2016 Final Results Presentation

MARKET TECH HOLDINGS LIMITED

FY 2016 RESULTS PRESENTATION

June 2016

INTRODUCTION

Property Portfolio

Coworking

Digital Assets

FY 2016 Financial Review

Looking Ahead

Appendix

Asset Management

www.market-tech.com 3

16 ACRES OF PRIME REAL ESTATE IN LONDON’S CAMDEN TOWNINCLUDING THE ICONIC MARKETS AND ATTRACTING OVER 28 MILLION VISITORS PER YEAR (1)

(1) Source TFL data based on 2013 figures for annual entry and exit for Camden Town and Chalk Farm Road tube stations.

“Creating a world class destination where people can live, work and play by providing best in class workspace, food, entertainment and residential facilities”


▶ Contracted rents up 24% to £33m

▶ Acquisition of 6 properties at a value of £150m

▶ Secured planning permission for 98,000 sq ft

mixed use redevelopment of Camden Lock Market

▶ Digital revenue £102m (2015: £10m)

OPERATIONAL & FINANCIAL HIGHLIGHTSA YEAR OF TRANSFORMATION AND PROGRESS

Portfolio Valuation

£988mProperty Valuation +31%Like-for-like +12%

EBITDA

£20m+67%

NAV

166.3p+12%

ERV

£80.1m+27%

▶ Successful launch of Interchange coworking providing

> 900 desks across 43,000 sq ft

▶ £197m net proceeds from equity, £900m debt facility

▶ Strengthened management team with 5 hires

COWORKING

£49m


VALUATIONSTRONG PORTFOLIO PERFORMANCE WITH LIKE-FOR-LIKE (1) INCREASING 12% (17% EXCLUDING DEVELOPMENT)

DEVELOPMENT

£282m OFFICE

£239m

MARKET RETAIL / F&B

£356m

RETAIL

£52m

RESIDENTIAL

£10m

NON MARKET

£301m

MARKET(2)

£405m

DEVELOPMENT

£282m

£988m

(1) 31st March 2016 (2) Including coworking

+12% (LIKE-FOR-LIKE)

FY 2016 FINANCIAL REVIEWIntroduction

Property Portfolio

Coworking

Digital Assets

Looking Ahead

Appendix

Asset Management


GROUP PROFIT & LOSSREVENUE PROGRESS

All figures apart from statutory are adjusted to remove the impact of exceptional items, non-cash depreciation and amortisation, share-based payment charges and foreign currency exchange gains / losses.

Year to 31st March 2016 2015 %

Property 28.0 20.1

Digital 102.3 10.0

Revenue 130.3 30.1 333%

Property 11.7 11.5

Digital 8.3 0.5

EBITDA 20.0 12.0 67%

Net finance costs (12.6) (15.9)

Profit before tax 7.4 (3.9)

Tax (2.8) (0.3)

Non-controlling interests (1.2) (0.2)

Earnings from continuing activities 3.4 (4.4)

Adjusted EBITDA per share 4.50p 4.41p 2%

Adjusted earnings per share 0.77p (1.65)p

Statutory earnings per share 1.43p 16.05p

0

10

20

30

40

50

60

70

80

90

March 15 Contracted LfL Offline for Heritage Works

Acquisitions March 16 Contracted Under-rented Development March 16 ERV


RENT BRIDGESTRONG GROWTH WITH SIGNIFICANT POTENTIAL

£m

26.52.0 (0.5)

5.0 32.9

8.3

38.8 80.1

Offline for heritage works


GROUP BALANCE SHEETSTRONG CAPITAL STRUCTURE

(1) Investment property includes £8.6m (2015: £nil) of office space used by the Group, shown as part of PP&E in the

financial statements.

(2) Proforma cash cost

(3) Subject to conditions

► Capital restructuring completed

► £197m net equity placing in July 2015

► Refinancing completed with 10 year £900m AIG facility – of which £300m was drawn at year end and £100m drawn post year end

► Reduced cash cost of debt to 2.7% (2015: 3.6%), effective interest rate of 4.9% (2015: 6.4%)

► Cash and committed facilities exceeds Hawley Wharf CapEx

► De-risked funding

► 100% fixed

► Weighted average term to maturity of 8.4 years (2015: 2.9 years)

► Future funding flexibility

► £96.5m of assets not committed

► Future phased drawdown from AIG facility(3)

As at 31st March 2016 2015

£'m £'m

Investment property(1) 987.8 753.7

Other non-current assets 71.8 42.0

Other assets & liabilities (28.6) (36.6)

1,031.0 759.1

Cash and cash equivalents 149.4 85.9

Borrowings (290.5) (181.5)

Convertible loan notes (111.1) (108.0)

Net Debt (252.1) (203.6)

Net assets 778.9 555.5

LTV 26% 28%

Cash & committed facilities 249.4 85.9

Weighted average cost of finance(2) 2.7% 3.6%

719.7 724.9

59.2 59.2

555.5

205.4 760.9

20.0

52.8

802.4

778.9

5.2

784.112.62.8

15.9

4.7 13.32.2 3.3

500

550

600

650

700

750

800

850

NAV BRIDGE

Digital (12.7p)

Property (154.7p)


FOUNDATION TO ACCELERATE NAV GROWTH

£m

148.1p 166.3p 167.4p

124.6

221.8

74.6

22.6

30

FY17E(£m)

FY18E(£m)

FY19E(£m)

TOTAL(£m)

Stables Market 4.7 0.4 5.1

Hawley Wharf 82.2 74.2 22.6 179.0

Camden Lock Market c.30.0

Camden High St. 3.5 3.5

101 Camley St. (acquisition) (1) 34.2 34.2

Total 124.6 74.6 22.6 251.8


CAPEX REQUIREMENTS

DEVELOPMENT AND EXPENDITURE

Committed

► Stables Market c.£5.1m

► Hawley Wharf c.£179m

► Full financing in place to complete both developments

Pipeline

► Camden Lock Market c.£30m (planning granted)

► Camden High St. c.£3.5m (planning submitted)

► 101 Camley St.(1) c.£55m (planning granted)

► Union Street Market c.£20m (planning to be

submitted)

Further opportunities

► Stables Market master plan

► Camden Wharf

► Hawley Crescent

£m

(1) Acquisition due to complete November 2016

251.8

FY17E FY18E FY19E Total

PROPERTY PORTFOLIO

Introduction

Coworking

Digital Assets


Looking Ahead

Appendix

Asset Management


PROPERTY PORTFOLIODIVERSIFIED MIX OF ASSET TYPES

Property Red Book NLA Passing

RentERV OCC (1)

1. Stables Market 249.6 195.0 14.9 17.6 93%

2. Camden Lock Market 125.0 48.0 4.8 14.2 92%

3. Union Street Market 30.2 7.0 2.0 2.1 97%

4. 10 Jamestown Road 27.3 28.0 1.4 1.5 100%

5. Camden Wharf 51.2 49.0 1.6 2.7 100%

6. 31 Kentish Town Road 10.2 10.0 0.3 0.3 100%

7. 251-259 Camden High Street 14.3 4.4 0.5 0.9 100%

8. The Interchange Building 58.1 65.0 1.9 3.1 100%

9. Utopia Village 44.0 45.0 0.8 2.5 61%

10. 1-11 Hawley Crescent 29.1 25.0 0.9 1.1 100%

11. Hawley Wharf 281.5 30.2

12. 49 Chalk Farm Road 5.0 6.0 0.2 0.2 100%

13. Herbrand Street 56.9 66.0 2.8 3.3 100%

14. Camley Street Schedule to complete November 2016

Other 5.5 13.0 0.3 0.3 100%

987.8 563.0 32.4 80.1 94%

(1) % of NLA

OFFICE / RETAIL YIELD & RENT COMPARISONS

(1) Excluding coworking (2) MKT yield reflects average non-market yield based on March 2016 valuations (3) MKT based on average overall rent / sq ft

(4) MKT yield reflects all market assets based on March 2016 valuations (5) Camden High Street rent reflects prime equivalent yield based on March 2016 valuations

OFFICE RENT PER SQ FT (£)

OFFICE YIELD (%)

www.market-tech.com

RETAIL RENT PER SQ FT (£)

RETAIL YIELD (%)

14

110

8575

70 68

37

West End King's Cross City Clerkenwell Shoreditch MKT

4.9%

4.3% 4.3% 4.2%4.0%

3.5%

MKT (1) Shoreditch Clerkenwell Kings Cross City West End

1,475

925

500 400

275 260 80

Covent Garden -

James Street

Oxford Street

Carnaby Street

Marylebone Camden High Street - MKT

Borough Markets -MKT (3)

5.2%

4.5%4.2%

3.0%2.8% 2.8% 2.5%

MKT (2) Borough Camden High Street - MKT

Marylebone Covent Garden

Carnaby Street

Oxford Street

(3)

(2) (4)

(5)

(1)

King’s Cross

Introduction

ASSET MANAGEMENTProperty Portfolio

Coworking

Digital Assets


Looking Ahead

Appendix

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RECENT LETTING ACTIVITYSTRONG OCCUPIER DEMAND UNDERPINNING RENTAL GROWTH

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www.market-tech.com

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251-259 CAMDEN HIGH STREET

STRATEGY

► Reconfigure 5 retail units to provide c.2,600 sq ft of additional retail area

► Increase rent passing from £500,000 to £900,000 per annum (£400

ITZA)

► Target national multiples to maximise yield compression

► Net Profit - £5,000,000 / yield on cost 10%

TIMING

► Planning submitted with decision expected June 2016

► Secure vacant possession end September 2016

► PC and handover end March 2017

DEALS COMPLETED / UNDER OFFER

► Unit 259 – Body Shop concept store signed, £400 per sq ft ITZA

► Two additional units under offer at £400 per sq ft ITZA


THE OFFICE OPPORTUNITY

AREA SQ FT CURRENT RENT CURRENT RENT / SQ FT ERV RED BOOK ERV / SQ FT

Hawley Crescent 19,720 693,940 35.00 925,000 46.91

10 Jamestown Road 10,000 320,000 32.00 430,000 43.00

The Interchange Building 65,000 1,887,000 29.00 3,100,000 47.69

Camden Wharf 1st & 2nd 24,000 845,000 35.20 1,150,000 47.92

Utopia Village 45,000 1,300,000 28.89 2,500,000 55.56

5,045,940 8,105,000

KEY LEASE EVENTS

► Hawley Crescent April 2017 rent review

► 10 Jamestown Road June 2017 rent review

► Interchange December 2016 rent review

► The surrender and re-letting of the 1st and 2nd floors of Camden Wharf

► Leasing vacant space in Utopia Village

► Finalising outstanding rent reviews in Utopia Village

STRONG EVIDENCE TO SUPPORT CRITICAL LEASE EVENTS

► 3rd Floor Camden Wharf – 7,000 sq ft at £65 per sq ft (MarketTech)

► 32 Jamestown Road – 20,000 sq ft at £61.50 per sq ft

► Centro 1&2 – 28,111 sq ft at £55 per sq ft

CONTRACT AN ADDITIONAL £3,000,000 OF RENT

£

£

£

£

£

£

£

£

£

£

£

£

£

£

£

£

£

£

£

£

£

£


STABLES MARKET

STRATEGY

► Increase consumer engagement, dwell time and spend through a

phased occupational masterplan

► Refurbishment programme to run in parallel with masterplan

phasing

► Work with specialist partners to curate the best content in London

PHASE 1 DELIVERY – F&B Upgrade

► 3 new restaurant signings at rents 10% in excess of ERV

► 5 new restaurant concepts under offer at rents 10% in excess of ERV

► 3 new restaurant units under offer at ERV or above

FUTURE INITIATIVES

► Fashion Coworking – Opening October 2016

► Fashion Street – March 2017

► Camden Music Market – March 2017

► Basement A&B Museum – March 2017


DEVELOPMENTS – HAWLEY WHARF: 5 ACRE CANAL-SIDE DEVELOPMENT

TOTAL COMMERCIAL RESIDENTIAL

GDV £640m £462m £178m

NLA 398k sq ft 229k sq ft 169k sq ft

Planned Timing 2018 2018

Description5 acre canal – side mixed use

developmentRestaurants, bars, artisan workshops,

cinema and employment spacePrivate and affordable residential flats

Total Development Costs £212m

Remaining Development Costs £179m

Total ERV £30m(1) (2)

(1) Excludes residential rental income

(2) Excludes advertising, branding and events


HAWLEY WHARF DELIVERY & MARKETING PROGRAMME

Q2 16

Marketing soft launch

Q2 18

Hand-over building C for fit outPC south viaducts

Q3 16

Q4 16 Q2 17 Q4 17

Q1 17 Q3 17 Q1 18

Full marketing launch / commercial anchors contracted

School hand-over PC building A1/A2/C/D/EPC North and East viaducts

Q3 18

Building A0 fitted and PC


CAMDEN LOCK MARKET

EXISTING SHORT TERM STRATEGY

► Finaliseall lease renewals by Q4 2016

► Increase revenues by 20% through unit

/ stall reconfiguration plan

► KERB at Camden Market signed and

launching July 2016

► Finalise relocation programme ahead of

redevelopment

REDEVELOPMENT PLAN

► Start Date – by Q1 2018

► PC - Q2 2019

► Costs c. £30m

► ERV £14.2m

USE NLA SQ FT

Retail/F&B 29,880

Office 10,507

Leisure 7,612

48,000

USE NLA SQ FT

Retail/ F&B 60,431

Office 19,526

Leisure 18,262

98,219

COWORKING

Introduction

Property Portfolio

Digital Assets


Looking Ahead

Appendix

Asset Management


COWORKING SPACESPACE AS A SERVICE IS ONE OF THE BIGGEST OPPORTUNITIES IN REAL ESTATE

ACCESS TO A FULL ECOSYSTEM The opportunity to work, collaborate and socialise within a likeminded community

MAXIMUM FLEXIBILITY AROUND SPACE & LEASE LENGTHYou rent exactly what you need, no wasted space from renting too large offices or commitment to long term contracts – you can grow within the same space

CONVENIENCEFrom additional offices, to multiple meetings rooms, to comfortable break out areas and restaurants all fully serviced, cleaned and maintained, all included in the rates

NO UPFRONT COMMITMENT & CAPEXNo initial capex required or time wasted on fitting out your own office

KEY BENEFITS TO SHAREHOLDERS

KEY BENEFITS TO OUR GROWING PROFESSIONAL COWORKING COMMUNITY IN CAMDEN

▶ Multiple revenue growth from rents, services and additional spend in foods and markets.

▶ Coworking and growing a community of technology & creative businesses in Camden Town is an

important pillar of our place-making strategy


COWORKING MARKETSUCCESSFUL LAUNCH OF INTERCHANGE COWORKING ABOVE STABLES MARKET

► Opening of Triangle Building with 278 desks (NLA

13k sq ft) in October 2015 now over 85% let

► Full launch of Interchange with opening of Atrium

Building adding 650 desks (NLA 30k sq ft) in May

2016 already over 70% let

► Target NOI >25% above market standard leases

► Expected expansion to over 1,500 desks during

FY2017 including music and fashion coworking

► Projected total yield on cost of 34% for Stables

Market coworking (reflects a 17% incremental

return on invested capital)

TENANTS INCLUDE

DIGITAL ASSETS

Introduction

Property Portfolio

Coworking


Looking Ahead

Appendix

Asset Management

MOBILE MARKETING & ECOMMERCE

Established growth & revenue drivers:

▶ £102m revenue, up from £10m

▶ £8.3m EBITDA, up from £0.5m

▶ Portfolio companies benefiting parent knowledge base and resources to drive M&A and business growth

RETAIL TECH

▶ New omni-channel retail platform poised for online revenue growth and monetisation of offline retail

▶ Providing services to Camden Market retailers incl. EPOS and Offline Analytics


DIGITAL PORTFOLIOESTABLISHED REVENUE & GROWTH DRIVERS – NEW RETAIL TECH INNOVATION

MOBILE MARKETING & ECOMMERCE

Mobile technology & advertising marketplace

E-commerce & distribution Marketplace & traffic driver

RETAIL TECH

Omni-channel retail and marketplace platform, online and in-store

Strategic acquisitions & partnerships in Retail Tech

CONTRIBUTIONS & SYNERGIES


FOCUS: MOBILE MARKETINGSTRONG GROWTH AND STRATEGIC M&A ENFORCING GLOBAL LEADERSHIP POSITION IN HIGH GROWTH MOBILE ADVERTISING SPACE

▶ Over 1 billion users and 40,000 live campaigns in 187 countries

▶ Leading global player in high growth mobile advertising space

OUR BUSINESS MODEL IN ACTION

Opportunity identified: to expand and diversify Glispa’s revenue streams, accelerate market share

Execution: Glispa has benefited from the wider group’s broad digital expertise and international

connections, with a focus on increasing the range of services available to advertisers

Outcome: a 63% increase in revenue and 28% increase in adjusted EBIT in the year to March 2016

GLISPA CASE STUDY

March-2016 April-2016

▶ Returning visitors have grown from 22% in March 2016 to 26% in April 2016 which shows that we are building a more loyal customer base

▶ Dwell time has increased from 63.9 minutes to 65.7 across the same time period as content builds within the market

▶ Customer journey mapping is a compelling tool for promoting areas within the market to prospective operators


FOCUS: RETAIL ANALYTICSRETAIL ANALYTICS TECHNOLOGY PROVIDES LEVERAGE TO ASSET MANAGEMENT

ProvenderArea: 66.4%

ProvenderArea: 32.3%

VISITOR PROFILE

NEW VISITORS

REPEAT VISITORS

March-2016 April-2016

AVERAGE VISITOR DWELL TIME

63.9 Min

65.7 Min

22% 26%

78% 74%

March 16 April 16

March 16 April 16

LOOKING AHEAD

Introduction

Property Portfolio

Coworking

Digital Assets


Appendix

Asset Management


IN SUMMARY

▶ Strong progress throughout the year proving the effectiveness of the asset management and repositioning works

▶ Capital structure in place to support growth, with flagship Hawley Wharf development fully funded

▶ Significant reversionary potential across the portfolio

▶ Strengthened team in place to deliver on strategy

▶ Market Tech well-placed to deliver on vision of creating a vibrant and self-sufficient ecosystem centred on Camden Town, where Londoners and visitors want to live, work and play.

APPENDIX

Introduction

Property Portfolio

Coworking

Digital Assets


Looking Ahead

Asset Management


ENTERTAINMENT GROWING THE REVENUE OPPORTUNITIES THROUGH EVENTS

EVENTS ARE A ELEMENTAL PART OF CREATING CAMDEN AS A DESITNATION, FOR LOCALS & VISITORS

► Based on our rich heritage, Camden is a world-class venue for events of all kinds

► The broad variety of our premises cater for a unique range of settings and better engagement with young

professionals in Camden

► Events especially in conjunction of our coworking drive value to our ecosystem


IMPORTANT NOTICES

The following presentation, including any printed or electronic copy of these slides, the talks given by the presenters, the information communicated during any delivery of the presentation and any question and answer session and any document or material distributed at or in connection with the presentation (together, the "Presentation"), has been prepared by Market Tech Holdings Limited (the "Company"). The information in the Presentation is not intended to form the basis of any contract. By attending (whether in person or by telephone) or reading the Presentation, you agree to the conditions set out below.

The Presentation is provided for general information only and does not purport to contain all the information that may be required to evaluate the Company. The information in the Presentation is provided as at the date of the Presentation (unless stated otherwise). No reliance may be placed for any purpose whatsoever on the information or opinions contained or expressed in the Presentation or on the accuracy, completeness or fairness of such information and opinions. To the extent permitted by law or regulation, no undertaking, representation or warranty or other assurance, express or implied, is made or given by or on behalf of the Company, or any of its parent or subsidiary undertakings or the subsidiary undertakings of any such parent undertakings or any of their respective directors, officers, partners, employees, agents, affiliates, representatives or advisers, or any other person, as to the accuracy, completeness or fairness of the information or opinions contained in the Presentation. Save in the case of fraud, no responsibility or liability is accepted by any such person for any errors, omissions or inaccuracies in such information or opinions or for any loss, cost or damage suffered or incurred, however arising, directly or indirectly, from any use of, as a result of the reliance on, or otherwise in connection with, the Presentation. In addition, no duty of care or otherwise is owed by any such person to recipients of the Presentation or any other person in relation to the Presentation.

The Presentation does not constitute or form part of an offer or invitation to issue or sell, or the solicitation of an offer to subscribe or purchase, any securities to any person in any jurisdiction.

Nothing in the Presentation is, or should be relied on as, a promise or representation as to the future. The Presentation includes certain forward looking statements, estimates, opinions and projections in relation to strategies, plans, intentions, expectations, objectives and anticipated future performance of the Company and its subsidiaries. By their nature, such statements, estimates, opinions and projections involve risk and uncertainty since they are based on various assumptions concerning anticipated results which may or may not prove to be correct and because they may relate to events and depend on circumstances that may or may not occur in the future and may be beyond the Company’s ability to control or predict. No representations or warranties of any kind are made by any person as to the accuracy of such statements, estimates, opinions or projections, or that any of the events expressed or implied in any such statements, estimates or projections will actually occur. The Company is not under any obligation, and expressly disclaims any intention, to update or revise any such statements, estimates, opinions or projections following the date of this Presentation. No statement in the Presentation is intended as a profit forecast or a profit estimate.

Certain industry and market data contained in this Presentation has come from third party sources, including research analyst reports produced in relation to the Company. Third party industry publications, studies and surveys generally state that the data contained therein have been obtained from sources believed to be reliable, but that there is no guarantee of the accuracy or completeness of such data. While the Company believes that each of these publications, studies and surveys has been prepared by a reputable source, the Company has not independently verified the data contained therein. In particular, this Presentation contains information extracted from research analyst reports concerning the Company. This information is included for ease of reference and remains the responsibility of the research analyst and the Company accepts no responsibility for any such information, and the inclusion of such information in this Presentation should not be regarded in any respect as a confirmation or endorsement by the Company of the conclusions reached by the research analyst. In addition, certain of the industry and market data contained in this Presentation comes from the Company's own internal research and estimates based on the knowledge and experience of the Company's management in the market in which the Company operates. While the Company believes that such research and estimates are reasonable and reliable, they, and their underlying methodology and assumptions, have not been verified by any independent source for accuracy or completeness and are subject to change without notice.

www.market-tech.com

CONTACT

www.market-tech.com

[email protected]

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2016 Final Results Presentation

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