, Deutsche Bank and Banca March, comprises 880 bank branches and 5 buildings located throughout Spain. All of the assets are leased to BBVA, with the bank branch leases expiring in 2039 and the building leases expiring in 2029.
Ismael Clemente, Executive Chairman and CEO of MERLIN Properties stated: "we have successfully executed the largest stock market listing in Spain since July 2011. The success of our IPO is firmly tied to various strategic core themes, one of which was undoubtedly having high-quality assets in the portfolio from the outset, as is the case of Tree Inversiones Inmobiliarias”.
“Thanks to our previous position at MAGIC Real Estate as portfolio manager, we are extremely familiar with the assets and we are acutely aware of the potential that having them leased out in full to a blue chip tenant like BBVA can generate for MERLIN investors”, added Clemente.
Following the signing and execution of the transaction, the four vendors of Tree Inversiones expressed their satisfaction. “This transaction marks a significant exit for Ares, which had the vision to invest in Tree at a time when very few investors were interested in Spain. We are very encouraged by this transaction, and we remain active in our search for new opportunities in the Spanish market,” said Rafael Aviles, Head of Real Estate Iberia at Ares Management. “We appreciate the opportunity we have had to work with the skilled professionals at RREEF (currently ARA), MAGIC and then MERLIN and with our investment partners over these years in the Tree portfolio.” Jason Oram, Partner at Europa Capital said: “Europa is delighted to have invested on behalf of Europa Fund III in the establishment of Tree and to have worked with its partners to transform
PRESS RELEASE
the value of the Tree portfolio since the assets were acquired in 2009. We consider this next phase of Tree’s ownership to be testament to the quality of the portfolio and the strengthening appetite of institutional investors for prime real estate in Spain”. Antonio Losada, Head of Wealth Management Spain & Portugal at Deutsche Bank, said: “The sale of Tree Inversiones Inmobiliarias to MERLIN Properties Socimi is the ultimate great success of an investment project launched by Deutsche Bank and its investors in Spain. In 2009 and 2010 during the Real Estate market and financial crisis, DB decided to structure the acquisition of the BBVA’s branches offering our clients an interesting inflation hedge. This deal is the result of joint effort between the Alternative and Real Assets (ARA), the Real Estate division from Deutsche Asset & Wealth Management, and the investment potential of DB Wealth Management clients in Spain, which through its 35% share on the deal along with our partners have made possible this transaction.' Banca March, said: “The sale of Tree Inversiones enables us to share the success of this transaction with our clients. We will keep searching for good investment opportunities to co-invest with them and continue growing together”. The portfolio of Tree Inversiones Inmobiliarias represents the starting block for a series of investments that MERLIN Properties will carry out in coming months. As established in the prospectus, the Company will focus investments on Spain’s main cities and, to a lesser extent, on Portugal. As regards the type of assets, MERLIN Properties will mainly invest in offices, shopping centres, industrial and logistics facilities and urban hotels, within the Core1 and Core Plus2 segments.
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About MERLIN Properties MERLIN Properties SOCIMI, S.A. is a recently-created SOCIMI (Spanish REIT) and one of the main real estate companies trading on the Spanish stock market (MC:MRL) specialising in the acquisition and management of commercial property in the Iberian region. The company boasts a team of professionals with extensive and proven experience who manage the company's portfolio of assets seeking the highest operating efficiency and returns. MERLIN Properties is led by Ismael Clemente, Executive Chairman and CEO; Miguel Ollero, CFO and COO; and David Brush, CIO. Please visit www.merlin-socimi.com to learn more about the company. MERLÍN Properties, information for the media, José M. García Villardefrancos, [email protected], +34 687 992 789 Esther Rovira, [email protected], +34 91 531 23 88 Tree Inversiones Inmobiliarias, information for the media, Luis Guerricagoitia, [email protected]+34 91 563 77 22 Guillermo Segura, [email protected], +34 91 563 77 22
PRESS RELEASE
About Ares Ares Management, L.P. (NYSE:ARES) is a leading global alternative asset manager with approximately $77 billion of assets under management and approximately 700 employees in more than 15 offices in the United States, Europe and Asia as of March 31, 2014. Since its inception in 1997, Ares has adhered to a disciplined investment philosophy that focuses on delivering strong risk-adjusted investment returns throughout market cycles. Ares believes each of its four distinct but complementary investment groups in Tradable Credit, Direct Lending, Private Equity and Real Estate is a market leader based on assets under management and investment performance. Ares was built upon the fundamental principle that each group benefits from being part of the greater whole. Statements included herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, which relate to future events or future performance or financial condition. These statements are not guarantees of future performance, condition or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in Ares’ filings with the Securities and Exchange Commission. Ares’ undertakes no duty to update any forward-looking statements made herein. About Europa Capital Since 1995, Europa Capital’s Principals have collectively raised 7 real estate funds and committed to over 80 transactions totalling some €8.0 billion across 18 European countries. The Europa Funds benefit from Europa Capital’s established network of partners across Europe who co-invest in acquisitions made by the Europa Funds. These country and joint venture partner relationships in some cases extend back more than 20 years. Further information can be found at www.europacapital.com. Europa Capital is a member of The Rockefeller Group ("RGI"). RGI is a strategic investor alongside Management. Europa Capital Partners LLP and Europa Capital LLP are authorised and regulated by the Financial Conduct Authority. Gordon Simpson/ Charlotte Whitley RLM Finsbury Phone: +44 207 251 3801 About Deutsche Asset & Wealth Management With €934 billion of assets under management (as of March 31, 2014), Deutsche Asset & Wealth Management¹ is one of the world's leading investment organizations. Deutsche Asset & Wealth Management offers individuals and institutions traditional and alternative investments across all major asset classes. It also provides tailored wealth management solutions and private banking services to high-net-worth individuals and family offices. ¹ Deutsche Asset & Wealth Management is the brand name of the Asset & Wealth Management division of the Deutsche Bank Group. The legal entities offering products or services under the Deutsche Asset & Wealth Management brand are listed in contracts, sales materials and other product information documents. 1 Core segment: high quality real estate assets, with a stabilised long-term cash flow stream derived from leases. and low capital expenditure needs, which are easier to finance and generally command the lowest capitalisation rates 2 Core plus segment: assets of good quality, normally representing to an investor the opportunity to increase the asset’s investment yield through some event (for example, the asset might have some scheduled vacancy or leases rolling over which would give the owner the opportunity to increase rents), as well as assets which can benefit from some upgrades or renovations by which the investor can then command higher rents and improve its returns.
