Valuation report of tangible assets Land under constructions of
Transcription
Valuation report of tangible assets Land under constructions of
רוטקס ) (1980בע"מ דוח תקופתי לשנת 2012 נספח א' – חוות הדעת השמאית 27במרץ 2013 Cluj-Napoca: Str. Nicolae Cristea Nr. 25, 400184, Tel/Fax: 0264 438.03.33 Bucureşti: Str. Radu Vodă, Nr. 17, et. 2, 040273, Tel/Fax: 021 312.27.86 [email protected]; www.darian.ro DRS NO. 475/18-01-2013 Valuation report of tangible assets Land under constructions of 13,726 sqm Located in Bucharest, 220 Calea Serban Voda, District 4 in property of S.C. ADESGO S.A. All data and information contained in this material are confidential and will not be disclosed or copied, partially or totally, without the prior written consent and approval of SC DARIAN DRS SA and the client SC ADESGO S.A. January 2013 Darian DRS S.A. Nr. Registrul Com erţului: J12/595/1991 | Cod unic de înregistrare: RO201020 Cod IBAN: RO24 BACX 0000 0001 3929 6250| Banca BANCA ROMANEASCA | Capital social 150.000 RON SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A To: SC ADESGO S.A. Dear Sirs, Following your request, we have analysed the “plot of land under constructions of 13,726 sqm” within the built up area of Bucharest, located in 220 Calea Serban Voda, District 4, with the purpose of financial reporting. It was subjected to valuation the integral ownership of SC ADESGO S.A. on tangible assets, subjected to analysis in the present valuation report. The ownership is considered full, valid, marketable, and unaffected by charges, unless otherwise specified. The present report is intended for SC ADESGO S.A. as client and addressee. The present report will be used for registration in the client’s financial reports. At the base of this valuation stood information regarding prices corresponding to January 2013. The date when all assumptions and estimated values are considered valid by the valuer (valuation date) is January 01, 2013. The estimation was made in January 2013. The valuer is not to be held responsible under any circumstance for misleading information, false or incomplete, made available by the owner/client. The report was structured as follows: (1) General aspects – that include the object of valuation as well as the main elements defining the valuation methods (2) – The data description – description of the valued asset (3) Property valuation – the applying of the valuation methods (4) Annexes – containing the elements that sustain the presented proofs. The following valuation report presents the basis on which the valuer’s opinion was established. The report was prepared in accordance with applicable laws. The values estimated for each position were established on the basis of International Valuation Standards (IVS), which are in correlation with International Accounting Standards (IAS), and methodology recommended by ANEVAR (The National Association of Romanian Valuers). Thus, in the valuer’s opinion, taking into account the purposes of this valuation, the market value of the real estate property “plot of land under constructions of 13,726 sqm” valued under the assumption that it is vacant of constructions (considered the best alternative use) as it is presented at the valuation date January 01, 2013 is: 12,451,000 EUR 55,141,744 RON DARIAN DRS SA 2/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A The reasons the valuer opinion is based on and the considerations of the value are as follows: ⇒ The value is valid under the conditions and assumptions presented in this report (see appendices) ⇒ value does not take into account the environmental responsibilities and costs of compliance to legal requirements; ⇒ the value is subjective; ⇒ the valuation is an opinion of a value; ⇒ the value does not include VAT; ⇒ The final opinion was expressed in strong currency at the currency exchange rate valid at 01st January 2013: 4.4287 RON /1 EURO; Sincerely, DARIAN DRS SA DARIAN DRS SA 3/36 SC DARIAN DRS SA 1.1 valuation report of tangible assets “land under constructions” – SC ADESGO S.A Certification We hereby certify, to our best knowledge and belief that the facts contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and is our personal, unbiased professional analyses, opinions, and conclusions. We also certify that we have no present or prospective interest in the property that is the subject of this report, and we have no personal interest or bias with respect to the parties involved. Our compensation is not contingent upon the reporting of a predetermined value or direction in value that favours the cause of the client, the amount of the value estimate, the attainment of a stimulated result, or the occurrence of a subsequent event. Our analyses, opinions and conclusions were developed, and this report has been prepared in conformity with the standards and methodology recommended by UNEAR (National Association of Romanian Appraisers). The valuer inspected the property personally. At the moment of drawing up the present report the valuers, who undersign this report did not get significant assistance from the side of other persons. The present report is subject to the standards and may be expertise (at demand, with the written and preliminary consent of the valuer) and verified, in conformity with the International Standard of Practice in Valuation GE1 – Valuation Verifying. The present report is subject to UNEAR norms and can be, on request, reviewed by its specially authorised members. At the time when this report was drawn, the undersigned are UNEAR members, have completed the continuous professional training program of UNEAR and have necessary competence for such work. DARIAN DRS SA and its team are insured for professional responsibility with ALLIANZ – TIRIAC ASIGURARI S.A. Daniel Ceafalan, Real estate valuer Member of UNEAR DARIAN DRS SA 4/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A CUPRINS 1. INTRODUCERE 1.1 2 GENERAL ASPECTS ................................................................................................................................. 6 2.1 2.2 2.3 2.4 2.5 2.6 2.7 2.8 2.9 2.10 2.11 2.12 3 OBJECT OF VALUATION ............................................................................................................................ 6 VALUED OWNERSHIP................................................................................................................................ 6 PURPOSE OF VALUATION. CLIENT AND USE OF THE VALUATION .................................................................... 6 VALUATION DATE. DATE OF THE REPORT ................................................................................................... 6 DATE OF THE PROPERTY INSPECTION ........................................................................................................ 6 BASE OF VALUATION. TYPE OF VALUE ........................................................................................................ 6 CURRENCY OF THE REPORT ..................................................................................................................... 8 INFORMATION USED AND SOURCES OF INFORMATION .................................................................................. 8 RESPONSIBILITY TOWARDS THIRD PARTIES ................................................................................................ 8 UNPUBLISHING CLAUSE ........................................................................................................................ 9 SPECIAL ASSUMPTIONS AND LIMITING CONDITIONS .................................................................................. 9 ASSUMPTIONS AND LIMITING CONDITIONS............................................................................................... 9 DATA DESCRIPTION ............................................................................................................................... 11 3.1 3.2 3.3 3.3 4 CERTIFICATION ....................................................................................................................................... 4 GENERAL PRESENTATION ...................................................................................................................... 11 LEGAL PRESENTATION ........................................................................................................................... 12 URBANISM PLANNING CERTIFICATES ........................................................................................................ 12 INFORMATION ABOUT REAL-ESTATE MARKET ............................................................................................ 12 PROPERTY VALUATION ......................................................................................................................... 17 4.1 STAGES PERFORMED ............................................................................................................................. 17 4.2 THE METODOLOGY APPLIED IN ESTIMATING THE MARKET VALUE ................................................ 17 4.2.1 The highest and best use of the land ...................................................................................... 17 4.2.2 Sales comparison approach .................................................................................................... 18 4.2.3 Residual technique ................................................................................................................... 22 4.2.4 The Reconciliation of results ................................................................................................... 26 5 ANEXES .................................................................................................................................................... 27 5.1 5.2 5.3 PICTURES ......................................................................................................................................... 27 LAND COMPARABLES ............................................................................................................................. 28 DOCUMENTS RECEIVED FROM THE CLIENT ............................................................................................... 33 DARIAN DRS SA 5/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 2 GENERAL ASPECTS 2.1 Object of valuation The object of valuation consists in tangible assets of real-estate nature “plot of land under constructions of 13,726 sqm ” in property of SC ADESGO SA, located in 220 Calea Serban Voda, District 4, Bucharest. 2.2 Valued ownership The subject of valuation consists of the full ownership of SC ADESGO S.A. over tangible assets subjected to valuation. The ownership is considered full, valid, marketable, and unaffected by charges, unless otherwise specified. 2.3 Purpose of valuation. Client and use of the valuation The purpose of valuation is estimating the market value of tangible assets in property of SC ADESGO S.A. for use in client’s financial reporting. The present report is intended to SC ADESGO S.A. as client and addressee. The headquarter of SC ADESGO S.A. is in 220 Calea Serban Voda, District 4, Bucharest. The company is registered at Trade Register under no. J40/5892/1991, unique recording code (CUI) RO 367911. 2.4 Valuation date. Date of the report At the base of this valuation stood information regarding prices corresponding to January 2013. The date when all assumptions and estimated values are considered valid by the valuer (valuation date) is January 01, 2013. The estimation was made in January 2013. The date of the report is January 01, 2013. 2.5 Date of the property inspection The valuer, Daniel Ceafalan, carried out the inspection of the real estate property on November, 2012. The inspection consisted in identifying location and taking some general photographs of the location. There were no inspections regarding the possible presence of contamination of the land of vicinity areas. 2.6 Base of valuation. Type of value Considering the purpose and use of the valuation, we have followed the recommendations: IVA 300 “Valuation for financial reporting”. IVS - Framework The classification of assets determines which IAS or IFRS applies. DARIAN DRS SA 6/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A The valuation is used for IAS 16 (property, Plant & Equipment) under IAS 36 (Impairment of assets). IAS 16 requires non-current property and plant assets held for the production or supply of goods or services to be recognised initially in the balance sheet at cost and thereafter carried in accordance with either the cost model or fair value model. Financial statements are produced on the assumption that the entity is a going concern unless management either intends to liquidate the entity or cease trading, or has no realistic alternative but to do so. (IAS 1, para. 23). This assumption therefore underlies the application of fair value to property plant and equipment, except in cases where it is clear that there is either an intention to dispose of a particular asset or that option of disposal has to be considered, e.g. when undertaking an impairment review. When an entity adopts the fair value revaluation option under IAS16, the assets are included in the balance sheet at their fair value as follows: (a) “The fair value of land and buildings is usually determined from market-based evidence by appraisal that is normally undertaken by professionally qualified valuers. The fair value of items of plant and equipment is usually their market value determined by appraisal” (IAS 16, para. 32). (b) “If there is no market-based evidence of fair value because of the specialised nature of the item of property, plant and equipment and the item is rarely sold, except as a part of a continuing business, an entity may need to estimate fair value using an income or a depreciated replacement cost approach” (IAS 16, para. 33). IAS 36 (Impairment of assets). Impairment arises where the carrying amount of an asset exceeds the amount that can be recovered from either its continued use and/or the sale of the asset. Under IAS 36 Impairment of Assets, an entity is required to review certain categories of asset at the date of each statement of financial position to determine whether there is any indication that an asset may be impaired. Impairment might be indicated by a reduction in the value of the asset because of market or technological changes, obsolescence of the asset, asset underperformance in comparison to the expected return, or an intention to discontinue or restructure operations. According to IVS chapter 6.0“Discussion” 6.3 Alternative Use Value: “If an owner-occupied property has potential for an alternative use, which would result in its value in isolation from the business being higher than its value as part of the cash-generating unit to which it belongs, the Valuer shall report the Market Value for that alternative use.” Please note that the value for alternative use takes into account the demolition cost needed to achieve this alternative use. The value for the alternative use takes no account of another possible associated costs of issues such as business closure or disruption that would be incurred in achieving the alternative use, and that these should be considered by the entity when deciding the appropriate amount to adopt as fair value. Therefore, in the present report, we followed an estimation of: market value of land under the assumption of being vacant (considered the best alternative use); as it is described in IVS - Framework the defintion of market value is: DARIAN DRS SA 7/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A o Market value: The estimated amount for which an asset should exchange on the valuation date between a willing buyer and a willing seller in an arm’s length transaction, after proper marketing and where the parties had each acted knowledgeably, prudently and without compulsion. Please be advised that the current land real estate market is not a normal market – limited liquidity, very little transactions. We mention the atypical period through which we are passing, through the point of view of real estate market and type of property subjected to valuation. In fact, it is about: The limiting of the number of transactions in the market. Decreasing of the investing interest (of solvent demand) with all the consequences arising from this point of view of market quotations. 2.7 Currency of the report The value is expressed in Eur and Ron and does not contain VAT . 2.8 Information used and sources of information The information used was: ⇒ The situation of the subject property (site address, area, etc); ⇒ Papers that attest ownership; ⇒ Cadastral documentation; ⇒ Information about certificates and the potential urbanity development of the land The information from above was taken from the client, this being responsible for their veridicity and fairness. ⇒ ⇒ ⇒ ⇒ ⇒ The physical identification on the land was conducted with responsible persons from the company; Information regarding the local real estate market ; Other necessary information existing in specialised bibliography; International Valuation Standards (IVS 2011); Database of the valuer with confidential character; 2.9 Responsibility towards third parties This report is based on the information furnished by the management of SC ADESGO S.A. In conformity with the usages in Romania, the estimated values are valid at the date stated in the report and a limited interval of time after that date, in which the specific conditions of the market do not undergo significant changes affecting estimated opinions. This report is designated for the purpose and use of the addressees mentioned at 2.3. The report is confidential, strictly for the addressees and the valuer does not accept responsibility towards any third party, in any circumstance. DARIAN DRS SA 8/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 2.10 Unpublishing clause This report or any reference to it cannot be published or included into a document, which will be published without prior written approval of the appraiser, specifying the form in which it will appear. Partial or integral publishing or use of the report for other purposes than those stated at 2.3. leads to a cease of contract obligations. 2.11 Special assumptions and limiting conditions The valuer is not a topographer/topometrist/geodesist and he does not have the due qualification to measure and guarantee that the property location and boundaries as they have been pointed out by the owner at the time of the inspection and described in the report correspond to those written down in the property/cadastral documents. This report is meant to develop a value of the property identified and described in the report provided that it corresponds to the one written down in the property documents. Any discordance between the identified property and the one written down in the property documents invalidates the correspondance between the estimated property and the property certified by the property documents, but the estimated value remains valid for the property identified in the report. 2.12 Assumptions and limiting conditions The main assumptions and limiting conditions, which were considered in this report, are presented below: 1. Assumptions: ⇒ Legal aspects are entirely based on information and documents provided by SC ADESGO S.A. and were presented without any further verification or investigations. Title to the property is assumed to be good and marketable, unless otherwise stated. ⇒ The information furnished by others is believed to be reliable, but no warranty is given for its accuracy. ⇒ It is assumed that there are no hidden or non-apparent conditions of the property, soil or building structure (hidden parts) which would influence the value of the property. No responsibility is assumed for such conditions or for any expertise or engineering knowledge required to discover this; ⇒ The present situation of the property and the purpose of the present valuation were the basis in selecting and applying the valuation method, so that the resulted values will lead to the most probable estimate of the value, considering the selected value type, resented at point 2.5. ⇒ We suppose that there are no type of contaminants, and the cost of decontamination does not affect the value; we were not informed of any inspection or report that would indicate the presence of the contaminants or other dangerous materials; ⇒ In order to carry out the valuation, were taken into consideration all the factors that have influence over the value of the investment property subjected to valuation and were not omitted in a deliberate way no other kind of information that could have importance over the valuation and which, in our knowledge are correct and reasonable in the elaboration at the present report. ⇒ The valuer considers himself relived from the responsibility of existence of any hidden vices of any type on the subject of valuation, environmental factors, etc., which could influence in any way the value of the goods in case, for this reason the valuer cannot present any guarantee referring to their technical and economical state, after the valuation. ⇒ The estimated value is valid at the valuation date. Whereas the market, market conditions may change, the estimated value may be incorrect or inappropriate at another time ⇒ We assumed that the current legislation will remain the same and were not taken into account any changes that may occur in the following period. ⇒ The valuer believes that the assumptions made at the application of the methods of valuation were DARIAN DRS SA 9/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A reasonable in light of facts that are available at the valuation date. ⇒ When estimating the value the valuer used only information available at disposal at the time of drawing the report and it is possible that there were other information unknown to the valuer. ⇒ It is assumed that the client –SC ADESGO SA- has an integral property right over the subject property. ⇒ The client did not put at valuer’s disposal an valid urbanism planning certificate for the subject land. It is assumed that the vacant land could be developed in compliance with General Urban Plan’s stipulations (PUG) for at least G+4F building without any urbanism restrictions. 2. Limiting conditions: ⇒ The estimated value is valid only for the subject plot of land considered buildable (under the assumption that the land will be cleared and will become and be sold as vacant land); ⇒ Any value estimates provided in the report apply to the entire property and any proration or division of the total into fractional interests will invalidate the estimated value, unless such proration or division of interests has been set forth in the report. ⇒ any allocation of component values is valid only if presented in the report using. Assigned separate values should not be used in connection with another valuation and are invalid if so used. ⇒ obtaining one copy of this valuation report does not imply also publication rights; ⇒ the valuer, through the nature of its work, is not forced to offer further counselling or to testify in court regarding the object of the report, unless prior agreements have been signed with the client; ⇒ nor the present report ,nor parts of it (especially the conclusions regarding the market value, the valuer’s identity) must not be made public without the valuer’s prior agreement; the valuation report is valid in the economical, fiscal, legal and political conditions from its date of preparation. If these conditions will modify the conclusions of this report may loose their validity. DARIAN DRS SA 10/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 3 DATA DESCRIPTION 3.1 General Presentation The object of valuation consists in tangible assets of real-estate nature “plot of land under constructions of 13,726 sqm ” in property of SC ADESGO SA, located in 220 Calea Serban Voda, District 4, Bucharest. The subject property consists in a plot of land under constructions with a total surface of 13,726 sqm (according cadastral measurements). The subject property is a plot of land under industrial constructions, located in a semicentral area of the city – Tineretului area - with direct access from Serban Voda st. It has an irregular shape with an app. 100 m frontage to the Serban Voda and another frontage to Nicolae Haralambie st. The access to the property is made from Serban Voda st. We did not have at our disposal tha cadastral documentation of the property. We conducted the valuation based on the sketches of the property put at our disposal by the client. The area where the land is located is mostly residential with houses/villas or buildings G+1-2-3-4 F and blocks of flats G+4-10F. Also there are commercial buildings and public institutions (hospitals) in the area. Close to the property there are houses/villas on the northern and western side and an hospital on the eastern side. DARIAN DRS SA 11/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A On the site there are erected industrial and administrative buildings on reinforced concrete frames structure with mainsonery, metallic industrial warehouses (annexes) and underground constructions (tanks and reservoirs). These construction are used for production and supply of goods. The built area of the all buildings erected on the land is 9,189 sqm and the gross built area is 19,585 sqm according to the available sketches. The property benefits of all utilities. The occupancy rate of the land is rather high at the present moment (app. 65%). The property benefits by all available city utilities: electricity, water, sewerage, gas network. 3.2 Legal presentation The subject property belongs to SC ADESGO S.A., according to the proof of registration at the land registry office no. 245/1999. The property has cadastral no. 128 submitted in Land register book - District 4, Bucharest. Charges: We did not have a valid land register book excerpt of the subject property. The valuation is made under the assumption that the property is free of any charges. It has been valued the integral property right of the real estate property subject of present valuation, considered free, valid and marketable being property of S.C. ADESGO S.A. 3.3 Urbanism planning certificates According to the General Urban Plan the area where the land is located is considered subzone M3- mixt area situated outside protected area with G+4F buildings. For the subzone M3 is also recommended a POT (land occupancy percentage) of 60% having the possibility of 75% covering the rest of the plot with maximum 2 levels buildings and a CUT (land use coefficient) of maximum 2.5. 3.3 Information about real-estate market General information The real estate market is defined as a group of persons or firms which enter in contact with the purpose of making real estate transactions. The participans in this market change property rights over some goods, ie money. A series of special characteristics differs the real estate market from markets of goods and services. Each property is unique and its site is fixed. The real estate market is not an efficient one: the number of buyers and sellers that are acting is relatively small, the real estate properties have high values which need a large power of purchase, which makes these markets to be sensible to the income stability, to change in the level of salaries, number of work places and also a financing level, etc. Generally, the real-estate properties are not bought with cash and if there are no favorable conditions of financing the transaction are endangered. The real estate properties are durable and can be looked at as investments. Are not liquid and the sellpurchase process is long. Due to all this factors the behavior of the real-estate market can be difficult to estimate. Land real estate market in Romania In the first half of 2012, the land demand was oriented to large surfaces for construction of hypermarkets and supermarkets, plots located in areas with high visibility and accessibility in terms of public transport and car access. DARIAN DRS SA 12/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A On the residential segment, the developers have looked for land plots with all the valid planning permits while for the office sector the target was plots with easy access to public transportation and shopping areas. For the industrial sector the high demand has been recorded by companies which have already manufacturing or logistics parks in Romania and want to expand these industrial parks. Despite from the beginnings of real estate crisis in Romania the land prices have fallen in some cases even by 90% and this year the properties with the highest depreciation proved to be again the land. Such land has declined by about 4% compared to S2 2011 and 9% compared to S1 2011. Reported in national currency the decline was lower by approximately 1% compared to S2 2011 and respectively 4% to S1 2011. An argument in favor of continuing decline of land prices, was the fact that unlike the housing market which has been supported by the “First House” program, for the land there was no leverage to maintain the price. Also, the margin of negotiation for land is higher than for housing. The evolution of land prices in the 27 cities covered by this analysis are presented in the tables below: DARIAN DRS SA 13/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A Land real estate market in Bucharest Residential Market In Bucharest the average unit price of old apartments in S1 2012 was around 968 euros / sqm, down about 1.6% approximately compared with S2 2011 and 4% approximately compared with S1 2011. In terms of new apartments, average unit price in S1 2012 was around 1,157 euros / sqm, down about 3.8% of S2 2011 and S1 2011 approximately 5%. In Bucharest both old and new apartments have continued to be the most expensive in the country, the capital being only city in Romania with prices over 1000 euros per built sqm (new apartments). Land Market As the land market, prices fell by about 2% in S1 2012 compared to S2 2011, and 5% respectively compared with S1 2011. DARIAN DRS SA 14/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A Land real estate market. Analysis of semicentral and central areas of Bucharest. In what follows is an extract from existing offers on land market of Bucharest: Location Surface (sqm) Frontage (sq m) 13 Septembrie Reper: Central 50,000 200 Bucuresti, zona Vacaresti Pridvorului 7,500 80 Barbu Vacarescu stradal 9,000 225 Unirii 3,042 30 Timpuri Noi 2,873 81 Obor 1,600 28 Pta Muncii - Mihai Bravu deschidere 7,300 70 Splaiul Unirii 5,000 40 Nicolae Caramfil 3,822 - Unirii Reper: Timpuri Noi 7,940 100 Calea Victoriei Reper: Victoriei 3,518 23 DARIAN DRS SA Description Central - locatie deosebita, 50.000 mp parcelabil in 2 loturi de 25.000 mp, constructii demolabile cu deschidere la doua strazi principale. PUZ aprobat rezidential/comercial/birouri, CUT= 5.5. Pret: 700 E/mp + TVA. Alte detalii: Parcul Tineretului, teren 7500 mp, deschidere la 3 strazi; 83/77/21. PUZ aprobat pentru, POT 70%, CUT 3,6, Hmax P+14. Pozitie foarte buna, amplasat chiar in parc cu acces din Str Pridvorului. Alte detalii preţ: se poate negocia putin pretul Teren 9000mp cu deschidere la una din cele mai importante artere ale capitalei Barbu Vacarescu. Terenul dispune de un P.U.D. aprobat cu urmatorii indicatori de urbanism: CUT=2,8, POT=30%, Rhmax=3S+P+14. Proiect si autorizatie de constructie pentru 25000mp de spatiu pentru birouri si 500 locuri de parcare.... Vanzare tereb zona ultracentral in apropiere de Piata Unirii. Imobilul este format din teren si cladire S+P+4 cu structura de rezistenta din beton plansee din beton ziduri din caramida pentru care exista Certificat de Urbanism pentru demolare. Terenul este cu deschidere dubla la 2 strazi. POT : 80 % CUT : 3,5 P+3 regim de inaltime : 45 % POT : 70 curent electric 220V, apa, canalizare, gaze, telefon, mijloace de transport • destinatii: rezidenta, comercial Terenul se afla in zona Bucur-Obor la doua minute de statia de metrou, are PUZ aprobat pentru 2S+P+11 suprafata construita desfasurata este 9.000mp plus 3.200mp = 2 Subsoluri. Terenul este ideal pentru locuinte clasa medie cu spatii comerciale la parter. Pret 1000euro/mp + TVA Suprafata mare a terenului si dubla deschidere (70 m la B-dul Mihai Bravu si 70 m la Intrarea Sectorului) recomanda terenul pentru o dezvoltare importanta pe segmentul rezidential, office sau comercial. Certificat de urbanism; POT: 75.00; CUT: 2,5 In conformitate cu PUG terenul se incadreaza partial in zona V4(subzona spatiilor verzi pentru protectia cursurilor de apa), POT 15%, CUT 0,2, si partial zona M3zona mixta cu regim de construire continuu sau discontinuu, POT 60%, CUT 2,5. Propunere: -Construire ansamblu rezidential 2S+P+4E+M compus din 3 cladiri multifunctionale: locuinte, comert, birouri, hotel, imprejmuire, organizare santier, operatiuni notariale. Alte detalii: Vanzare teren Nicolae Caramfil, suprafata 3822 mp, deschidere la doua strazi. Terenul are proiect rezidential si autorizatie de constructie pentru 85 apartamente, aria desfasurata 15207 mp, regim de inaltime S+P+4+5R. Alte detalii preţ: se poate negocia putin pretul Vanzare teren Nerva Traian - Timpuri Noi , Bucuresti, in suprafata de 7940 mp, avand deschiderea de 100 ml la 2 fronturi. Terenul prezinta urmatorii indicatori urbanistici: POT 35 %, CUT 6 , regim de inaltime 72m . Terenul se preteaza pentru construirea unui imobil rezidential / office / comercial /etc cu o amprenta maxima de 2779 mp si suprafata totala de 47640 mp. Terenul de vanzare se afla localizat in zona Nerva Traian in apropiere de Timpuri Noi. Pret negociabil. Vanzare teren Calea Victoriei , Bucuresti, in suprafata de 3518 mp, avand deschiderea stradala de 23 ml la 1 front/uri. Conform , terenul se afla situat in UTR si are urmatorii indicatori urbanistici: POT 65 %, CUT 3 , regim de inaltime P+5. Recomandam acest teren pentru construirea unui imobil rezidential / office / comercial, cu o amprenta maxima de 2287 mp si suprafata totala de maxim 10554 mp. Ca si localizare, terenul se afla in situat in zona Calea Victoriei in apropiere de Piata Victoriei. Id intern: 3D2300501. Pentru oferta completa de vanzari terenuri Bucuresti accesati www.3dproperties.ro Price eur/sqm 700 800 850 1,151 900 1,000 899 700 1,500 1,600 2,487 15/36 SC DARIAN DRS SA OFFER DEMAND valuation report of tangible assets “land under constructions” – SC ADESGO S.A In Tineretului area the offer consists preponderant in small vacant plots of land and plots of land occupied by old constructions destinated preponderant for residential purposes. In Bucharest the number of big plots available for sale is decreasing year by year. Taking into account the current financial crisis, the real estate blocking, the offer of this kind of plots has been increasing lately. Decreasing/Stagnation for plots of land for investment projects SHORT Due the financial and economic crisis the current market conditions do not correspond to ANALYSIS OF a real estate market which functions normally. The current conditions mean: limited THE SPECIFIC liquidity, lack of financing, blockage of the acquisitions for most of the buyers. MARKET Taking into account the size of subject property we proceeded with an analysis of the semicentral and central areas of Bucharest for the big plots of investment land. At this moment in Bucharest the offer for big plots of land is limited, there are relatively a few plots over 5000 sqm on the market for selling. The offers for big plots of land in semicentral areas of Bucharest are situated between 700 – 1.600 EUR/sqm depending upon the location, destination (residential/commercial), urbanism indicators (POT, CUT, height level) within the area and so on. The higher prices correspond to these plots of land which are located in areas with very few plots available to be sold and developed (rarity). For the areas with more vacant plots of land the prices are lower. DARIAN DRS SA 16/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 4 PROPERTY VALUATION 4.1 Stages performed To estimate the values presented above we have covered the following stages: • documentation, from a list of information required to the client – property deeds, cadastral documentation • field inspection and verification of compliance practice situation on the land with information from furnished documents; • establishing the limits and assumptions that stood at the base of the valuation report; • selecting the type of estimated values in the present report; • deduction and estimation of the limiting conditions specific to valued property; • analysis of all data collected, interpretation of results from the valuation point of view; • applying the methods of valuation considered appropriate for estimating the fair values that characterises the property; 4.2 The METODOLOGY applied in ESTIMATING THE MARKET VALUE The purpose of this valuation is to estimate the market value of the best alternative use of the property land and construction: “factory of manufacturing underwear”. When establishing the best alternative use of this property we take into consideration the location of the factory in the subject area. It’s about a residential area and also a semicentral area of Bucharest. The value of alternative use –vacant land- in isolation from the business is higher then the value of the real estate property land and construction: “factory of manufacturing underwear” as an industrial property – production and supply of goods (on going concern principle). The estimation of the market value of the land was made taking into consideration the afferent surface of land and its positioning, in concordance with information on market prices in neighbouring areas and/or similar. Taking into account the current situation of the land market, corresponding to big plots of land, we used sales comparison approach for estimating the market value of the land and residual tehnique for estimating the investment value of the subject land in order to verify the result provided by the comparison approach. 4.2.1 The highest and best use of the land The concept of the highest and best use is essential in the valuation process. Through highest and best use analysis, the valuer interprets the market forces that influence the subject property and identifies the use upon which the final value estimate is based. The highest and best use is the alternative of using the property selected from different possible variants, which will be starting basis and will generate the valuation assumption necessary in applying the valuation methods and approaches in the following chapters. The highest and best use of the space is defined as follows: DARIAN DRS SA 17/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A The most probable use of a property which is physically possible, appropriately justified, legally permissible, financially feasible, and which results in the highest value of the property being valued. The value of the property land and construction: “factory of manufacturing underwear”– current use Income method: Construction 1 Corp fabricatie tricotat 2 Corp fabricatie confectii 3 Corp finisaj chimic 4 Corp fabricatie blana 5 Corp adm 6 Magazin 7 demolished 8 Ateliere 9 Centrala termica 10 Remiza PSI 11 Incarcat acumulatori 12 statie pompe rezervor 200 mc 13 statie pompe rezervor 300 mc 14 magazie metalica 15 statie compresoare 16 statie reglare gaze 17 bordei 18 rezervor pacura 19 demolished TOTAL Gross built Function Built area-sqm- area -sqmwarehouse/production/of fices 983 4,985 warehouse/production 1,050 3,210 production 814 1,280 production 2,659 5,730 offices 247 323 offices and retail spaces production - - 240 385 343 297 265 108 100 240 1680 45 27 75 16 670 413 275 131 100 240 1680 45 27 75 16 9,189 19,585 EFFECTIVE Gross built Useful area - month rent POTENTIAL less vacancy and GROSS INCOME - capitalization Income area -sqmsqmeyro/sqm GROSS INCOME collection loss eurrate value -eurwarehouse/production 14,892 11,169 5 670,140 10% 603,126 10% 6,031,000 offices 1,470 1,103 9 119,070 10% 107,163 10% 1,072,000 16,362 12,272 710,289 7,103,000 Income value_current use: 7,103,000 eur. Therefore the highest and best use of the property is vacant land (which represents the best alternative use of the property). Although the client did not put at valuer’s disposal an valid urbanism planning certificate or other urbanism projects for the subject land it is assumed that the vacant land could be developed in compliance with General Urban Plan’s stipulations (PUG) for at least G+4F building without any urbanism restrictions. 4.2.2 Sales comparison approach The sales comparison approach has its basis in market analysis and uses the comparative analysis, respectively the estimate of the value is done through a market analysis to find similar properties, comparing these properties with the one “to be valuated”. The major premise of the method is that the market value of a real estate property is in direct relation with the transaction prices (offer) of comparable and competitive properties. The comparative analysis is based on the similarities and differences in properties between the elements that influence transaction prices. DARIAN DRS SA 18/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A For estimating the value of the property through this method the valuer took into consideration the information he had at his disposal. Nr crt. Elements of comparison 0 Type of comparable 1 2 3 4 property titles transmitted financing conditions Sale conditions market conditions 5 location 6 physical characteristics area (sq m): 7 8 Subject property no restrictions normal normal january 2013 Serban Voda - Tineretului Park Comparable properties B C offer offer offer Colliers 3D Properties Group real estate agency agent Marinas Marius phone number: 0735527017 no restrictions no restrictions no restrictions similar similar similar normal normal normal november 2012 similar similar Barbu Vacarescu -str Gara Mihalache Avenue - Victoriei Nerva Traian - Timpuri Noi - mixt Herastrau - commercial area - Ciresarilor Park area area residential area A transaction bought by Skanska company 13,726 15,000 27,464.78 irregular shape with an app. app. rectangular The plot is composed from shape 100 m frontage to the Serban app. rectangular geometrical Voda, two frontages shapes, three frontages 100 n/k; suitable for commercial 50/40/139 frontage/acces development topoghraphy plane plane plane public utilities all utilities all utilities all utilities subzone M3- mixt area with CUT = 3.5 commercial Zonal Urban Plan (2006), G+4F buildings /for higher M3 area/ CUT=3/ G+4-6F, buildings G+10-14E is residential highest and best use necessary a Zonal Urban Plan / commercial/CUT=2.5 total price(EURO) unit price / sq m (EURO) 13,800,000 920 7,940 irregular shape, three frontages (acceses) 100 plane all utilities Zonal Urban Plan , 3B+G+18F / mixt/CUT=6 27,464,780 1,000 12,704,000 1,600 Market data grid for paired data: Elements of comparison 0 1 2 3 Identification date of valuation area (sq m) SALE PRICE (EUR) sale price (EUR/sq m) element of comparison TYPE OF COMPARABLE type of the comparable property unit or % adjustment total adjustment adjusted price (Eur/sq m) PROPERTY RIGHTS property rights transmitted unit or % adjustment total adjustment adjusted price (Eur/sq m) FINANCING RESTRICTIONS financing restrictions unit or % adjustment total adjustment adjusted price (Eur/sq m) SALE CONDITIONS sale conditions unit or % adjustment DARIAN DRS SA Subject Property Comparable A Barbu Vacarescu -str Gara Herastrau commercial area november 2012 15,000 13,800,000 Comparable B Mihalache Avenue Victoriei area - Ciresarilor Park - residential area similar 27,465 27,464,780 € 920.00 € 1,000.00 € 1,600.00 transaction offer offer 0.0% 0.00 920.00 10.0% -100.00 900.00 20.0% -320.00 1,280.00 no restrictions no restrictions 0 € 0.00 € 920.00 no restrictions 0 € 0.00 € 900.00 no restrictions 0 € 0.00 € 1,280.00 normal similar similar similar € 0.00 € 920.00 € 0.00 € 900.00 € 0.00 € 1,280.00 normal normal normal Serban Voda Tineretului Park january 2013 13,726 normal Comparable C Nerva Traian - Timpuri Noi - mixt area similar 7,940 12,704,000 19/36 SC DARIAN DRS SA 4 5 6 a b total adjustment adjusted price (Eur/sq m) MARKET CONDITIONS market conditions unit or % adjustment total adjustment adjusted price (Eur/sq m) LOCATION location unit or % adjustment total adjustment adjusted price (Eur/sq m) PHYSICAL FEATURES dimension unit or % adjustment total adjustment shape and frontage valuation report of tangible assets “land under constructions” – SC ADESGO S.A january 2013 Serban Voda Tineretului Park c 7 8 highest and best use unit or % adjustment total adjustment adjusted price (EUR/sq m) adjusted price (Eur/sq n) total net adjustment total gross adjustment area (sq m) Opinion (Eur/sq m) Estimated value_vacant land _Euro DARIAN DRS SA € 0.00 € 900.00 € 0.00 € 1,280.00 november 2012 0% € 0.00 € 920.00 similar 0% € 0.00 € 900.00 similar 0% € 0.00 € 1,280.00 Barbu Vacarescu -str Gara Herastrau commercial area 30% € 276.00 € 1,196.00 Mihalache Avenue Victoriei area - Ciresarilor Park - residential area 10.0% € 90.00 € 990.00 Nerva Traian - Timpuri Noi - mixt area 0% € 0.00 € 1,280.00 13,726 15,000 0.0% € 0.00 irregular shape with an app. 100 m frontage to the Serban Voda, two frontages 100 unit or % adjustment total adjustment topoghraphy unit or % adjustment total adjustment adjusted price (EUR/sq m) AVAILABLE PUBLIC UTILITIES utilities unit or % adjustment total adjustment adjusted price (EUR/sq m) HIGHEST AND BEST USE € 0.00 € 920.00 plane all utilities subzone M3- mixt area with G+4F buildings /for higher buildings G+10-14E is necessary a Zonal Urban Plan / commercial/CUT=2.5 (absolute) (%) (absolute) (%) 13,726 € 950 app. rectangular n/k; suitable for commercial development 0.0% € 0.00 plane 0.0% € 0.00 € 1,196.00 all utilities 27,465 0% € 0.00 The plot is composed from app. rectangular geometrical shapes, three frontages irregular shape, three frontages (acceses) 50/40/139 0% € 0.00 plane 0% € 0.00 € 990.00 100 0% € 0.00 plane 0% € 0.00 € 1,280.00 all utilities 0.0% € 0.00 € 1,196 0.0% € 0.00 € 990 CUT = 3.5 commercial -15.0% -€ 179.40 € 1,016.60 € 1,017 € 96.60 11% € 455.40 50% Zonal Urban Plan (2006), M3 area/ CUT=3/ G+4-6F, residential -4.0% -€ 40.00 € 950.00 € 950 € 50.00 6% € 130.00 14% 7,940 0% € 0.00 all utilities 0.0% € 0.00 € 1,280 Zonal Urban Plan , 3B+G+18F / mixt/CUT=6 -25.0% -€ 320.00 € 960.00 € 960 -€ 320.00 -25% € 320.00 25% 13,040,000 20/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A Vland 13,726 eur industrial constructions with armed concrete frame structure 17,905 sqm metallic constructions 1,680 sqm demolishing ex penses for clearing the land of industrial constructions with armed concrete frame structure demolition cost (round) 15* eur/built sqm 270,000 eur € 930 costs to sell 2.5% costs to sell 319,250 eur Comparison value Comparison value Comparison value 12,451,000 eur 907 eur/sq m 55,141,744 ron exchange rate 4.4287 valuation date 01.01.2013 *for big surfaces the demolition cost is within the range 15 - 20 eur/built sqm Explanations of the grid: Type of comparables The considered level of the discount is the one frequently used in our practice in this period, based on our observations and information obtained from the ones direct involved in market transactions (brokers). The discount is different from owner to owner, as at the base of its variation are standing the psychological indicators hard to quantify, as the negotiation abilities of the parts involved directly in the transaction process. Therefore we applied corrections of 10%-20% to outline the negotiation degree for the offer comparables on the market - larger negative corrections than in the active market – the discount percent has increased comparing to the period when the market was active, when it had values around 5% up to maximum 10%. For the comparable C we applied the maximum percentage taking into account that it is a land plot for sale over the last years. Market conditions We applied no corrections for the “market conditions” taking into account that there are updated offers and transactions. Location Comparable no. 1 is located in a less good area compared to the subject area – Barbu Vacarescu and therefore we applied corrections of +30% for it. Barbu Vacarescu area is located to a greater distance from the downtown. Comp no 2 is located in a similar area with the subject one (Mihalache area) in terms of distance but in a residential perimeter with narrow streets. Therefore we applied corrections of +10% for it. Comp no 3 is located relatively in the same perimeter and with the same position in the area and we considered the corrections were not necessary. Physical Features – size/shape/frontage These kind of plots - investment plots of medium and large size over 3,000 sqm- are rare. Therefore it is not necessary to make corrections for the size. There is a low variation of price depending on the plots DARIAN DRS SA 21/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A size. All the comparables used are plots with suitable frontages for future developing and moreover with urban plans approved or in the process of being approved. Highest and Best Use the value of the land is directly influenced by the urbanism planning certificates or other projects that the land have. Practically, between two similar lands on the same specific market, the market recognises a difference of positive value in favour of the plot that can be built at a more superior CUT. It is normal, in the CMBU spirit and an attached residual analysis to be this way (the larger CUT uses better the land – it offers it a better value) Comparing to the active market period when this coefficient was followed and paid by investors, in this context of market the magnitude of the corrections of this nature are diminished to decreasing ( as the implementation of new projects is limited). We applied negative corrections for A, B and C, bringing them to the level of the subject property (-15% for comp A, -4% for comp B and -25% for comp C). For the comparable B the adjustment bases on the size of CUT (3) which is better than 2.5 CUT but taking into account a percentage of app 1% representing the potential value of Zonal Urban Plan (comparable B benefits of this plan compared with the subject land). Therefore we estimated -5% for the difference of CUT to which we add app 1% for the urban plan resulting app -4% adjustment. 4.2.3 Residual technique With a character of reviewing and verification the valuer applied also a residual technique, attached to the developing potential of the land, mentioning also that the calculation variables are hard to control at this moment and that the result is sensible to them. The method is for information and as a verification of the comparison approach. For the valuation of the subject property it was applied a variant of residual technique through which is outlined the contribution of the land in the value of the investment after the development that a medium owner proposes, in the base of an zonal urban plan which could be developed in the future. The stages for the determination of the value in this form were: A. The determination of the value of the property by selling the spaces developed under the assumption of the highest and best use according to the General Urban Plan. B. The estimation of the costs to bring the property in the “highest and best use” variant; C. The deduction of the investment costs from the value of the property in order to determine the value of the property at the present stage (vacant land). Using this method supposes that an average investor plans to earn revenues from the selling of the residential spaces developed. Please note that this represents a simplified calculation scenario of investment value (with the necessary assumptions) taking into account the lack of developing project of the vacant land. It is assumed that the vacant land could be developed in compliance with General Urban Plan’s DARIAN DRS SA 22/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A stipulations (PUG) for at least G+4F building without any urbanism restrictions at a land use coefficient of 2.5 and land occupancy percentage of 60%. The calculation is based only on the residential use of the land not taking into account the commercial potential of the land. The calculation is presented in the following table: land area 13,726 sqm Estimated construction period 3 years 36 months landscaped green areas building area roads area 20% 60% 20% 100% land occupancy percentage POT land use coefficient CUT maximum height 60% 2.5 built area underground built area above ground total gross built area parking residential units - blocks useful area estimates no ap 70% x built area above ground average 90 sqm / 1 apartment number of parking place 2,745 8,236 2,745 13,726 sqm sqm sqm sqm 8,236 sqm 34,315 sqm 4.2 levels 16,471 built sqm 34,315 built sqm 50,786 built sqm 24,021 sqm 267 329 HARD COSTS building G+4F Interior roads landscaping site preparation works** 400 40 40 20,314,480 109,808 109,808 270,000 20,804,096 eur eur eur eur eur design fees building permit contingency marketing project management 1.5% 1.5% 3.0% 1.5% 1.5% 9.0% 312,061 312,061 624,123 312,061 312,061 1,872,369 eur eur eur eur eur eur TOTAL HARD COSTS SOFT COSTS TOTAL SOFT COSTS TOTAL HARD AND SOFT COSTS TOTAL HARD AND SOFT COSTS DARIAN DRS SA 22,676,465 eur 447 eur/ built sqm 23/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A Year 1 Year 2 stages of construction by year Hard and soft costs Cost to be financed x40% Financing cost @ debt service estimated Long term interest rate Sales forecast Sales forecast useful area bove grounds sqm app no ap per year app no ap per month Sales forecast parking place underground Selling price apartments eur/1 useful sqm 20% 4,535,293 1,814,117 90,706* 5.00% 10% 2,402 27 2 33 1,500 Selling price apartments Total costs Revenues Developer profit eur/1 pp eur eur 15,000 4,625,999 4,098,075 81,962 Net cash flow Discount rate Discount factor eur/year % 2.0% -609,885 9.0% 0.92 Present value Total present value eur -559,528 eur 12,523,000 eur/sqm 912 *it is assumed: financing cost year n =financing cost year n-1 + 5% x cost to be financed built sqm underground above ground cost eur/sqm 16,471 34,315 50,786 No of Area room Budapesta – Marasesti Asmita Regina Maria - Marasesti Parcul Carol - complex Marasesti Parcul Carol - complex Marasesti Parcul Carol - complex Marasesti 11 iunie - Parc Carol zona Parcul Carol Marasesti - Camera de Comert zona Marasesti Year 4 Year 5 60% 13,605,879 5,442,352 453,529* 5.00% 20.0% 4,804 53 4 66 1,600 7% 15,000 14,059,408 8,676,560 173,531 0% 0 0 453,529* 5.00% 30.0% 7,206 80 7 99 1,700 6% 15,000 453,529 13,735,455 274,709 0% 0 0 100% 22,676,465 9,070,586 1,179,176 30.0% 7,206 80 7 99 1,700 0% 15,000 0 13,735,455 274,709 100% 24,021 267 -700,591 -5,556,379 13,007,217 13,460,746 0.84 0.77 0.71 0.65 -589,674 -4,290,544 9,214,640 8,748,561 cost eur 350 500 1 1 2 2 2 3 3 4 4 4 Year 3 20% 4,535,293 1,814,117 181,412* 5.00% 10.0% 2,402 27 2 33 1,500 0% 15,000 4,716,705 4,098,075 81,962 330 886,872 cost eur/sqm 5,764,920 17,157,500 22,922,420 451 Useful Construction Prices Eur/useful surface -sqm- year (eur) area 38 2012 50,500 1,323 32 2008 58,000 1,813 48 2012 83,000 1,729 80 2009 104,838 1,310 70 2009 100,806 1,440 111 2009 145,161 1,308 90 2012 159,000 1,767 180 2008 270,000 1,500 123 2008 265,000 2,154 139 2009 200,000 1,439 91 average 1,578 average -5% 1,499 Using this method supposes that an average investor plans to earn revenues from the selling of the residential spaces developed. General assumptions: - the calculation has been made according to the land use coefficient (CUT) of 2.5. - at the present time the opportunity of developing such project is not adequate sustained as the potential demand is lower at the moment. The method presents a scenario that is useful for sustaining the value, if taken into consideration some working assumptions and the fact that the project has to be developed on a larger period of time. The improvement regarding the economical situation on the future is finally the common assumption of all methods used. - The period of developing the residential units and retail spaces, as well as the improvements has DARIAN DRS SA 24/36 SC DARIAN DRS SA - valuation report of tangible assets “land under constructions” – SC ADESGO S.A been estimated at 3 years. The period of selling the developed spaces is considered at 5 years (i.e. the sales start with the construction and last still 2 years after finalizing). We considered a financing of 40% from the project resulting an interest for financing amount of 5%. The entrepreneurial profit considered at aprox. 2% to the annual revenues. The return on an investment (yield) compensates the investor (developer) for foregoing present benefits and accepting future benefits and risks. An investor seeks a total return that exceeds the amount invested. Although the actual yield on an investment cannot be calculated until the investment is sold, an investor may set a target yield for the investment before or during ownership. Analysing the current expectations of market participants we settled a cost of capital for the subject project of 9%. http://epp.eurostat.ec.europa.eu/tgm/table.do?tab=table&init=1&language=en&pcode=tei 3.02% 1.00% 9.21% 1.14 0.0% 12.1% Risk-free rate euro inflation Germany (Rm-Rf) = equity risk premium Beta α Expected return on investment = Rf + (Rm-Rf) x beta + α mf050&plugin=1 Damodaran - emerging markets - Real Estate Development Unlevered Beta Debt/Equity Tax rate Relevered Beta 0.75 Damodaran Real Estate Development 61.68% Damodaran Real Estate Development 16.00% 1.14 Relevered Beta = Unlevered Beta x [(1 + (1- tax rate) (Debt/Equity Ratio))] Base risk premium for mature capital market Country risk premium Equity risk premium 6.00% source: http://pages.stern.nyu.edu/~adamodar/ 3.21% source: http://pages.stern.nyu.edu/~adamodar/ 9.21% source: http://pages.stern.nyu.edu/~adamodar/ D/E 0.6168 ccpr = ROE E / (D+E) rd D / (D + E) imp / p wacc DARIAN DRS SA 12.06% 61.85% 4.15% 38.15% 16% 8.79% 25/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 4.2.4 The Reconciliation of results We obtained the following results: - Vcomparison = 12,451,000 eur - Vinvestment = 12,523,000 eur Following the analysis of the adequacy, accuracy and quantity of information for all methods, in actual market conditions (to january 2012), we consider that the comparison approach is more relevant, even if this moment is one with a small number of transactions for the big plots of land and with a low absorption rate. In fact, residual technique introduces a number of supplementary uncertainties, and therefore a result with corresponding reserves. Thus, in the valuer’s opinion, taking into account the purposes of this valuation, the market value of the real estate property “plot of land under constructions of 13,726 sqm considered vacant” as it is presented at the valuation date is: 12,451,000 EUR 55,141,744 RON DARIAN DRS SA 26/36 SC DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 5 ANNEXES 5.1 PICTURES DARIAN DRS SA 27/36 SC DARIAN DRS SA 5.2 valuation report of tangible assets “land under constructions” – SC ADESGO S.A Land comparables DARIAN DRS SA 28/36 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 29/36 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 30/36 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 31/36 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 32/36 SC DARIAN DRS SA 5.3 valuation report of tangible assets “land under constructions” – SC ADESGO S.A Documents received from the client DARIAN DRS SA 33/36 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 34/36 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 35/36 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets “land under constructions” – SC ADESGO S.A 36/36 Cluj-Napoca: Str. Nicolae Cristea Nr. 25, 400184, Tel/Fax: 0264 438.03.33 Bucureşti: Str. Radu Vodă, Nr. 17, et. 2, 040273, Tel/Fax: 021 312.27.86 [email protected]; www.darian.ro DRS NO. 476/18-01-2013 Valuation report of tangible assets land considered vacant of 3,006 sqm Located in Bucharest, 46 Imparatul Traian st, District 4 in property of S.C. ADESGO S.A. All data and information contained in this material are confidential and will not be disclosed or copied, partially or totally, without the prior written consent and approval of SC DARIAN DRS SA and the client SC ADESGO S.A. January 2013 Darian DRS S.A. Nr. Registrul Com erţului: J12/595/1991 | Cod unic de înregistrare: RO201020 Cod IBAN: RO24 BACX 0000 0001 3929 6250| Banca BANCA ROMANEASCA | Capital social 150.000 RON SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A To: SC ADESGO S.A. Dear Sirs, Following your request, we have analysed the “plot of land considered vacant of 3,006 sqm” within the built up area of Bucharest, located in 46 Imparatul Traian st, District 4, with the purpose of financial reporting. It was subjected to valuation the integral ownership of SC ADESGO S.A. on tangible assets, subjected to analysis in the present valuation report. The ownership is considered full, valid, marketable, and unaffected by charges, unless otherwise specified. The present report is intended for SC ADESGO S.A. as client and addressee. The present report will be used for registration in the client’s financial reports. At the base of this valuation stood information regarding prices corresponding to January 2013. The date when all assumptions and estimated values are considered valid by the valuer (valuation date) is January 01, 2013. The estimation was made in January 2013. The valuer is not to be held responsible under any circumstance for misleading information, false or incomplete, made available by the owner/client. The report was structured as follows: (1) General aspects – that include the object of valuation as well as the main elements defining the valuation methods (2) – The data description – description of the valued asset (3) Property valuation – the applying of the valuation methods (4) Annexes – containing the elements that sustain the presented proofs. The following valuation report presents the basis on which the valuer’s opinion was established. The report was prepared in accordance with applicable laws. The values estimated for each position were established on the basis of International Valuation Standards (IVS), which are in correlation with International Accounting Standards (IAS), and methodology recommended by ANEVAR (The National Association of Romanian Valuers). Thus, in the valuer’s opinion, taking into account the purposes of this valuation, the market value of the real estate property “plot of land considered vacant of 3,006 sqm” as it is presented at the valuation date is: 1,054,000 EUR 4,667,850 RON DARIAN DRS SA 2/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A The reasons the valuer opinion is based on and the considerations of the value are as follows: ⇒ The value is valid under the conditions and assumptions presented in this report (see appendices) ⇒ value does not take into account the environmental responsibilities and costs of compliance to legal requirements; ⇒ the value is subjective; ⇒ the valuation is an opinion of a value; ⇒ the value does not include VAT; ⇒ The final opinion was expressed in strong currency at the currency exchange rate valid at 01st January 2013: 4.4287 RON /1 EURO; Sincerely, DARIAN DRS SA DARIAN DRS SA 3/38 SC DARIAN DRS SA 1.1 valuation report of tangible assets – SC ADESGO S.A Certification We hereby certify, to our best knowledge and belief that the facts contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and is our personal, unbiased professional analyses, opinions, and conclusions. We also certify that we have no present or prospective interest in the property that is the subject of this report, and we have no personal interest or bias with respect to the parties involved. Our compensation is not contingent upon the reporting of a predetermined value or direction in value that favours the cause of the client, the amount of the value estimate, the attainment of a stimulated result, or the occurrence of a subsequent event. Our analyses, opinions and conclusions were developed, and this report has been prepared in conformity with the standards and methodology recommended by UNEAR (National Association of Romanian Appraisers). The valuer inspected the property personally. At the moment of drawing up the present report the valuers, who undersign this report did not get significant assistance from the side of other persons. The present report is subject to the standards and may be expertise (at demand, with the written and preliminary consent of the valuer) and verified, in conformity with the International Standard of Practice in Valuation GE1 – Valuation Verifying. The present report is subject to UNEAR norms and can be, on request, reviewed by its specially authorised members. At the time when this report was drawn, the undersigned are UNEAR members, have completed the continuous professional training program of UNEAR and have necessary competence for such work. DARIAN DRS SA and its team are insured for professional responsibility with ALLIANZ – TIRIAC ASIGURARI S.A. Daniel Ceafalan, Real estate valuer Member of UNEAR DARIAN DRS SA 4/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A CUPRINS 1. INTRODUCERE 1.1 2 GENERAL ASPECTS ................................................................................................................................. 6 2.1 2.2 2.3 2.4 2.5 2.6 2.7 2.8 2.9 2.10 2.11 3 OBJECT OF VALUATION ............................................................................................................................ 6 VALUED OWNERSHIP................................................................................................................................ 6 PURPOSE OF VALUATION. CLIENT AND USE OF THE VALUATION .................................................................... 6 VALUATION DATE. DATE OF THE REPORT ................................................................................................... 6 DATE OF THE PROPERTY INSPECTION ........................................................................................................ 6 BASE OF VALUATION. TYPE OF VALUE ........................................................................................................ 6 CURRENCY OF THE REPORT ..................................................................................................................... 8 INFORMATION USED AND SOURCES OF INFORMATION .................................................................................. 8 RESPONSIBILITY TOWARDS THIRD PARTIES ................................................................................................ 8 UNPUBLISHING CLAUSE ........................................................................................................................ 8 ASSUMPTIONS AND LIMITING CONDITIONS............................................................................................... 8 DATA DESCRIPTION ............................................................................................................................... 11 3.1 3.2 3.3 3.3 4 CERTIFICATION ....................................................................................................................................... 4 GENERAL PRESENTATION ...................................................................................................................... 11 LEGAL PRESENTATION ........................................................................................................................... 12 URBANISM PLANNING CERTIFICATES ........................................................................................................ 12 INFORMATION ABOUT REAL-ESTATE MARKET ............................................................................................ 13 PROPERTY VALUATION ......................................................................................................................... 17 4.1 STAGES PERFORMED ............................................................................................................................. 17 4.2 THE METODOLOGY APPLIED IN ESTIMATING THE MARKET VALUE ................................................ 17 4.2.1 The highest and best use of the land ...................................................................................... 17 4.2.2 Sales comparison approach .................................................................................................... 18 4.2.3 The Reconciliation of results ................................................................................................... 21 5 ANEXES .................................................................................................................................................... 22 5.1 5.2 5.3 PICTURES ......................................................................................................................................... 22 LAND COMPARABLES ............................................................................................................................. 23 DOCUMENTS RECEIVED FROM THE CLIENT ............................................................................................... 26 DARIAN DRS SA 5/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 2 GENERAL ASPECTS 2.1 Object of valuation The object of valuation consists in tangible assets of real-estate nature “plot of land considered vacant of 3,006 sqm ” in property of SC ADESGO SA, located in 46 Imparatul Traian st, District 4, Bucharest. 2.2 Valued ownership The subject of valuation consists of the full ownership of SC ADESGO S.A. over tangible assets subjected to valuation. The ownership is considered full, valid, marketable, and unaffected by charges, unless otherwise specified. 2.3 Purpose of valuation. Client and use of the valuation The purpose of valuation is estimating the market value of tangible assets in property of SC ADESGO S.A. for use in client’s financial reporting. The present report is intended to SC ADESGO S.A. as client and addressee. The headquarter of SC ADESGO S.A. is in 220 Calea Serban Voda, District 4, Bucharest. The company is registered at Trade Register under no. J40/5892/1991, unique recording code (CUI) RO 367911. 2.4 Valuation date. Date of the report At the base of this valuation stood information regarding prices corresponding to January 2013. The date when all assumptions and estimated values are considered valid by the valuer (valuation date) is January 01, 2013. The estimation was made in January 2013. The date of the report is January 01, 2013. 2.5 Date of the property inspection The valuer, Daniel Ceafalan, carried out the inspection of the real estate property on the November, 2012. The inspection consisted in identifying location and taking some general photographs of the location. There were no inspections regarding the possible presence of contamination of the land of vicinity areas. 2.6 Base of valuation. Type of value Considering the purpose and use of the valuation, we have followed the recommendations: IVA 300 “Valuation for financial reporting”. IVS - Framework The classification of assets determines which IAS or IFRS applies. DARIAN DRS SA 6/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A The valuation is used for IAS 16 (property, Plant & Equipment) under IAS 36 (Impairment of assets). IAS 16 requires non-current property and plant assets held for the production or supply of goods or services to be recognised initially in the balance sheet at cost and thereafter carried in accordance with either the cost model or fair value model. Financial statements are produced on the assumption that the entity is a going concern unless management either intends to liquidate the entity or cease trading, or has no realistic alternative but to do so. (IAS 1, para. 23). This assumption therefore underlies the application of fair value to property plant and equipment, except in cases where it is clear that there is either an intention to dispose of a particular asset or that option of disposal has to be considered, e.g. when undertaking an impairment review. When an entity adopts the fair value revaluation option under IAS16, the assets are included in the balance sheet at their fair value as follows: (a) “The fair value of land and buildings is usually determined from market-based evidence by appraisal that is normally undertaken by professionally qualified valuers. The fair value of items of plant and equipment is usually their market value determined by appraisal” (IAS 16, para. 32). (b) “If there is no market-based evidence of fair value because of the specialised nature of the item of property, plant and equipment and the item is rarely sold, except as a part of a continuing business, an entity may need to estimate fair value using an income or a depreciated replacement cost approach” (IAS 16, para. 33). IAS 36 (Impairment of assets). Impairment arises where the carrying amount of an asset exceeds the amount that can be recovered from either its continued use and/or the sale of the asset. Under IAS 36 Impaiment of Assets, an entity is required to review certain categories of asset at the date of each statement of financial position to determine whether there is any indication that an asset may be impaired. Impairment might be indicated by a reduction in the value of the asset because of market or technological changes, obsolescence of the asset, asset underperformance in comparison to the expected return, or an intention to discontinue or restructure operations. Therefore, in the present report, we followed an estimation of: market value of land under the assumption of being vacant (considered the best alternative use); as it is described in IVS Framework the defintion of market value is: o Market value: The estimated amount for which an asset should exchange on the valuation date between a willing buyer and a willing seller in an arm’s length transaction, after proper marketing and where the parties had each acted knowledgeably, prudently and without compulsion. Please be advised that the current land real estate market is not a normal market – limited liquidity, very little transactions. We mention the atypical period through which we are passing, through the point of view of real estate market and type of property subjected to valuation. In fact, it is about: The limiting of the number of transactions in the market. Decreasing of the investing interest (of solvent demand) with all the consequences arising from DARIAN DRS SA 7/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A this point of view of market quotations. 2.7 Currency of the report The value is expressed in Eur and Ron and does not contain VAT . 2.8 Information used and sources of information The information used was: ⇒ The situation of the subject property (site address, area, etc); ⇒ Papers that attest ownership; ⇒ Cadastral documentation; ⇒ Information about certificates and the potential urbanity development of the land The information from above was taken from the client, this being responsible for their veridicity and fairness. ⇒ ⇒ ⇒ ⇒ ⇒ The physical identification on the land was conducted with responsible persons from the company; Information regarding the local real estate market ; Other necessary information existing in specialised bibliography; International Valuation Standards (IVS 2011); Database of the valuer with confidential character; 2.9 Responsibility towards third parties This report is based on the information furnished by the management of SC ADESGO S.A. In conformity with the usages in Romania, the estimated values are valid at the date stated in the report and a limited interval of time after that date, in which the specific conditions of the market do not undergo significant changes affecting estimated opinions. This report is designated for the purpose and use of the addressees mentioned at 2.3. The report is confidential, strictly for the addressees and the valuer does not accept responsibility towards any third party, in any circumstance. 2.10 Unpublishing clause This report or any reference to it cannot be published or included into a document, which will be published without prior written approval of the appraiser, specifying the form in which it will appear. Partial or integral publishing or use of the report for other purposes than those stated at 2.3. leads to a cease of contract obligations. 2.11 Special assumption and limiting conditions The valuer is not a topographer/topometrist/geodesist and he does not have the due qualification to measure and guarantee that the property location and boundaries as they have been pointed out by the owner at the time of the inspection and described in the report correspond to those written down in the property/cadastral documents. This report is meant to develop a value of the property identified and described in the report DARIAN DRS SA 8/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A provided that it corresponds to the one written down in the property documents. Any discordance between the identified property and the one written down in the property documents invalidates the correspondance between the estimated property and the property certified by the property documents, but the estimated value remains valid for the property identified in the report. 2.12 Assumptions and limiting conditions The main assumptions and limiting conditions, which were considered in this report, are presented below: 1. Assumptions: ⇒ Legal aspects are entirely based on information and documents provided by SC ADESGO S.A. and were presented without any further verification or investigations. Title to the property is assumed to be good and marketable, unless otherwise stated ⇒ The information furnished by others is believed to be reliable, but no warranty is given for its accuracy. ⇒ It is assumed that there are no hidden or non-apparent conditions of the property, soil or building structure (hidden parts) which would influence the value of the property. No responsibility is assumed for such conditions or for any expertise or engineering knowledge required to discover this; ⇒ The present situation of the property and the purpose of the present valuation were the basis in selecting and applying the valuation method, so that the resulted values will lead to the most probable estimate of the value, considering the selected value type, resented at point 2.5. ⇒ We suppose that there are no type of contaminants, and the cost of decontamination does not affect the value; we were not informed of any inspection or report that would indicate the presence of the contaminants or other dangerous materials; ⇒ In order to carry out the valuation, were taken into consideration all the factors that have influence over the value of the investment property subjected to valuation and were not omitted in a deliberate way no other kind of information that could have importance over the valuation and which, in our knowledge are correct and reasonable in the elaboration at the present report. ⇒ The valuer considers himself relived from the responsibility of existence of any hidden vices of any type on the subject of valuation, environmental factors, etc., which could influence in any way the value of the goods in case, for this reason the valuer cannot present any guarantee referring to their technical and economical state, after the valuation. ⇒ The estimated value is valid at the valuation date. Whereas the market, market conditions may change, the estimated value may be incorrect or inappropriate at another time ⇒ We assumed that the current legislation will remain the same and were not taken into account any changes that may occur in the following period. ⇒ The valuer believes that the assumptions made at the application of the methods of valuation were reasonable in light of facts that are available at the valuation date. ⇒ When estimating the value the valuer used only information available at disposal at the time of drawing the report and it is possible that there were other information unknown to the valuer. ⇒ The client did not put at valuer’s disposal an valid urbanism planning certificate for the subject land. It is assumed that the vacant land (valuation subject) could be developed in compliance with General Urban Plan’s stipulations (PUG) for at least G+14F building without any urbanism restrictions. ⇒ We considered that the client has an integral property right over the plot of land under kindergarten. 2. Limiting conditions: ⇒ The estimated value is valid only for the subject plot of land considered buildable (under the assumption that the land will be cleared and will become and be sold as vacant land); DARIAN DRS SA 9/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A ⇒ Any value estimates provided in the report apply to the entire property and any proration or division of the total into fractional interests will invalidate the estimated value, unless such proration or division of interests has been set forth in the report. ⇒ any allocation of component values is valid only if presented in the report using. Assigned separate values should not be used in connection with another valuation and are invalid if so used. ⇒ obtaining one copy of this valuation report does not imply also publication rights; ⇒ the valuer, through the nature of its work, is not forced to offer further counselling or to testify in court regarding the object of the report, unless prior agreements have been signed with the client; ⇒ nor the present report ,nor parts of it (especially the conclusions regarding the market value, the valuer’s identity) must not be made public without the valuer’s prior agreement; the valuation report is valid in the economical, fiscal, legal and political conditions from its date of preparation. If these conditions will modify the conclusions of this report may loose their validity. DARIAN DRS SA 10/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 3 DATA DESCRIPTION 3.1 General Presentation The object of valuation consists in tangible assets of real-estate nature “plot of land considered vacant of 3,006 sqm” in property of SC ADESGO SA, located in 46 Imparatul Traian st, District 4, Bucharest. The subject property is a plot within the built-up area of District 4, located in the south side of Bucharest – Brancoveanu area - with direct access from Imparatul Traian st, Eroii Neamului st and Alpinesti st. The area where the land is located is mostly residential with G+1-2-3 F houses/villas and blocks of flats G+10F. According to property deeds the total surface of land is 4,495 sqm. On the site there are erected two buildings: a G+1F residential building of 140 built sqm, identified as “Guests House” and a G building of 668 built sqm, identified as “Kindergarten”. The both buildings are erected on reinforced concrete frames structure with mainsonery. The property benefits of all utilities. According to the information given by the owner’s representative, the “Kindergarten” building does not belong to SC ADESGO SA (only the building). We did not have documents at our disposal about this issue. We considered that the client has an integral property right over this plot of land (land under kindergarten). According to the civil sentence no. 77A/2009 the client is legally obliged to surrender a plot of land of 1,488.9 sqm (from the entire plot of land of 4,495 sqm). Therefore, at the request of client , we valued the plot of land of 3,006.1 sqm, resulting from the total area of 4,495 sqm descreased it with 1,488.9 sqm. We did not have at our disposal the cadastral documentation of the subject land of 3,006.1 sqm. We conducted the valuation based on only the sketches of the property put at our disposal by the client. The land has been valued under the assumption that is vacant of constructions. The plot of land - subject of the present valuation - has 3,006.1 sqm and a rectangular shape with frontages to three streets. DARIAN DRS SA 11/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A Kindergarten The property benefits by all available city utilities: electricity, water, sewerage, gas network. 3.2 Legal presentation The subject property belongs to SC ADESGO S.A., according to Property Title series M03 no 0381 and deed civil decision 774/2009. Charges: We did not have a valid land register book excerpt of the subject property. The valuation is made under the assumption that the property is free of any charges. It has been valued the integral property right of the real estate property subject of present valuation, considered free, valid and marketable being property of S.C. ADESGO S.A. 3.3 Urbanism planning certificates According to the General Urban Plan the area where the land is located is considered subzone M2- mixt area situated outside protected area with maximum G+14F buildings. For the subzone M2 is also recommended a POT (land occupancy percentage) of 70% having the possibility of 75% covering the rest of the plot with maximum 2 levels buildings and a CUT (land use coefficient) of maximum 3. DARIAN DRS SA 12/38 SC DARIAN DRS SA 3.3 valuation report of tangible assets – SC ADESGO S.A Information about real-estate market General information The real estate market is defined as a group of persons or firms which enter in contact with the purpose of making real estate transactions. The participans in this market change property rights over some goods, ie money. A series of special characteristics differs the real estate market from markets of goods and services. Each property is unique and its site is fixed. The real estate market is not an efficient one: the number of buyers and sellers that are acting is relatively small, the real estate properties have high values which need a large power of purchase, which makes these markets to be sensible to the income stability, to change in the level of salaries, number of work places and also a financing level, etc. Generally, the real-estate properties are not bought with cash and if there are no favorable conditions of financing the transaction are endangered. The real estate properties are durable and can be looked at as investments. Are not liquid and the sellpurchase process is long. Due to all this factors the behavior of the real-estate market can be difficult to estimate. Land real estate market in Romania In the first half of 2012, the land demand was oriented to large surfaces for construction of hypermarkets and supermarkets, plots located in areas with high visibility and accessibility in terms of public transport and car access. On the residential segment, the developers have looked for land plots with all the valid planning permits while for the office sector the target was plots with easy access to public transportation and shopping areas. For the industrial sector the high demand has been recorded by companies which have already manufacturing or logistics parks in Romania and want to expand these industrial parks. Despite from the beginnings of real estate crisis in Romania the land prices have fallen in some cases even by 90% and this year the properties with the highest depreciation proved to be again the land. Such land has declined by about 4% compared to S2 2011 and 9% compared to S1 2011. Reported in national currency the decline was lower by approximately 1% compared to S2 2011 and respectively 4% to S1 2011. An argument in favor of continuing decline of land prices, was the fact that unlike the housing market which has been supported by the “First House” program, for the land there was no leverage to maintain the price. Also, the margin of negotiation for land is higher than for housing. The evolution of land prices in the 27 cities covered by this analysis are presented in the tables below: DARIAN DRS SA 13/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A Land real estate market in Bucharest Residential Market In Bucharest the average unit price of old apartments in S1 2012 was around 968 euros / sqm, down about 1.6% approximately compared with S2 2011 and 4% approximately compared with S1 2011. In terms of new apartments, average unit price in S1 2012 was around 1,157 euros / sqm, down about 3.8% of S2 2011 and S1 2011 approximately 5%. In Bucharest both old and new apartments have continued to be the most expensive in the country, the capital being only city in Romania with prices over 1000 euros per built sqm (new apartments). Land Market As the land market, prices fell by about 2% in S1 2012 compared to S2 2011, and 5% respectively compared with S1 2011. DARIAN DRS SA 14/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A Analysis of Brancoveanu area In what follows is an extract from existing offers on market in the subject area: Location Area (sqm) Frontage (m) Description Price eur/sqm 300 439 Brancoveanu Luica 1,500 86 Vanzare teren intravilan, construibil amplasat in zona Brancoveanu.Suprafata terenului este de 1500 mp, are forma trapezoidala ( aproape dreptunghiulara ) cu laturi de 57,35 m; 56,41 m; 29,14 m; 24,21 m.Are certificat de urbanism valabil pana in iulie 2013 cu specificatiile : P+3E, CUT max 3, POT max 70%. Dispune de cadastru si este intabulat. Stoian Militaru Oltenitei 1,026 26 fara constructii pe teren, rezidential; 0728.995.899, EUROTOP INVEST Berceni Brancoveanu 865 - SOS. GIURGIULUI, CITYMALL, STRADAL, 1,400 25 Brancoveanu Uioara 1,500 57 Brancoveanu Reper: Brancoveanu Luica 1,500 50 Gradistei -Uioara 1,500 50 Lacul Vacaresti str Ionescu Florea - Oltenitei DARIAN DRS SA 4,970 147 Vanzare teren intravilan Berceni Brancoveanu, suprafata 865 mp, dubla deschidere, imobile demolabile, toate utilitatile, strada asfaltata si linistita in cartier de case si vile, intabulare, pretabil rezidential, sediu firma, gradinita, Teren ideal pentru investitii, ansambluri rezidentiale, birouri, clinici s.a.m.d. Pozitionare extrem de avantajoasa, stradal, pe soseua Giurgiului, apropiere City Mall. Forma geometrica armonioasa, dreptunghi aproape perfect cu deschidere dubla, 25 ml pe soseaua Giurgiului si 56ml pe o strada adiacenta. Vanzare teren Brancoveanu.Teren,1500mp,cu toate utilitatile si certificat de urbanism (informativ)situat in apropierea Bulevardului Brancoveanu,pretabil constructiei de locuinte sau spatiu comercial. P+3E rezidential Teren intravilan de vanzare in zona Brancoveanu Luica. Terenul se intinde pe o suprafata de 1500 mp si are o deschidere de 50ml. Regimul de inaltime este P+11 si dispune de toate utilitatile. Se afla intr-o zona excelenta cu acces la mijloacele de transport in comun si in apropierea centrelor comerciale ca Carrefour Grand Arena Selgros sau Metro. BERCENI HUEDIN CENTER teren in suprafata de 1500 mp avid dubla deschidere de 30 /50 ml . Terenul este pretabil pentru un imobil cu dubla destinatie rezidentiala si comerciala avind pot de 60 % cut de 2.5. SUDULUI, OLTENITEI, IONESCU FLOREA, LACUL VACARESTI, vanzare teren intravilan, suprafata 4.970 mp. stradal, pret 450 EUR/mp, sudului, oltenitei, str ionescu florea 44-46, 4. 970 mp, puz probat pentru 2s+p+12e, cut 4, pot 35%, deschidere 147 m, certificat urbanism, unic proprietar, marginea lacului vacaresti 350 280 333 300 300 450 15/38 SC DARIAN DRS SA OFFER DEMAND valuation report of tangible assets – SC ADESGO S.A In Brancoveanu area the offer consists preponderant in small vacant plots of land and plots of land occupied by old constructions destinated preponderent for residential purposes. Taking into account the current financial crisis, the real estate blocking, the offer of this kind of plots has been increasing lately. Decreasing/Stagnation SHORT Due the financial and economic crisis the current market conditions do not correspond to ANALYSIS OF a real estate market which functions normally. The current conditions mean: limited THE SPECIFIC liquidity, lack of financing, blockage of the acquisitions for most of the buyers. MARKET The offers for small and medium plots of land in the Brancoveanu area are situated between 280–450 EUR/sqm depending preponderant upon the location and the development potential (urbanism indicators). DARIAN DRS SA 16/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 4 PROPERTY VALUATION 4.1 Stages performed To estimate the values presented above we have covered the following stages: • documentation, from a list of information required to the client – property deeds, cadastral documentation • field inspection and verification of compliance practice situation on the land with information from furnished documents; • establishing the limits and assumptions that stood at the base of the valuation report; • selecting the type of estimated values in the present report; • deduction and estimation of the limiting conditions specific to valued property; • analysis of all data collected, interpretation of results from the valuation point of view; • applying the methods of valuation considered appropriate for estimating the fair values that characterises the property; 4.2 The METODOLOGY applied in ESTIMATING THE MARKET VALUE The purpose of this valuation is to estimate the market value of the plot of land considered vacant of 3,006 sqm. The estimation of the market value of the land was made taking into consideration the afferent surface of land and its positioning, in concordance with information on market prices in neighbouring areas and/or similar. Taking into account the current situation of the land market, corresponding to medium plots of land, we used sales comparison approach for estimating the market value of the land. 4.2.1 The highest and best use of the land The concept of the highest and best use is essential in the valuation process. Through highest and best use analysis, the valuer interprets the market forces that influence the subject property and identifies the use upon which the final value estimate is based. The highest and best use is the alternative of using the property selected from different possible variants, which will be starting basis and will generate the valuation assumption necessary in applying the valuation methods and approaches in the following chapters. The highest and best use of the space is defined as follows: The most probable use of a property which is physically possible, appropriately justified, legally permissible, financially feasible, and which results in the highest value of the property being valued. Therefore the highest and best use of the property is vacant land (which represents the best alternative use of the property). Although the client did not put at valuer’s disposal an valid urbanism planning certificate for the subject land it is assumed that the vacant land (valuation subject) could be developed in compliance with General Urban Plan’s stipulations (PUG) for at G+14F building without any urbanism restrictions. DARIAN DRS SA 17/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 4.2.2 Sales comparison approach The sales comparison approach has its basis in market analysis and uses the comparative analysis, respectively the estimate of the value is done through a market analysis to find similar properties, comparing these properties with the one “to be valuated”. The major premise of the method is that the market value of a real estate property is in direct relation with the transaction prices (offer) of comparable and competitive properties. The comparative analysis is based on the similarities and differences in properties between the elements that influence transaction prices. For estimating the value of the property through this method the valuer took into consideration the information he had at his disposal. Elements of comparison Nr crt. 0 1 2 3 4 Subject property Type of comparable property titles transmitted financing conditions Sale conditions market conditions location no restrictions normal normal january 2013 Oltenitei - Brancoveanu 5 6 physical characteristics area (sq m): shape 3,006.10 rectangular shape with 3 openings 70 plane all utilities frontage/acces topoghraphy 7 public utilities highest and best use subzone M2- mixt area situated outside protected area outside of A offer no restrictions similar normal similar Brancoveanu Luica Comparable properties B C offer offer no restrictions no restrictions similar similar normal normal similar similar Brancoveanu Stoian Militaru Reper: Brancoveanu Oltenitei Luica D offer no restrictions similar normal similar Lacul Vacaresti - str Ionescu Florea Oltenitei 1,500 app. rectangular, 1,500 app. rectangular, 86 plane all utilities residential CUT=3 50 plane all utilities max G+11F residential 26 plane all utilities residential, without urban certificate, P+12E 147 plane all utilities Zonal Urban Plan 2B+G+12F, residential, CUT=4 450,000 300 450,000 300 450,414 439 2,236,500 450 protected zone with max G+14F 1,026 app. rectangular 4,970 app. rectangular buildings # POT of 70% # CUT of maximum 3 8 total price(EURO) unit price / sq m (EURO) Market data grid for paired data: Elements of comparison 0 1 2 Identification date of valuation area (sq m) SALE PRICE (EUR) sale price (EUR/sq m) element of comparison TYPE OF COMPARABLE type of the comparable property unit or % adjustment total adjustment adjusted price (Eur/sq m) PROPERTY RIGHTS property rights transmitted unit or % adjustment total adjustment adjusted price (Eur/sq m) FINANCING RESTRICTIONS financing restrictions unit or % adjustment DARIAN DRS SA Subject Property Comparable A Oltenitei Brancoveanu Brancoveanu Luica present 3,006 similar 1,500 450,000 Comparable B Brancoveanu Reper: Brancoveanu Luica similar 1,500 450,000 € 300.00 Comparable C similar 1,026 450,414 Comparable D Lacul Vacaresti - str Ionescu Florea Oltenitei similar 4970 2,236,500 € 300.00 € 439.00 € 450.00 offer offer offer offer 15% -50.00 250.00 15% -50.00 250.00 20% -90.00 349.00 15% -70.00 380.00 no restrictions no restrictions 0 € 0.00 € 250.00 no restrictions 0 € 0.00 € 250.00 no restrictions 0 € 0.00 € 349.00 no restrictions 0 € 0.00 € 380.00 normal similar similar similar similar Stoian Militaru Oltenitei 18/38 SC DARIAN DRS SA 3 4 5 6 a b c 7 8 total adjustment adjusted price (Eur/sq m) SALE CONDITIONS sale conditions unit or % adjustment total adjustment adjusted price (Eur/sq m) MARKET CONDITIONS market conditions unit or % adjustment total adjustment adjusted price (Eur/sq m) LOCATION location unit or % adjustment total adjustment adjusted price (Eur/sq m) PHYSICAL FEATURES dimension unit or % adjustment total adjustment shape and frontage unit or % adjustment total adjustment topoghraphy unit or % adjustment total adjustment adjusted price (EUR/sq m) AVAILABLE PUBLIC UTILITIES utilities unit or % adjustment total adjustment adjusted price (EUR/sq m) HIGHEST AND BEST USE highest and best use unit or % adjustment total adjustment adjusted price (EUR/sq m) adjusted price (Eur/sq n) total neto adjustment total gross adjustment area (sq m) Opinion (Eur/sq m) Estimated value _Euro DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A normal january 2013 Oltenitei Brancoveanu 3,006 rectangular shape with 3 openings 70 plane all utilities subzone M2- mixt area situated outside protected area outside of protected zone with max G+14F buildings # POT of 70% # CUT of maximum 3 (absolute) (%) (absolute) (%) 3006.10 € 361 1,085,000 € 0.00 € 250.00 € 0.00 € 250.00 € 0.00 € 349.00 € 0.00 € 380.00 normal normal normal normal € 0.00 € 250.00 € 0.00 € 250.00 € 0.00 € 349.00 € 0.00 € 380.00 similar 0% € 0.00 € 250.00 similar 0% € 0.00 € 250.00 similar 0% € 0.00 € 349.00 similar 0% € 0.00 € 380.00 Brancoveanu Luica 45% € 112.50 € 362.50 Brancoveanu Reper: Brancoveanu Luica 45% € 112.50 € 362.50 Stoian Militaru Oltenitei 0% € 0.00 € 349.00 Lacul Vacaresti - str Ionescu Florea Oltenitei 0% € 0.00 € 380.00 1,500 0.0% € 0.00 1,500 0% € 0.00 app. rectangular, 86 0.0% € 0.00 plane 0.0% € 0.00 € 362.50 app. rectangular, 50 0% € 0.00 plane 0% € 0.00 € 362.50 all utilities 0.0% € 0.00 € 363 all utilities 0.0% € 0.00 € 363 residential CUT=3 0.0% € 0.00 € 362.50 € 363 € 112.50 45% € 112.50 45% max G+11F residential 0.0% € 0.00 € 362.50 € 363 € 112.50 45% € 112.50 45% 1,026 0% € 0.00 app. rectangular 26 0% € 0.00 plane 0% € 0.00 € 349.00 all utilities 0.0% € 0.00 € 349 residential, without urban certificate, P+1-2E 5.0% € 17.45 € 366.45 € 366 € 17.45 5% € 17.45 5% 4,970 0% € 0.00 app. rectangular 147 0% € 0.00 plane 0% € 0.00 € 380.00 all utilities 0.0% € 0.00 € 380 Zonal Urban Plan 2B+G+12F, residential, CUT=4 -5.0% -€ 19.00 € 361.00 € 361 -€ 19.00 -5% € 19.00 5% 19/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A Vland 3,006 eur guests house demolition cost for clearing the guests house construction 140 sqm 30 eur/built sqm demolition cost 4,000 eur costs to sell 2.5% 27,025 eur Comparison value (round) 1,054,000 eur 351 eur/sq m Comparison value Comparison value exchange rate valuation date 4,667,850 ron 4.4287 1-Jan-13 Explanations of the grid: Type of comparables The considered level of the discount is the one frequently used in our practice in this period, based on our observations and information obtained from the ones direct involved in market transactions (brokers). The discount is different from owner to owner, as at the base of its variation are standing the psychological indicators hard to quantify, as the negotiation abilities of the parts involved directly in the transaction process. Therefore we applied corrections of 10-20% to outline the negotiation degree for the offer comparables on the market - larger negative corrections than in the active market – the discount percent has increased comparing to the period when the market was active, when it had values around 5% up to maximum 10%. For the comparable C we applied the maximum percentage taking into account that it is a land plot for sale over the last years. Market conditions We applied no corrections for the “market conditions” taking into account that there are updated offers. Location Comparable no. A and B is situated in less good area compared to the subject one and therefore we applied corrections of +45% for them. Comp no C is located relatively in the same perimeter and with the same position in the area and we considered the corrections were not necessary. Comp no D is located in a relatively similar area – residential with potential for the high buildings. Highest and Best Use the value of the land is directly influenced by the urbanism planning certificates or other projects that the land have. Practically, between two similar lands on the same specific market, the market recognises a difference of positive value in favour of the plot that can be built at a more superior CUT. It is normal, in the DARIAN DRS SA 20/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A CMBU spirit and an attached residual analysis to be this way (the larger CUT uses better the land – it offers it a better value) Comparing to the active market period when this coefficient was followed and paid by investors, in this context of market the magnitude of the corrections of this nature are diminished to decreasing ( as the implementation of new projects is limited). Practically between C and D the difference is round 10%. Therefore we applied corrections of +5% for C and -5% for D bringing them to the level of subject property (which is land potentially destinated to max G+14F but without a zonal urban plan approved certifying that potential). The corrections were not necessary, all the comparables have app. the same CUT (land use coefficient). 4.2.3 The Reconciliation of results Thus, in the valuer’s opinion, taking into account the purposes of this valuation, the market value of the real estate property “plot of land considered vacant of 3,006 sqm” as it is presented at the valuation date is: 1,054,000 EUR 4,667,850 RON DARIAN DRS SA 21/38 SC DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 5 ANEXES 5.1 PICTURES DARIAN DRS SA 22/38 SC DARIAN DRS SA 5.2 valuation report of tangible assets – SC ADESGO S.A Land comparables DARIAN DRS SA 23/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 24/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 25/38 SC DARIAN DRS SA 5.3 valuation report of tangible assets – SC ADESGO S.A Documents received from the client DARIAN DRS SA 26/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 27/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 28/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 29/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 30/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 31/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 32/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 33/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 34/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 35/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 36/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 37/38 SC DARIAN DRS SA DARIAN DRS SA valuation report of tangible assets – SC ADESGO S.A 38/38