RETAIL FINANCING 2005 – 2011 - AND BEYOND?

1. RETAIL FINANCING 2005 – 2011 - AND BEYOND?

3. Real Competence FINANCE & ASSET MANAGEMENT We are independent pan-Nordic financial consultants. We offer sophisticated financial solutions, company- and security structures, financing and refinancing of properties and structuring of pan-Nordic transactions. maarit.nordmark@realcompetence.se +46 70 688 63 83 www.realcompetence.se/finance

4. 2004: ICR-breach lead to waterfall/escrow but not to default Pre-letting demands: Base Case Income, Rental Gross Income criterias for draw-downs, together with Project Monitor Reports Hedging 70 % min LTV, LTC max 70% Interest rates for development 140 – 200 bps, depending on tranches Base interest = bank’s funding cost (appr 30-80 bps at the time) Cancellation Fees 40 – 60 bps, Commitment Fees 50 – 80 bps Not much competition between the banks, key client relations important 2004 – 2005

5. Competition between the banks getting fierce 2007 Syndications larger – earlier syndication requirements from € 50 m, now from € 150m. Indicates higher risk taking for the banks at the time. Margins down, below 100 bps even in SPV structures with new clients from abroad, despite the LTV:s up to 85 – 90 %. Funding cost no longer the clients’ risk Amortisation requirements re-defined Borrowers’ market Junior lenders usual until 2007, during the year the deals are getting so tight and ICR:s going down so much that there was no more room – or need - for juniors. Almost all of the clauses in the financial agreements flexible when negotiated. Covenants differentiated to ”soft”, ”hard” or ”light” in the agreements. 2006 - 2007

6. International refinancing and interest rate chrisis in August 2007, not much publicity, but indicated diminished trust between the banks. Sub-prime chrisis surfaced at the beginning of 2008 and decreased during the year. Some banks stopped lending already during the last quartier of 2007, with silent decisions. Non-binding term sheets taken back by the banks from Q4/07 ”How bad can it get?” September 2008 – the unthinkable happened ”How are we affected?” ”How are our clients and other banks affected?” Financial institutions analysing their own numbers and refinancing first, then looking at the clients’ situation 2007 - 2008

7. ”How bad can it get?” – And it got worse… and worse… Reconstructions Banktruptcies Take-overs Worst cases: no decision making ability, syndication parts not able to agree to which strategy to follow, no responsibility takers 2009

8. Strategies formed Synergies defined Almost impossible to borrow – other than for bank-driven deals The lenders’ market 2010

9. Banks lending again, also for new deals – but more cautiously Insurance companies coming up with financing due to cheap re-fi, teaming up with banks CMBS – but smaller volumes than earlier Key clients getting money again; 50 - 70 % LTV, junior tranches still expensive Mezzanine funds coming up, with or without partial ownership Stressed structures still large part of the transactions in the Nordic countries Refinancing of old deals challenging Key clients in default getting capex-lines and LTV-solutions if ICR:s ok 2011

10. Basel III – new tools needed for analysis, credit valuation and rating Different banks in different countries – different positions regarding core capital, refinancing, syndications, mortgage pools etc. Key clients getting money, both first and cheaper than others – relations-driven banking is back Differentiation between local and global actors – both amongst clients and banks Mezzanine financing, new bond structures, securitization, insurance companies Banks will expand to new markets again – only a matter of time (2-5 years) Old truths still valid; the yields, the interest rates, the inflation, the vacancies Lenders will follow the borrowers’ market closely – more reporting needed The Future?