VALUATION REPORT - Merlin Properties

Transcription

VALUATION REPORTMERLIN Properties, Socimi, S.A.Paseo de la Castellana, 4228046 MadridDate of Valuation: 31st December 2016

TABLE OF CONTENTS1.VALUATION REPORT2VALUATION REPORT3LIST OF ASSETS8SCOPE OF WORK & SOURCES OF INFORMATION9VALUATION ASSUMPTIONS11The contents of this Report may only be relied upon by:i.Addressees of the Report; orii.Parties who have received prior written consent from CBRE in the form of areliance letter.This Report is to be read and construed in its entirety and reliance on this Report is strictlysubject to the disclaimers and limitations on liability on page 14 Please review thisinformation prior to acting in reliance on the contents of this Report. If you do notunderstand this information, we recommend you seek independent legal counsel.

1VALUATION REPORT

3VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.VALUATION REPORTCBRE Valuation Advisory S.A.Edificio Castellana 200Pº de la Castellana, 202 8ª28046 MadridSwitchboard 34 91 598 19 00Fax 34 91 556 96 90Report Date15th February 2016AddresseeBoard of DirectorsMERLIN Properties, Socimi, S.A.,Paseo de la Castellana, 4228046 MadridTo the attention of Mr. Miguel Ollero, CFO.The PropertyPart of the Investment Portfolio of MERLIN Properties,Socimi, S.A. and companies in which MERLIN have anownership interest.Property DescriptionThe portfolio is made up of 36 properties and the TreePortfolio which comprises 866 bank branches and 5landmark buildings leased to BBVA. All the properties arelocated in Spain. Four assets are property of companiesin which MERLIN hold a minority ownership.Ownership PurposeInvestment, development and owner occupation.InstructionWe have been instructed to carry out a valuation of theportfolio of property assets of MERLIN Properties, Socimi,S.A., following the instruction agreed on 20th May 2016.Valuation Date31st December 2016Capacity of ValuerExternal.PurposeFor accounting purposes and for information purposes inthe annual financial statements

4VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A. 3,429,061,832Market Value(THREE BILLION, FOUR HUNDRED AND TWENTY NINEMILLION, SIXTY ONE THOUSAND, EIGHT HUNDREDAND THIRTY TWO EUROS)Exclusive of VATMERLIN PROPERTIES, SOCIMI, S.A.Asset TypeMarket Value(100%) Market Value MerlinOwnership ( )Logistics578,550,836544,266,663Shopping ,000Minority Ownership394,948,078133,381,169High Street Retail1,946,349,0001,946,349,000Total Portfolio3,724,912,9143,429,061,832Our opinion of Market Value is based upon the Scope ofWork and Valuation Assumptions attached, and has beenprimarily derived using comparable recent markettransactions on arm’s length terms.The properties in full ownership of MERLIN Properties,Socimi, S.A. have been valued individually, consideringtheir separate sale and not as part of a portfolio.Therefore deductions or additional value that could benegotiated in the market if all or part of the portfolio wasput up for sale simultaneously, has not been considered.For the properties of companies in which MERLINparticipates, the value set out in the above table is not themarket of each property but the result of the followingcalculation: the percentage of ownership of MERLIN ineach company, multiplied by the market value of eachproperty.LimitationsFor the purposes of the valuation we have assumed thatthe properties are in good condition relative to their ageand that no significant refurbishment or renovation worksare required.

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.5We have not measured the property on site or from scaleplans of the properties subject to valuation. We havetherefore assumed that the areas provided by the clientare correct.For the purpose of the valuation we have assumed thatthe properties benefit from all necessary Licences for theactual of proposed use.We have not carried out independent investigationsrelating to the incurred or pending costs or the number ofpre-sold units at the date of the valuation. We havefaithfully relied upon the information provided by theclient and have assumed that it is correct.Regarding the logistics plots of land, for valuationpurposes we have assumed as true the verbal anddocumental information provided by the client concerningtown planning issues.Compliance withValuation StandardsThe valuation has been prepared in accordance with TheRICS Valuation – Professional Standards January 2014(“the Red Book”).We confirm that we have sufficient current local andnational knowledge of the particular property marketinvolved, and have the skills and understanding toundertake the valuation competently. Where theknowledge and skill requirements of The Red Book havebeen met in aggregate by more than one valuer withinCBRE, we confirm that a list of those valuers has beenretained within the working papers, together withconfirmation that each named valuer complies with therequirements of The Red Book.AssumptionsThe property details on which each valuation is based areas set out in this report. We have made variousassumptions as to tenure, letting, town planning, and thecondition and repair of buildings and sites – includingground and groundwater contamination – as set outbelow.If any of the information or assumptions on which thevaluation is based are subsequently found to be incorrect,the valuation figures may also be incorrect and should bereconsidered.

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.VariationStandardAssumptions6from We have assumed that the information provided by theclient, on which the valuation is based, is correct.Market ConditionsThe values stated in this report represent our objectiveopinion of Market Value in accordance with the definitionset out above as of the date of valuation. Amongst otherthings, this assumes that the properties had been properlymarketed and that exchange of contracts took place onthis date.ValuerThe Property has been valued by a valuer who is qualifiedfor the purpose of the valuation in accordance with theRICS Valuation – Professional Standards (The Red Book).IndependenceThe total fees, including the fee for this assignment,earned by CBRE Valuation Advisory S.A. (or othercompanies forming part of the same group of companies)are less than 5.0% of the total revenues of the company.DisclosureThe principal signatory of this report has continuouslybeen the signatory of valuations for the same addresseeand valuation purpose as this report since June 30th2016. CBRE Valuation Advisory S.A. has continuouslybeen carrying out valuation instructions for the addresseeof this report since June 30th 2016.However we have valued prior to June 30th 2016, 15 ofthe 36 assets of the portfolio (excluding the bankbranches), as CBRE was the regular valuer for theprevious owner.CBRE Valuation Advisory S.A. has carried out Valuation,Agency and Professional services on behalf of theaddressee for under 5 years.Conflicts of InterestThere is not any conflict of interest.RelianceThis report is for the use only of the party to whom it isaddressed for the specific purpose set out herein and noresponsibility is accepted to any third party for the wholeor any part of its contents.

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.PublicationNeither the whole nor any part of our report nor anyreferences thereto may be included in any publisheddocument, circular or statement nor published in any waywithout our prior written approval of the form and contextin which it will appear.Yours faithfullyFernando FuentePablo CarniceroMRICSMRICSVice-presidentDirectorRICS Registered ValuerRICS Registered ValuerFor and on behalf ofFor and on behalf ofCBRE Valuation Advisory S.A.CBRE Valuation Advisory S.AT: 34 91 514 39 32T: 34 91 514 38 .comCBRE Valuation Advisory, S.A.T: 34 91 518 19 00F: 34 91 556 96 90W: www.cbre.esProject Reference: VA16-01987

8VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.LIST OF ASSETSCBREREF.ASSETADDRESSCITYASSET TYPE1Guadalajara-Cabanillas IAvda de Castilla la Mancha 2-10Cabanillas del CampoLogistics2Guadalajara-AloveraAvenida Río Henares 40AloveraLogistics3Guadalajara-AzuquecaAvenida Milán 10Azuqueca de HenaresLogistics4Madrid-Coslada ComplexAvenida de la Cañada 64CosladaLogistics5Madrid-CosladaC/ Holanda, CTC CosladaCosladaLogistics6Barcelona-Lliça del VallCalle PerdellotLliça de ValLogistics7Zaragoza-PedrolaPolígono industrial El PradilloPedrolaLogistics8Zaragoza-PlazaCalle Osca, 4ZaragozaLogistics9Valencia-AlmussafesP.I. ROMICAAlmussafesLogistics10Madrid-GetafeC/ Rio Guadiato 1, CLA GetafeGetafeLogistics11Vitoria-JundizCamino de Crispijana s/nVitoriaLogistics12Madrid-MecoC/ Hermes, MecoMecoLogistics13Madrid-Getafe (Los Olivos)C/ Calidad17, P.I. Los Olivos, GetafeGetafeLogistics14Barcelona-Granada PenedesP.I. Fondos de l gistics16Guadalajara-Azuqueca IIn/aAzuqueca de HenaresLogistics17Madrid-Meco IIn/aMecoLogistics18ZAL PortAv. Ports d'Europa, 100, 08040, BarcelonaBarcelonaMinority Ownership19Barcelona-Sant EsteveP.I AnoiaBarcelonaLogistics20Plaza de los CubosCalle Princesa, 3-5 (Plaza de los Cubos)MadridHigh Street Retail21Centro OesteCalle Las Moreras 2MajadahondaShopping Centres22LariosAvda de Aurora 25MálagaShopping Centres23Porto PiAvda Gabriel Roca 54Palma de MallorcaShopping Centres24MarinedaAvenida Arteixo, 43, 15008 A CoruñaLa CoruñaShopping Centres25Arturo SoriaCalle de Arturo Soria, 126, 28043 MadridMadridShopping Centres26Parking PalauParking Palau (26 PLAZAS PROPIEDAD TESTA)ValenciaOthers27Locales Plaza Castilla - Castellana 193 (McD)Plaza de Castilla-Local 1AMadridOthers28Parking Palau (33% stake)Parking Palau (Participada)ValenciaMinority Ownership29Pazo de VigoAvenida Beiramar (Participada)VigoMinority Ownership30Guadalajara-Cabanillas II AAvenida de la Veguilla 20Cabanillas del CampoLogistics31ArasurP.I. Arasur, Avda. Álava, s/n,RIivabellosaMinority Ownership32CIM VallesC.I.M Valles, Carrer D, s/n, 08130 Santa Perpètua de Mogoda, BarcelonaBarcelonaOthers33Sevilla ZalCtra. de la Esclusa, 15, 41011 SevillaSevillaLogistics34PLZF"Avenida 3ª, nº 26 -08040 – 36Madrid-San Fernando IIn/aSan Fernando de HenaresLogistics37Tree*n/aSpainHigh Street Retail* The assets of the Tree Portfolio have been valued individually, considering their separate sale and not as part of a portfolio.

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.9SCOPE OF WORK & SOURCES OFINFORMATIONSources ofInformationAs set out previously, MERLIN Properties, Socimi, S.A.,has passed us the information necessary to carry out thevaluation. The information received has been: Gross Lettable Areas (GLA). Updated rental details for each of the properties asat date of valuation. Recoverable and non recoverable costs for eachasset. CAPEX budget.The PropertyThe portfolio is made up of 36 properties and the TreePortfolio which comprises 866 bank branches and 5landmark buildings leased to BBVA. All the propertiesare located in Spain. Four assets are property ofcompanies in which MERLIN hold a minority ownership.InspectionWe inspected the Property internally and externally forthe 20 new real estate assets of this portfolio during themonths of October and November 2016. The asset“Madrid-Getafe (Los Olivos)” has only been inspectedexternally.It must be notice, that we have inspected the remainig15 real esate assets in the past, as CBRE was theregular valuer for the previous owner.For the Tree Portfolio which comprises of 866 bankbranches and 5 landmark buildings leased to BBVA, wehave carried out 102 internal inspections during themonths of September, October and November 2016,which represent 41% of the total rent.The inspection was undertaken by qualified valuers ofCBRE Valuation Advisory S.A.AreasWe have not measured the Property but have reliedupon the floor areas provided.

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.EnvironmentalMatters10We have not been provided with any environmentalreport relating to the properties.We have not carried out any investigation into the pastor present uses of the Property, nor of any neighbouringland, in order to establish whether there is any potentialfor contamination and have therefore assumed thatnone exists.Repair and ConditionWe have not carried out building surveys, testedservices, made independent site investigations,inspected woodwork, exposed parts of the structurewhich were covered, unexposed or inaccessible, norarranged for any investigations to be carried out todetermine whether or not any deleterious or hazardousmaterials or techniques have been used, or are present,in any part of the Property. We are unable, therefore,to give any assurance that the Property is free fromdefect.Town PlanningWe have not carried out town planning investigations.Titles, Tenures andLettingsDetails of title/tenure under which the Property is heldand of lettings to which it is subject are as supplied tous. We have not generally examined nor had access toall the deeds, leases or other documents relatingthereto. Where information from deeds, leases or otherdocuments is recorded in this report, it represents ourunderstanding of the relevant documents. We shouldemphasise, however, that the interpretation of thedocuments of title (including relevant deeds, leases andplanning consents) is the responsibility of your legaladviser.We have not conducted credit enquiries on the financialstatus of any tenants. We have, however, reflected ourgeneral understanding of purchasers’ likely perceptionsof the financial status of tenants.

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.11VALUATION ASSUMPTIONSCapital ValuesThe valuation has been prepared on the basis of“Market Value” which is defined as:“The estimated amount for which a property shouldexchange on the valuation date between a willing buyerand a willing seller in an arm's-length transaction afterproper marketing and where the parties had each actedknowledgeably, prudently and without compulsion",No allowances have been made for any expenses ofrealisation nor for taxation which might arise in theevent of a disposal. Acquisition costs have not beenincluded in our valuation.No account has been taken of any inter-companyleases or arrangements, nor of any mortgages,debentures or other charges.No account has been taken of the availability orotherwise of capital based Government or EuropeanCommunity grants.Rental ValuesRental values indicated in our report are those whichhave been adopted by us as appropriate in assessingthe capital value and are not necessarily appropriate forother purposes nor do they necessarily accord with thedefinition of Market Rent.PropertyWhere appropriate we have regarded the shop fronts ofretail and showroom accommodation as forming anintegral part of the building.Landlord’s fixtures such as lifts, escalators, centralheating and other normal service installations havebeen treated as an integral part of the building and areincluded within our valuations.Process plant and machinery, tenants’ fixtures andspecialist trade fittings have been excluded from ourvaluations.All measurements, areas and ages quoted in our reportare approximate.

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.EnvironmentalMatters12In the absence of any information to the contrary, wehave assumed that:(a) the Property is not contaminated and is not adverselyaffected by any existing or proposed environmental law;(b) any processes which are carried out on the Propertywhich are regulated by environmental legislation areproperly licensed by the appropriate authorities.In some circumstances there could be high voltageelectrical installations close to the properties. TheSociedad Española de Protección Radiológica has setout that in certain circumstances there could be healthrisks associated with such installations. Due to this,public perception can affect the commercialization andfuture value of the property. Our valuation reflects ourcurrent opinion of the market and we have not madeany discount for the possible presence of theseinstallations.Repair and ConditionIn the absence of any information to the contrary, wehave assumed that:(a) there are no abnormal ground conditions, norarchaeological remains, present which might adverselyaffect the current or future occupation, development orvalue of the property;(b) the Property is free from rot, infestation, structural orlatent defect;(c) no currently known deleterious or hazardousmaterials or suspect techniques, including but notlimited to Composite Panelling, have been used in theconstruction of, or subsequent alterations or additionsto, the Property; and(d) the services, and any associated controls orsoftware, are in working order and free from defect.We have otherwise had regard to the age and apparentgeneral condition of the Property. Comments made inthe property details do not purport to express anopinion about, or advise upon, the condition ofuninspected parts and should not be taken as makingan implied representation or statement about suchparts.

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.Title, Tenure,Planning and Lettings13Unless stated otherwise within this report, and in theabsence of any information to the contrary, we haveassumed that:(a) the Property possesses a good and marketable titlefree from any onerous or hampering restrictions orconditions;(b) all buildings have been erectedplanning control, or in accordancepermissions, and have the benefitplanning consents or existing use rightsuse;either prior towith planningof permanentfor their current(c) the Property is not adversely affected by townplanning or road proposals;(d) all buildings comply with all statutory and localauthority requirements including building, fire andhealth and safety regulations;(e) only minor or inconsequential costs will be incurredif any modifications or alterations are necessary in orderfor occupiers of each Property to comply with theprovisions of the relevant disability discriminationlegislation;(f) there are no tenant’s improvements that willmaterially affect our opinion of the rent that would beobtained on review or renewal;(g) tenants will meet their obligations under their leases;(h) there are no user restrictions or other restrictivecovenants in leases which would adversely affect value;(i) where appropriate, permission to assign the interestbeing valued herein would not be withheld by thelandlord where required; and(j) vacant possession can be given of allaccommodation which is unlet or is let on a serviceoccupancy,

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A.14LEGAL NOTICEThis valuation report (the “Report”) has been prepared by CBRE Valuation Advisory S,A(“CBRE”) exclusively for MERLIN Properties, Socimi, S.A., (the “Client”) in accordancewith the terms of the instruction letter dated 20/5/2016 (“the Instruction”). The Report isconfidential and it must not be disclosed to any person other than the Client withoutCBRE's prior written consent. CBRE has provided this report on the understanding that itwill only be seen and used by the Client and no other person is entitled to rely upon it,unless CBRE has expressly agreed in writing. Where CBRE has expressly agreed that aperson other than the Client can rely upon the report then CBRE shall have no greaterliability to any party relying on this report than it would have had if such party had beennamed as a joint client under the Instruction.CBRE’s maximum aggregate liability to all parties, howsoever arising under, inconnection with or pursuant to reliance upon this Report, and whether in contract, tort,negligence or otherwise shall not exceed the fees established for the present instruction.CBRE shall not be liable for any indirect, special or consequential loss or damagehowsoever caused, whether in contract, tort, negligence or otherwise, arising from or inconnection with this Report. Nothing in this Report shall exclude liability which cannot beexcluded by law.

MERLIN Properties SOCIMI S.A.February 2017Short ReportIncome Producing Properties and Land PortfolioValuation as at 31/12/20161.Instructions and Terms of Reference . . 22.Valuation Advice . .63.General Assumptions & Conditions to Valuations . .8savills.es

Short Report MERLIN Properties SOCIMI S.A.Income Producing Properties and Land PortfolioIndex1.Instructions and Terms of Reference . . . 32.Valuation Advice . . .73.General Assumptions, Conditions to Valuations & Special Assumptions . .12MERLIN Properties SOCIMI S.A.February 20171

Short Report MERLIN Properties SOCIMI S.A.Income Producing Properties and Land Portfolio2017, February 23rdSavills ConsultoresInmobiliarios S.A.José Abascal 45 - 1ª Planta28003 MadridMERLIN Properties SOCIMI S.A.Paseo Castellana, 42Tel: 34 (91) 310.10.16Fax: 34 (91) 310.10.2428046 Madridwww.savills.esFor the attention of: D. Miguel OlleroDear Miguel,PROPERTY: Property Portfolio composed by Offices, Shopping Centres, High Street Retail, Logistic, Let Residential Dwellingand Land, all of them located in Spain and Portugal.In accordance with the terms agreed in our Terms of Engagement Letter, signed June 2016, in this report we provide you a marketvaluation of the assets mentioned above and listed in Section 2 (Valuation Advice) of this document. This valuation is for internalpurposes, carrying out half year updates for the presentation of financial reports and for the publication in the annual accountspresented by the company. Valuation date is 31st December, 2016.We draw your attention to our accompanying Report together with the General Assumptions and Conditions upon which ourValuation has been prepared, details of which are provided at Section 3 of this document.We trust that our report meets your requirements, but should you have any queries, please do not hesitate to contact us.Yours faithfully,For and on behalf of Savills Consultores Inmobiliarios S.A.Jesús D. Mateo MRICSRICS Registered ValuerEduardo Martins Pimenta MRICSRICS Registered ValuerDirectorAssociate DirectorMERLIN Properties SOCIMI S.A.February 20172

Short Report MERLIN Properties SOCIMI S.A.Income Producing Properties and Land Portfolio1. Instructions and Terms ofReferenceMERLIN Properties SOCIMI S.A.February 20173

Short Report MERLIN Properties SOCIMI S.A.Income Producing Properties and Land Portfolio1.0Instructions & Terms of ReferenceIn accordance with our Terms of Engagement signed June 2016, we have valued the properties listed at Section 2, in order toprovide you with our opinion of their Market Value, as at 31st December 2016.1.1.1.InstructionsYou have instructed us to provide our opinions of value on the following bases: We are not aware of any conflict of interest, either with the Property, the Assets, or with the client, preventing us fromproviding you with an independent valuation of the Property in accordance with the Red Book. We have valued some of the subject properties for Internal accounting purposes for MERLIN Properties SOCIMI S.A.,METROVACESA S.A. and TESTA INMUEBLES EN RENTA SOCIMI S.A., since June 2014, June 2015 and December2015, respectively. Notwithstanding we do not believe that this constitutes a conflict of interest preventing us fromproviding you with this update valuation. We will be acting as External Valuers, as defined in the Red Book. We have no material connection either with the client or with the properties. We confirm that we will not benefit (other than from the receipt of the valuation fee) from this valuation instruction. We confirm that Savills Consultores Inmobiliarios S.A. carry sufficient Professional Indemnity Insurance for possibleclaims. According with the Terms of Engagement Letter, in case of responsibility for our advice, compensation is limitedto the amount of the fees provided for carrying out the work. We have a Complaints Handling Procedure. That we have the knowledge, skills and ability to act on your behalf in respect of this instruction. And, that all information provided in respect of this instruction will be kept confidential and will not be disclosed to anyun-authorised third party. You have also instructed us to comment on specific issues concerning the properties.Our valuations are prepared on an individual basis and the portfolio valuations reported are the aggregate of the individual MarketValues, as appropriate. Our opinions of value are as at 31st December 2016.The valuations have been carried out by qualified MRICS Registered Valuers, with the knowledge, skills and ability required to performthis valuation report competently.We confirm that our valuations will all be reported in Euros.MERLIN Properties SOCIMI S.A.February 20174

Short Report MERLIN Properties SOCIMI S.A.Income Producing Properties and Land Portfolio1.1.2.Basis of ValuationThe valuation has been prepared in accordance with Royal Institution of Chartered Surveyors (“RICS”) Valuation ProfessionalStandards January 2014 (“Red Book”), published November 2013 and effective from January 2014. In particular in accordancewith the requirement of VPS 3 entitled Valuations reports.Red Book Valuation Standard VS 3.2 relates to the basis of value, and, in accordance therewith, you have instructed us to valuethe property on the basis of Market Value, the definition is defined as follows:“The estimated amount for which an asset or liability should exchange on the valuation date between a willing buyer and a willingseller in an arm’s length transaction after proper marketing and where the parties had each acted knowledgably, prudently andwithout compulsion.”Our report and valuations in accordance with these requirements are set out below.1.1.3.General Assumptions and ConditionsAll our valuations have been carried out on the basis of the General Assumptions and Conditions set out in the relevant sectiontowards the rear of this report.1.1.4.Date of ValuationOur opinions of value are as at 31st December 2016. The importance of the date of valuation must be stressed as property valuescan change over a relatively short period.1.1.5.Purpose of ValuationThe Valuation is required for internal purposes, carrying out half year updates for the presentation of financial reports and for thepublication in the annual accounts presented by the company. It is important that the Report is not used out of context or for thepurposes for which it was not intended. We shall have no responsibility or liability to any party in the event that the Report is usedoutside of the purposes for which it was intended, or outside of the restrictions on its use.1.1.6.Conflicts of InterestWe are not aware of any conflict of interest, either with yourselves or with the properties, preventing us from providing independentvaluation advice, and therefore we are pleased to accept your instructions. We will be acting as External Valuers, as defined inthe Red Book.1.1.7.Valuer Details and InspectionThe properties have been inspected by valuers of the Advisory & Valuation Department. Valuations have been reviewed by JesúsMateo MRICS and Eduardo Pimenta MRICS.The properties have been inspected by valuers of the Advisory & Valuation Department. The inspections has been carried out externallyand internally, but limited to those areas that were easily accessible or visible.MERLIN Properties SOCIMI S.A.February 20175

Short Report MERLIN Properties SOCIMI S.A.Income Producing Properties and Land PortfolioAll those above with MRICS or FRICS qualifications are also RICS Registered Valuers. Furthermore, in accordance with VS6.1(r), we confirm that the aforementioned individuals have the knowledge, skill and understanding to undertake the valuationcompetently.1.1.8.Liability CapWe confirm that Savills Consultores Inmobiliarios S.A. carry sufficient Professional Indemnity Insurance for possible claims. Theamount is showed at the Terms of Engagement Letter signed between Savills Consultores Inmobiliarios S.A. and MERLINProperties SOCIMI S.A.1.1.9.RICS ComplianceThis report has been prepared in accordance with Royal Institution of Chartered Surveyors’ (“RICS”) Valuation – ProfessionalStandards January 2014 (the “RICS Red Book”) published in November 2013 and effective from 1 January 2014, in particular inaccordance with the requirements of VPS 3 entitled Valuation reports and VPGA 2 Valuations secured lending, as appropriate.Our report in accordance with those requirements is set out below.1.1.10.VerificationThis report contains many assumptions, some of a general and some of a specific nature. Our valuations are based upon certaininformation supplied to us by others. Some information we consider material may not have been provided to us. All of thesematters are referred to in the relevant sections of this report.We recommend the verification of all individual points or by judgement of the relevance of each particular point in the context ofthe purpose of our valuations. Our valuations should not be relied upon pending this verification process.1.1.11.Confidentiality and ResponsibilityFinally, in accordance with the recommendations of the RICS, we would state that this report is provided solely for the purposestated above. It is confidential to and for the use only of the parties to whom it is addressed only, who can rely on it, and noresponsibility is accepted to any third party for the whole or any part of its contents. Any such third parties rely upon this report attheir own risk.Neither the whole nor any part of this Report or any reference to it may be included now, or at any time in the future, in anypublished document, circular or statement, nor published, referred to or used in any way without our written approval of the formand context in which i

VALUATION REPORT - MERLIN PROPERTIES, SOCIMI, S.A. 3 VALUATION REPORT CBRE Valuation Advisory S.A. Edificio Castellana 200 Pº de la Castellana, 202 8ª 28046 Madrid Switchboard 34 91 598 19 00 Fax 34 91 556 96 90 Report Date 15th February 2016 Addressee Board of Directors MERLIN Properties, Socimi, S.A., Paseo de la Castellana, 42 28046 Madrid