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Investor Presentation September 2014

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Page 1: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Investor PresentationSeptember 2014

Page 2: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Disclaimer

This Presentation, which has been prepared by Hammerson plc (the "Company"), is produced solely for your use at investor meetings to be held in connection with a proposed placing (the "Placing") of new ordinary shares in the Company and the proposed

admission of the new ordinary shares to listing on the premium listing segment of the Official List of the Financial Conduct Authority and to trading on the market for listed securities of London Stock Exchange plc. This "Presentation" shall mean and include

the slides that follow, the oral presentation of the slides by the Company’s directors, officers and/or senior managers on behalf of the Company, any question and answer session that follows that oral presentation, hard copies of this presentation and any

materials distributed at, or in connection with, this presentation.

This Presentation is being distributed only to and is only directed at: (i) persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC), as

amended ("Qualified Investors"), (ii) persons in the United Kingdom: (a) who have professional experience in matters relating to investments falling within Article 19(5) of the United Kingdom Financial Services and Markets Act 2000 (Financial Promotion)

Order 2005, as amended (the "Order"); (b) who are high net worth persons or entities falling within Article 49(2)(a) to (d) of the Order; or (c) to whom it may otherwise be lawfully distributed, (all such persons together being referred to as "Relevant

Persons").

If you are not a Relevant Person, you must not rely on the information and you must return it to Deutsche Bank AG, London Branch ("Deutsche Bank") or J.P. Morgan Securities plc (which conducts its UK investments banking activities as J.P. Morgan

Cazenove) ("JPMC") immediately or return it to an officer of the Company or to the Company’s registered office immediately and take no other action. If you are in any doubt as to the matters contained in this Presentation (including whether you fall

within the definition of Relevant Person), you should consult an authorised person specialising in advising on investments of the kind contained in this Presentation. Any investment or investment activity to which this Presentation relates is available only to

Relevant Persons.

The securities of the Company have not been, and ill not be, registered under the United States Securities Act of 1933 (the "Securities Act"); or under the applicable securities law or with any securities regulatory authority of any state or jurisdiction of the

United States or under the securities laws of Australia, Canada, Japan, South Africa or any state, province or territory thereof or any other jurisdiction outside the United Kingdom and subject to certain exceptions may not be taken up, offered, sold, resold, United States or under the securities laws of Australia, Canada, Japan, South Africa or any state, province or territory thereof or any other jurisdiction outside the United Kingdom and subject to certain exceptions may not be taken up, offered, sold, resold,

pledged, transferred, delivered or distributed, directly or indirectly, through CREST or otherwise, within, into or from Australia, Canada, Japan, South Africa or the United States, or to, or for the account or benefit of, any person with a registered address

in, or who is resident or ordinary resident in, or a citizen of such jurisdictions or to any person in any country or territory where to do so would or might contravene applicable securities laws or regulations except pursuant to an applicable exemption. There

will be no public offering of such securities in the United States.

Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche Bank or JPMC) the United States, or distributed or used, directly or indirectly, in the United States, as

that term is defined in the Securities Act or (ii) Australia, Canada, South Africa or Japan, or distributed or used, directly or indirectly, in Australia, Canada, South Africa or Japan. Any failure to comply with this restriction may constitute a violation of

United States, Australian, Canadian, South African or Japanese securities laws. Further, the distribution or use of this Presentation in other jurisdictions may be restricted by law, and persons into whose possession this Presentation comes are required to

inform themselves about, and observe, any such legal or regulatory restrictions.

This Presentation is not a prospectus or listing particulars, does not constitute or form part of any offer or invitation to sell or transfer, or to underwrite, subscribe for or acquire any shares or other securities, and does not constitute or form any part of any

solicitation of any such offer or invitation, nor shall it, any part of it or the fact of its distribution form the basis of or be relied upon in connection with any contract therefore, and does not constitute a recommendation regarding the securities of the

Company. The Placing does not constitute a public offer of transferable securities in the United Kingdom pursuant to section 85 of the Financial Services and Markets Act 2000 ("FSMA") and accordingly no prospectus will be issued in connection with the

Placing.

This Presentation is being supplied to you for the purposes of discussions with you to obtain your feedback. Nothing contained herein shall from the basis of any contract or commitment whatsoever. None of the Company, Deutsche Bank or JPMC undertakes

any obligation to accept (or make) offers or proposals relating to a potential transaction in the future. Each of Deutsche Bank, JPMC and the Company reserves the right to conduct negotiations with several potential investors simultaneously and also to sign

any agreement regarding the Company without notice to other potential investors. The Company, Deutsche Bank and JPMC reserve the right to amend or terminate at any time any discussions with you.

Page 3: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Disclaimer

This Presentation does not contain all the information that may be required to evaluate the Placing and is not intended to form the basis of any decision or action by any person. Recipients of this Presentation acknowledge that they will make their own

independent investigations of the information contained or referred to in this Presentation. Investors should not subscribe for any securities referred to in this Presentation except on the basis of information to be publicly disclosed by the Company.

This Presentation is being furnished to you solely for your information on a confidential basis and may not be disclosed, copied, reproduced, passed on or redistributed, in whole or in part, by any medium or in any form to any other person for any purpose

without the Company's prior written consent. You shall treat and safeguard as strictly private and confidential all information contained in this Presentation and take all reasonable steps to preserve such confidentiality. You shall not use this Presentation

or the information contained therein in any manner detrimental to the Company. This Presentation contains inside information. By accepting this Presentation and attending the presentation you agree not to use all or any of the information contained

herein (except to the extent it has lawfully been made public) to deal, advise or otherwise require or encourage another person to deal in the securities of the Company or engage in any other behaviour which amounts to the criminal offence of insider

dealing under the Criminal Justice Act 1993 or the civil offence of market abuse under FSMA. The information contained in this Presentation is given at the date of its publication unless expressly specified otherwise and is subject to updating, revision and

amendment.

The proposals referred to herein are tentative and are subject to verification, material updating, revision and amendment without notice. No representations or warranties, express or implied, are given by the Company, Deutsche Bank, JPMC or by any of

their respective directors, officers, employees, advisers, agents or any other person connected with the Company, Deutsche Bank or JPMC, as to the fairness, accuracy, sufficiency, verification or completeness of the information or opinions contained in this

Presentation, or any other presentation made in conjunction with this Presentation and no liability whatsoever for any errors or omissions or any loss arising from any use of this Presentation is accepted in respect thereof, to the extent permitted by law.

The information contained in this Presentation is not to be relied upon.

This Presentation contains forward-looking statements, which are sometimes but not always identified by their use of a date in the future, or such words as “anticipates”, “aims”, “due”, “could”, “may”, “should”, “expects”, “believes”, “intends”, “plans”,

“targets”, “goal”, or “estimates”. Forward-looking statements are inherently unpredictable, involve substantial risks and uncertainties and actual results and developments may differ materially from those expressed or implied by these statements by a

variety of factors. These factors include, but are not limited to, changes in the economies, political situations and markets in which the Company operates; changes in government priorities due to programme reviews and revisions to strategic objectives; variety of factors. These factors include, but are not limited to, changes in the economies, political situations and markets in which the Company operates; changes in government priorities due to programme reviews and revisions to strategic objectives;

changes in the regulatory and competition frameworks in which the Company operates; the impact of legal or other proceedings against or which affect the Company; changes to or delays in programmes in which the Company is involved; the completion of

any acquisitions and divestitures of the Company and changes in currency exchange rates. All written or verbal forward-looking statements made in this Presentation or made subsequently, which are attributable to the Company, are expressly qualified in

their entirety by the factors referred to above and these forward-looking statements speak only as at the date of this Presentation. All projections, valuations and statistical analyses provided in this Presentation may be based on subjective assessments and

assumptions and may use among alternative methodologies that produce different results and should not be relied upon as an accurate prediction of future performance. Further, certain information is based on management estimates of the Company and

such estimates have been made in good faith and represent the genuine belief of applicable members of management. However, by their nature, estimates may not be correct or complete. In addition, some of the information included in this Presentation

may still be in draft form or based on public information which has not been independently verified by any of the Company, Deutsche Bank or JPMC. Except as required by applicable law or regulation, none of the Company, Deutsche Bank or JPMC

undertakes any obligation to update or revise any forward-looking or other statements, whether as a result of new information, future developments or otherwise. No statement in this Presentation is intended to be nor may be construed as a profit

forecast.

Any information contained in this Presentation on the price at which shares or other securities in the Company have been bought or sold in the past, or on yield on such shares or other securities, should not be relied upon as a guide to future performance.

None of the Company, Deutsche Bank or JPMC, or any other party or any of their respective subsidiary undertakings or affiliates or any of such person's officers or employees, advisers or other representatives, accepts any liability whatsoever (whether in

negligence or otherwise) arising directly or indirectly from the use of this Presentation. This Presentation has not been approved by any competent regulatory or supervisory authority. Deutsche Bank and JPMC are acting solely for the Company and no one

else in connection with the proposed Placing and will not regard any other person (whether or not a recipient of this Presentation) as their respective client to the Placing and will not be responsible to anyone other than the Company for providing the

protections that may be afforded to their respective clients in relation to the Placing or any acquisition of shares or securities in the Company or otherwise.

Any person attending this Presentation should seek their own independent legal, investment and tax advice as they see fit. By attending the presentation to which this Presentation relates or by accepting or receiving this Presentation, you will be taken to

have represented, warranted and undertaken to the Company, Deutsche Bank and JPMC that: (i) you are a Relevant Person; (ii) you have read and agree to comply with, and be bound by, the contents of this disclaimer; (iii) you will keep the information in

this Presentation and all information about the Placing confidential until such information has been made publicly available and take all reasonable steps to preserve such confidentiality; and (iv) you will not have any discussion, correspondence or contact

concerning the information in this Presentation or the Placing with any of the directors or employees of the Company nor with any of their suppliers, customers, sub-contractors or any governmental or regulatory body without the prior written consent of

the Company.

This document is dated 25 September 2014.

Page 4: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Proposal

• Cash box placing of c.71m shares, equivalent to c.9.9% of ISC immediately prior to the transaction

• Favourable outlook for investment into UK retail property and European outlet markets

– £180m acquisition of the remaining 40% interest in Highcross, Leicester, a top 30 UK shopping centre. Unlevered IRR >8%,

discount to June NAV

– At least £100m to increase exposure to outlet shopping centres

– New venture, VIA Outlets, alongside Value Retail, APG and Meyer Bergman, targeting European outlet shopping centres

with growth potential. Two acquisitions; total Hammerson expenditure of £70m by the end of 2014. Expected ungearedwith growth potential. Two acquisitions; total Hammerson expenditure of £70m by the end of 2014. Expected ungeared

IRR >10%

– Incremental capital of £30m to Value Retail to assist with extensions at villages in the UK and Ireland and for the new

Value Retail village in Shanghai

– c.£120m to be invested into major development programme. £195m(1) of capital committed to on site schemes and

significant progress on development pipeline

• Disciplined evaluation of acquisition opportunities balanced by selective disposals

• Maintains leverage below 40% LTV while retaining flexibility to fund significant development pipeline

• Immediately earnings accretive

(1) Estimated costs to complete of on site schemes at 30 June 2014

1

Page 5: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Vision to be the best owner-manager and developer of retail property within Europe

By capitalising on our strengths we aim to provide industry-leading shareholder returns

Experience LuxuryConvenience

EPS+4.5%

Interim Dividend

+6.0%

TSR(1)

+75%NAVPS+6.8%

Note: unless otherwise stated, figures presented are to 30 June 2014(1) TSR since announcement of strategic move toward focus on Retail (24 February 2012) to 19 September 2014

2

Page 6: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Bullring Value RetailJunction Fund Les Terrasses du Port

Proven track record of successful investment

Total new investment cost £154m

Ungeared IRR18%

since May 2013

Over £1 billion investment – IRR c.18%

Note: IRRs to 30 June 2014(1) Includes investment in loans to Value Retail(2) IRR is blended return from all VR investments

Total investment cost of £267m(1) to June 2014

Total investment cost €485m

Total investment cost £260m

Ungeared IRR21%(2)

since Dec 2012

Ungeared IRR14%

since Dec 2009

23% Profit on cost

Ungeared IRR22%

since Oct 2012

3

Page 7: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Highcross Value Retail / VIA On site developments Development pipeline

Acquisition of outstanding 40% ownership of a leading UK asset:

• Full asset management control

• £180m acquisition price

• Ungeared IRR of >8%, from a

Increase exposure to high-growth outlet shopping sector

• Investment in VIA Outlets

– £70m commitment in 2014 with two assets purchased

– Future acquisitions planned– IRR on investment >10%(1)

• £30m for VR extensions in UK

Near-term growth from on site projects:

• Development cost of £195m(2) over period to 2016

• Expected yield on cost:c.7%

Significant progress made on highly attractive opportunities:

• Development cost ofc.£1.6bn(2) from 2014 – 21

• Major schemes:

– Whitgift, Croydon– Brent Cross extension– The Goodsyard, London

Use of proceeds: attractive capital deployment opportunities

• Ungeared IRR of >8%, from a low risk asset • £30m for VR extensions in UK

and Ireland and investment in VR Shanghai

– The Goodsyard, London

[Picture to come from company]

70% of placing to immediate opportunities

(1) Expected ungeared IRR(2) Estimated costs to complete as at 30 June 2014 – see appendix

4

Page 8: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

• Acquisition of outstanding 40% of Highcross, Leicester from JV partner(a) for £180m

• UK top 30 retail and leisure facility covering c.105,600 m2

• Highly attractive catchment area; ranking 9th largest nationally and expected to grow by 3.7%(b)

• Comprises: 3 department stores, 8 MSUs, 106 retail units, and 20 restaurants

Highcross - growth in prime UK shopping centres

restaurants

• Extension completed in 2008 and includes St Peter’s Square with attractive dining area and 12-screen multiplex cinema

• Passing rent of £27.8m(c) (100%) with upside opportunity

• Net Initial Yield of 5.5%; Nominal Equivalent Yield of 6.25%

• Annual footfall of 17.3m (2013)

• Weighted average unexpired lease term(c) of 7.9 years to first break, 12.7 years to lease expiry

• Closest comparable asset 28 miles away (Nottingham)

(a) BIS (Postal Services Act 2011) Company Ltd(b) Source: CBRE; growth rate 2013 to 2018(c) As at 30 June 2014 5

Page 9: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Highcross – acquisition rationale

Corporate strategy • Aligned with the Company's strategy of owning high-quality retail destinations in prime locations

• Increased exposure to UK consumer recovery

Attractive returns• >8% ungeared IRR on ‘known’ asset

• Immediately EPS accretive

Capital allocation to prime UK

shopping centres

• Acquisition builds scale in UK prime shopping centres

• Hammerson’s second largest UK shopping centre after the Bullring(1)shopping centres • Hammerson’s second largest UK shopping centre after the Bullring(1)

Off-markettransaction

• Interests in top 30 UK shopping centres are traded infrequently

• Purchased at a discount to DTZ June 2014 valuation

Good yield at low risk

• 5.5% Net Initial Yield/6.25% Nominal Equivalent Yield

Asset management opportunities

• Restructure the House of Fraser department store to drive footfall

• Upgrade East Mall environment and town centre entrance

• Introduce attractive new retailers to raise the site’s profile and reduce vacancy

• 100% ownership ensures returns are maximised

(1) By floor area

6

Page 10: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Value Retail has delivered exceptional returns and is a key growth driver for Hammerson

• Only UK listed REIT to have strategic exposure to the outlet centre space

• Increasing demand for sector exposure –trajectory of double-digit organic growth

Unique exposure to dynamic retail outlet sector VR’s contribution to NAV has quadrupled

1

2

4% 16%

VR = £114m VR = £688mJun 2014Dec 2009

VR Investments

Hammerson ex-VR

trajectory of double-digit organic growth delivered consistently

• High barriers to entry; deep relationships with the top luxury retail brands

• Value Retail relationship provides opportunities for wider collaboration

Superior productivity3

4

VR = £114m VR = £688mJun 2014Dec 2009

1. Proportions based on Hammerson EPRA equity shareholder funds of £2,960m (Dec 2009) and £4,365m (Jun 2014)2. VR investments are on EPRA basis and include shareholder loans

-

2,000

4,000

6,000

8,000

10,000

12,000

VR Europe UK Out of Town UK In Town

£/sq

m

(1) Hammerson estimate(2) CBRE sales densities

(2) (2)

Sales Densities 2013

(1)

7

Page 11: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

VIA Outlets - New European outlet partnership

• Opportunity to increase Hammerson’s exposure to the fast-growing European outlet sector

– Partnership with Value Retail, APG and Meyer Bergman

– Targeting primarily existing European outlets centres with growth potential

– Focus on large catchment areas close to major cities with strong tourist appeal

– Leverage Value Retail’s extensive European platform and its relationships with retail brands

• Hammerson 47% economic interest, £70m committed for acquisitions before the end of 2014

– Initial acquisition of two assets: Batavia Stad, Amsterdam and Fashion Arena, Prague

– Series of further acquisition targets identified and have engaged with relevant owners

• Hammerson investment expected to generate ungeared IRR of >10%

8

Page 12: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Existing and planned VIA Outlets investments

Batavia Stad, Amsterdam Fashion Arena, Prague Pipeline of acquisitions

• European acquisition roadmap

established

One of only three factory outlets in the Netherlands

26,340 m2 scheme

108 retail units

The leading factory outlet in the Czech Republic

25,125 m2 scheme

104 retail units

• Engaged with targets’ owners

• Primarily locations close to major

/ capital cities with strong tourist

appeal

9

Page 13: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Accelerating Value Retail growth

• Hammerson £30m incremental investment

– Extensions at Value Retail villages in UK and Ireland expand diversity of retail / catering offer

(1) Source: European Travel Commission

– Improved transport infrastructure at Bicester

– Investment in new Value Retail village in Shanghai

10

Page 14: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Group forecast development expenditure

Les Terrasses du Port, Marseille

On site developments

Victoria Gate, Leeds

Jeu de Paume, Beauvais

Other on site developments

£m

Completed developments

Excludes Whitgift acquisitionsOther on site developments: Abbotsinch Retail Park, Paisley; Cyfarthfa Retail Park, Merthyr Tydfil; Silverburn, Glasgow; O’Parinor, ParisOther extensions/developments: Elliott’s Field Retail Park, Rugby; Brent Cross leisure extension30 June 2014 position as presented in 2014 Half Year results(1) Future developments – phasing and costs reflect 30 June 2014 estimates only (see Appendix)

Other on site developments

Future developments(1)

Other extensions/developments

Whitgift, Croydon

Brent Cross extension

Watermark WestQuay, Southampton

The Goodsyard

11

Page 15: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

2014 development opportunities

Jeu de Paume, BeauvaisVictoria Gate, Leeds Watermark, WestQuay Elliott’s Field, Rugby

23,800 m2 shopping centre

86 shops and restaurants

50% pre-let(1)

Completion Q3 2015

Total development cost €85m

34,300m2 luxury retail venue

John Lewis anchor store

32% pre-let(1)

Completion Q3 2016

Total development cost £150m

17,000m2 leisure and catering scheme

Adjacent to jointly-owned WestQuay

45% pre-let(1)

Start on site Q4 2014, completion Q4 2016

Total development cost £80m

16,000m2 retail park extension

Debehams and M&S anchor stores

42% pre-let(1)

Start on site Q4 2014, completion Q4 2015

Total development cost £35m

(1) Let or in solicitors’ hands at 23 July 2014

12

Page 16: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Development pipeline

Brent Cross, LondonCroydon Town Centre The Goodsyard, London

90,000m2 extension to existing scheme

Potential start 2016

Section 106 signed

Future development cost £350m

200,000m2 regional shopping centre

Potential start 2015

Land assembly ongoing for CPO

Future development cost £500m

4.2 ha regeneration project

19,000m2 retail, 60,000m2 offices, 1,500 homes

Planning application submitted in July 2014

Phase I future development cost £140m

Note: Development costs reflect Hammerson’s share of future expenditure as at 30 June 2014

13

Page 17: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

37.5%

40.1%

33.9%

40% LTV

35% LTV

Financial impact of acquisitions and placing

LTV as at 30 Jun 2014 LTV post acquisitions Effects of placing

• Capital recycling continues to be important – selective disposals to be pursued

• Maintains leverage below 40% LTV while retaining flexibility to fund significant development pipeline

• Immediately earnings accretive

Net debt (pro-forma)

£2,355m(1) £2,581m(2) £2,181m(4)

Property assets (pro-forma)

£6,277m(1) £6,440m(3) £6,440m(3)

(1) Actual position as at 30 June 2014(2) Reflects disposal of 10 Grosvenor Street (£54m), Highcross acquisition (£180m) and outlet sector investments (£100m)(3) Gross assets reflect the Highcross acquisition (£180m) and the disposal of 10 Grosvenor Street (£17m). Outlet sector investments are not included in the Group’s property assets(4) Assumes £400m proceeds 14

Page 18: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Summary

• Cash box placing of c.71m shares, equivalent to c.9.9% of ISC immediately prior to the transaction

• Favourable outlook for investment into UK retail property and European outlet markets

– £180m acquisition of the remaining 40% interest in Highcross, Leicester, a top 30 UK shopping centre. Unlevered IRR >8%, discount to

June NAV

– At least £100m to increase exposure to outlet shopping centres

– New venture, VIA Outlets, alongside Value Retail, APG and Meyer Bergman, targeting European outlet shopping centres with growth

(1) Estimated costs to complete of on site schemes at 30 June 2014

potential. Two acquisitions; total Hammerson expenditure of £70m by the end of 2014. Expected ungeared IRR >10%

– Incremental capital of £30m to Value Retail to assist with extensions at villages in the UK and Ireland and for the new Value Retail

village in Shanghai

– c.£120m to be invested into major development programme. £195m(1) of capital committed to on site schemes and significant

progress on development pipeline

• Disciplined evaluation of acquisition opportunities balanced by selective disposals

• Maintains leverage below 40% LTV while retaining flexibility to fund significant development pipeline

• Immediately earnings accretive

15

Page 19: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

• Announcement date 25 September 2014

• Structure Cash box placing

• Size of issue 9.99% of issued share capital

Proposed Placing

• Bookrunners Deutsche Bank and JP Morgan Cazenove

• US restrictions Rule 144A (QIBs only)

• Proposed admission and settlement 30 September 2014

16

Page 20: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Appendices

17

Page 21: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Value Retail is Europe’s leading outlet shopping centre operator

La Vallée VillageLa Vallée Village

Bicester VillageLondon

Bicester VillageLondon

Kildare VillageDublin

Kildare VillageDublin

Maasmechelen VillageBrussels

Maasmechelen VillageBrussels

Wertheim Village Frankfurt

Wertheim Village Frankfurt La Vallée Village

Bicester VillageLondon

Kildare VillageDublin

Maasmechelen VillageBrussels

Wertheim Village Frankfurt

Batavia Stad, Amsterdam (VIA Outlets)

Fidenza VillageMilan

Fidenza VillageMilan

Las Rozas VillageMadrid

Las Rozas VillageMadrid

La Roca VillageBarcelona

La Roca VillageBarcelona

La Vallée VillageParis

La Vallée VillageParis

Frankfurt Frankfurt

Ingolstadt VillageMunich

Ingolstadt VillageMunich

Fidenza VillageMilan

Las Rozas VillageMadrid

La Roca VillageBarcelona

La Vallée VillageParis

Frankfurt

Ingolstadt VillageMunich

Fashion Arena, Prague (VIA Outlets)

18

Page 22: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Hammerson’s investment in Value Retail

Holding companiesHolding companies22% equity22% equity

Hammerson Hammerson €€58m 58m

shareholder shareholder loanloan

La ValléeVillage

MasmechlenVillage

FidenzaVillage

WertheimVillage

IngolstadtVillage

KildareVillage

Las RozasVillage

La RocaVillage

BicesterVillage

Village ownership Village ownership via LPs (%)via LPs (%) 33 23 19 11 13 20 31 0 3

Total Village Total Village ownership (%)ownership (%) 45 35 31 22 24 32 43 11 14

As at 30 June 2014

19

Page 23: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Value Retail growth drivers

• Increases in global tourism

– Chinese visits to Europe set to grow 72% until 2018(1)

– Repeat customers from Gulf States, South America and Russia

– A high proportion of sales from Bicester are to non-EU shoppers–

– Targeted promotions and travel partnerships

• Expansion of luxury brand retail platforms

– More inventory to recycle

– Upgrading retail experience in flagship units in Villages (Burberry, Gucci)

– Outlet channel supports brand profile (Prada)

(1) Source: European Travel Commission

20

Page 24: Placing Presentation Final… · Neither this Presentation nor any part or copy of it may be taken or transmitted into: (i) (except with the express permission of the Company, Deutsche

Developments and extensions

SchemeOwnership

%Lettable area

m2 Earliest startPotential

completion

Value at 30/6/2014

£m

Estimated cost to complete(1)

£m

Estimated annual

income(2)

£m

Let(3)

%

On siteO’Parinor, Aulnay-sous-bois, Paris 25 7,200 Commenced Q4 2014 n/a 1 1 100Siverburn extension, Glasgow 50 10,900 Commenced Q1 2015 n/a 6 1 91Cyfarthfa Retail Park, Merthyr Tydfil 100 14,500 Commenced Q2 2015 n/a 16 2 38Jeu de Paume, Beauvais 100 23,800 Commenced Q3 2015 18 52 5 50Victoria Gate, Leeds (Phase 1) 100 34,300 Commenced Q3 2016 30 120 10 32

TOTAL 90,700 195 19Major developments (>30,000m2)The Goodsyard, London E1(4) 50 260,000 2016 Phased 140 -Whitgift, Croydon 50 200,000 2015 2018 500 35Brent Cross extension, London 41 90,000 2016 2019 350 26

TOTAL 550,000 990 61TOTAL 550,000 990 61

Extensions/developments

Elliott’s Field Retail Park, Rugby 100 16,000 2014 2015 35 3 42

Watermark WestQuay, Southampton 100 17,000 2014 2016 75 5 45

Brent Cross leisure, London 41 9,000 2016 2018 20 2

TOTAL 42,000 130 10

Pipeline

Italie Deux, Paris 100 5,000 2015 2017 25 2

SQY Ouest, Saint Quentin-en-Yvelines 50 31,700 2015 2016 11 2

Victoria Gate, Leeds (Phase 2) 100 73,000 2018 2021 480 40

TOTAL 109,700 516 44

792,400 1,831 134

Other than on site projects, the information above reflects estimates at 30 June 2014 and is subject to review as detailed project plans are advanced.(1) Incremental capital cost including capitalised interest(2) Incremental income net of head rents and after expiry of rent-free periods(3) Let or in solicitors’ hands by income at 23 July 2014(4) Cost reflects phase 1 only. Due to residential component of scheme, area is gross external and income is not applicable(5) € converted at £1=€1.249. Value, costs and income represent the Group’s share for joint ventures

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432 478

248200

400

600

Disciplined use of shareholders’ capital

Hammerson net retail investments (£m)

Investment portfolio yields – 30 June 2014

UK Shopping centres 4.5%

FR Shopping centres 4.4%

Acquisitions/Disposals Development

248111

(99) (133) (58) (99)

(176)

(530)

(198) (54)

(800)

(600)

(400)

(200)

0

2011 2012 2013 2014 YTD

£m

Acquisitions Other disposals London office proceeds

UK Retail parks 5.5%

Development pipeline YOC target c.6.5-7.5%

Flexibility of investment options

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Financing policies

Pro forma for acquisitions and

placing(1)

30 Jun 2014 31 Dec 2013

Net debt - £2,181m £2,355m £2,252m

Gearing <85% 46% 54% 56%

Loan to value <40% 34% 38% 38%

Healthy financing ratios

Cash/undrawn facilities - £1,154m £980m(2) £716m

Weighted average cost of finance - 4.6% 4.8%

Interest cover >2.0x 2.8x 2.8x

Net debt/EBITDA <10x 8.8x 8.2x

Fixed rate debt >50% 90%(2) 82%(3)

(1) 30 June 2014 position shown on a pro-forma basis post 10 Grosvenor Street disposal, Highcross and outlet sector investments and £400m share placing

(2) 30 June 2014 position shown on a pro-forma basis post EUR500m 8 year bond issue at 2.0% funded on 1 July 2014

(3) 31 December 2013 position shown on a pro-forma basis post $443m US private placement issue arranged in November 2013

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Maturity profile of debt

30 June 2014 position as presented in 2014 Half Year results, shown on a pro-forma basis to include new bond issued on 1 July 2014 maturing in 2022, but without reflecting any repayment of bank debt from bond or net issue proceeds

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