A n n u a l R e p o r t 2 0 0 1

Transcription

A n n u a l
R e p o r t
D E U T S C H E
R E A L
2 0 0 1
E S T A T E
A kt i e n g e s e l l s c h a f t
A member of the HBAG/AGIV Real Estate Group
D E U T S C H E
R E A L
E S T A T E
BRIEF CORPORATE PROFILE
Deutsche Real Estate AG of Bremerhaven is a rapidly growing real estate investment corporation investing exclusively in German real estate, both directly and indirectly. It pursues a yield-oriented policy of active real estate management. It is responsible within the
HBAG/AGIV Real Estate Group for expansion and optimization of the real estate portfolio and also for seizing lucrative opportunities for the sale of individual properties.
The real estate portfolio managed by Deutsche Real Estate AG and its subsidiaries at end
2001 had a total value of around one billion Euro. It is concentrated geographically in
German growth regions with a major share in Berlin’s highly promising real estate market
where Deutsche Real Estate AG is involved in prime locations like the Hackesche Höfe,
the Gendarmenmarkt, Lützowplatz and the Kurfürstendamm.
HBAG Real Estate AG acquired a majority interest in the corporation in October 1998.
HBAG is a real estate holding and financing corporation responsible for steering the
group which focuses its activities on the German market where it is now involved in the
complete value-added chain of the real estate sector.
Deutsche Real Estate AG is a successor corporation to Geestemünder Bank AG, an oldestablished company founded in 1871. Its banking business was transferred in 1997 to
Bankhaus Neelmeyer AG of Bremen, a subsidiary of the Vereins- und Westbank. Administration of the corporation’s own assets continued under the new name of Geestemünder
Verwaltungs- und Grundstücks-AG. Following its acquisition by HBAG, the corporation’s name was changed to Deutsche Real Estate AG in April 1999. Its head office was
transferred to premises on the prestigious Gendarmenmarkt in Berlin’s Central district in
the summer of 2001.
Key data
Balance sheet total (holding company)
Balance sheet total (consolidated)
Equity (holding company)
EUR ’000
EUR ’000
EUR ’000
Real estate portfolio
Investment volume
Number of properties
Total site area
Rental space
Budgeted annual rental income
Figures include full value of subsidiaries
EUR ’000
m2
m2
EUR ’000
1999
88,366
293,375
70,806
2000
129,518
410,156
109,169
2001
158,312
569,605
115,448
1999
410,567
45
630,000
420,000
35,023
2000
758,246
59
829,000
635,000
58,952
2001
978,428
66
925,000
757,000
69,414
D E U T S C H E
R E A L
E S T A T E
City
Address
Northern
region
Bremen
Bremerhaven
Goslar
Hamburg-Norderstedt
Hamburg
Hamburg
Hamburg
Hamburg
Lübeck
Nordenham
Vegesacker Heerstrasse 198-200
An der Mühle 44
Im Schleeke 115/116
Kohfurth 15
Friedrich-Ebert-Damm 110-112
Elbberg 1
Osterfeldstrasse 12-14 (property under construction)
Mendelssohnstrasse 15
Bei der Lohmühle 21a
Portfolio of dwellings
100
100
100
90
100
49
62
100
90
6
2,824
1,117
13,850
4,957
7,862
2,603
11,415
14,200
6,176
28,215
Retail
Retail
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Residential
Eastern
region
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Berlin
Dresden
Dresden
Engelsdorf
Halle
Schwedt
Teltow
Friedrichstrasse 231
Grolmanstrasse 40
Sophienstrasse 6 (Hackesche Höfe)
Hauptstrasse 13
Idunastrasse 1-2
Teilestrasse 34-38
Taubenstrasse 19
Wiesenweg 3-4
Wittenauer Strasse 6-8
Sickingenstrasse 20-28 (property under construction)
Sickingenstrasse 70-71
Kurfürstendamm 12-15
Einemstrasse 20-24
Wilhelmsruher Damm 229, 231-245
Seestrasse 64 (Forum Seestrasse)
Oudenarder Strasse 16 (Osram-Höfe)
Krausenstrasse 8
Reichpietschufer (property under construction)
Kesselsdorfer Strasse 240
Wiesentorstrasse / Narrenhäusl
Riesaer Strasse 102
Brauhausstrasse
Kuhheide 14
Potsdamer Strasse 10 / Neissestrasse 1
100
6
45
100
100
100
47
100
100
40
40
26
25
94
47
47
50
100
100
100
100
100
100
100
5,896
3,318
26,366
23,565
4,805
8,340
4,190
2,274
3,253
34,304
44,872
14,939
11,330
11,472
18,648
56,831
2,131
13,566
8,061
487
8,764
8,320
2,250
5,464
Commercial
Commercial
Commercial
Commercial
Retail
Retail
Commercial
Retail
Retail
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Retail
Commercial
Retail
Retail
Commercial
Commercial
Western
region
Bottrop
Düren
Düsseldorf
Düsseldorf
Düsseldorf
Duisburg
Cologne
Cologne
Friedrich-Ebert-Strasse 106
Bahnstrasse 11
Bonner Strasse 155
Ulmenstrasse 315
Wahlerstrasse 37-38
Averdunk-Centrum / Landfermannstrasse 26
Bernkasteler Strasse 77
Edmund-Rumpler-Strasse 6
100
100
100
100
100
70
100
40
4,349
3,938
6,707
2,532
25,637
5,322
2,830
14,831
Retail
Retail
Commercial
Retail
Commercial
Commercial
Retail
Commercial
Central
region
Dietzenbach
Dietzenbach
Frankfurt am Main
Frankenthal
Giessen
Heidelberg
Heidelberg
Heidelberg
Heidelberg
Limburgerhof
Ludwigshafen
Neu-Isenburg
Saarbrücken
Saarbrücken
Worms
Waldstrasse 29
Waldstrasse 66-76
Westerbachstrasse 47
Beindersheimer Strasse 79
Robert-Bosch-Strasse 3
Mannheimer Strasse 1
Im Neuenheimer Feld 515/517-519
Im Neuenheimer Feld (property under construction)
Vangerowstrasse 18
Burgunderplatz / Chenover Strasse
Carl-Bosch-Strasse 71
Dornhofstrasse 38
Kaiserstrasse 25
Hafenstrasse 16
Am Ochsenplatz 17
100
100
100
100
100
44
49
49
100
100
100
80
100
100
100
44,620
16,238
17,870
8,163
1,886
2,502
10,138
24,803
3,029
1,014
414
8,610
5,149
2,054
3,970
Commercial
Commercial
Commercial
Commercial
Retail
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Retail
Southern
region
Augsburg
Böblingen
Freising
Munich
Munich
Munich
Stuttgart
Stuttgart
Stuttgart
Bürgermeister-Fischer-Strasse 11
Otto-Lilienthal-Strasse 38
Alois-Steinecker-Strasse 20
Heidemannstrasse 164
Prinzregentenstrasse 18 (property under construction)
Maria-Probst-Strasse 37
Lehmfeldstrasse 7
Rosensteinstrasse 22-24
Friedrichstrasse 13
90
100
94
10
65
100
95
100
100
10,212
5,032
12,000
71,153
4,900
5,414
847
6,593
7,800
Retail
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Commercial
Status: February 2002
Share % Rental space m2
Type
D E U T S C H E
R E A L
E S T A T E
REAL ESTATE INVESTMENTS
GERMANY
Norderstedt
Bremerhaven
Hamburg
Commercial
Retail
Lübeck
Schwedt
Nordenham
Bremen
Residential
Berlin
Teltow
North
East
Goslar
Engelsdorf
Halle
Bottrop
Duisburg
Düsseldorf
West
Dresden
Central
Cologne
Giessen
Düren
Saarbrücken
Frankenthal
Neu-Isenburg
Worms
Ludwigshafen
Limburgerhof
Frankfurt
Dietzenbach
Heidelberg
South
Stuttgart
Böblingen
Augsburg Freising
Munich
Status: February 2002
DEUTSCHE REAL ESTATE AG’S LOCAL PARTNERS
Northern region
Eastern region
Western region
Central region
Southern region
Freydag & Co. Real
Estate Hamburg GmbH
Hans Freydag
Ness 1
D-20457 Hamburg
Tel.: + 49 40 410 983–0
Fax: + 49 40 410 983–21
[email protected]
www.freydag-co.de
Rohrlapper & Co.
Berlin real estate GmbH
Arnd Rohrlapper
Clausewitzstrasse 9
D-10629 Berlin
Tel.: + 49 30 88 48 38-0
Fax: + 49 30 88 48 38–28
[email protected]
www.rohrlapper.de
Kündgen Düsseldorf Real
Estate GmbH & Co. KG
Karl Heinz Kündgen
Steinstrasse 30
D-40210 Düsseldorf
Tel.: + 49 211 863 298–0
Fax: + 49 211 863 298–18
[email protected]
ProjektM Real Estate
Frankfurt GmbH
Christoph Wittkop
Hanauer Landstrasse 188
D-60314 Frankfurt/Main
Tel.: + 49 700 77 65 35 86
Fax: + 49 700 33 44 66 88
[email protected]
www.ProjektM.com
Reiß & Co. real estate
München GmbH
Oliver Reiß
Karolinenstrasse 4
D-80538 Munich
Tel.: + 49 89 34 02 34 03
Fax: + 49 89 34 02 34 05
[email protected]
D E U T S C H E
R E A L
E S T A T E
CONTENTS
Responsible corporate bodies
2
Letter to our stockholders
4
Forum
8
Information for investors
16
Propects for real estate shares looking good
16
Movements in share price
18
Market indicators
19
Corporate governance
20
Development of share capital
20
Stockholder structure
21
Management report for the
holding company and the group
22
General economic situation
22
Review of operations
26
Outlook
35
Financial statements of the
holding company and the group
37
Balance sheet, holding company
38
Profit and loss account, holding company
40
Notes to the financial statements,
holding company
41
Movements in fixed assets, holding company
42
Auditors’ report
64
Investment holdings
66
Consolidated balance sheet
72
Consolidated profit and loss account
74
Notes to the consolidated financial statements
75
Movements in consolidated fixed assets
78
Auditors’ report
92
Supervisory Board report
94
Other directorships
97
D E U T S C H E
R E A L
E S T A T E
RESPONSIBLE CORPORATE BODIES
SUPERVISORY BOARD
MANAGEMENT BOARD
Dr. Rainer Behne
Busso von Alvensleben
Chairman
Hamburg
(as of July 26, 2001)
Berlin
Marcus Hientzsch
Berlin
(as of August 22, 2001)
Dr. Günter Rexrodt
Chairman
Berlin
(until June 30, 2001)
Dr. Rainer Behne
Chairman
Hamburg
Peter Rieck
Deputy Chairman
(as of August 22, 2001)
Hamburg
Thomas Schwerdtfeger
Hanover
(until November 1, 2001)
Dr. Gerhard Niesslein
Deputy Chairman
Münster
Michael Doranth
Munich
Karl Ehlerding
Hamburg
Dr. Wolf Klinz
Königstein
(as of July 26, 2001)
Alexander Knapp Voith
St. Moritz, Switzerland
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D E U T S C H E
R E A L
E S T A T E
Hamburg, Elbberg 1
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D E U T S C H E
R E A L
E S T A T E
LETTER TO OUR STOCKHOLDERS
DEUTSCHE REAL ESTATE AG
A THOROUGHBRED REAL ESTATE INVESTMENT CORPORATION PRACTICING ACTIVE PORTFOLIO MANAGEMENT
Ladies and gentlemen,
Deutsche Real Estate AG is the real estate
investment corporation of the HBAG/
AGIV Real Estate Group. Its successful
letting and leasing operations generate
substantial profits from a rapidly-growing
real estate portfolio. This consists primarily of top-quality German commercial
real estate, much of which is located in
the large conurbations of Berlin, Munich
and the Rhine-Main region. Our policy
of active real estate portfolio management
also enables us to augment profitability by
achieving appreciation in the value of our
portfolio through the sale of individual
real estate assets. Against the background
of this strategy we see our share as a highyield investment backed by genuine value
and with excellent earnings prospects. The
results for fiscal year 2001 bear out this
view. We are proud to be able to report
satisfactory results despite the recent unexpected turbulence on the global stage.
We regard the steady expansion of our
real estate and investment portfolio as the
key reason for the corporation’s success.
This portfolio increased during the year
under review from 59 to the present total
of 66 properties. At the end of 2001, our
Berlin
Marcus Hientzsch
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born April 7, 1951 in Nörten-Hardenberg, he commenced his banking training
in 1973 at the Conrad Hinrich Donner
Bank in Hamburg. After completing
national service in the Federal German
army, he worked outside Germany between 1975 and 1979. On his return he
was employed in an executive capacity
from 1979 to 1986 at the Hamburg
branch of Jones Lang Wootton, the wellknown real estate consultants. Between
1986 and 1999 his subsequent career
took him to Hammerson GmbH in
Frankfurt am Main – a subsidiary of
D E U T S C H E
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E S T A T E
holdings had a market value of around
t621 million and the total volume under
our management was approximately
t978 million.
Rental income from our holdings (before
deduction of operating charges not billable to tenants) totaled approx. t69.4
million. The average residual term of the
tenancy agreements was 7.4 years. The
vacancy rate for the total lettable area of
approx. 694,000 m2 of all the properties
in our portfolio is currently running at
only 7%.
The present portfolio constitutes an excellent basis for further expansion consistent with our strategy. We are now in a
position to generate more profits from
selective property sales, the proceeds of
which are then available for prudent reinvestment. In this way we aim to further
increase average portfolio yield and, consequently, Deutsche Real Estate AG’s
earning power.
As already announced, the corporation’s
head office was transferred to Berlin in
August 2001 and are now operating from
a top address on that city’s Gendarmenmarkt and have a base located within one
of Germany’s leading real estate markets.
We are also showing the flag in Germany’s capital city as one of the country’s
first stock exchange-listed real estate stock
corporations. Our new base will be the
nerve center controlling our active involvement in development of the “new”
Berlin.
Marcus Hientzsch
Berlin
Hammerson plc, London, and CBC
Immobilien-Entwicklungs GmbH in
Berlin – a subsidiary of Générale des
Eaux, Paris (now Vivendi Universal S.A.,
Paris), in both cases as General Manager,
before his return to Hamburg to join
Deutsche Real Estate AG where he has
been a member of the Management
Board since March 1999.
born September 15, 1966 in Hamburg,
after school and national service in the
Federal German army, he completed a
2-year training apprenticeship at the
Deutsche Bank AG in Frankfurt am Main
before founding his own marketing and
real estate consultancy firm in 1986. His
main activities in recent years have been
in the fields of project and portfolio management, real estate appraisal and organizational consultancy. His projects included
work for a well-known firm of corporate
consultants and 8 years’ commercial management of the CMF development project for the construction of a Maritim
Hotel, a congress center and an office
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building in Frankfurt am Main. These
were interspersed with parallel periods of
study of informatics and business administration and studies at the ebs Academy
of Real Estate to qualify as Immobilienökonom (ebs).
A founder stockholder and General Manager of ProjektM Real Estate Frankfurt
GmbH which has been acting in an advisory capacity since 1999 as Deutsche
Real Estate AG’s local partner for expansion of the real estate portfolio in the
Central region. Elected to the Deutsche
Real Estate AG Management Board in
August 2001.
D E U T S C H E
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Letter to our Stockholders
There were some changes in our Management Board towards the middle of 2001.
Dr. Rainer Behne resigned as Chairman
of the Deutsche Real Estate AG Management Board effective June 30, 2001 to
take up duties on the Supervisory Board.
Thomas Schwerdtfeger also left the Management Board on November 1, 2001.
Marcus Hientzsch was elected to the Management Board effective August 22, 2001.
We expect the planned merger of our
main stockholder HBAG Real Estate AG
with AGIV Real Estate AG, a corporation listed in the German MDAX index,
to have a positive spin-off for our corporation over the medium term. It will
help to make investors more aware of the
advantages inherent in the real estate
stock corporation as an investment form.
Deutsche Real Estate AG, as the corporation responsible for expansion of the real
estate portfolio within the HBAG/AGIV
Real Estate Group, will derive direct benefit from this image upgrade of real estate
stock corporation share.
We believe that the highly qualified
human resources to whose services we
have access both within the group and
through our regional partners give us a
distinct competitive advantage. These
enable us to research and satisfy promptly
the wishes of our customers, the tenants
occupying our properties. Additional key
factors that will help Deutsche Real
Estate AG to maintain its momentum in
2002 and future years are its professional
asset and portfolio management procedures supported by an efficient controlling system.
This stronger image will benefit our
growth plans which will in future make
provision for the acquisition of real estate
in the form of subscriptions in kind.
Berlin, March 4, 2002
Marcus Hientzsch
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Saarbrücken, Hafenstrasse 16
D E U T S C H E
R E A L
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FORUM
ACTIVE REAL ESTATE MANAGEMENT IN GERMANY AS A WAY OF ACHIEVING ADDED VALUE
DEUTSCHE REAL ESTATE AG –
What are the strengths of
How does Deutsche Real Estate AG
THE SHARE IN THE HBAG/AGIV
Deutsche Real Estate AG?
manage its real estate portfolio?
Deutsche Real Estate AG is a real estate
investment corporation with a clear profile and strategy. We invest exclusively in
German real estate, concentrating on
properties offering opportunities for high
yields and value appreciation. We have
focused our activities from the very start
on the west German conurbations of
Frankfurt am Main and Munich and also
Berlin. At end 2001, Deutsche Real Estate
AG’s portfolio included 66 properties,
mainly office and retail.
Active real estate management is a key
element in Deutsche Real Estate AG’s
strategy. This helps us achieve maximum
profitability at every stage in the value
added chain. Active management directly
affects three critical phases in the typical
real estate cycle – acquisition, maintenance and sale. Deutsche Real Estate AG’s
steadily rising profit curve is the proof
that we are on the right course with this
strategy.
REAL ESTATE GROUP – GENUINE
SUBSTANCE, SECURE AND
BACKED BY A CLEAR STRATEGY
Active purchasing management –
This focus of our activities is on the continuing expansion of our real estate portfolio and on its appreciation in value
through consistent application of our
active real estate management policy. In
this way, Deutsche Real Estate AG is
developing into a highly attractive corporation of genuine substance.
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Value appreciation potential from
the start
Active purchasing management relates in
the first instance to the selective acquisition of individual properties offering
either above-average value appreciation
potential or high rental yield. There is
however an increasing trend in the real
estate market towards deals involving
acquisition of packages or large lots of
assorted properties, as insurance companies and large corporations anxious to
concentrate on their core business divest
themselves of – in some cases substantial
– real estate assets. Other attractive deals
of this kind can be cut with closed-end
real estate funds. Real estate packages are
D E U T S C H E
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almost always available at more favorable
terms than single properties and a wellorganized real estate stock corporation
can achieve an above-average value appreciation by acquiring such packages and
selling off individual properties which are
approaching the end of their life cycle.
Deutsche Real Estate AG has a clear strategy for making full use of existing and
future market opportunities. Its access to
outside capital and its function as a stock
exchange-listed corporation are key factors in this respect. We can, for example,
acquire large real estate portfolios by
arranging capital stock increases against
subscriptions in kind. In this way, traditional investors in real estate get the opportunity to transfer their assets into a
form of investment that is far easier to
realize at short notice without having to
shift away from the real estate sector.
This procedure also has the advantage of
broadening our stockholder base.
thereby generate more value appreciation
potential than would be available through
the acquisition of completed developments
which are in most cases already let. The
high preletting rates achieved by Deutsche
Real Estate AG enable it to prepare extremely accurate cost and profit forecasts.
For example, during the year under review
we delayed the start of construction on
two office buildings at Dornhofstrasse 36
and 38 in Neu-Isenburg until 50% of the
available space had been prelet.
Active portfolio management –
Optimization of operations
It is part of our routine responsibilities to
identify for opportunities to create additional earnings potential by optimizing
tenant mix and letting status in our real
estate portfolio. This is only possible by
providing active, tenant-oriented services
that help to generate customer satisfaction and forge firm bonds between us
and our tenants. This in turn reduces
tenant fluctuation and, consequently,
management costs. We also monitor our
operating expenses continuously. This
procedure helps us safeguard the value
of our portfolio whilst at the same time
keeping tenants’ service charges at optimal levels.
Another facet of our operating policy is
prudent use of available reserves of land
to increase the value of the existing portfolio. This may involve conversion and
other building work on existing sites.
One of our properties in Frankfurt am
Main is a good example of this. It has a
large inner yard accessible from a side
street. This yard had been used as parking space by the former owners. Our
analysis revealed that it would be possible
to construct around 4,000 m2 of additional commercial space on the site by
adding an underground parking facility.
Revitalization of properties already in our
portfolio and, in some cases, construction
of new buildings either for retention or
sale depending on market conditions is
another attractive option in yield terms.
This enables us to become involved at an
earlier stage in the value-added chain and
Berlin, Krausenstrasse 8
D E U T S C H E
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forum
Active portfolio management also includes
revitalization and modernization of our
properties. An example of this is a 30yearold office building on the Oberanger
in Munich. Using a revitalization plan
drafted in collaboration with our local
southern region partner, we gutted the
building completely, then covered the
outer surface of the reinforced concrete
shell with cooled double cladding and
installed high-quality interior space. This
made it possible to let the whole building
under new tenancy agreements signed at a
peak of rental values.
We also make full use of the latest information technology. SAP, together with the
real estate specialists at Arthur Andersen
Consulting, have developed a software system based on SAP-R3 but tailor-made to
our specific requirements. Large parts of
this software are already in use.
Active sales management –
What are the functions of your local
Maximum return at the end of the
partners?
value-added chain
Active sales management is another key
factor of our corporate strategy for maximizing yields. It involves constant observation of developments in the real estate
market and analysis of their implications
for each individual property in our portfolio, in particular, to determine whether
active portfolio management procedures
would bring further increases in profitability. Where this is no longer the case, the
property is deemed to have reached its
zenith, i.e. maximum value appreciation,
and is sold. This helps to ensure maximum return on invested capital.
Examples of this policy during the year
under review are our holdings in the projects at Oberanger in Munich and Dornhofstrasse 34 and 36 in Neu-Isenburg,
which were successfully sold during the
boom phase of their respective real estate
markets on completion of renovation and
modernization and subsequent letting. We
plan to continue applying this strategy in
2002, seizing market opportunities for
further real estate sales to free capital for
new investments.
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Successful real estate deals are only possible if one has detailed knowledge of the
local markets. A local eye can spot and
assess opportunities, and market proximity facilitates early contact with current
owners. Deutsche Real Estate AG has
recognized this need and has, in collaboration with the HBAG/AGIV Real Estate
Group, built up a national network of
highly qualified real estate service providers who concentrate exclusively on
their regional environment. Long-term
contracts with these local partners give
Deutsche Real Estate AG the necessary
access to the main German real estate
markets and a capability to act promptly.
(The names of the local partners in the
five regions are listed on the inside of the
front cover.)
The local partners are responsible for
identifying properties which promise
good yields and for providing direct support during the acquisition process. They
D E U T S C H E
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also function as owners’ agents capable of
reacting quickly to tenants’ wishes and
problems and generating maximum customer satisfaction. They have their “ear
to the market” and are an essential link
in the chain from the acquisition of a
property, its ongoing maintenance and
appraisal until its ultimate sale.
This innovative arrangement is a keystone of our group’s operating structure.
Each local partner functions as an independent, highly motivated enterprise. He
is a guarantor of optimal service both to
the tenants and to us at Deutsche Real
Estate AG. It also means that the group
has a pool of experienced real estate specialists at its disposal for recruitment of
new management resources as necessary.
This ensures that our growth strategy will
not suffer for lack of the necessary
human resources.
Berlin, Hackesche Höfe
Can an individual property enhance the
value of a location?
In principle, yes. One example of this
phenomenon is the development of our
investment in the Hackesche Höfe in the
Berlin suburb of Spandau. This property
with its jugendstil, art déco and new
functionality facades is the largest single
courtyard development in Europe and
presents a model mixture of residential,
commercial and cultural use in old Berlin.
After German reunification, a plan for
revitalizing this property without destroying its small-unit structure was developed
together with the then occupiers. Work
on restoration of the architectural structure lasted from 1995 to 1997 and the
Hackesche Höfe have now become the
focal point of Spandau’s cultural life.
New developments like the adjoining
Neuer Hackescher Markt are also benefiting from its powers of attraction.
The Hackesche Höfe are a model of
modern urban development. The planners
have created a location with a unique
combination of mixed social, cultural and
commercial use. It is not only a highly
attractive location for tenants. Its magnetic effect extends farther to enhance
the value of the real estate in its immediate environment. This means that rental
income should rise as existing tenancy
agreements expire.
D E U T S C H E
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E S T A T E
Forum
One key objective of our active real estate
management policy is the reintegration of
derelict sites into urban life and the development of modern worlds of living
and working. Deutsche Real Estate AG’s
membership of the agenda4 E community
underlines the importance accorded to
district management in our corporate
philosophy.
The agenda4 E community is a nonprofit-making association founded in
2001 with the aim of stimulating the
interest of politicians, business and public institutions in all matters relating to
urban and real estate development.
What is the function of the
corporation’s subsidiaries?
Deutsche Real Estate AG acts essentially
as a management holding corporation. It
holds its real estate investments through
subsidiary companies, most of which are
wholly owned. (The chart on the inside
back cover shows details of the Deutsche
Real Estate AG group structure.) Each
property is normally the sole asset of the
relevant subsidiary. This structure was
chosen partly for tax reasons and partly
to enhance flexibility in real estate deals.
The commercial property at FriedrichEbert-Damm 110-112 in Hamburg can
be taken as a good example for explaining our corporation’s legal structure. The
building in this case was acquired by
DRESTATE (formerly DREAG) Objekt
Hamburg, Friedrich-Ebert-Damm
GmbH & Co. KG, a company formed
solely for the purpose of managing and
exploiting this one property. Deutsche
Real Estate AG owns 100% of its capital
stock and the company is consequently
classified as an affiliate and included in
Deutsche Real Estate AG’s consolidated
financial statements. The subsidiary’s
general partner is Verwaltungsgesellschaft
DEUTSCHE REAL ESTATE AG LEGAL STRUCTURE
Example of our single asset subsidiaries
DEUTSCHE REAL ESTATE AG
Stockholder (100%)
Limited partner (100%)
DRESTATE Objekt Hamburg,
Friedrich-Ebert-Damm GmbH & Co. KG
General partner
| 12|
Verwaltungsgesellschaft
Deutsche Real Estate mbH
D E U T S C H E
R E A L
E S T A T E
Deutsche Real Estate mbH of Hamburg
which is, in turn, wholly owned by
Deutsche Real Estate AG. (In settlement
of a legal dispute the word DREAG in the
subsidiary company names was changed
to DRESTATE at the beginning of 2002.)
What are Deutsche Real Estate AG’s
corporate objectives?
We are seeking to enlarge our high-yield
portfolio by means of selective investments in German real estate, to achieve
value appreciation of these assets with the
help of our active real estate management
policy and to top hidden reserves when
market conditions are favorable. We
attach great importance to the soundness
of our investments and consequently only
become involved in development projects
in cases where the risk is assessable and
where we can gain access to the valueadded chain at an early stage and thus
achieve above-average profitability. We
avoid speculative and high-risk commitments as a matter of principle.
Shares instead of real estate –
Where are the advantages?
Deutsche Real Estate AG conducts its
business as a traditional real estate stock
corporation. Its shares are listed on the
Frankfurt am Main, Hamburg and
Bremen stock exchanges. Deutsche Real
Estate AG’s status as a quoted corporation opens up a number of interesting
opportunities for financing its investments. One of these is capital stock
increases or issue of new shares against
subscriptions in kind. Instead of paying
cash for the shares, the new stockholder
transfers assets in the form of either actual
real estate or shares in real estate companies to Deutsche Real Estate AG.
This subscription in kind increases the
value of Deutsche Real Estate AG’s real
estate portfolio and at the same time
increases the corporation’s equity ratio
and, consequently, its ability to negotiate
borrowings. The person making the subscription in kind, i.e. the seller of the real
estate, acquires a share in Deutsche Real
Estate AG equivalent to the value of his
subscription. By shifting his investment
| 13|
from actual real estate into shares, he
gains greater flexibility in control of his
assets and can also concentrate more
closely on his core business.
German corporation law stipulates special
requirements for subscriptions in kind.
These regulations are aimed at protecting
stockholders and ensuring probity in
business dealings. It is necessary to show
proof that the subscription in kind will
be acquired at a true and fair value and
neither under- nor overvalued. This requires an expert appraisal guaranteeing
and demonstrating a reasonable relationship between the value of the subscription
in kind and the number and price of the
newly issued shares.
D E U T S C H E
R E A L
E S T A T E
Forum
What advantages does the real estate
corporation share have over direct
investment or acquisition of units of a
closed-end real estate fund?
Real estate has a strong attraction for
German investors because of its genuine
substance, soundness and stable long-term
returns. Although traditional investment
forms like direct investment or acquisition
of units of a closed-end real estate fund
dominated the market for a long time,
shares in real estate stock corporations
have been gaining ground since the end
of the 1990’s.
This trend is attributable to a number of
advantages offered by investment in
quoted real estate stock corporations. The
most important of these is the negotiability of the asset because the shares can be
sold at any time. The investor can liquidate the asset daily on the stock exchange
and realize profits quickly.
Another advantage is the relatively low
nominal price of the shares, which enables smaller investors to acquire an interest in real estate. A large real estate portfolio with a wide geographical spread
covering a variety of types of use also
diminishes market risks like the sudden
loss of major tenants.
One significant plus point for stockholders in security terms is the protective
legislation embodied in the regulations
governing official share listing and the
resulting audit and publication requirements.
In contrast to shares in real estate corporations, direct investment in real estate
has gradually become less attractive,
mainly because of changes in tax regulations. The speculation period both for
direct real estate investments and for
units of closed-end funds has been extended in most cases to ten years during
which capital gains are liable to tax. This
has robbed investors of the chance to
react flexibly to changes in their personal
circumstances or to market fluctuations.
In contrast, capital gains on real estate
corporation shares are tax-free as from
the expiry of a 12-month speculation
period.
D E U T S C H E
R E A L
E S T A T E
What are the differences between a real
Why is the Deutsche Real Estate AG
estate stock corporation and an open-
share attractive?
ended real estate fund?
Real estate stock corporations are not
subject to any official restrictions on their
investments, i.e. the management, in
consultation with the Supervisory Board,
has complete freedom to take entrepreneurial decisions. For a corporation like
Deutsche Real Estate AG, pursuing an
active real estate management policy, this
is a key success factor. It helps to generate
value appreciation potential which should
be reflected in the share price.
We can take action on any property appearing on the market in which our management sees an attractive development
potential, irrespective of the volume involved. These include undeveloped sites
and sites currently under development.
We can also acquire real estate companies,
either in part or in whole, and there are
no restrictions on our acquisition of
interests in other real estate stock corporations. In contrast, the open-ended real
estate fund’s freedom to invest is severely
hampered by official requirements to
maintain high liquid reserves to enable
prompt redemption of units.
Deutsche Real Estate AG is a rapidly
growing real estate stock corporation operating in a field where the investor enjoys
a high degree of security. This is a sound
basis from which to pursue a yield-oriented corporate strategy based on active
real estate management and concentration on German commercial real estate.
Deutsche Real Estate AG, a member of
the HBAG/AGIV Real Estate Group, is
actively expanding its real estate portfolio. Our investments are exclusively in
Germany and focused at present on commercial real estate. We deliberately avoid
dilution of our fixed assets with holdings
or securities alien to the real estate sector.
Deutsche Real Estate AG invests exclusively in real values, especially at preferred
locations but also in selected properties
outside the larger conurbations provided
that they offer high earnings potential. In
some cases, entry into the value-added
chain at an early stage can generate additional earnings potential. Consequently,
we are prepared to envision limited
involvement in new real estate developments subject to the proviso that these
entail a calculable risk. This helps swell
the volume of hidden reserves in our
growing real estate portfolio.
| 15|
During its last fiscal year the corporation’s
intrinsic value rose by around t8.9 million as a result of partial redemption of
borrowings.
We consider it essential to keep Deutsche
Real Estate AG stockholders, the investors in and owners of the corporation,
fully informed of developments affecting
it. Transparency generates confidence and
it is for this reason that we pursue a policy
of open communication. For example,
the latest news on the corporation is
available through the Internet. In summary, we believe that the Deutsche Real
Estate AG share has genuine substance
and offers a high degree of security plus
stable long-term yields.
D E U T S C H E
R E A L
E S T A T E
INFORMATION FOR INVESTORS
Prospects for real estate shares
looking good
2001 was an unsuccessful year for most of
the international stock markets. The clear
downturn in global economic activity
and the continuing crisis in the so-called
New Economy were salient market features over large parts of the year. The
downward trend reached its nadir with
the collapse following the terrorist attacks
of September 11. A gradual recovery set
in from this very depressed level during
the final quarter. The prevailing trend was
clearly reflected in the 30 leading German shares making up the DAX Index.
German real estate shares weathered the
inclement stock exchange environment
much more satisfactorily. The DIMAX,
a special index of 58 real estate stock
corporations kept by the Ellwanger &
Geiger Bank, remained fairly steady during the course of the year. Market observers attribute this better performance
to changes in investor behavior. The erosion in prices of speculative stocks
prompted investors to switch their attention to investment options with more
substance.
DIVIDEND HISTORY
1
Security
No.
Profit
entitlement
(months)
Number
of shares
Dividend
per share
DM
Adjusted
number of
shares 1
1998
805 500
12
3,080,000
0.60
7,700,000
0.24
0.12
1,848,000
944,867
1999
805 502
805 503
12
6
7,700,000
7,700,000
0.68
0.34
7,700,000
7,700,000
15,400,000
0.68
0.34
0.35
0.17
5,236,000
2,618,000
7,854,000
2,677,124
1,338,562
4,015,686
2000
805 502
12
18,480,000
0.57
18,480,000
0.57
0.29
10,481,684
5,359,200
2001
805 502
18,480,000
Adjusted dividend
per share1
DM
t
Dividend distributed
DM
t
Retained earnings
Adjustments for the 2:5 share split on August 23, 1999
| 16|
D E U T S C H E
R E A L
E S T A T E
Hamburg, Friedrich-Ebert-Damm 110-112
D E U T S C H E
R E A L
E S T A T E
Movements in share price
The Deutsche Real Estate AG share has
so far not benefited from the switch in
investor focus. After starting the year
2001at t14.00 in Frankfurt, it hit a low
of t7.50 in September before recovering
to t9.21 at the end of the year. Despite
this recovery the overall development of
the share price was unsatisfactory, reflect-
ing neither the positive trend in earnings
nor the increased intrinsic value resulting
partly from value appreciation and partly
from redemption of borrowings on individual properties that were financed from
cash flow. We are nonetheless confident
that our business plan with its clear, yieldoriented focus on active real estate management will be recognised by investors
soon enough to justify a bullish approach
to Deutsche Real Estate AG shares.
MOVEMENTS IN SHARE PRICE
Price of Deutsche
Real Estate AG share
Points
f
700
21
600
18
500
15
400
12
300
9
200
6
100
3
0
10/98 1/99
4/99
7/99 10/99 1/00
Deutsche Real Estate AG
Source: Ellwanger & Geiger Bank
DAX
4/00
7/00 10/00 1/01
E&G-DIMAX
| 18|
4/01
7/01 10/01 12/01
0
D E U T S C H E
R E A L
E S T A T E
Market indicators
The future performance of real estate
stock corporation shares will depend
heavily on the degree of transparency in
the real estate sector. Stockholders, in
particular institutional investors, expect
to receive clear data enabling them to
make a reliable valuation of a listed corporation. The Real Estate Committee of
the German Association for Financial
Analysis and Investment Consultancy
(DVFA) is drafting procedures for analyzing the value of real estate and real estate
stock corporations. One useful method
for appraising real estate stock corporations holding real estate portfolios could
be the Net Asset Value (NAV) method.
A standardized and generally applicable
procedure for calculating this value is
now being developed.
Dietzenbach, Waldstrasse 66-76
Another promising instrument for
improving transparency and comparing
performance on the German real estate
market is the German Real Estate Index
(DIX) introduced four years ago by the
German Real Estate Databank (DID).
This measures the performance of direct
real estate investments by institutional
investors in Germany. Once its new real
estate-specific SAP system has become
fully operational, Deutsche Real Estate
AG intends to create a DIX-conform
database and interface. This will enable
us to use DID data for performance
assessment and benchmarking purposes.
The Ellwanger & Geiger Bank’s DIMAX
index provides transparency on share
prices by comparing all quoted German
real estate stock corporations. After
weighting for market capitalization,
Deutsche Real Estate AG stood at 17th
place in the list of 58 shares at end 2001.
D E U T S C H E
R E A L
E S T A T E
Corporate governance
Development of share capital
Corporate governance rules are becoming
also increasingly important for stock exchange-listed corporations in Germany.
Relevant principles for corporations
quoted in Germany were formulated as a
Code of Best Practice in 2000. A DVFA
working committee has now designed a
corporate governance scorecard for the systematic evaluation of these corporations.
A binding code of practice embodying
these principles is being formulated. This
will be adopted in the statute book as
part of the legislation for better protection of stockholders.
Deutsche Real Estate AG rounded off the
nominal value of its share in fiscal 2001.
Following the change to the Euro in
March 1999, the corporation’s capital
stock was t18,897,347.93 subdivided
into 18,480,000 shares with a nominal
value of t1.02 per share. During the year
under review Deutsche Real Estate AG
carried out a capital stock decrease by the
simplified procedure to adjust the nominal value per share to t1.00. This reduced the capital stock by t417,347.93
to t18,480,000.00. The adjustment did
not change the number of shares.
DEVELOPMENT OF SHARE CAPITAL STRUCTURE
Number
of shares
Subscribed
capital
Nominal
unit/value
3,080,000
3,080,000
6,160,000
DM 15,400,000.00
t 7,873,894.97
t 15,747,789.94
DM 5.00
t 2.56
t 2.56
15,400,000
18,480,000
t 15,747,789.94
t 18,897,347.93
t 1.02
t 1.02
18,480,000
t 18,480,000.00
t 1.00
Reason for change
Switch from DM to t
1:1 rights issue of
new shares at t 15.00
2:5 share split
5:1 rights issue of
new shares at t 12.00
Simplified adjustment to round
down nominal share value
| 20|
Date
Security
No.
March 99
June 99
805 500
805 500
805 500 / 805 501
August 99
December 00
805 502 / 805 503
805 502
July 01
805 502
D E U T S C H E
R E A L
E S T A T E
The Management Board intends to submit proposals for new changes in capital
structure to this year’s Annual General
Meeting of Stockholders for approval.
The resulting liquid funds will be earmarked for further expansion of Deutsche
Real Estate AG’s real estate portfolio during the course of the current year.
Stockholder structure
There were no changes in stockholder
structure during fiscal 2001. HBAG Real
Estate AG remains Deutsche Real Estate
AG’s majority stockholder with a 56.56%
interest. The interest held by WCM Beteiligungs- und Grundbesitz-AG remains
unchanged at 24.89%. The Hamburgische Landesbank and the Bayerische
Landesbank each hold a 5.07% interest
and the remaining 8.41% are held by
other stockholders.
Deutsche Real Estate AG’s Management
Board and majority stockholder continue
to favor a wider spread of ownership of
the corporation’s shares and will consequently seek to attract new stockholders
and increase the free float percentage
with future capital stock increases. We
would like to take this opportunity to
thank all our stockholders for the confidence that they have once again shown
in Deutsche Real Estate AG during the
past fiscal year.
STOCKHOLDER STRUCTURE
WCM Beteiligungs- und Grundbesitz-AG 24.89%
HBAG Real Estate AG 56.56%
Hamburgische Landesbank 5.07%
Bayerische Landesbank 5.07%
Free float 8.41%
| 21|
D E U T S C H E
R E A L
E S T A T E
MANAGEMENT REPORT FOR THE
HOLDING COMPANY AND THE GROUP
GENERAL ECONOMIC
Weak business environment
SITUATION
After a promising start the state of the
global economy steadily deteriorated during the course of 2001 and economic forecasts had to be constantly revised downwards, especially during the second half
of the year. This negative trend was further exacerbated by the events of September 11 in the USA.
The impetus imparted to the global economy by the USA gradually slackened
off, whilst Japan enjoyed only a brief recovery before sliding back into recession.
The collapse of the New Economy depressed the whole Asian market. The economic health of the South American
states remained precarious, as evidenced
by the crisis in Argentina.
The unfavorable global background situation could not fail to affect the countries
of the European Union which were unable to repeat last year’s good results, with
| 22|
Germany near the bottom of the performance list. Growth of Germany’s gross
domestic product sank to 0.6% after a
plus of 3% in 2000. This poor result was
mainly attributable to sagging export
growth and industry’s disinclination to
risk capital expenditure.
Activity in the construction industry fell
even more sharply than last year, especially
in the residential sector. The volume
of other construction work remained at
below-average levels. The construction
market was once again harder hit in eastern than in western Germany.
Positive trend in West German
commercial property market
Trends in the domestic real estate market
varied widely from region to region.
Whereas the glut of available space continued to depress the market in the new
east German states and made further
downward adjustments inevitable, the
environment in west Germany was generally much more favorable despite some
marked regional differences.
D E U T S C H E
R E A L
E S T A T E
Augsburg,
Bürgermeister-Fischer-Strasse 11
D E U T S C H E
R E A L
E S T A T E
MANAGEMENT REPORT
Demand once again focused on the large
west German conurbations, generally
holding steady at last year’s high levels for
space at prime locations in the growth
regions Munich, Frankfurt am Main,
Düsseldorf, Hamburg and Berlin.
The office space market managed to buck
the general economic trend and celebrated
another record year in 2001. Despite increases in area of available space, vacancy
rates, especially in the west German centers above, fell to around 2% and even
lower in some cases. The vacancy rate in
Berlin dropped to below 8%. In contrast,
the market situation in the east German
cities of Leipzig and Dresden remained
problematic.
The German retail sector suffered a
marked setback in 2001. Although the
Christmas trade was quite brisk in parts,
it was insufficient to prevent a decline for
the year as a whole, after two years in
which modest gains had been reported.
This meant that the retail sector is still
proving unable to extricate itself from a
period of recession that has now lasted
ten years. This situation has inevitably
increased competitive pressures and the
trend towards further concentration within the sector.
Rental levels for retail space remained
under pressure as a consequence of the
weakness in the retail sector, although
there were once again wide regional differences. Demand tended to focus on
prime downtown locations and on the
more attractive shopping malls where
rentals have been showing an upward
trend ever since 1998. Rental levels were
also buoyant in towns with a large catchment area and adequate space reserves of
the quality demanded by the large retail
chains. The markets in the east German
cities and for locations lower rated remained in the doldrums.
Money market
Investors in property once again enjoyed
fair weather in the money market and
interest rates even showed further marked
declines during the course of 2001. The
German Federal Reserve Bank reports
that average interest rates for 10-year
mortgages on residential real estate stood
at 5.9% in December 2001, higher than
the historical low reached in 1999, but
nonetheless still two percentage points
below the long-term average.
| 24|
The sustained low interest rates favored
the financing of investment projects with
loan capital plus a relatively low proportion of own funds and it was possible to
achieve positive cash flows on properties
offering adequate yields and financed with
long-term loans at fixed interest rates.
This created positive leverage effects.
Legal situation
The legal situation remained stable for
German real estate stock corporations
during the year under review despite the
accelerating trend towards globalization.
However, the Rental Reform Act that
came into force on September 1, 2001
did bring some changes affecting not only
tenancy agreements signed on or after
that date but also existing agreements.
D E U T S C H E
R E A L
E S T A T E
The new act has only marginal implications for commercial tenancy agreements.
These relate mainly to compensation
claimable by landlords for modifications
or dilapidations of rented premises.
Whereas claims of this kind formerly
lapsed after six months, expiry of this
period can now be suspended if either
party files an application for institution
of an independent evidence-collecting
procedure.
The so-called “major” reform of the law
of obligations that came into force on
January 1, 2002 will have an indirect
effect on our business. The statute of limitations has been revised by reducing the
general limitation period to three years
and extending to two years the limitation
period for claims under purchase and
contract law relating to defects. Contract
and purchase laws have also been revised
and brought closer into line with each
other.
Neu-Isenburg, Dornhofstrasse 34
Tax situation
The reform of corporate taxation initiated
in the year 2000 brought some fundamental changes in corporation tax liabilities. The full deduction system was replaced by the so-called “half-income” system effective January 1, 2001. This means
that, although stockholders now only have
to pay tax on half their dividend income,
they can no longer deduct the corporation tax already paid by the corporation.
The corporation tax rate was also reduced
to a uniform 25% with effect from January 1, 2001.
A number of other significant tax reforms
entered into effect on January 1, 2002.
These include a general tax exemption on
the sale of shares held by corporations in
other corporations as from fiscal 2002.
This will make stock investments substantially more attractive for institutional
investors. The changes introduced by
the year 2000 tax reform have brought
another significant benefit for financial
holding companies, in that dividends paid
by subsidiaries will be tax-free as from
fiscal 2002.
| 25|
Capital gains on the sale of stocks held
by private persons are tax-free after expiry
of a one-year speculation period subject
to the proviso that their stockholding does
not constitute a major interest in the relevant corporation. However, the definition
of a “major interest” has been reduced
from 10% to 1% effective January 1,
2002. The half-income procedure will
now apply to tax-liable sales of shares
within the speculation period and to
holdings constituting an interest of 1%
or more.
The so-called building deduction tax also
took effect on January 1, 2002. This
affects the construction industry and is
intended to curb tax evasion and employment of illegal labor. Developers are now
required to deduct 15% from all amounts
billed for construction work and remit
the deduction direct to the tax office.
The developer is compelled to make this
deduction in all cases where the supplier
is unable to furnish a certificate of
exemption from his tax office.
D E U T S C H E
R E A L
E S T A T E
MANAGEMENT REPORT
REVIEW OF OPERATIONS
OF DEUTSCHE REAL ESTATE AG
AND THE GROUP
Lübeck, Bei der Lohmühle 21a
Deutsche Real Estate AG can report growth
in all its divisions during fiscal 2001. The
real estate portfolio (including the portfolios of its subsidiaries) was enlarged by
7 new properties during the course of the
year to bring the total to 66. Rental space
increased by around 121,480 m2 (+19%)
to approx. 757,200 m2. Consolidated
fixed assets rose by t116 million (+ 31%)
to t488 million. The volume under management at closing date totaled approx.
t978 million as compared with t758
million in the previous year.
Pursuant to our policy of active real estate
management, the sole aim of the investments undertaken during the year under
review was value appreciation of the overall real estate portfolio. Regional risks and
risks inherent in tenant and portfolio
structures were spread more widely and
consequently reduced. The acquisition
of properties with a strong public image
has also increased public awareness of
Deutsche Real Estate AG. The corporation has, for example, acquired for
t9.1 million a 26% interest in the company owning Gloria Passage, an office,
retail and hotel development on Berlin’s
top shopping street Kurfürstendamm
close to the city’s WW2 memorial church.
The building complex contains 8,300 m2
of retail space and 6,900 m2 of residential
and hotel space.
D E U T S C H E
R E A L
E S T A T E
Via a package deal, Deutsche Real Estate
AG has also acquired an interest in OsramHöfe and Forum Seestrasse, two buildings that exert a special kind of fascination because of their size and their unique
industrial architecture. Both are located
in top commercial estates situated on the
northern fringe of Berlin’s central district
and have a total net internal area of
75,500 m2. Their varied tenant and tenancy agreement structures hold attractive
prospects for the future.
Other properties included in the package
are a 25% interest in the Lützowplatz
office center in Berlin’s Tiergarten district
and a 94% interest in a shopping center
in the Berlin suburb of Reinickendorf
that is fully let to the Bauhaus GmbH &
Co. KG and Otto Reichelt AG retail
chains. This deal will be financed by a
capital stock increase to be paid for by
subscription in kind.
The most significant acquisitions in 2001
Deutsche Real Estate AG has acquired a
logistics center in Dietzenbach near
Frankfurt am Main with 4,320 m2 of
office space and 40,300 m2 of warehouse
space. It is fully let to the Kaufhof AG
department store chain. The investment
volume totaled t13.5 million.
In April, the group acquired an interest
in a commercial complex in Heidemannstrasse, Munich. Most of the site is let to
BMW. A neighboring site 7,940 m2 in
area on Maria-Probst-Strasse was bought
during the year under review for t4.75
million. A warehouse building with total
space of 5,414 m2 stands on this site. The
tenancy agreement on this warehouse
runs for another five years. Acquisition of
this site creates a second strategic access
route to the BMW site.
Deutsche Real Estate AG has invested
t8.6 million in a commercial property in
Lübeck currently occupied by two firstclass call center operators. The building
has 2,826 m2 of sales space and 3,350 m2
of office space. The investment gives
Deutsche Real Estate AG a 90% interest
in the real estate company owning the
property. Part of the purchase price will
be paid in the form of Deutsche Real
Estate AG shares that will be bought
back at market terms from the HBAG
Real Estate AG stockholding.
| 27|
The company has acquired a new logistics and production building at a location
with extremely favorable traffic access
facilities in Frankenthal near Ludwigshafen for approx. t5.9 million. It is let
on a long lease at attractive conditions.
The site also has good reserves for further
development.
Two office buildings were acquired, one
in Munich and one in Stuttgart, at the
beginning of the year under review, for
modernization and reletting. Deutsche
Real Estate AG acquired a 65% interest
in a project for a building on the Prinzregentenstrasse in Munich for t16.6 million. This project is scheduled for completion during the first quarter of 2002.
62% of the total 4,900 m2 of space had
already been let by the end of 2001. The
building at the top location of Friedrichstrasse in downtown Stuttgart was acquired for t17.5 million. Conversion
work on this building was completed
during 2001 and its 7,800 m2 of office
and retail space has been fully let since
October 2001.
D E U T S C H E
R E A L
E S T A T E
MANAGEMENT REPORT
In Berlin, Deutsche Real Estate AG
bought a 3,368 m2 undeveloped site at
Reichpietschufer in the Tiergarten district. Construction of an office building
with approx. 10,000 m2 of rental space is
planned on this site. Completion is
scheduled for end 2003/early 2004.
Other action to optimize the portfolio
Deutsche Real Estate AG has invested a
further amount of t1.5 million in Heidelberg’s Technology Park. Acquisition of
a 23.1% interest from the Heidelberg
Savings Bank brought the corporation’s
interest in the company responsible for
the first two project phases up to 49%.
Deutsche Real Estate AG also owns a
49% interest in the company that will be
responsible for the third phase of the
Technology Park project. The other stockholder is once again the Heidelberg Savings Bank. Construction work is now
scheduled for completion in the second
quarter of 2002 after a 6-month delay
caused by problems with the approval of
the facade design. However, the terms of
the agreement with the general contractor
mean that Deutsche Real Estate AG will
suffer no financial loss as a result of this
delay.
The letting status of the Heidelberg Technology Park stood at just under 40% on
January 31, 2002. One reason for this is
that startup financing options available to
the biotech companies for which the park
is designed have recently been considerably curbed. It has nonetheless been possible to attract a number of interesting
tenants.
The first and second phase and the multistorey carpark of the development at
Dornhofstrasse in Neu-Isenburg were
completed and fully occupied by tenants
during the year under review. Construction work for the third building was on
schedule. The preletting status on January 31, 2002, shortly before completion,
was a very satisfactory 93.5%. It has
proved possible to obtain higher rentals
than those budgeted for the project. A
total of 21,245 m2 of office space has
been constructed on the site.
Investment Volume by Market Sectors
Status as of February 2002
Retail 22.4%
Commercial 77.5%
Residential 0.1%
| 28|
D E U T S C H E
R E A L
E S T A T E
Renovation work on the property at
Osterfeldstrasse in Hamburg was delayed
in 2001, partly as a result of tenant withdrawal and partly because of difficulties
in obtaining planning permission for the
proposed change of use. Revision of the
use concept and near-completion of the
first construction phase brought a marked
revival in demand for the available office
space. The preletting status on January 31,
2002 was around 20%.
Proceeds from sales achieved through the
determined implementation of its active
portfolio management policy brought
Deutsche Real Estate AG a total cash
inflow of t15 million during 2001.
The main items sold were the interests in
the properties at Oberanger in Munich
and at Dornhofstrasse 34 and 36 in NeuIsenburg which were sold at good prices
following completion of the building and
renovation work and letting of the renovated space.
Details of the complete real estate portfolio of Deutsche Real Estate AG and its
subsidiaries and other relevant data are
listed on the inside back cover of this
report. An updated list of all real estate
holdings with illustrations and details of
the individual properties and their locations can be downloaded from the
Deutsche Real Estate AG web site at
www.drestate.de.
Financing
The equity shown in the consolidated
accounts of Deutsche Real Estate AG at
closing date of fiscal 2001 stood at
t97 million. The corporation’s capital
structure remains sound despite the
strong growth rate.
Liabilities to banks have risen to t417
million in parallel with expansion of the
portfolio. Most of the corporation’s real
estate is financed by long-term loans because of the favorable interest rates obtainable. A significant part of the cash
flow is obtained from long-term tenancy
agreements on the properties in the portfolio.
STRUCTURE OF CONSOLIDATED BALANCE SHEET
in Q million
569.6
569.6
14.3%
29.8%
410.2
410.2
9.3%
19.1%
ASSETS
LIABILITIES
Current assets ■
Fixed assets ■
53.2%
85.7%
55.8%
■ Short-term borrowings
■ Medium- and long-term borrowings
90.7%
■ Equity
2000
2001
| 29|
25.1%
17.0%
2000
2001
D E U T S C H E
R E A L
E S T A T E
MANAGEMENT REPORT
Sales
Deutsche Real Estate AG’s consolidated
sales during the year under review rose in
proportion to the increase in fixed assets
from t24.5 million in the previous year to
t32.4 million, an increase of 32%. Other
operating income rose from t8.5 million
to t14.6 million. This mainly represents
profits on the sale of interests in the buildings at Oberanger in Munich and at Dornhofstrasse 34 and 36 in Neu-Isenburg.
Profit
Growth in consolidated sales brought a
sharp improvement in the holding company’s earnings, results from ordinary
activities climbing by just under 84%
to t12.3 million. The after-tax surplus
was 115% up on the previous year at
t11.7 million.
Consolidated results from ordinary activities were t3.4 million and the consolidated after-tax surplus was t1.1 million.
The Management and Supervisory Boards
will propose to the Annual General Meeting that Deutsche Real Estate AG’s net
income for the year of t11,653,493.94
be transferred to retained earnings.
Deutsche Real Estate AG has an obligation to publish consolidated financial
statements including the results of its
subsidiaries. The holding company’s net
profit for the year can be reconciled with
the consolidated loss as follows:
Organization and administration
Deutsche Real Estate AG transferred its
head office from Hamburg to the German capital city Berlin in August 2001.
The new head office premises are at Markgrafenstrasse 36 on the Gendarmenmarkt
in Berlin’s new city center. Deutsche Real
Estate AG owns a 47.4% interest in the
office building. One of the main reasons
for the transfer is the fact that Berlin is
now one of Germany’s largest and most
rapidly growing real estate markets.
Holding company’s net income for the year
Subsidiary company results not included in
holding company’s financial statements
Elimination of income from investments in
shares of subsidiary and associated companies
Elimination of inter-group profits
Depreciation arising from capital consolidation
Depreciation arising from equity consolidation
Consolidated loss
This result is largely attributable to startup losses from some of the subsidiary
companies. These arise mainly from
interest charges for financing building
work not yet capitalized.
| 30|
t
11,697,861
t
-9,587,449
t
t
t
t
Q
-784,227
-6,123,034
-454,317
-1,214,650
-6,465,816
D E U T S C H E
R E A L
E S T A T E
Deutsche Real Estate AG’s in-house currency was converted to the Euro on July 1,
2001. From that date on all accounting
transactions were effected in Euro.
Deutsche Real Estate AG is a corporation
belonging to the HBAG/AGIV Real
Estate Group and consequently a member of one of Germany’s largest quoted
real estate groups.
TAXXUS Real Estate Service GmbH &
Co., Hamburg, was responsible until end
July 2001 for office organization and real
estate management within the group.
Following the transfer of its head office,
Deutsche Real Estate AG has now created
its own office organization and management company trading under the name
Deutsche Real Estate Service GmbH &
Co. KG, which has been responsible
since August 2001 for asset management,
portfolio management, controlling and
legal affairs. TAXXUS Real Estate Service
GmbH & Co. continues to be responsible
for financial services and public relations.
These arrangements give Deutsche Real
Estate AG access to adequate resources of
qualified staff and modern technology in
all its areas of activity.
has integrated accounting and reporting
systems, enhancing data quality and
availability and improving control of the
corporation’s activities.
The two companies charge Deutsche
Real Estate AG fixed fees for the services
provided.
At the beginning of 2002, Deutsche Real
Estate AG applied for registration of the
mark DRESTATE. It has agreed to cease
using the former abbreviated name under
a court settlement with a company owning previous existing rights.
During the year under review TAXXUS
Real Estate Service GmbH & Co. completed the first stages of phasing in a
SAP-R3 data processing system. This
CONSOLIDATED SALES
(including other operating income)
RESULTS FROM ORDINARY
OPERATIONS (HOLDING COMPANY)
in Q million
in Q million
47.1
32.9
12.3
10.4
6.7
3.0
1998
3.0
1999
2000
2001
1998
| 31|
4.2
1999
2000
2001
D E U T S C H E
R E A L
E S T A T E
MANAGEMENT REPORT
Research and development
Although a real estate investment corporation does not perform research and
development in the conventional sense,
we need to keep the many developments
in building procedures and technical
innovations under close observation in
order to determine whether existing or
newly acquired properties can be operated more efficiently. We also need to research and analyze trends in demands
made by tenants and users and anticipate
developments which could materially
affect the market value of our properties.
Berlin, Hackesche Höfe
As a member of the non-profit-making
association agenda4 E community,
Deutsche Real Estate AG is planning to
design an advanced interdisciplinary
training course in conjunction with universities and business institutions. This
will aim to create a cross-system approach
linking the functions of town and regional planning, architecture, civil engineering, economics, ecology and law. This
will necessitate complete reorganization
of the traditional value-added chain –
from the derelict site to the functioning
building – and the introduction of modern management methods and process
engineering into the fields of real estate
and urban development.
Employees
Deutsche Real Estate AG has no employees. The item of t1.8 million for personnel expenses relates to remuneration paid
to the Management Board and pension
payments to a former executive director.
Risk management
Deutsche Real Estate AG constantly
pursues a process of weighing up entrepreneurial opportunities and risks because it is only by consciously incurring
risks that above-average results can be
achieved. It is the systematic management of risks within the corporate organization, i.e. their identification, analysis
and handling, that is crucial for a company’s future success.
D E U T S C H E
R E A L
E S T A T E
The nature of Deutsche Real Estate AG’s
business, namely the creation and management of a real estate portfolio is, in
principle, a low-risk area. The risk of a
total loss is low because the corporation
is investing in assets with genuine substance. This does not however obviate
the need for subjecting the risks relating
specifically to the real estate sector to
close examination and assessment.
The corporation’s reorganization and reorientation only dates back to 1998 and
all its subsequent transactions have been
handled by people who are still working
in responsible positions. This does much
to facilitate ongoing assessment of individual risks. The corporation’s management uses instruments designed to identify and control risks, and risk analysis
procedures are being set out in a manual.
The analysis process has now been completed and the manual is in course of
preparation.
The markets in which real estate stock
corporations operate are affected by the
ongoing process of globalization and are
becoming increasingly complex. It is
management’s task to position the corporation correctly in this environment
and to decide and plan the course to be
followed. The Management Board has
qualified advisers at its disposal to help
in solving the numerous tax and legal
problems.
The progressive depreciation method used
by the corporation brings an increase in
depreciation charges on a real estate asset
as time progresses. This inevitably affects
profit. During the period in which fixed
interest rates apply to the long-term loans
for financing existing real estate acquisitions, this negative effect is offset by
decreasing interest charges as loans are
redeemed.
An issue of high priority to our corporation in its present phase of expansion and
high growth is availability of capital. Under
the favorable conditions now prevailing
in the financial markets there are adequate
supplies of loan capital available at low
interest rates. The management also makes
use of other instruments for acquiring
additional capital, including subscriptions
in kind of real estate assets in exchange
for new shares. At a later date the issue of
corporate bonds is planned. This is one
way of counteracting the effects of any
interest rate increase which could minimize the leverage effect. A positive leverage effect was obtained during the year
under review from financing by mortgage
loans.
| 33|
Deutsche Real Estate AG’s real estate investments are concentrated exclusively in
Germany. No transactions which could
endanger our corporation’s existence have
been undertaken. Deutsche Real Estate
AG pursues a policy of spreading risks
across a broad selection of properties and
regions. Investment funds are systematically allocated to conurbations, major
cities and regions with development potential, especially in west Germany, and
also to different types of use, especially
retail and other commercial use. Access
to the necessary local knowledge is obtained through our national network of
strategic holdings in regional agencies,
our local partners. This enables us to
react rapidly to local developments.
D E U T S C H E
R E A L
E S T A T E
MANAGEMENT REPORT
Both opportunities and risks are inherent
in the letting of individual investment
properties. Our tenancy agreement monitoring procedure ensures maximum contractual coverage of these risks.
Additional insurance cover is taken out,
where possible, against other operational
risks. Under our active portfolio management policy we decide from case to case
whether to seek long-term tenancy agreements (up to 15 years) or only more
short-term agreements. Aspects like type
of property and market situation are key
factors influencing these decisions.
Responsibility for letting vacant space is
in the hands of the local partners but
subject to approval by the Management
Board. The strategic objective in all cases
is long-term capital appreciation rather
than short-term profit. A combination of
detailed planning at local (individual
building) level and regular reports is used
for the purposes of portfolio controlling
and analysis.
Ongoing technical control and supervision of our properties are covered by
contracts with specialized companies.
These contractors are involved prior to
acquisition of new properties and carry
out surveys to identify and evaluate any
hidden defects or environmental problems. We take out optimal insurance cover
through a specialized broker against all
risks to which the building itself is
exposed.
The process of ongoing adaptation of our
buildings to the changing needs of tenants and users is not confined merely to
technical developments. It also includes
considerations like trends in space requirements and fitting-out standards. The
HBAG/AGIV Real Estate Group keeps
factors like the impact of modern communication techniques on the real estate
market under constant observation. The
group’s international activities enable it to
draw comparisons with developments in
other markets, for example, in the USA.
The Deutsche Real Estate AG management has unrestricted access to all the
group’s resources and available information.
| 34|
Dependence report
As Deutsche Real Estate AG was not subject to any control agreement during fiscal year 2001, it has produced a report
on its relations with affiliated companies
pursuant to Section 312 of the German
Corporation Act (AktG). This report
closes with the following statement:
“In all the transactions described in this
report on its relations with affiliated
companies our corporation has without
exception received a fair and adequate
consideration under the circumstances
known to us at the time of the individual
transaction. No action was taken during
fiscal year 2001 which the corporation is
legally required to disclose.”
D E U T S C H E
R E A L
E S T A T E
OUTLOOK
Economic forecasts for the year 2002 are
somewhat restrained. Although some
indicators appear to show that the US
economy is now recovering; the situation
remains highly uncertain.
On the assumption that no serious adverse events occur, economic experts are
now forecasting modest growth in the US
economy, roughly to last year’s level. This
will almost certainly be inadequate to give
any real impetus to the global economy.
Deepening of the present recession is
forecast for Japan and somewhat lower
growth for the countries of the European
Union.
Berlin, Gendarmenmarkt
© Michael Haddenhorst, Berlin
| 35|
This picture promises, at best, a certain
degree of recovery for the German economy. The letting market will continue
to exhibit widely varying trends from
region to region. The east German markets will continue to suffer from difficult
conditions, as also will the less attractive
markets in the western part of Germany.
Although demand for space at prime
locations in the large conurbations will
continue to run at a high level, the
clouded economic outlook will make it
difficult or impossible to repeat the results
reported for the years 2000 and 2001.
This applies particularly to the retail sector which will likely experience a sales
downturn in real terms unless impetus
comes from a revival of private sector demand. On the other hand, opportunities
are looking good for logistics complexes.
D E U T S C H E
R E A L
E S T A T E
MANAGEMENT REPORT
Forecasters are predicting a slight downward trend in interest rates. This means
that the basic conditions for investors in
rented buildings will remain favorable.
Deutsche Real Estate AG is planning to
invest around t250 million in its real
estate portfolio during the current fiscal
year 2002. In view of the prevailing low
interest rates, this amount will once again
include a high proportion of loan capital.
This will induce positive leverage effects
that will increase the profitability of
Deutsche Real Estate AG’s real estate
portfolio.
Deutsche Real Estate AG will also use
any good opportunities for selective sale
of real estate in order to create new earnings potential. In the circumstances outlined above, the Deutsche Real Estate AG
Management Board is confident that
good results will once again be achieved
in fiscal 2002.
We are planning to continue on the present growth course over the medium term.
In order to attain the ambitious targets
we have set ourselves, we propose to make
greater use of capital stock increases up to
the authorized level against subscriptions
in both cash and kind.
Several investments in companies owning
and managing real estate were obtained
from a third party during fiscal 2001.The
purchase contracts provide for payment
in the form of either Deutsche Real
Estate AG or HBAG Real Estate AG
shares. Payment will fall due on or after
September 30, 2002 and management
will have to decide during the intervening period how this will be handled. One
option would be to obtain the Supervisory Board’s consent to use already authorized capital stock to acquire interests of
this kind in German companies subject
to the proviso that such acquisitions are
compatible with the corporation’s object.
This would obviate the need for payment
from the group’s own liquid resources or
from additional borrowings.
We expect the planned merger between
our majority stockholder HBAG Real
Estate AG and AGIV Real Estate AG, a
corporation included in the German
MDAX index, to give further impetus to
our business. Completion of this merger
will make Deutsche Real Estate AG part
of an even stronger group. We and the
highly qualified staff at our disposal are
planning to seize the opportunities
offered and to continue our policy of
successful growth.
Bremerhaven, March 4, 2002
The Management Board
Marcus Hientzsch
| 36|
D E U T S C H E
R E A L
E S T A T E
FINANCIAL STATEMENTS
Balance sheet holding company
38
Profit and loss account holding company
40
Notes to the financial statements holding company
41
Movements in fixed assets holding company
42
Auditors’ report
64
Investment holdings
66
Consolidated balance sheet
72
Consolidated profit and loss account
74
Notes to the consolidated financial statements
75
Movements in consolidated fixed assets
78
Auditors’ report
92
| 37|
D E U T S C H E
R E A L
E S T A T E
BALANCE SHEET HOLDING COMPANY
AS OF DECEMBER 31, 2001
ASSETS
2001
2000
€ ’000
€ ‘000
4
10
II. Tangible assets
8
256
III. Financial assets
81,379
60,834
81,391
61,100
63
69,471
76
65,187
2,556
3,454
363
2,736
75,544
68,362
1,377
53
76,921
68,415
0
3
158,312
129,518
Notes
Fixed assets
1
I. Intangible assets
Current assets
I. Receivables and other current assets
1. Trade receivables
2. Receivables from affiliated companies
3. Receivables from other companies
in which an interest is held
4. Other assets
2
II. Cash at bank
Deferred charges and prepaid expenses
| 38|
D E U T S C H E
R E A L
E S T A T E
LIABILITIES AND STOCKHOLDERS’ EQUITY
2001
2000
Notes
€ ‘000
€ ‘000
3
18,480
18,897
4
79,625
79,208
752
4,893
752
4,893
11,698
5,419
115,448
109,169
7
550
566
8
891
267
674
674
772
541
2,887
2,048
12,786
248
10,614
44
15,095
8,959
1,258
266
224
8,784
39,977
18,301
158,312
129,518
Stockholders’ equity
I. Subscribed capital
II. Capital reserve
III. Revenue reserve
1. Legal reserve
2. Other retained earnings
5
IV. Net income for the year
6
Accruals
I. Accruals for pensions and similar obligations
II. Tax accruals
III. Deferred taxation
IV. Other accruals
9
Liabilities
10
I. Liabilities to banks
II. Trade payables
III. Payables to affiliated companies
IV. Payables to other companies in which an interest is held
V. Other liabilities
of which taxes: €147,000 (previous year: €105,000)
| 39|
D E U T S C H E
R E A L
E S T A T E
PROFIT AND LOSS ACCOUNT HOLDING COMPANY
FOR THE YEAR FROM JANUARY 1 TO DECEMBER 31, 2001
2001
2000
Notes
€ ‘000
€ ‘000
1. Other operating income
1
13,438
2,822
2. Personnel expenses
a) Wages and salaries
b) Social security and pension contributions
2
1,717
66
1,565
89
10
13
3. Depreciation of tangible and intangible fixed assets
4. Other operating expenses
3
2,160
1,772
5. Income from investments
4
2,524
5,840
6. Other interest and similar income
5
3,484
2,845
7. Depreciation of financial assets
6
1,955
0
8. Interest and similar expenses
7
1,257
1,370
12,281
6,698
627
1,278
1
1
11,653
5,419
45
0
14. Proceeds from capital stock decrease
417
0
15. Transfer to reserve in accordance with regulations
on simplified capital stock decrease
417
0
11,698
5,419
of which from affiliated companies: €3,248,000 (previous year: €2,477,000)
of which to affiliated companies: €690,000 (previous year: €869,000)
9. Results from ordinary activities
10. Taxes on income
8
11. Other taxes
12. Profit for the year
13. Profit brought forward
16. Balance sheet profit
| 40|
D E U T S C H E
R E A L
E S T A T E
NOTES TO THE FINANCIAL STATEMENTS
HOLDING COMPANY
I.
GENERAL INFORMATION
The financial statements for fiscal 2001 have been prepared in compliance with the requirements of the
German Commercial Code and Corporation Act. The financial statements as of December 31, 2001 are
presented in Euro for the first time. Figures for the previous year have been converted to Euro to facilitate
comparison.
II.
ACCOUNTING AND VALUATION METHODS
Intangible fixed assets are valued at acquisition cost less scheduled depreciation.
Tangible fixed assets are valued at acquisition cost less scheduled depreciation. The depreciation
rate is determined by tax regulations. The straight-line method of depreciation is used.
Individual low-value items have been written off in the year of their acquisition and listed in that year as
disposals.
Financial assets are valued at the lower of acquisition cost (including ancillary acquisition costs) or value at
balance sheet date.
Receivables and other assets are shown at the lower of nominal or book value on the closing date.
Actuarial principles were used to calculate accruals for pensions by the discounted present value method.
The calculations were based on Heubeck biometric tables.
Other accruals have been made in amounts based on customary business judgment to cover all risks discernible at the closing date.
Liabilities are shown at the amounts payable. Amounts payable denominated in foreign currencies have been
converted at the higher of the rates applying on the day of the transaction or the rate at closing date. Contrary to last year’s procedure, liabilities to Roland Ernst are shown as trade payables (last year under “Other
liabilities”).
| 41|
D E U T S C H E
R E A L
E S T A T E
III. NOTES TO THE BALANCE SHEET HOLDING COMPANY
1. Fixed assets
COST OF ACQUISITION AND MANUFACTURE
Jan. 1, 2001
Additions
Disposals
Reclassific. Dec. 31, 2001
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
16
0
0
0
16
33
0
33
0
0
Building at Langener Landstrasse, Bremerhaven
326
0
326
0
0
Other equipment, operational and office equipment
Low-value items
1
9
0
0
10
360
9
359
0
10
Licenses
II. Tangible assets
Land and buildings
Site at Langener Landstrasse, Bremerhaven
1. Shares in affiliated companies
Verwaltungsgesellschaft Deutsche Real Estate mbH, Bremerhaven
256
4
0
0
260
DREAG Objekt Hamburg,
Friedrich-Ebert-Damm GmbH & Co. KG, Hamburg
4,602
398
0
0
5,000
DREAG Objekt Norderstedt,
Kohfurth GmbH & Co. KG, Hamburg
1,288
0
568
0
720
DREAG Objekt Berlin,
Friedrichstrasse GmbH & Co. KG, Hamburg
2,557
443
0
0
3,000
DREAG Objekt Duisburg,
Averdunkplatz GmbH & Co. KG, Hamburg
2,045
0
45
0
2,000
Mendelssohnstrasse GmbH & Co. KG, Hamburg
2,812
188
0
0
3,000
DREAG Objekt Stuttgart,
Rosensteinstrasse GmbH & Co. KG, Hamburg
1,534
0
34
0
1,500
Achte TAXXUS Real Estate Aktiengesellschaft, Hamburg
500
0
0
0
500
Hauptstrasse GmbH & Co. KG, Hamburg
767
133
0
0
900
DREAG Objekt Schwedt,
Kuhheide GmbH & Co. KG, Hamburg
256
0
6
0
250
DREAG Objekt Düsseldorf,
Bonner Strasse GmbH & Co. KG, Hamburg
716
84
0
0
800
DREAG Objekt Neu-Isenburg,
Dornhofstrasse GmbH & Co. KG, Hamburg
Carried forward
818
0
818
0
0
18,151
1,250
1,471
0
17,930
| 42|
D E U T S C H E
R E A L
E S T A T E
CUMULATIVE DEPRECIATION
NET BOOK VALUE
Jan. 1, 2001
Additions
Disposals
Dec. 31, 2001
Dec. 31, 2001
Dec. 31, 2000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
7
5
0
12
4
10
0
0
0
0
0
33
103
4
107
0
0
223
1
1
0
2
8
0
104
5
107
2
8
256
0
0
0
0
260
256
0
0
0
0
5,000
4,602
0
0
0
0
720
1.288
0
1,955
0
1,955
1,045
2,557
0
0
0
0
2,000
2,045
0
0
0
0
3,000
2,812
0
0
0
0
1,500
1,534
0
0
0
0
500
500
0
0
0
0
900
767
0
0
0
0
250
256
0
0
0
0
800
716
0
0
0
0
0
818
0
0
0
0
15,975
18,151
| 43|
D E U T S C H E
R E A L
E S T A T E
Brought forward
Jan. 1, 2001
Additions
Disposals
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
18,151
1,250
1,471
0
17,930
562
38
0
0
600
DREAG Objekt Limburgerhof,
Burgunderplatz GmbH & Co. KG, Hamburg
DREAG Objekt Ludwigshafen,
Carl-Bosch-Strasse GmbH & Co. KG, Hamburg
205
0
5
0
200
Deutsche Shopping Aktiengesellschaft, Hamburg
500
0
0
0
500
DREAG Wohnen Aktiengesellschaft, Hamburg
500
0
0
0
500
Wahlerstrasse GmbH & Co. KG, Hamburg
3,068
132
0
0
3,200
DREAG Objekt Saarbrücken,
Kaiserstrasse GmbH & Co. KG, Hamburg
665
335
0
0
1,000
Hafenstrasse GmbH & Co. KG, Hamburg
358
42
0
0
400
DREAG Objekt Berlin
Hackesche Höfe GmbH & Co. KG, Hamburg
51
3,149
0
0
3,200
DREAG Objekt Berlin-Teltow,
Potsdamer Strasse GmbH & Co. KG, Hamburg
307
343
0
0
650
51
292
18
0
325
DREAG Objekt Böblingen,
Otto-Lilienthal-Strasse GmbH & Co. KG, Hamburg
1,023
477
0
0
1,500
DREAG Objekte Hamburg
Fünfunddreißigste GmbH & Co. KG, Hamburg
6,647
53
0
0
6,700
DREAG Objekt Heidelberg,
Mannheimer Strasse GmbH & Co. KG, Hamburg
153
47
0
0
200
Vangerowstrasse GmbH & Co. KG, Hamburg
256
44
0
0
300
DREAG Objekt Dietzenbach, Waldstrasse GmbH & Co. KG
920
180
0
0
1,100
DREAG Objekt München,
Prinzregentenstrasse GmbH & Co. KG, Hamburg
DREAG Objekt Freising,
Alois-Steinecker-Strasse GmbH & Co. KG, Hamburg
8,078
22
0
0
8,100
Friedrichstrasse GmbH & Co. KG, Hamburg
51
1,549
0
0
1,600
DREAG Objekt Dresden,
Narrenhäusl GmbH & Co. KG, Hamburg
51
0
51
0
0
GET Grundstücksgesellschaft mbH, Hamburg
15
0
0
0
15
Verwaltungsgesellschaft Neu-Isenburg mbH, Hamburg
20
0
20
0
0
41,632
7,953
1,565
0
48,020
Carried forward
| 44|
D E U T S C H E
R E A L
E S T A T E
NET BOOK VALUE
Jan. 1, 2001
Additions
Disposals
Dec. 31, 2001
Dec. 31, 2001
Dec. 31, 2000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
0
0
0
0
15,975
18,151
0
0
0
0
600
562
0
0
0
0
200
205
0
0
0
0
500
500
0
0
0
0
500
500
0
0
0
0
3,200
3,068
0
0
0
0
1,000
665
0
0
0
0
400
358
0
0
0
0
3,200
51
0
0
0
0
650
307
0
0
0
0
325
51
0
0
0
0
1,500
1,023
0
0
0
0
6,700
6,647
0
0
0
0
200
153
0
0
0
0
300
256
0
0
0
0
1,100
920
0
0
0
0
8,100
8,078
0
0
0
0
1,600
51
0
0
0
0
0
51
0
0
0
0
15
15
0
0
0
0
0
20
0
0
0
0
46,065
41,632
| 45|
D E U T S C H E
R E A L
E S T A T E
Jan. 1, 2001
Additions
Disposals
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
41,632
7,953
1,565
0
48,020
511
489
0
0
1,000
Brought forward
DREAG Objekt Frankfurt,
Westerbachstrasse GmbH & Co. KG, Hamburg
Vierundzwanzigste GmbH & Co. KG, Hamburg
12,446
31
0
0
12,477
Krausenstrasse GmbH & Co. KG, Hamburg
51
749
0
0
800
DREAG Objekt Dietzenbach II GmbH & Co. KG, Hamburg
51
1,149
0
0
1,200
DREAG Objekt Goslar,
Im Schleeke GmbH & Co. KG, Hamburg
51
749
0
0
800
Sechsundfünfzigste GmbH & Co. KG, Hamburg
51
9
0
0
60
DREAG Objekt Frankenthal,
Beindersheimer Strasse GmbH & Co. KG, Hamburg
51
449
0
0
500
Maria-Probst-Strasse GmbH & Co. KG, Hamburg
51
449
0
0
500
Kurfürstendamm GmbH & Co. KG, Hamburg
51
4,049
0
0
4,100
Sechzigste GmbH & Co. KG, Hamburg
51
49
0
0
100
DREAG Objekt Neu-Isenburg II GmbH & Co. KG, Hamburg
41
39
80
0
0
Verwaltungsgesellschaft DREAG München
Oberanger mbH, Hamburg
0
29
8
0
21
Zweite Verwaltungsgesellschaft DREAG
Neu-Isenburg mbH, Hamburg
0
31
5
0
26
Fünfte Verwaltungsgesellschaft DREAG mbH, Hamburg
0
30
0
0
30
Reichpietschufer GmbH & Co. KG, Hamburg
0
50
0
0
50
Deutsche Real Estate Service GmbH & Co. KG, Hamburg
0
50
0
0
50
DREAG Objekt Hamburg
Vierundsechzigste GmbH & Co. KG, Hamburg
0
50
50
0
0
Fünfundsechzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Sechsundsechzigste GmbH & Co. KG, Hamburg
0
50
3
0
47
Siebenundsechzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
DREAG Objekt Lübeck,
Lohmühlencenter GmbH & Co. KG, Hamburg
0
1,258
459
0
799
55,038
17,812
2,170
0
70,680
Carried forward
| 46|
D E U T S C H E
R E A L
E S T A T E
NET BOOK VALUE
Jan. 1, 2001
Additions
Disposals
Dec. 31, 2001
Dec. 31, 2001
Dec. 31, 2000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
0
0
0
0
46,065
41,632
0
0
0
0
1,000
511
0
0
0
0
12,477
12,446
0
0
0
0
800
51
0
0
0
0
1,200
51
0
0
0
0
800
51
0
0
0
0
60
51
0
0
0
0
500
51
0
0
0
0
500
51
0
0
0
0
4,100
51
0
0
0
0
100
51
0
0
0
0
0
41
0
0
0
0
21
0
0
0
0
0
26
0
0
0
0
0
30
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
0
0
0
0
0
0
50
0
0
0
0
0
47
0
0
0
0
0
50
0
0
0
0
0
799
0
0
0
0
0
68,725
55,038
| 47|
D E U T S C H E
R E A L
E S T A T E
Jan. 1, 2001
Additions
Disposals
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
55,038
17,812
2,170
0
70,680
Neunundsechzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Siebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Sechste Verwaltungsgesellschaft DREAG mbH, Hamburg
0
25
25
0
0
DREAG Objekt Dresden GmbH, Hamburg
0
25
0
0
25
Einundsiebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Zweiundsiebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Dreiundsiebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Vierundsiebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Fünfundsiebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Sechsundsiebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Siebenundsiebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Achtundsiebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Neunundsiebzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
Achtzigste GmbH & Co. KG, Hamburg
0
50
0
0
50
K-Witt Kaufzentrum Wittenau GmbH, Berlin
0
687
0
Verwaltungsgesellschaft Heide Grund mbH, Hamburg
0
25
0
0
25
Vierte Verwaltungsgesellschaft DREAG mbH, Hamburg
0
25
25
0
0
1,377
0
1,010
(367)
0
61
0
0
(61)
0
0
3,093
0
0
3,093
56,476
22,292
3,230
(428)
75,110
Brought forward
Oberanger GmbH & Co. KG, Hamburg
Osterfeldstrasse GmbH & Co. KG, Hamburg
K-Witt Kaufzentrum GmbH, Berlin
(atypical dormant interest)
| 48|
687
D E U T S C H E
R E A L
E S T A T E
NET BOOK VALUE
Jan. 1, 2001
Additions
Disposals
Dec. 31, 2001
Dec. 31, 2001
Dec. 31, 2000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
0
0
0
0
68,725
55,038
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
0
0
0
0
0
0
25
0
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
50
0
0
0
0
0
687
0
0
0
0
0
25
0
0
0
0
0
0
0
0
0
0
0
0
1,377
0
0
0
0
0
61
0
0
0
0
3,093
0
0
1,955
0
1,955
73,155
56,476
| 49|
D E U T S C H E
R E A L
E S T A T E
Jan. 1, 2001
Additions
Disposals
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
2. Investments
16. DWI Grundbesitz GmbH, Hamburg
515
0
0
0
515
Grolmanstrasse GmbH & Co. KG, Hamburg
64
0
0
0
64
Osterfeldstrasse GmbH & Co. KG, Hamburg
0
89
0
61
150
641
561
0
0
1,202
0
0
0
367
367
Technologiepark Heidelberg II GmbH & Co. KG, Hamburg
Oberanger GmbH & Co. KG, Hamburg
Heide Grund GmbH & Co. KG, Hamburg
146
0
0
0
146
Carreé Seestrasse GbR, Berlin
0
2,718
0
0
2,718
Forum Seestrasse Grundstücksgesellschaft mbH, Berlin
0
73
0
0
73
WDT Real Estate GmbH, Hamburg
0
10
0
0
10
Forum Seestrasse Grundstücksgesellschaft mbH, Berlin
(atypical dormant interest)
0
295
0
0
295
2,992
18
328
0
2,682
0
50
48
0
2
4,358
3,814
376
428
8,224
60,834
26,106
3,606
0
83,334
61,210
26,115
3,965
0
83,360
Technologiepark Heidelberg I GmbH & Co. KG, Hamburg
DREAG Objekt Neu-Isenburg III GmbH & Co. KG, Hamburg
The land and buildings at Langener Strasse in Bremerhaven were sold during the fiscal year. The resulting
loss of €10,000 is shown under “Other operating expenses”.
The additions to fixed assets include capital stock increases for existing investment projects and new company formation including capital stock increases and acquisition/ancillary acquisition costs for interests
acquired in companies. The capital stock increases are mainly attributable to rounding up on conversion to
the Euro. The disposals are mainly attributable to sales of financial assets and rounding down totaling
€1,239,000 on conversion to the Euro.
| 50|
D E U T S C H E
R E A L
E S T A T E
NET BOOK VALUE
Jan. 1, 2001
Additions
Disposals
Dec. 31, 2001
Dec. 31, 2001
Dec. 31, 2000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
€ ‘000
0
0
0
0
515
515
0
0
0
0
64
64
0
0
0
0
150
0
0
0
0
0
1,202
641
0
0
0
0
367
0
0
0
0
0
146
146
0
0
0
0
2,718
0
0
0
0
0
73
0
0
0
0
0
10
0
0
0
0
0
295
0
0
0
0
0
2,682
2,992
0
0
0
0
2
0
0
0
0
0
8,224
4,358
0
1,955
0
1,955
81,379
60,834
110
1,965
107
1,969
81,391
61,100
| 51|
D E U T S C H E
R E A L
E S T A T E
NOTES TO THE FINANCIAL STATEMENTS HOLDING COMPANY
2. Receivables and other current assets
All receivables and other current assets fall due for payment within one year. The main items included
under the item “Other current assets” are tax refund claims of €2,151,000, outstanding loans granted of
€1,148,000 and an outstanding pension liability insurance claim of €121,000. The tax refund claims relate
mainly to items from fiscal years 1999 and 2000 (Corporation Tax and Solidarity Surcharge). The assessments have not yet been finalized.
3. Subscribed capital
The corporation’s capital stock was decreased by €417,000 from €18,897,000 to €18,480,000 at the
Annual General Meeting on May 17, 2001 by the simplified procedure. It is subdivided into 18,480,000 no
par value bearer shares.
The Annual General Meeting on May 17, 2001 approved the following amendment, relating to the capital
stock, to the Corporation’s Articles of Incorporation.
The Management Board is empowered, subject to Supervisory Board consent, to increase the corporation’s
capital stock against subscriptions in cash or in cash and kind by one or more issues of new no par value
bearer shares up to a maximum total value of €4,620,000 (authorized capital stock) between now and
April 13, 2004.
capital stock against subscriptions in cash or in kind by one or more issues of new no par value bearer shares
up to a maximum total value of €4,620,000 (authorized capital stock) between now and May 17, 2006
(authorized capital stock II).
The Management Board is empowered, subject to Supervisory Board consent, to exclude stockholders’ preemptive rights to subscribe to authorized capital stock. The Management Board is in all cases empowered,
subject to Supervisory Board consent, to exclude stockholders’ legal preemptive rights to subscribe to authorized capital stock in cases where this may become necessary to avoid residual fractions of shares or to enable
the corporation to grant holders of option rights (i.e. of stock options or convertible bonds) to exercise those
preemptive rights which they would be entitled to exercise as stockholders. The Management Board is also
in all cases empowered, subject to Supervisory Board consent, to exclude stockholders’ legal preemptive rights
to subscribe to capital increases in the form of one or more issues of authorized capital stock in cases where
the nominal value of the capital stock increase does not exceed 10% of the capital stock registered in the
Commercial Register at the time of the first use of the authorized capital stock and where the price of the
newly issued shares is not substantially lower than the quoted prices of the shares already being traded on the
| 52|
D E U T S C H E
R E A L
E S T A T E
stock exchange on the date on which the issue price is finally agreed. The authorization contained in the
fourth sentence shall not apply in cases where the simplified provisions for exclusion of preemptive rights in
accordance with the fourth sentence of paragraph 3 of Section 186 of the German Corporation Act are
invoked for an authorization to sell a stockholder’s own shares privately.
In cases where preemptive rights are not excluded at the time of a capital stock increase within the limits of
the authorized capital stock, the Management Board can, subject to Supervisory Board consent, permit third
parties to acquire new shares against subscriptions in cash or in kind and inform stockholders that they should
not exercise their preemptive rights. The value of a subscription in kind must be determined by a qualified
independent appraiser using recognized valuation methods.
The Management Board is empowered, subject to Supervisory Board consent, to decide the details of the
capital stock increase and its enactment. The Supervisory Board is empowered to amend Clause 4 of the
Articles of Incorporation according to the use of the authorized capital stock and after expiry of the deadline
of the authorization.
The subscribed capital stock can also be increased by a nominal amount of up to €770,000, subdivided into
770,000 no par value bearer shares for the exercise of stock options. This is a conditional capital stock
increase which will only take place to the extent that the holders of stock options issued in accordance with
the stockholders’ resolution at the Annual General Meeting on April 13, 1999 actually exercise these options.
Options on a total of 431,100 shares had been granted to directors and employees of affiliated companies as
of balance sheet closing date.
A resolution approved by the Annual General Meeting on August 31, 2000 authorizes Deutsche Real Estate
Aktiengesellschaft to acquire its own shares up to an amount of 10% of the registered share capital. This
authorization became effective as from October 1, 2000 and will remain so until March 30, 2002.
4. Capital reserve
The following changes had occurred in the capital reserve as of the closing date:
€ ‘000
Status as of January 1, 2001
Transfer from capital stock decrease
Status as of December 31, 2001
79,208
417
79,625
| 53|
D E U T S C H E
R E A L
E S T A T E
5. Revenue reserve
As in the previous year, the revenue reserve consists of the legally required reserve of €752,000 and other
retained earnings totaling €4,893,000.
6. Appropriation of net profit
The Management Board proposes that the net profit of €11,653,493.94 for the fiscal year 2001 be transferred to retained earnings.
7. Accruals for pensions and similar obligations
Actuarial principles are used to calculate accruals for pensions by the discounted present value method.
8. Tax accruals
The tax accruals include €592,000 for Corporation Tax and €32,000 for Solidarity Surcharge for fiscal year
2001. An accrual of €267,000 was created in 1999 solely as a precautionary measure for a possible Trade Tax
liability. However, as we have invoked Section 9, Item 2a of the Trade Tax regulations for the investment
income involved in this case, this should not be liable to Trade Tax. The tax assessments for fiscal year 1999
have not yet been finalized.
Most of the accruals of €674,000 (last year: €674,000) for deferred taxation have been calculated from the
differences between investment income received from the partnership subsidiaries and the lower amount of
taxable profit on which Deutsche Real Estate AG is assessed. The differences between the amounts shown for
investment income from the subsidiaries in the commercial balance sheet and in the tax balance sheet result
from the fact that the real estate owned by the subsidiaries is subject to progressive depreciation in the former
and straight-line depreciation of 4% per annum in the latter. A Corporation Tax rate of 25% and Solidarity
Surcharge rate of 5.5% were used to calculate the amount of the accrual for deferred taxation.
9. Other accruals
The main items under “Other accruals” are the cost of preparation and audit of the annual report and financial statements (€104,000), rental deposits (€67,000), management bonuses (€241,000), remuneration of
the Supervisory Board (€130,000), production of annual reports and publication costs (€160,000) and consultancy fees (€43,000).
| 54|
D E U T S C H E
R E A L
E S T A T E
10. Liabilities
The following table itemizes liabilities by due date:
Total
due
within
one year
Liabilities to banks
Trade payables
Payables to affiliated companies
Payables to other companies
Other liabilities
IV.
Of which
due within
one and
five years
due in
more than
five years
€ ’000
€ ’000
€ ’000
€ ’000
12,786
10,614
15,095
2,560
10,614
15,095
10,226
0
0
0
0
0
1,258
224
1,258
224
0
0
0
0
39,977
29,751
10,226
0
NOTES TO THE PROFIT AND LOSS ACCOUNT HOLDING COMPANY
Other operating income totaling €13,438,000 relates mainly to income of €13,225,000 from the sale of
financial assets and profits on the contribution of interests in other companies in return for the granting of
stockholder rights. These include disposals of fixed assets with a total residual book value of €2,366,000 and
adjustments of €915,000 on capital accounts which were netted against revenues of €16,506,000. These
amounts include investments transferred at nominal values. The item also includes refunds of costs incurred
(€50,000), material supplies (€31,000), rental income (€8,000), income from adjustment of pension liability insurance (€11,000) and income from reversion of accruals, mainly for the Annual General Meeting and
remuneration of the Supervisory Board (€68,000).
| 55|
D E U T S C H E
R E A L
E S T A T E
This item includes Management Board remuneration totaling €1,717,000 (of which: €1,061,000 management bonuses), outside personnel costs of €167,000 and pension payments of €57,000. The social security
contributions and life insurance premium relating to the retirement pension were €9,000.
This item relates mainly to office costs (€35,000), preparation and audit of the financial statements (€198,000),
rental guaranties accepted (€230,000), Supervisory Board remuneration (€130,000), production of the
annual reports and publication costs (€271,000), advertising and travel expenses (€140,000), charges for
money transactions (€116,000), miscellaneous consultancy fees (€123,000), sales commissions and expenses
incurred in connection with the sale of interests in companies (€469,000), vehicle costs (€54,000), insurance premiums and contributions (€51,000) and losses on disposal of investments (€10,000).
This item includes dividends and appropriated shares of profits of the subsidiary companies totaling
€1,380,000 (last year: €2,365,000), the main items being a dividend of €791,000 from Deutsche Shopping
Aktiengesellschaft, Hamburg, a dividend of €319,000 from Verwaltungsgesellschaft DREAG Objekt
München Oberanger mbH, Hamburg, a dividend of €175,000 from Zweite Verwaltungsgesellschaft
DREAG Neu-Isenburg mbH, Hamburg and a dividend of €93,000 from Verwaltungsgesellschaft Deutsche
Real Estate mbH, Bremerhaven.
The results of the subsidiaries trading as partnerships are shown as follows in the holding company’s financial
statements for fiscal year 2001:
.
.
.
The share of profits totaling €1,144,000 (last year: €3,474,000) is shown in the commercial balance sheet
as income from investments.
The share of these subsidiary companies’ losses is not shown in the commercial balance sheet. These
accrued losses total €10,948,000.
As it is not anticipated that these losses involve a lasting decrease in value, the relevant investments have
not been written down.
| 56|
D E U T S C H E
R E A L
E S T A T E
This item includes €3,248,000 interest income from affiliated companies, of which there is one item of
€480,000 from HBAG Real Estate Aktiengesellschaft, Hamburg. Other amounts are interest received on
time deposits and miscellaneous loan interest totaling €235,000.
6. Depreciation of investments
This item includes a write-down of €1,955,000 of the investment in DREAG Objekt Berlin,
Friedrichstrasse GmbH & Co. KG, Hamburg.
This item includes interest of €690,000 paid to affiliated companies, €320,000 paid on miscellaneous loans
and ongoing interest charges including interest swap transactions of €246,000.
8. Taxes on income
This item represents Corporation Tax (netted with Trade Capital Tax) of €595,000 and Solidarity Surcharge
of €32,000 for the year under review.
V.
FINANCIAL COMMITMENTS AND OTHER FINANCIAL OBLIGATIONS
The corporation and one of its subsidiaries, Deutsche Shopping Aktiengesellschaft, signed undertakings to
the Bayerische Landesbank of Munich on December 21, 1999 relating to the granting of loans totaling
€76,693,000 to the wholly owned subsidiaries of Deutsche Shopping Aktiengesellschaft for the acquisition
of the Stinnes DIY markets.
| 57|
D E U T S C H E
R E A L
E S T A T E
The corporation and Deutsche Shopping Aktiengesellschaft are liable jointly and severally to the Bayerische
Landesbank and gave the following undertakings to the bank which remain valid for the period during
which the loans remain outstanding
.
.
to provide the debtor companies with sufficient funds to enable them to meet their obligations under the
loan agreements at all times;
to compensate the bank in full for any arrears outstanding at the end of any year and for losses incurred
through liquidation of the debtor companies including any losses incurred as a result of their insolvency.
The corporation has issued letters of comfort for subsidiaries with the legal form “GmbH & Co. KG” to the
banks financing the properties belonging to these subsidiaries in the nominal amounts of the loans granted.
The value of these outstanding loans totaled €115,806,000 as of December 31, 2001.
Other financial obligations arise from an interest swap agreement signed on July 1, 1999 under which the
corporation undertook to pay interest at a rate of 4.93% per annum during the period from December 1,
1999 to December 1, 2004 on an amount declining successively from €61,355,000 on December 1, 1999
to €53,031,000 on December 1, 2004. In return, the corporation receives interest on the relevant amount at
the 1-month EURIBOR rate plus 0.5%. This agreement serves as a hedge against the interest risk on the
loans granted to the subsidiaries of Deutsche Shopping Aktiengesellschaft.
The corporation has also given the following undertaking to the DZ Bank AG Deutsche Zentral Genossenschaftsbank of Hamburg relating to a loan granted to DREAG Objekt Neu-Isenburg II GmbH & Co. KG of
Hamburg:
Deutsche Real Estate Aktiengesellschaft hereby gives an undertaking to the DZ Bank AG Deutsche Zentral
Genossenschaftsbank of Hamburg relating to loans granted to the debtor company by DZ Bank AG
Deutsche Zentral Genossenschaftsbank
.
.
.
not to change, cancel or withdraw its interest in the debtor company or take action to liquidate the debtor
company without the prior written consent of the DZ Bank AG Deutsche Zentral Genossenschaftsbank of
Hamburg;
to provide the debtor company with sufficient funds to enable them to meet their obligations under the
through liquidation of the debtor companies including any losses incurred as a result of their insolvency
during the period in which the loans remain outstanding.
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The aforementioned undertakings given by Deutsche Real Estate Aktiengesellschaft of Bremerhaven will
remain unchanged for the duration of any subsequent extensions of the loans granted to the debtor company
by the DZ Bank AG Deutsche Zentral Genossenschaftsbank of Hamburg even if consent to the extension of
the loan has not been received on the date when the loan agreement expires.
VI.
OTHER INFORMATION
1. Commercial register and articles of incorporation
The corporation’s registered office is in Bremerhaven. It has been registered under No. 1035 in Section B of
the Bremerhaven District Court’s Commercial Register since December 28, 1965.
The articles of incorporation were drawn up on December 23, 1871, subsequently amended on August 21,
1998 and August 31, 2000 and last amended on May 17, 2001. The amendments were registered in the
Commercial Register on May 29 and July 26, 2001.
As regards Clause 4 of the Articles of Incorporation, we refer to Item 2 of “Other Information” in connection
with the major amendments approved on May 17, 2001.
2. Annual General Meeting
By a resolution approved by the Annual General Meeting on May 17, 2001 the following new paragraph 6
was added to Clause 4 of the Articles of Incorporation:
By a resolution approved by the Annual General Meeting on May 17, 2001 the corporation’s capital stock
was decreased by €417,000 to €18,480,000 and paragraph 1 of Clause 4 of the Articles of Incorporation
was amended accordingly.
Amendments registered in the Commercial Register on May 29, 2001:
The Articles of Incorporation were amended at this Annual General Meeting as follows:
.
Clause 4, para. 5: The Management Board is empowered, subject to Supervisory Board consent, to increase the corporation’s capital stock against subscriptions in cash or in cash and kind by one or more
issues of new no par value bearer shares up to a maximum total value of €4,620,000 (authorized capital
stock) between now and April 13, 2004.
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D E U T S C H E
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.
Clause 4, para. 6: The subscribed capital can be increased by a nominal amount of up to €770,000, subdivided into 770,000 no par value bearer shares. This is a conditional capital stock increase which will only
take place to the extent that the holders of stock options issued in accordance with the stockholders’ resolution at the Annual General Meeting on April 13, 1999 actually exercise these options (conditional capital
stock).
Addition registered in the Commercial Register on July 26, 2001:
up to a total value of €4,620,000 between now and May 17, 2006 (authorized capital stock II).
subject to Supervisory Board consent, to exclude stockholders’ legal preemptive rights to subscribe to authorized capital stock in cases where this may become necessary to avoid residual fractions of shares or to enable
the corporation to grant holders of option rights (i.e. of stock options or convertible bonds) to exercise those
preemptive rights which they would be entitled to exercise as stockholders. The Management Board is also in
all cases empowered, subject to Supervisory Board consent, to exclude stockholders’ legal preemptive rights to
subscribe to capital increases in the form of one or more issues of authorized capital stock in cases where the
nominal value of the capital stock increase does not exceed 10% of the capital stock registered in the Commercial Register at the time of first use of the authorized capital stock and where the price of the newly
issued shares is not substantially lower than the quoted prices of the shares already being traded on the stock
exchange on the date on which the issue price is finally agreed. The authorization contained in the fourth
sentence shall not apply in cases where the simplified provisions for exclusion of preemptive rights pursuant
to the fourth sentence of paragraph 3 of Section 186 of the German Corporation Act are invoked for an
authorization to sell a stockholder’s own shares privately.
In cases where a capital stock increase within the limits of the authorized capital stock without exclusion of
preemptive rights, the Management Board can, subject to Supervisory Board consent, permit third parties to
acquire new shares against subscriptions in cash or in kind and inform stockholders that they should not
exercise their preemptive rights. The value of a subscription in kind must be determined by a qualified independent appraiser using recognized valuation methods.
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D E U T S C H E
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capital stock increase and its implementations. The Supervisory Board is empowered to amend Clause 4 of
the Articles of Incorporation according to the use of the authorized capital stock and after expiry of the deadline of the authorization.
The former paragraph 6 of Clause 4 is reclassified as Clause 7.
3. Ownership details and other legally required information
HBAG Real Estate Aktiengesellschaft of Hamburg owns a majority interest in Deutsche Real Estate Aktiengesellschaft. HBAG Real Estate Aktiengesellschaft produces an annual report and financial statements, copies
of which are deposited at Hamburg District Court. Deutsche Real Estate Aktiengesellschaft’s consolidated
annual accounts are included therein.
In a letter dated December 11, 2000 the stockholder WCM Beteiligungs- und Grundbesitz-Aktiengesellschaft of Mönchengladbach informed us that it now owns only 24.8938% of the corporation’s shares and
that its voting rights had consequently fallen below the threshold of 25% as of December 8, 2000.
In 1999 the corporation was informed by both the Bayerische Landesbank and the Hamburgische Landesbank that they had each reached the threshold of 5% of the voting rights in our corporation.
Receivables from HBAG Real Estate Aktiengesellschaft of Hamburg totaled €3,000 as of balance sheet closing date.
4. Management Board and powers of representation
The following are members of the Management Board:
Busso von Alvensleben, Berlin, businessman
Marcus Hientzsch, Berlin (as of August 22, 2001), Immobilienökonom (ebs)
Dr. Rainer Behne, Hamburg (Chairman), (until June 30, 2001), businessman
Thomas Schwerdtfeger, Hanover (until November 1, 2001), businessman
Marcus Hientzsch’s election to the Management Board was registered in the Commercial Register on
October 1, 2001 and corrected (name) on October 30, 2001.
.
.
.
.
Busso von Alvensleben and Marcus Hientzsch are empowered to represent the corporation jointly with another
member of the Management Board or with an officer possessing powers of attorney (Prokurist). Mr. von
Alvensleben is exempted from the restrictions imposed by Section 181 of the German Civil Code (BGB).
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E S T A T E
The following persons were officers with powers of attorney (Prokurist) as at balance sheet closing date:
Volker Lemke, Hamburg
Axel Harloff, Hamburg
Christian Bock, Hamburg
Sven-Christian Frank, Vaterstetten (as of May 30, 2001)
Inga-Britt Schulz, Buchholz (as of May 30, 2001)
.
.
.
.
.
The delegation of powers of attorney (Prokura) to Ms. Schulz and Mr. Frank was registered in the Commercial
Register on May 30, 2001. These officers are empowered to represent the corporation jointly with a member of
the Management Board or another officer with powers of attorney. They are empowered to sell and encumber
real estate.
The Supervisory Board directorships in other corporations held by members of the Management Board are
listed on page 97.
5. Supervisory Board
The following persons were members of the Supervisory Board during the fiscal year under review:
Dr. Rainer Behne (Chairman), Hamburg (as of July 26, 2001), businessman. Chairman of Management
Board of HBAG Real Estate AG and AGIV Real Estate AG
Dr. Günter Rexrodt (Chairman), Berlin (until June 30, 2001). Member of the Federal German
Parliament, ex-Federal German Minister of Economic Affairs
Peter Rieck (Deputy Chairman as of August 22, 2001), Hamburg. Deputy Chairman of Management
Board of Hamburgische Landesbank – Girozentrale –, Hamburg
Dr. Gerhard Niesslein (Deputy Chairman), Münster (until June 30, 2001). Chairman of Management
Board of De Te Immobilien und Service GmbH
Michael Doranth, Munich. Management Spokesman of LBI Landesbank Immobilien Division of
Bayerische Landesbank – Girozentrale –, Munich
Karl Ehlerding, Hamburg, Dipl.-Kaufmann (roughly Graduate in Business Studies)
Dr. Wolf Klinz, Königstein (as of July 26, 2001), Dipl.-Kaufmann (roughly Graduate in Business Studies).
Deputy Chairman of Management Board of AGIV Real Estate AG, President of Frankfurt am Main
Chamber of Commerce and Industry
Alexander Knapp Voith, St. Moritz, Switzerland, businessman
The Supervisory Board directorships in other corporations held by members of the Supervisory Board are
listed on pages 97 and 98.
.
.
.
.
.
.
.
.
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D E U T S C H E
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6. Number of employees
The holding company had no employees during the fiscal year under review. The personnel expenses relate
mainly to remuneration paid to members of the Management Board. The holding company and the subsidiaries have signed agreements with other companies for the provision of asset management, facility management and other services.
7. Remuneration paid to members of corporate bodies
The members of the Supervisory Board received remuneration totaling €130,000 during fiscal year 2001.
The members of the Management Board received remuneration totaling €1,715,000 during fiscal year 2001.
One member was also granted stock options on 184,800 of the corporation’s no par value bearer shares at a
price of €9.00 per share. These can be exercised for 50% of the shares 3 years after granting of the option
and for the remainder 4 years after granting of the option. The options remain valid until June 30, 2009 and
exercise is subject to the proviso that the quoted price of the share increases by not less than 10% per annum
over the option price of €9.00 as from the date on which the options were granted.
Pension payments of €58,000 were made to a former Executive Director.
8. Relations with affiliated companies
The balance sheet item “Receivables from affiliated companies” shows the balances on inter-group settlement
accounts. These accounts bear interest at agreed rates. There is also an item of €3,043,000 (last year:
€2,858,000) relating to a purchase price receivable plus accrued interest.
The balance sheet item “Payables to affiliated companies” shows the balances on inter-group accounts. These
accounts bear interest at agreed rates.
Marcus Hientzsch
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D E U T S C H E
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AUDITORS’ REPORT
We have audited the accounting system, the financial statements and the management report of Deutsche
Real Estate Aktiengesellschaft for the fiscal year from January 1 to December 31, 2001. The accounting system and the preparation of the financial statements and management report in accordance with German
Commercial Law is the responsibility of the Corporation’s legal representatives. Our responsibility is to express an opinion, based on our audit, on the financial statements, including the accounting system, and on
the management report.
We conducted our audit of the financial statements in accordance with Section 317 of the German Commercial Code (HGB) and in compliance with the generally accepted German standards for the audit of financial
statements issued by the German Institute of Auditors (Institut der Wirtschaftsprüfer, IDW). Those standards
require that we plan and perform the audit in such a way as to obtain reasonable assurance that inaccuracies
and violations are recognized which significantly affect the presentation of the net worth, financial position
and results of operations as conveyed by the financial statements, in compliance with generally accepted accounting principles and by the management report. The scope of the audit was planned taking into account
our understanding of business operations, the Corporation’s economic and legal environment, and any
potential errors anticipated. In the course of the audit, the effectiveness of the system of internal accounting
controls was assessed, and the disclosures made in the financial statements and the management report were
verified, mainly on a test basis. The audit also includes assessment of the accounting principles used and of
the significant estimates made by the legal representatives as well as evaluation of the overall presentation of
the financial statements and the management report. We believe that our audit provides a reasonable basis for
our opinion.
Our audit gave no cause for reservations.
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D E U T S C H E
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In our opinion, the financial statements present a true and fair view of Deutsche Real Estate Aktiengesellschaft’s net worth, financial position and results of operations in accordance with generally accepted accounting principles. In all material respects the management report correctly and accurately presents the situation
of the Corporation and the risks to its future development.
Hamburg, March 4, 2002
KPMG Deutsche Treuhand-Gesellschaft
Aktiengesellschaft
Wirtschaftsprüfungsgesellschaft
Bagehorn
Auditor
Gajewski
Auditor
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D E U T S C H E
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INVESTMENT HOLDINGS
Company
Stockholders’
Results
equity
FY
capital Dec.31,2001
2001
Subscribed
Capital
Reg’d office
%
€ ’000
€ ’000
€ ’000
100.00
100.00
100.00
260
3,000
2,000
260
-57
1,996
0
-3,057
-4
100.00
62.40
60.00
5,000
2,500
25
5,000
1,638
-387
211
-862
-412
100.00
3,000
3,000
322
100.00
100.00
100.00
1,500
900
250
1,480
827
202
-20
-73
-48
100.00
800
800
125
100.00
600
588
-12
100.00
200
197
-3
100.00
1,500
1,271
-229
100.00
6,700
6,645
-55
100.00
200
135
-65
100.00
100.00
100.00
100.00
300
1,100
3,200
1,000
213
235
3,200
680
-87
-865
165
-320
1. Companies included in the consolidated financial statements
of Deutsche Real Estate Aktiengesellschaft
a) Direct subsidiaries of Deutsche Real Estate Aktiengesellschaft
Verwaltungsgesellschaft Deutsche Real Estate mbH
Bremerhaven
DREAG Objekt Berlin, Friedrichstrasse GmbH & Co. KG
Hamburg 1)
DREAG Objekt Duisburg, Averdunkplatz GmbH & Co. KG
Hamburg 1)
Hamburg 1)
DREAG Objekt Hamburg, Osterfeldstrasse GmbH & Co. KG
Hamburg 1)
GET Grundstücksgesellschaft mbH
Hamburg
Mendelssohnstrasse GmbH & Co. KG
Hamburg 1)
Rosensteinstrasse GmbH & Co. KG
Hamburg 1)
DREAG Objekt Berlin, Hauptstrasse GmbH & Co. KG
Hamburg 1)
DREAG Objekt Schwedt, Kuhheide GmbH & Co. KG
Hamburg 1)
Bonner Strasse GmbH & Co. KG
Hamburg 1)
Burgunderplatz GmbH & Co. KG
Hamburg 1)
Carl-Bosch-Strasse GmbH & Co. KG
Hamburg 1)
Otto-Lilienthal-Strasse GmbH & Co. KG
Hamburg 1)
Fünfunddreissigste GmbH & Co. KG
Hamburg 1)
Mannheimer Strasse GmbH & Co. KG
Hamburg 1)
Vangerowstrasse GmbH & Co. KG
Hamburg 1)
DREAG Objekt Dietzenbach, Waldstrasse GmbH & Co. KG
Hamburg 1)
DREAG Objekt Düsseldorf, Wahlerstrasse GmbH & Co. KG
Hamburg 1)
DREAG Objekt Saarbrücken, Kaiserstrasse GmbH & Co. KG
Hamburg 1)
1)
2)
3)
The company invokes the exemption from disclosure obligations permitted by Section 264 b of the German Commercial Code (HGB)
No information available
Data for December 31, 2000
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D E U T S C H E
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Company
Stockholders’
Results
equity
FY
capital Dec.31,2001
2001
Subscribed
Capital
%
€ ’000
€ ’000
€ ’000
Hamburg 1)
100.00
400
114
-286
Hamburg 1)
100.00
3,200
3,004
-196
Hamburg 1)
Hamburg 1)
65.00
90.00
500
800
-559
800
-1,059
158
Hamburg 1)
100.00
8,100
8,077
-23
Hamburg 1)
Hamburg 1)
Hamburg
Hamburg 1)
Hamburg
Hamburg
100.00
100.00
100.00
100.00
100.00
100.00
150
1,600
25
50
500
500
12,933
950
17
-1,020
509
1,341
-48
-650
-8
-1,070
9
791
Hamburg 1)
Hamburg 1)
Hamburg 1)
Hamburg 1)
100.00
100.00
100.00
100.00
1,000
800
1,200
800
320
776
1,200
741
-680
-24
92
-59
Hamburg 1)
100.00
60
43
-17
Hamburg 1)
100.00
500
50
28
Hamburg 1)
Hamburg 1)
Hamburg 1)
Hamburg
Hamburg
Hamburg
Hamburg
Hamburg
100.00
100.00
100.00
70.00
100.00
100.00
100.00
100.00
500
4,100
100
30
26
25
500
30
497
3,978
-54
30
26
26
476
26
-3
-122
-154
437
176
1
-74
-4
Reg’d office
DREAG Objekt Saarbrücken, Hafenstrasse GmbH & Co. KG
Hackesche Höfe GmbH & Co. KG
Prinzregentenstrasse GmbH & Co. KG
DREAG Objekt Norderstedt, Kohfurth GmbH & Co. KG
Alois-Steinecker-Strasse GmbH & Co. KG
DREAG Objekte Hamburg,
Vierundzwanzigste GmbH & Co. KG
DREAG Objekt Stuttgart, Friedrichstrasse GmbH & Co. KG
DREAG Objekt Dresden GmbH
Deutsche Real Estate Service GmbH & Co. KG
Achte TAXXUS Real Estate Aktiengesellschaft
Deutsche Shopping Aktiengesellschaft
Westerbachstrasse GmbH & Co. KG
DREAG Objekt Berlin, Krausenstrasse GmbH & Co. KG
DREAG Objekt Dietzenbach II GmbH & Co. KG
DREAG Objekt Goslar, Im Schleeke GmbH & Co. KG
Sechsundfünfzigste GmbH & Co. KG
Beindersheimer Strasse GmbH & Co. KG
Maria-Probst-Strasse GmbH & Co. KG
DREAG Objekt Berlin, Kurfürstendamm GmbH & Co. KG
DREAG Objekt Hamburg, Sechzigste GmbH & Co. KG
Verwaltungsgesellschaft DREAG München Oberanger mbH
Zweite Verwaltungsgesellschaft DREAG Neu-Isenburg mbH
Verwaltungsgesellschaft Heide Grund mbH
DREAG Wohnen Aktiengesellschaft
Fünfte Verwaltungsgesellschaft DREAG mbH
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INVESTMENT HOLDINGS
Company
Stockholders’
Results
equity
FY
capital Dec.31,2001
2001
Subscribed
Capital
%
€ ’000
€ ’000
€ ’000
Hamburg 2)
Berlin
100.00
94.00
0
26
0
0
0
-655
Hamburg 1)
Hamburg 1)
100.00
100.00
650
50
399
-133
-251
-183
Hamburg 1)
100.00
50
45
-5
Hamburg 1)
94.00
50
3
-47
Hamburg 1)
Hamburg 1)
100.00
90.00
50
1,000
44
831
-6
-169
Hamburg 1)
Hamburg 1)
100.00
100.00
50
50
46
46
-4
-4
Hamburg 1)
100.00
50
47
-3
Hamburg 1)
100.00
50
47
-3
Hamburg 1)
100.00
50
48
-2
Hamburg 1)
100.00
50
43
-7
Hamburg 1)
100.00
50
48
-2
Hamburg 1)
100.00
50
48
-2
Hamburg 1)
100.00
50
48
-2
Hamburg 1)
100.00
50
48
-2
Hamburg 1)
Hamburg 1)
100.00
100.00
50
50
48
48
-2
-2
Reg’d office
Sechste Verwaltungsgesellschaft DREAG mbH
K-Witt Kaufzentrum Wittenau GmbH
Potsdamer Strasse GmbH & Co. KG
DREAG Objekt Berlin, Reichpietschufer GmbH & Co. KG
Fünfundsechzigste GmbH & Co. KG
Sechsundsechzigste GmbH & Co. KG
Siebenundsechzigste GmbH & Co. KG
DREAG Objekt Lübeck, Lohmühlencenter GmbH & Co. KG
Neunundsechzigste GmbH & Co. KG
DREAG Objekte Hamburg, Siebzigste GmbH & Co. KG
Einundsiebzigste GmbH & Co. KG
Zweiundsiebzigste GmbH & Co. KG
Dreiundsiebzigste GmbH & Co. KG
Vierundsiebzigste GmbH & Co. KG
Fünfundsiebzigste GmbH & Co. KG
Sechsundsiebzigste GmbH & Co. KG
Siebenundsiebzigste GmbH & Co. KG
Achtundsiebzigste GmbH & Co. KG
Neunundsiebzigste GmbH & Co. KG
DREAG Objekte Hamburg, Achtzigste GmbH & Co. KG
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D E U T S C H E
R E A L
E S T A T E
Company
Stockholders’
Results
equity
FY
capital Dec.31,2001
2001
Subscribed
Capital
%
€ ’000
€ ’000
€ ’000
Hamburg
Hamburg 1)
100.00
100.00
25
500
19
429
-6
-71
Hamburg 1)
80.00
100
100
1.674
Hamburg 1)
98.20
1,500
1,804
304
Hamburg
80.00
50
-70
-120
Hamburg
100.00
25
32
7
Hamburg 1)
Hamburg 1)
100.00
100.00
250
1,000
193
959
-57
-41
Hamburg 1)
Hamburg 1)
Hamburg 1)
Hamburg 1)
Hamburg 1)
100.00
100.00
100.00
100.00
100.00
700
500
200
450
260
697
500
200
450
260
-3
11
168
87
100
Hamburg 1)
100.00
500
407
-93
Reg’d office
b) Subsidiaries owned indirectly through
Verwaltungsgesellschaft DREAG Dresden, Narrenhäusl mbH
DREAG Objekt Dresden, Narrenhäusl GmbH & Co. KG
c) Subsidiary owned indirectly through
Zweite Verwaltungsgesellschaft DREAG Neu-Isenburg mbH
DREAG Objekt Neu-Isenburg II GmbH & Co. KG
d) Subsidiary owned indirectly through
Zweite Verwaltungsgesellschaft DREAG München Oberanger mbH
DREAG Objekt München, Oberanger GmbH & Co. KG
e) Subsidiary owned indirectly through
Fünfte Verwaltungsgesellschaft DREAG mbH
DREAG Objekt Neu-Isenburg III GmbH & Co. KG
f) Subsidiaries owned indirectly through
Deutsche Shopping Aktiengesellschaft
Verwaltungsgesellschaft Deutsche Shopping mbH
DREAG Objekt Bremerhaven,
An der Mühle GmbH & Co. KG
DREAG Objekt Worms, Am Ochsenplatz GmbH & Co. KG
DREAG Objekt Giessen-Linden,
Robert-Bosch-Strasse GmbH & Co. KG
DREAG Objekt Berlin, Wittenauer Strasse GmbH & Co. KG
DREAG Objekt Berlin, Wiesenweg GmbH & Co. KG
DREAG Objekt Köln, Bernkasteler Strasse GmbH & Co. KG
DREAG Objekt Düsseldorf, Ulmenstrasse GmbH & Co. KG
DREAG Objekt Bottrop,
Friedrich-Ebert-Strasse GmbH & Co. KG
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E S T A T E
INVESTMENT HOLDINGS
Company
Stockholders’
Results
equity
FY
capital Dec.31,2001
2001
Subscribed
Capital
%
€ ’000
€ ’000
€ ’000
Hamburg 1)
Hamburg 1)
Hamburg 1)
100.00
100.00
100.00
200
200
1,000
200
200
1,000
48
77
389
Hamburg 1)
100.00
600
600
242
Hamburg 1)
Hamburg 1)
Hamburg 1)
100.00
100.00
100.00
800
800
650
800
800
556
121
153
-94
Hamburg 1)
Hamburg 1)
100.00
90.00
350
0
-882
-3,162
-1,232
43
Hamburg 1)
94.00
0
-2,790
480
Hamburg 1)
Hamburg
95.00
100.00
0
26
632
-180
-23
-212
Reg’d office
DREAG Objekt Bremen,
Vegesacker Heerstrasse GmbH & Co. KG
DREAG Objekt Düren, Bahnstrasse GmbH & Co. KG
DREAG Objekt Berlin, Teilestrasse GmbH & Co. KG
DREAG Objekt Engelsdorf,
Riesaer Strasse GmbH & Co. KG
Kesselsdorfer Strasse GmbH & Co. KG
DREAG Objekt Berlin, Idunastrasse GmbH & Co. KG
DREAG Objekt Halle, Brauhausstrasse GmbH & Co. KG
DREAG Objekt Augsburg,
Bürgermeister-Fischer-Strasse GmbH & Co. KG
GbR Augsburg, Bürgermeister-Fischer-Strasse
g) Subsidiary owned indirectly through
DREAG Objekt Freising, Alois-Steinecker-Strasse GmbH & Co. KG
GbR Freising, Alois-Steinecker-Strasse
h) Subsidiaries owned indirectly through
DREAG Objekte Hamburg, Vierundzwanzigste GmbH & Co. KG
GbR Stuttgart, Lehmfeldstrasse
Verwaltungsgesellschaft DREAG mbH
| 70|
D E U T S C H E
R E A L
E S T A T E
Company
Stockholders’
Results
equity
FY
capital Dec.31,2001
2001
Subscribed
Capital
%
€ ’000
€ ’000
€ ’000
Hamburg
Hamburg
Hamburg
Hamburg
Hamburg
Berlin
Hamburg
Hamburg
Hamburg 2)
Hamburg
Berlin 3)
Berlin 3)
Berlin 2)
Berlin
Heidelberg
Berlin
50.00
40.00
49.00
43.75
44.91
25.00
26.00
49.00
32.00
49.00
47.00
47.00
33.33
25.00
40.00
45.00
26
9,100
1,000
0
14,037
800
81,807
1,790
64
10,342
1,696
-1,190
-18,637
776
731
313
5
-129
-757
-39
-1,660
-17
-2,137
-49
51
0
51
-923
9,836
-477
-154
-1,849
-528
4,967
2,526
645
-7,719
2,526
298
0
114
-347
Duisburg 2)
70.07
Reg’d office
2. Associated companies
Verwaltungsgesellschaft Hackesche Höfe Berlin GmbH
GfG-Beteiligungsgesellschaft mbH
Technologiepark Heidelberg II GmbH & Co. KG
GbR Heidelberg, Mannheimer Strasse
GbR Hackesche Höfe, Berlin
Krausenstrasse 8 Berlin GbR
58. Hanseatische Grundbesitz GmbH & Co. KG
Technologiepark Heidelberg I GmbH & Co. KG
XENDA Vermögensverwaltungsgesellschaft mbH
Sechzehnte DWI Grundbesitz GmbH
Carreé Seestrasse GbR
Forum Seestrasse Grundstücksgesellschaft mbH
WDT Real Estate GmbH
BGB HHD Büro-Center Lützowplatz
GbR Köln-Gremberghoven
Grundstücksgesellschaft Taubenstrasse 19
3. Companies not included in the consolidated financial statements
BAKOLA Miteigentumsfonds I Objekt Duisburg-Averdunk
| 71|
D E U T S C H E
R E A L
E S T A T E
CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 2001
ASSETS
Notes
Fixed assets
2001
2000
€ ’000
€ ’000
1,576
9
10
6
1,585
16
427,070
473
48,818
359,055
4
5,143
476,361
364,202
4,898
5,220
271
10,389
4,898
2,744
271
7,913
488,335
372,131
7
0
8,414
1,314
11,113
3,216
22,771
1,794
108
6,058
27,007
159
3,631
31,571
48,524
323
75,538
31,895
5,719
5,976
13
155
569,605
410,156
1
1. Franchises, trademarks, patents, licenses and
similar rights and licenses to such rights
2. Goodwill
II. Tangible assets
1. Land and buildings, leasehold rights and buildings,
including buildings on third-party land
2. Other equipment, operational and office equipment
3. Advance payments and assets under construction
1. Shares in affiliated companies
2. Shares in associated companies
3. Investments
Current assets
I. Inventories
II. Receivables and other current assets
1. Trade receivables
2. Receivables from affiliated companies
3. Receivables from associated companies
4. Receivables from other companies
5. Other assets
2
III. Cash, postal giro balances, credit balances at bank
Deferred charges and prepaid expenses
Deferred taxation
| 72|
D E U T S C H E
R E A L
E S T A T E
LIABILITIES AND STOCKHOLDERS’ EQUITY
2001
2000
Notes
€ ’000
€ ’000
3
18,480
18,897
4
79,625
79,208
852
4,894
852
4,894
(6,466)
(2,192)
466
369
(839)
746
97,012
102,774
6
549
566
7
1,874
2,663
942
773
7,416
3,428
10,781
7,430
417,316
280,667
16,189
2,699
109
0
9,799
187
497
266
17,875
16,044
461,785
299,863
27
89
569,605
410,156
I. Subscribed capital
II. Capital reserve
III. Revenue reserve
1. Legal reserve
2. Other retained earnings
5
IV. Consolidated profit/loss
V. Difference arising from capital consolidation
VI. Minority interests
Accruals
I. Accruals for pensions and similar obligations
II. Tax accruals
III. Deferred taxation
IV. Other accruals
8
Liabilities
9
I. Liabilities to banks
II. Trade payables
III. Payables to affiliated companies
IV. Payables to associated companies
V. Payables to other companies in which
an interest is held
VI. Other liabilities
of which taxes: €7,932,000 (previous year: €1,355,000)
of which relating to social security and similar obligations: €22,000 (previous year: €2,000)
Deferred items
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D E U T S C H E
R E A L
E S T A T E
CONSOLIDATED PROFIT AND LOSS ACCOUNT
FOR THE YEAR FROM JANUARY 1 TO DECEMBER 31, 2001
2001
2000
Notes
€ ’000
€ ’000
1. Sales
1
32,448
24,479
2
14,638
8,468
a) Wages and salaries
b) Social security and pension contributions
2,371
104
1,565
89
4. Depreciation of tangible and intangible fixed assets
5,462
3,375
of which: unscheduled depreciation €1,955,000 (previous year: 0)
3
15,723
11,038
4
378
308
26
1,149
1,158
686
550
0
21,082
15,243
3,356
3,780
12. Taxes on income
998
674
13. Deferred taxation
311
618
14. Other taxes
921
645
1,126
1,843
(7,567)
(3,085)
0
(50)
18. Minority interests
(25)
(900)
19. Proceeds from capital stock decrease
417
0
(417)
0
(6,466)
(2,192)
of which from affiliated companies: €280,000 (previous year: €295,000)
7. Income from associated companies
of which from affiliated companies: €480,000 (previous year: €174,000)
9. Depreciation of financial assets
of which to affiliated companies: €0 (previous year: €1,187,000)
11. Results from ordinary activities
15. Consolidated profit for the year
16. Profit/loss brought forward
17. Transfer to legal reserve
20. Transfer to reserve pursuant to regulations
on simplified capital stock decrease
21. Consolidated profit/loss
| 74|
D E U T S C H E
R E A L
E S T A T E
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
I.
GENERAL INFORMATION
The consolidated financial statements for fiscal year 2001 have been prepared in accordance with the requirements of the German Commercial Code and German Corporation law. The consolidated financial statements
as of December 31, 2001 are presented in Euro for the first time. Figures for the previous year have been
converted to Euro to facilitate comparison.
II.
COMPANIES INCLUDED IN THE CONSOLIDATION
The consolidated financial statements include the financial statements of the holding company Deutsche
Real Estate Aktiengesellschaft of Bremerhaven and those of its direct and indirect subsidiaries in which an
interest of more than 50% is held. The number of subsidiary companies included in the consolidation rose
from 70 last year to 91. The newly included companies are new companies formed during the year 2001 and
K-Witt Kaufzentrum Wittenau GmbH, Berlin. The acquisition of K-Witt Kaufzentrum Wittenau GmbH
did not affect the profit and loss account for 2001 because it was only consolidated on December 31, 2001.
The main effects of the inclusion of K-Witt Kaufzentrum Wittenau GmbH was on the items “Consolidated
fixed assets” and “Liabilities to banks”. The newly formed companies had no effect on the consolidated financial
statements.
The 70.07% holding in BAKOLA Miteigentumsfonds I Objekt Duisburg-Averdunk was not included in the
consolidation. This company is of negligible significance for forming a true picture of the assets and financial
and earnings situation of the group as a whole.
The investment in DREAG Objekt Neu-Isenburg, Dornhofstrasse GmbH & Co. KG was disposed of during
the fiscal year under review. The final consolidation was made as of January 1, 2001.
We refer to the schedule of investment holdings on pages 66 to 71 which lists details of subsidiaries within
the meaning of Section 290 of the German Commercial Code which are also affiliated companies within the
meaning of Section 271, paragraph 2 of the German Commercial Code.
The group also owns interests in associated companies as defined in Section 311 of the German Commercial
Code.
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D E U T S C H E
R E A L
E S T A T E
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
III.
METHODS USED IN THE CONSOLIDATION
The consolidated financial statements contain the financial statements of all the companies included in the
consolidation as of the same closing date. The book value method was used for the capital consolidation, the
acquisition costs being offset against the group’s share in the subscribed capital of the subsidiary companies at
the time of first consolidation (date of acquisition). Positive differences resulting from the capital consolidation are shown on the assets side of the balance sheet for those financial assets where current value exceeds
book value. Any residual differences are shown as goodwill.
Negative differences are shown as a separate item on the liabilities side.
An adjustment item covering the shares of other stockholders in the consolidated companies is shown
separately.
The equity method was used to value interests in associated companies as defined in Section 311 of the
German Commercial Code. The amount of the purchase price (book value) exceeding the group’s share in
the equity of associated companies is included under the item “Land and buildings, leasehold rights and
buildings, including buildings on third-party land”.
Inter-group receivables and payables have been netted.
Inter-group income has been netted against the corresponding expense items.
Profits on inter-group disposals of real estate have been eliminated. Tax deferrals have been created in
accordance with Section 306 of the German Commercial Code.
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D E U T S C H E
R E A L
E S T A T E
IV.
ACCOUNTING AND VALUATION PRINCIPLES USED IN THE CONSOLIDATION
The same accounting and valuation principles are uniformly applied throughout the Group.
Intangible fixed assets are shown at acquisition cost less scheduled depreciation. The difference on capital
consolidation shown as goodwill is written down over 15 years.
Tangible fixed assets are capitalized at acquisition cost. Buildings are written down progressively over a
40-year period. If the straight-line method had been used, the depreciation charge would have been higher.
Other tangible fixed assets are depreciated by the straight-line method over their anticipated useful life.
Low-value items are written off in the year of acquisition.
Financial assets are shown at the lower of acquisition cost or value at closing date.
Receivables and other assets are shown at nominal value or value at closing date, which ever is the lowest.
Actuarial principles were used to calculate accruals for pensions by the discounted present value method.
Other accruals have been made in amounts based on customary business judgment to cover all risks
discernible at the closing date.
Liabilities are shown at the amounts payable. Amounts payable denominated in foreign currencies have
been translated at the higher of the rate applying on the day of the transaction or the rate at closing date.
Contrary to the last year’s procedure, liabilities to Roland Ernst are shown as trade payables (last year under
“Other liabilities”).
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D E U T S C H E
R E A L
E S T A T E
V. NOTES TO THE CONSOLIDATED BALANCE SHEET
1. Fixed assets
Jan. 1,
2001
Additions
from first
Additions consolidation
Reclassification
Disposals
€ ’000
€ ’000
€ ’000
€ ’000
€ ’000
16
1,599
0
0
0
7
4
0
0
0
23
1,603
0
0
0
375,062
95,617
15,143
2,606
37,456
6
491
0
0
0
5,143
60,960
0
(2,893)
14,320
380,211
157,068
15,143
(287)
51,776
Shares in affiliated companies
4,898
0
0
0
0
Shares in associated companies
2,744
2,739
0
287
0
271
0
0
0
0
7,913
2,739
0
287
0
388,147
161,410
15,143
0
51,776
Franchises, trademarks, patents, licenses and
similar rights and licenses to such rights
Goodwill
II. Tangible assets
Land and buildings, leasehold rights and buildings,
including buildings on third-party land
Other equipment, operational and office equipment
Advance payments and assets under construction
Investments
| 78|
D E U T S C H E
R E A L
E S T A T E
Additions
from first
Additions consolidation
Dec. 31,
2001
Jan. 1,
2001
€ ’000
€ ’000
€ ’000
1,615
7
32
0
11
1
1
0
1,626
8
33
0
450,972
16,007
5,335
497
2
48,890
NET BOOK VALUE
Disposals
Write-ups
Dec. 31,
2001
Dec. 31,
2001
Dec. 31,
2000
€ ’000
€ ’000
€ ’000
€ ’000
€ ’000
0
0
39
1,576
9
0
0
2
9
6
0
0
41
1,585
15
2,844
281
3
23,902
427,070
359,055
22
0
0
0
24
473
4
0
72
0
0
0
72
48,818
5,143
500,359
16,009
5,429
2,844
281
3
23,998
476,361
364,202
4,898
0
0
0
0
0
0
4,898
4,898
5,770
0
550
0
0
0
550
5,220
2,744
271
0
0
0
0
0
0
271
271
10,939
0
550
0
0
0
550
10,389
7,913
512,924
16,017
6,012
2,844
281
3
24,589
488,335
372,130
€ ’000
| 79|
D E U T S C H E
R E A L
E S T A T E
2. Receivables and other current assets
All receivables and other current assets fall due for payment within one year. The main items included under
“Other current assets” are tax refund claims of €4,252,000 and outstanding loans granted of €1,146,000.
3. Subscribed capital
The corporation’s capital stock was decreased by €417,000 from €18,897,000 to €18,480,000 at the
Annual General Meeting on May 17, 2001 by the simplified procedure. It is subdivided into 18,480,000
no par value bearer shares.
The Annual General Meeting on May 17, 2001 approved the following amendment to the Corporation’s
Articles of Incorporation relating to the capital stock:
capital stock against subscriptions in cash or in cash and kind by one or more issues of new no par value
bearer shares up to a maximum total value of €4,620,000 (authorized capital stock) between now and
April 13, 2004.
up to a maximum total value of €4,620,000 (authorized capital stock) between now and May 17, 2006
(authorized capital stock II).
subject to Supervisory Board consent, to exclude stockholders’ legal preemptive rights to subscribe to authorized capital stock in cases where this may become necessary to avoid fractional shares or to enable the corporation to grant holders of option rights (i.e. of stock options or convertible bonds) to exercise those preemptive rights which they would be entitled to exercise as stockholders. The Management Board is also in all
cases empowered, subject to Supervisory Board consent, to exclude stockholders’ legal preemptive rights to
subscribe to capital increases in the form of one or more issues of authorized capital stock in cases where the
nominal value of the capital stock increase does not exceed 10% of the capital stock registered in the Commercial Register at the time of first use of the authorized capital stock and where the price of the newly
issued shares is not substantially lower than the quoted prices of the shares already being traded on the stock
exchange on the date on which the issue price is finally agreed. The authorization contained in the fourth
| 80|
D E U T S C H E
R E A L
E S T A T E
sentence shall not apply in cases where the simplified provisions for exclusion of preemptive rights pursuant
to the fourth sentence of paragraph 3 of Section 186 of the German Corporation Act are invoked for an
authorization to sell a stockholder’s own shares privately.
In cases where preemptive rights are not excluded at the time of a capital stock increase within the limits of
the authorized capital stock, the Management Board can, subject to Supervisory Board consent, permit third
parties to acquire new shares against subscriptions in cash or in kind and inform stockholders that they
should not exercise their preemptive rights. The value of a subscription in kind must be determined by a
qualified independent appraiser using recognized valuation methods.
capital stock increase and its enactment. The Supervisory Board is empowered to amend Clause 4 of the
Articles of Incorporation according to the use of the authorized capital stock and after expiry of the deadline
of the authorization.
The subscribed capital can also be increased by a nominal amount of up to €770,000, subdivided into
770,000 no par value bearer shares. This is a conditional capital stock increase which will only take place to
the extent that the holders of stock options issued in accordance with the stockholders’ resolution at the
Annual General Meeting on April 13, 1999 actually exercise these options.
Options on a total of 431,100 shares had been granted to directors and employees of affiliated companies as
balance sheet date.
A resolution approved by the Annual General Meeting on August 31, 2000 authorizes Deutsche Real Estate
Aktiengesellschaft to acquire its own shares up to an amount of 10% of the registered share capital. This
authorization became effective as from October 1, 2000 and will remain so until March 30, 2002.
4. Capital reserve
The following changes had occurred in the capital reserve as at the closing date:
€ ’000
Status as of January 1, 2001
Transfer from capital stock decrease
Status as of December 31, 2001
79,208
417
79,625
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D E U T S C H E
R E A L
E S T A T E
5. Revenue reserve
The revenue reserve consists of reserves of €5,645,000 in the holding company and reserves of €101,000
formed in the subsidiaries during their period of membership of the group.
6. Accruals for pensions and similar obligations
Actuarial principles were used to calculate accruals for pensions and assume a 6% return on capital. They
relate to pension obligations for a former executive director.
7. Tax accruals
Accruals for deferred taxation have been created in the financial statements of Deutsche Real Estate Aktiengesellschaft and Deutsche Shopping Aktiengesellschaft and included without adjustment in the consolidated
financial statements.
Most of the accruals for deferred taxation have been calculated from the differences between investment
income from the partnership subsidiaries and the lower amount of taxable profit on which Deutsche Real
Estate AG is assessed. The differences between the amounts shown for investment income from the subsidiaries in the commercial balance sheet and in the tax balance sheet result from the fact that the real estate
owned by the subsidiaries is subject to progressive depreciation in the former and straight-line depreciation of
4% per annum in the latter. A Corporation Tax rate of 25% and Solidarity Surcharge rate of 5.5% were used
to calculate the amount of the accrual for deferred taxation.
8. Other accruals
The main items under “Other accruals” are accounts payable for construction work (€1,506,000), outstanding accounts payable (€1,500,000) and accruals for maintenance (€818,000).
| 82|
D E U T S C H E
R E A L
E S T A T E
9. Liabilities
Total
Liabilities to banks
Trade payables
Payables to affiliated companies
Payables to associated companies
Payables to other companies in which
the group owns an interest
Other liabilities
Of which
due due within
due in
within
one and more than
one year
five years
five years
€ ’000
€ ’000
€ ’000
€ ’000
417,316
16,189
109
9,799
110,817
16,189
109
1,824
61,125
0
0
7,975
245,374
0
0
0
497
17,875
497
17,875
0
0
0
0
461,785
147,311
69,100
245,374
The liabilities to banks are secured by charges on real estate totaling €404,597,000. Declarations of assignment of rental and leasing income have also been issued.
First consolidation of K-Witt Kaufzentrum Wittenau GmbH, Berlin brought a total increase of
€14,130,000 in the item “Liabilities to banks”.
| 83|
D E U T S C H E
R E A L
E S T A T E
VI.
NOTES TO THE CONSOLIDATED PROFIT AND LOSS ACCOUNT
1. Sales turnover
The sales turnover of €32,448,000 comes primarily from rental income.
This item relates mainly to income of €14,112,000 from the sale of real estate. The properties at Oberanger
in Munich and Neu-Isenburg I and II were sold during the fiscal year under review.
This item relates mainly to expenditure on real estate assets (€5,341,000), write-down of receivables
(€404,000), costs of asset management (€1,914,000), losses on foreign exchange (€1,113,000) and cost of
professional advice (€1,054,000).
Income from investments comes mainly from the share of profits from the year 2001 results of BAKOLA
Miteigentumsfonds 1 Objekt Duisburg-Averdunk.
VII.
MARKET SEGMENT REPORT
The Group can be subdivided into two sectors corresponding to its legal structure:
Commercial real estate scheduled for mixed use (retail and office space),
Shopping (retail).
.
.
The sale of 94% of the investment in DREAG Objekte Nordenham GmbH & Co. KG by Deutsche Real
Estate AG in the year 2000 more or less eliminated the former residential segment, which consequently no
longer appears in the market segment report.
| 84|
D E U T S C H E
R E A L
E S T A T E
Mixed
commercial
use
Shopping
Residential
€ ’000
€ ’000
€ ’000
€ ’000
Fixed assets
368,238
120,597
0
(previous year:
257,548
115,522
61
114,087
6,897
70,203
6,486
482,325
127,494
327,751
122,008
€ ’000
of which shares in
affiliated companies
4,898
(previous year:
4,899)
of which shares in
associated companies
5,220
(previous year:
2,744)
of which other financial assets
271
(previous year:
271)
Current assets and deferred items
(previous year:
(previous year:
Consolidated
accounting
Total
items
Total
€ ’000
€ ’000
488,835
(500)
488,335
373,131
(1,000)
372,131)
0
120,984
(39,714)
81,270
2,733
79,422
(41,397)
38,025)
0
609,819
(40,214)
569,605
2,794
452,553
(42,397)
410,156)
99,217
-914
0
98,303
(1,291)
97,012
(previous year:
104,791
(1,010)
1,570
105,351
(2,577)
102,774)
9,372
1,409
0
10,781
0
10,781
4,465
2,472
493
7,430
0
7,430)
373,736
126,999
0
500,735
(38,923)
461,812
218,493
120,456
732
339,771
(39,819)
299,952)
482,325
127,494
0
609,819
(40,214)
569,605
327,749
122,008
2,795
452,552
(42,396)
410,156)
Accruals
(previous year:
Liabilities and deferred items
(previous year:
(previous year:
| 85|
D E U T S C H E
R E A L
E S T A T E
Sales
(previous year:
Other income
(previous year:
Personnel expenses
Mixed
commercial
use
Consolidated
accounting
Total
items
Shopping
Residential
€ ’000
€ ’000
€ ’000
€ ’000
€ ’000
€ ’000
22,344
10,104
0
32,448
0
32,448
15,214
9,266
0
24,480
0
24,480)
14,632
5
0
14,637
1
14,638
6,115
581
1,773
8,469
(2)
8,467)
Total
2,475
0
0
2,475
0
2,475
(previous year:
1,654
0
0
1,654
0
1,654)
Depreciation
4,322
1,140
0
5,462
0
5,462
(previous year:
1,536
1,839
0
3,375
0
3,375)
13,990
1,733
0
15,723
0
15,723
8,159
2,861
21
11,041
(3)
11,038)
1,169
0
0
1,169
(791)
378
2,561
0
0
2,561
(2,252)
309)
Other expenses
(previous year:
Income from investments
(previous year:
Income from associated companies
26
0
0
26
0
26
1,149
0
0
1,149
0
1,149)
2,771
317
0
3,088
(1,930)
1,158
2,261
178
6
2,445
(1,760)
685)
550
0
0
550
0
550
0
0
0
0
0
0)
16,538
6,474
0
23,012
(1,930)
21,082
(previous year:
11,054
5,919
30
17,003
(1,760)
15,243)
Profit on ordinary activities
3,067
1,079
0
4,146
(790)
3,356
3,897
(594)
1,728
6,031
(2,251)
3,780)
1,806
424
0
2,230
0
2,230
1,584
542
486
2,612
(675)
1,937)
(previous year:
Interest income
(previous year:
Depreciation of financial assets
(previous year:
Interest charges
(previous year:
Taxation
(previous year:
Consolidated profit (loss) for the year
(previous year:
1,261
655
0
1,916
(790)
1,126
3,313
(1,136)
1,242
3,419
(1,576)
1,843)
Investments during fiscal year 2001 totaled €170,287,000 in the mixed use segment and €6,266,000 in the
shopping sector.
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VIII.
CASH FLOW STATEMENT
Dec. 31, 2001
Dec. 31, 2000
€ ’000
€ ’000
1,126
6,012
(17)
(3)
(14,113)
3,368
4,956
25,210
1,843
3,375
22
0
(5,620)
4,431
(27,061)
(60,090)
26,539
(83,100)
+ Proceeds from disposal of fixed assets
./. Payments for investments in fixed assets
65,609
(173,709)
29,348
(123,056)
= Cash flow from investment activities
(108,100)
(93,708)
0
(5,375)
136,649
(1,609)
97
36,960
(4,016)
137,424
(163)
369
129,762
170,574
Changes in liquid funds affecting payments
+ Available funds at starting date
48,201
323
(6,234)
6,557
= Available funds at closing date
48,524
323
+
./.
./.
./.
+
+
./.
Consolidated profit for the year
Depreciation
Decrease in long-term accruals
Additions to fixed assets
Profit on disposal of fixed assets
Increase in short- and medium-term accruals
Decrease in trade receivables and other assets
Increase in trade payables and other liabilities
= Cash flow on current operations
+
./.
+
./.
+
Proceeds from capital increases and stockholders’ contributions
Dividend distributions to stockholders
Net receipts from loans taken up
Minority interests
Differences from capital consolidation
= Cash flow from financing activities
The net liquid funds are equivalent to the item “Cash and credit balances at bank”.
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Sale of the properties at Oberanger in Munich and Neu-Isenburg I and II yielded proceeds of €14,113,000.
The item “Liabilities” of €336,000 includes the purchase price not yet charged for K-Witt Kaufzentrum
Wittenau GmbH, Berlin.
IX.
CONTINGENT LIABILITIES AND FINANCIAL COMMITMENTS
The corporation signed undertakings to the Bayerische Landesbank of Munich on December 21, 1999 relating to the granting of loans totaling €76,693,000 to the wholly owned subsidiaries of Deutsche Shopping
Aktiengesellschaft for the acquisition of the Stinnes DIY markets.
The corporation and Deutsche Shopping Aktiengesellschaft are liable jointly and severally to the Bayerische
Landesbank and gave the following undertakings to the bank which remain valid for the period during
which the loans remain outstanding
.
.
to provide the debtor companies with sufficient funds to enable them to meet their obligations under the
through liquidation of the debtor companies including any losses incurred as a result of their insolvency.
The corporation has issued letters of comfort in the nominal amounts of the loans granted to the banks
which have granted loans for financing the individual properties. The value of these outstanding loans
totaled €115,806,000 as of December 31, 2001.
Other financial obligations arise from an interest swap agreement signed on July 1, 1999 under which the
corporation undertook to pay interest at a rate of 4.93% per annum during the period from December 1,
1999 to December 1, 2004 on an amount declining successively from €61,355,000 on December 1, 1999
to €53,031,000 on December 1, 2004. In return, the corporation receives interest on the relevant amount at
the 1-month EURIBOR rate plus 0.5%. This agreement serves as a hedge against the interest risk on the
loans granted to the subsidiaries of Deutsche Shopping Aktiengesellschaft.
The corporation has also given the following undertaking to the DZ Bank AG Deutsche Zentral Genossenschaftsbank of Hamburg relating to a loan granted to DREAG Objekt Neu-Isenburg II GmbH & Co. KG
of Hamburg:
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Deutsche Real Estate Aktiengesellschaft hereby gives an undertaking to the DZ Bank AG Deutsche Zentral
Genossenschaftsbank of Hamburg relating to loans granted to the debtor company by DZ Bank AG
Deutsche Zentral Genossenschaftsbank
.
.
.
not to change, cancel or withdraw its interest in the debtor company or take action to liquidate the debtor
company without the prior written consent of the DZ Bank AG Deutsche Zentral Genossenschaftsbank of
Hamburg;
to provide the debtor company with sufficient funds to enable them to meet their obligations under the
through liquidation of the debtor companies including any losses incurred as a result of their insolvency
during the period in which the loans remain outstanding.
The undertakings given by Deutsche Real Estate Aktiengesellschaft of Bremerhaven will remain unchanged
for the duration of any subsequent extensions of the loans granted to the debtor company by the DZ Bank AG
Deutsche Zentral Genossenschaftsbank of Hamburg even if consent to the extension of the loan has not
been received on the date when the loan agreement expires.
X.
OTHER INFORMATION
1. Ownership details and other legally required information
HBAG Real Estate Aktiengesellschaft of Hamburg owns a 56.56% majority interest in Deutsche Real Estate
Aktiengesellschaft. HBAG Real Estate Aktiengesellschaft produces an annual report and financial statements,
copies of which are deposited at Hamburg District Court. Deutsche Real Estate Aktiengesellschaft’s consolidated annual accounts are included therein.
In a letter dated December 11, 2000 the stockholder WCM Beteiligungs- und Grundbesitz-Aktiengesellschaft of Mönchengladbach informed us that it now owns only 24.8938% of the corporation’s shares and
that its voting rights had consequently fallen below the threshold of 25% as of December 8, 2000.
In 1999 the corporation was informed by both the Bayerische Landesbank and the Hamburgische Landesbank that they had each reached the threshold of 5% of the voting rights in our corporation.
Receivables from HBAG Real Estate Aktiengesellschaft of Hamburg totaled €3,000 as of balance sheet
closing date.
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2. Management Board
The following are members of the Management Board:
Busso von Alvensleben, Berlin, businessman
Marcus Hientzsch, Berlin (as of August 22, 2001), Immobilienökonom (ebs)
Dr. Rainer Behne, Hamburg (Chairman), (until June 30, 2001), businessman
Thomas Schwerdtfeger, Hanover (until November 1, 2001), businessman
The Supervisory Board directorships in other corporations held by members of the Management Board are
listed on page 97.
.
.
.
.
3. Supervisory Board
The following persons were members of the Supervisory Board during the fiscal year under review:
Dr. Rainer Behne (Chairman), Hamburg (as of July 26, 2001), businessman. Chairman of Management
Board of HBAG Real Estate AG and AGIV Real Estate AG
Dr. Günter Rexrodt (Chairman), Berlin (until June 30, 2001). Member of the Federal German
Parliament, ex-Federal German Minister of Economic Affairs
Peter Rieck (Deputy Chairman as of August 22, 2001), Hamburg. Deputy Chairman of Management
Board of Hamburgische Landesbank – Girozentrale –, Hamburg
Dr. Gerhard Niesslein (Deputy Chairman), Münster (until June 30, 2001). Chairman of Management
Board of De Te Immobilien und Service GmbH
Michael Doranth, Munich. Management Spokesman of LBI Landesbank Immobilien Division of
Bayerische Landesbank – Girozentrale –, Munich
Karl Ehlerding, Hamburg, Dipl.-Kaufmann (roughly Graduate in Business Studies)
Dr. Wolf Klinz, Königstein (as of July 26, 2001), Dipl.-Kaufmann (roughly Graduate in Business Studies).
Deputy Chairman of Management Board of AGIV Real Estate AG, President of Frankfurt am Main
Chamber of Commerce and Industry
Alexander Knapp Voith, St. Moritz, Switzerland, businessman
The Supervisory Board directorships in other corporations held by members of the Supervisory Board are
listed on pages 97 and 98.
.
.
.
.
.
.
.
.
4. Number of employees
The holding company had no employees during the fiscal year under review. The personnel expenses relate
mainly to remuneration paid to members of the Management Board. The parent company and the subsidiaries have signed contracts with other companies for the provision of asset management, facility management and other services.
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5. Remuneration paid to members of corporate bodies
The members of the Supervisory Board received remuneration totaling €130,000 during fiscal year 2001.
The members of the Management Board received remuneration totaling €1,715,000 during fiscal year 2001.
The Management Board was also granted stock options on 184,800 of the corporation’s no par value bearer
shares at a price of €9.00 per share. These can be exercised for 50% of the shares 3 years after granting of
the option and for the remainder 4 years after granting of the option. The options remain valid until June
30, 2009 and exercise is subject to the proviso that the quoted price of the share increases by not less than
10% per annum over the option price of €9.00 as from the date on which the options were granted.
Pension payments of €58,000 were made to a former Executive Director.
Marcus Hientzsch
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AUDITORS’ REPORT
We have audited the consolidated financial statements and the management report of the holding company
and the group of Deutsche Real Estate Aktiengesellschaft for the fiscal year from January 1 to December 31,
2001. The preparation of the consolidated financial statements and group management report in accordance
with German Commercial Law is the responsibility of the Corporation’s legal representatives. Our responsibility
is to express an opinion, based on our audit, on the consolidated financial statements and on the group management report.
We conducted our audit of the consolidated financial statements in accordance with Section 317 of the German Commercial Code (HGB) and in compliance with the generally accepted German standards for the audit
of financial statements issued by the German Institute of Auditors (Institut der Wirtschaftsprüfer, IDW).
Those standards require that we plan and perform the audit in such a way as to obtain reasonable assurance
that inaccuracies and violations are recognized which significantly affect the presentation of the net worth,
financial position and results of operations as conveyed by the consolidated financial statements, in compliance with generally accepted accounting principles and by the group management report. The scope of the
audit was planned taking into account our understanding of business operations, the Corporation’s economic
and legal environment, and any potential errors anticipated. In the course of the audit, the effectiveness of the
system of internal accounting controls was assessed, and the disclosures made in the consolidated financial
statements and the group management report were verified, mainly on a test basis. The audit also includes
assessment of the financial statements of the companies to be included in the consolidation, determination of
the companies to be included in the consolidation, the accounting and consolidation principles used and of
the significant estimates made by the legal representatives as well as evaluation of the overall presentation of
the consolidated financial statements and the group management report. We believe that our audit provides a
reasonable basis for our opinion.
Our audit gave no cause for reservations.
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In our opinion, the consolidated financial statements present a true and fair view of the group’s net worth,
financial position and results of operations in accordance with generally accepted accounting principles. In all
material respects the group management report correctly and accurately presents the situation of the group
and the risks to its future development.
Hamburg, March 4, 2002
KPMG Deutsche Treuhand-Gesellschaft
Aktiengesellschaft
Wirtschaftsprüfungsgesellschaft
Bagehorn
Auditor
Gajewski
Auditor
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SUPERVISORY BOARD REPORT
Further good progress was made in Deutsche Real Estate AG’s development as a real estate investment corporation practising active asset and portfolio management. The corporation’s market position has improved.
The objectives that the corporation set itself have all been attained. The real estate portfolio managed by
Deutsche Real Estate AG at the end of fiscal year 2001 was valued at just under €1 billion. It is planned to
continue enlargement of the portfolio at the same rate with the objective of reaching dimensions similar to
those of open-ended real estate investment funds.
The Supervisory Board has borne this strategic objective in mind in the performance of its legal and statutory
responsibilities during fiscal year 2001and has advised the Management Board and supervised its activities
accordingly. The members of the Supervisory Board have been kept regularly informed by the Management
Board, both verbally and in written reports, of the general business situation and of important individual
events and have, after due discussion with the Management Board, approved all necessary resolutions for the
corporation’s further development. The Chairman of the Supervisory Board has been in regular contact with
the Management Board.
Four Supervisory Board meetings were held: on March 1, May 17, September 10 and December 3, 2001
respectively. At these meetings the Supervisory Board discussed the financial situation and business activities
of Deutsche Real Estate AG and its subsidiaries, their general business progress and planned business policy
on matters ranging from investment and acquisition projects to the corporation’s strategic development. It
received from the Management Board in the form of written quarterly reports and verbal reports at the board
meetings details of real estate investments and acquisitions and of the financing arranged for these. The most
important single subjects discussed in this connection related to the acquisition of an undeveloped site on
which it is planned to construct an office building, and the acquisition of shares in four real estate companies
in a package deal involving a logistics center and three office complexes, all located in Berlin.
The Supervisory Board formed a Real Estate Committee at its meeting in September 2001. No other committees have been formed. Resolutions were approved at the Supervisory Board meetings or, in urgent cases,
by written procedures on all business transactions requiring the consent of the Supervisory Board or the Real
Estate Committee, either by law or under the Articles of Incorporation.
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Both the holding company’s and the consolidated financial statements as well as the management report of
the holding company and the group as at December 31, 2001 have been audited by KPMG Deutsche Treuhand-Gesellschaft Aktiengesellschaft Wirtschaftsprüfungsgesellschaft of Hamburg with reference to the corporation’s general accounts. The auditors have issued their report without reservations.
All documents relating to the financial statements including the Management Board’s report and recommendation on appropriation of profit and the auditors’ report for fiscal year 2001 were submitted to the Supervisory Board for detailed examination prior to the board meeting on March 5, 2002. These were discussed
with the Management Board in the auditor’s presence at this meeting. The Supervisory Board noted the
results of the audit with approval and recorded that its own examination of the documents had given rise to
no objections.
The Supervisory Board approved and adopted the financial statements for fiscal year 2001 compiled by the
Management Board for Deutsche Real Estate AG. The Supervisory Board concurs with the Management
Board’s proposal for appropriation of the profit for the year.
In compliance with Section 312 of the German Corporation Act (AktG) the Management Board has prepared a report on its relations with affiliated companies and has included the mandatory final statement in
its management report. The auditor, KPMG Deutsche Treuhand-Gesellschaft Aktiengesellschaft Wirtschaftsprüfungsgesellschaft of Hamburg, has examined this report and issued the following certificate:
“We have duly examined and assessed the report and hereby certify that:
(1) the information contained therein is correct,
(2) the payments made by the corporation in the transactions listed therein were not unduly high.”
On completion of its examination, the Supervisory Board hereby confirms that it has no objections to the
statement on relations with affiliated companies made by the Management Board at the end of its report.
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SUPERVISORY BOARD REPORT
The acquisition of AGIV by the parent company HBAG Real Estate AG has led to some changes in the governing bodies of Deutsche Real Estate AG. Dr. Günter Rexrodt resigned his chairmanship and Dr. Gerhard
Niesslein his membership of the Supervisory Board effective June 30, 2001. Dr. Rexrodt has been appointed
Chairman of the Supervisory Board of AGIV AG. Dr. Rainer Behne resigned his chairmanship of the Management Board of Deutsche Real Estate AG, also effective June 30, 2001. Dr. Behne and Dr. Wolf Klinz were
appointed members of the Deutsche Real Estate AG Supervisory Board by a resolution of the Bremerhaven
District Court dated July 26, 2001. The Supervisory Board elected Dr. Rainer Behne as its new Chairman in
a written resolution circulated to all members.
The corporation acquired the services of Marcus Hientzsch as a new member of the Management Board
effective August 22, 2001. Thomas Schwerdtfeger resigned his Management Board directorship effective
November 1, 2001.
Deutsche Real Estate AG’s head office was transferred from Hamburg to Berlin in August 2001.
The good results achieved during fiscal year 2001, involving a high level of portfolio investment and an
increase in profit for the year, were a joint effort. The Supervisory Board would like to express its thanks to
the members of the Deutsche Real Estate AG Management Board and also to the management and staff of
Deutsche Real Estate Service GmbH & Co. KG for their dedicated hard work.
Berlin, March 5, 2002
The Supervisory Board
Dr. Rainer Behne
Chairman
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OTHER DIRECTORSHIPS
MANAGEMENT BOARD
SUPERVISORY BOARD
Busso von Alvensleben occupies the following positions
in other Supervisory Boards:
● Achte TAXXUS Real Estate AG, Hamburg (Chairman)
● Benelux Real Estate AG, Hamburg (Chairman)
● Deutsche Shopping AG, Hamburg (Chairman)
● DRESTATE Wohnen AG, Hamburg (Chairman)
● España Real Estate AG, Hamburg (Chairman)
● France Real Estate AG, Hamburg (Chairman)
● TRANSATLANTICA Real Estate AG, Hamburg
● Tschechien Real Estate AG, Hamburg (Chairman)
Dr. Rainer Behne occupies the following positions in
other Supervisory Boards:
● ADLER Real Estate AG, Frankfurt am Main
(Chairman)
● german communications dbk AG, Hamburg
(Deputy Chairman)
● MüBau Münchner Baugesellschaft mbH,
Frankfurt am Main (Chairman)
● myLoc Real Estate & Technology AG, Hamburg
(Chairman)
● Nakupni Park LOTOS, a. s., Prague (Chairman)
● TRANSATLANTICA Real Estate AG, Hamburg
(Chairman)
Marcus Hientzsch holds no Supervisory Board directorships.
Dr. Günter Rexrodt is also a member of the
Supervisory Boards of:
● AWD AG, Hanover
● Berliner Effektengesellschaft AG, Berlin
● DTZ Zadelhoff Holding GmbH, Frankfurt am Main
● EuroRatings AG, Frankfurt am Main
● Factumedia AG, Berlin
● gecco.net AG, Berlin (Chairman)
● IhrPreis.de, Düsseldorf
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OTHER DIRECTORSHIPS
SUPERVISORY BOARD
Peter Rieck is also a member of the
● DEKA Immobilien Investment GmbH, Frankfurt am Main
● GEHAG Aktiengesellschaft, Berlin
(Deputy Chairman)
● HBAG Real Estate Aktiengesellschaft, Hamburg
● HGA Hamburgische Grundbesitz Beteiligungs AG, Hamburg
(Chairman)
● LEG Schleswig-Holstein Landesentwicklungsgesellschaft
mbH, Kiel
● pflegen & wohnen AöR, Hamburg
● Plus Vermögensverwaltung AG I. G., Hamburg
(Chairman)
● SaGeBau Sanierungs- und Gewerbebau-Aktiengesellschaft,
Berlin (Deputy Chairman)
● Sprinkenhof AG, Hamburg
Dr. Gerhard Niesslein is also a member of the
● Eintracht Frankfurt Fußball AG, Frankfurt am Main
● IVG Immobilien GmbH, Bonn (member of Advisory Board)
● IVG Service GmbH, Bonn (member of Advisory Board)
● TERCON Immobilien Projektentwicklungs-GmbH,
Munich (member of Advisory Board)
Michael Doranth is also a member of the
● Bayerische Grundvermögen AG, Munich (Chairman)
● DKB Immobilien AG, Berlin (Deputy Chairman)
● Realis AG Gesellschaft für Immobilien Asset-Management,
Munich
Karl Ehlerding is also a member of the
● BBG Beamten-Baugesellschaft Bremen GmbH, Bremen
(Deputy Chairman)
● Deutsche Bank AG (Advisory Council – North Germany)
● Getreideheber-Gesellschaft mbH, Hamburg
● GLADBAU Baubetreuungs- und Verwaltungs-Gesellschaft
mbH, Mönchengladbach (member of Advisory Board)
● Kieler Wohnungsbaugesellschaft mbH, Kiel
● Klöckner Werke AG, Duisburg
● SSW Fähr- und Spezialschiffbau GmbH, Bremerhaven
(member of Advisory Board)
● WCM Beteiligungs- und Grundbesitz-Aktiengesellschaft,
Hamburg
Dr. Wolf Klinz is also a member of the Supervisory Boards of:
● AVECO AG, Frankfurt am Main
● Hessischer Rundfunk, Frankfurt am Main
(Broadcasting Council)
● MüBau Münchner Baugesellschaft mbH, Frankfurt am Main
(Deputy Chairman)
● Zumtobel AG, Dornbirn, Austria
Alexander Knapp Voith is also a member of the
Supervisory Board of:
● HBAG Real Estate Aktiengesellschaft, Hamburg
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SUMMARY OF GROUP STRUCTURE
1
Otto-Lilienthal-Strasse GmbH & Co. KG
100% 100%
1
Alois-Steinecker-Strasse GmbH & Co. KG
DEUTSCHE
DREAG Objekt Lübeck,
Lohmühlencenter GmbH & Co. KG
1 9
Burgunderplatz GmbH & Co. KG
1 1
Carl-Bosch-Strasse GmbH & Co. KG
1 1
94%
Grolmanstrasse GmbH & Co. KG
GbR Freising,
Alois-Steinecker-Strasse
6%
Hauptstrasse GmbH & Co. KG
1 100% 100%
DREAG Objekt Goslar,
Im Schleeke GmbH & Co. KG
Potsdamer Strasse GmbH & Co. KG
1 100% 49%
Sechzehnte DWI Grundbesitz GmbH
Friedrichstrasse GmbH & Co. KG
1 100% 100%
Mendelssohnstrasse GmbH & Co. KG
Krausenstrasse GmbH & Co. KG
1 100% 60%
GET
Grundstücksgesellschaft mbH
25%
1
1
K-Witt Kaufzentrum Wittenau GmbH
94%
6
1
Maria-Probst-Strasse GmbH & Co. KG
1
Verwaltungsgesellschaft DREAG
München, Oberanger mbH
94%
Krausenstrasse 8 Berlin GbR
1
Prinzregentenstrasse GmbH & Co. KG
7
94%
6%
Osterfeldstrasse GmbH & Co. KG
1
Oberanger GmbH & Co. KG
4
90%
DREAG Objekt Norderstedt,
Kohfurth GmbH & Co. KG
1
Zweite DREAG
Objekt München,DREAG1
Prinzregentenstrasse
Neu-Isenburg
GmbH
mbH& Co. KG
1
80%
Reichpietschufer GmbH & Co. KG
1 100% 100%
1
DREAG Objekt Neu-Isenburg II
GmbH & Co. KG
Careé Seestrasse (GbR), Berlin
47%
49%
Technologiepark Heidelberg I
GmbH & Co. KG
1
Fünfte Verwaltungsgesellschaft
DREAG mbH
Forum Seestrasse
Grundstücksgesellschaft mbH
47%
49%
Technologiepark Heidelberg II
GmbH & Co. KG
1
DREAG Objekt Neu-Isenburg III
GmbH & Co. KG
1
Mannheimer Strasse GmbH & Co. KG
1
Hafenstrasse GmbH & Co. KG
1
Kaiserstrasse GmbH & Co. KG
1 1
1
75,2%
Bonner Strasse GmbH & Co. KG
1 100% 100%
4
1
43,75%
Wahlerstrasse GmbH & Co. KG
1 100%
GbR Heidelberg,
Mannheimer Strasse
DREAG Objekt Dietzenbach,
Waldstrasse GmbH & Co. KG
1 100% 100%
Vangerowstrasse GmbH & Co. KG
1
DREAG Objekt Schwedt,
Kuhheide GmbH & Co. KG
1 1
DREAG Objekt Dietzenbach II
GmbH & Co. KG
1 100% 100%
Vierundzwanzigste GmbH & Co. KG
1
Rosensteinstrasse GmbH & Co. KG
1 1
DREAG Objekt Duisburg,
Averdunkplatz GmbH & Co. KG
GbR Köln-Gremberghoven
40%
Friedrichstrasse GmbH & Co. KG
1
GbR Stuttgart, Lehmfeldstrasse
95%
Fünfunddreißigste GmbH & Co. KG
1
100%
DREAG mbH
100%
GfG Beteiligungsgesellschaft mbH
1 100%
Grundstücksgesellschaft
Taubenstrasse 19
1 100%
1
70,07%
BAKOLA Miteigentumsfonds I
Objekt Duisburg-Averdunk
40%
1
Beindersheimer Strasse GmbH & Co. KG
47,37%
Westerbachstrasse GmbH & Co. KG
In settlement of a legal dispute the word DREAG in the subsidiary company names was changed to
DRESTATE at the beginning of 2002. An up-to-date summary of the group structure is available from
the Deutsche Real Estate AG website at www.drestate.de.
44%
GELFOND Verwaltungsgesellschaft
mbH & Co. Frankfurt-Niederrad Besitz KG
1
D E U T S C H E
R E A L
E S T A T E
REAL ESTATE AG
100%
0% 100%
1
Siebenundsechzigste GmbH & Co. KG
Deutsche Shopping
Aktiengesellschaft
25%
Deutsche Shopping mbH
BGB HHD Büro-Center Lützowplatz
00%
00% 100%
Kurfürstendamm GmbH & Co. KG
1 26%
32%
5%
XENDA Vermögensverwaltungsgesellschaft mbH
00%
58. Hanseatische Grundbesitz
GmbH & Co. KG
100%
DREAG Objekt Augsburg, Bürgermeister- 3
Fischer-Strasse GmbH & Co. KG
100% 100%
DREAG Objekt Bremerhaven,
An der Mühle GmbH & Co. KG
3
90%
4
100%
Idunastrasse GmbH & Co. KG
3 100% 100%
DREAG Objekt Düren,
Bahnstrasse GmbH & Co. KG
3
Teilestrasse GmbH & Co. KG
3 100% 100%
Ulmenstrasse GmbH & Co. KG
3
DREAG Objekt Berlin, Wiesenweg
GmbH & Co. KG
3 100% 100%
DREAG Objekt Engelsdorf,
Riesaer Strasse GmbH & Co. KG
3
3 100% 100%
DREAG Objekt Halle,
Brauhausstrasse GmbH & Co. KG
3
DREAG Objekt Köln,
Bernkasteler Strasse GmbH & Co. KG
3
DREAG Objekt Worms,
Am Ochsenplatz GmbH & Co. KG
3
0% 100%
2%
Verwaltungsgesellschaft DREAG
Dresden, Narrenhäusl mbH
00%
Narrenhäusl GmbH & Co. KG
5
DREAG Objekt Berlin, Wittenauer
Strasse GmbH & Co. KG
Hackesche Höfe GmbH & Co. KG
1
DREAG Objekt Bottrop, Friedrich-Ebert- 3
100%
DREAG Objekt Dresden, Kesselsdorfer 3
GbR Augsburg,
Bürgermeister-Fischer-Strasse
100%
100%
00%
Verwaltungsgesellschaft Hackesche
Höfe Berlin GmbH
8%
GbR Hackesche Höfe,
Berlin
50%
DREAG Objekt Bremen, Vegesacker
Heerstrasse GmbH & Co. KG
100% 100%
3 100% 100%
0,2%
00% 100%
Deutsche Real Estate mbH
00% 100%
Heide Grund mbH
00% 10%
Heide Grund GmbH & Co. KG
44,91%
DREAG Objekt Bremen, Giessen-Linden,3 100%
Robert-Bosch-Strasse GmbH & Co. KG
DREAG Wohnen
Aktiengesellschaft
100%
6%
2
DREAG Objekte Nordenham
GmbH & Co. KG
00%
00%
Deutsche Real Estate Service
GmbH & Co. KG
00%
Achte TAXXUS Real Estate
Aktiengesellschaft
1
2
3
4
5
1 100%
100%
General partner: Verwaltungsgesellschaft Deutsche Real Estate mbH
General partner: Verwaltungsgesellschaft Heide Grund GmbH
General partner: Verwaltungsgesellschaft Deutsche Shopping mbH
General partner: XENDA Vermögensverwaltungsgesellschaft mbH
General partner: Verwaltungsgesellschaft DREAG Dresden, Narrenhäusl mbH
D E U T S C H E
R E A L
E S T A T E
REGISTERED OFFICE
SUBSCRIBED CAPITAL
Bremerhaven
HRB 1035
founded December 27, 1871
t 18,480,000.00
in the form of 18,480,000 no par value
bearer shares
ADMINISTRATIVE ADDRESS
NOMINAL SHARE VALUE
Markgrafenstrasse 36 · Am Gendarmenmarkt
D-10117 Berlin
Tel.:
+ 49 30 20 144 – 0
Fax:
+ 49 30 20 144 - 499
E-mail: [email protected]
t 1.00 per share
VOTING RIGHTS
1 vote per share
IDENTIFICATION NUMBER
WEBSITE
805 502
www.deutsche-real-estate-ag.de
www.drestate.de
SYMBOLS
INVESTOR RELATIONS
Tel.:
+ 49 40 41 526 – 403
E-mail: [email protected]
German stock exchange: DRE2
Reuters:
DREGa.F
ISIN:
DE0008055021
TRADED AT
PUBLIC RELATIONS
german communications dbk AG
Holzdamm 28-32, D-20099 Hamburg
Tel.:
+ 49 40 46 88 33 – 0
Fax:
+ 49 40 47 81 80
Hamburg, Frankfurt am Main,
Bremen (official trading)
Düsseldorf, Berlin,
Stuttgart (unofficial market)
FISCAL YEAR
BUSINESS ACTIVITIES
Calendar year
A real estate stock corporation responsible
for investment in German real estate within
the HBAG/AGIV Real Estate Group
ANNUAL GENERAL MEETING
May 15, 2002 in Bremerhaven
Deutsche Real Estate AG Annual Report 2001

A n n u a l R e p o r t 2 0 0 1

Transcription

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