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Vonovia SE

Investor Presentation Sep 8, 2016

477_ip_2016-09-08_ddaa5c68-be0d-4d96-98db-86df04c2b4bb.pdf

Investor Presentation

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  1. Overview & Market

  2. Strategy & Execution

  3. Appendix & H1 2016 results

Vonovia at a Glance

True national footprint with 340k apartments and €23.8bn gross asset value

  • First and only real estate company in German Blue Chip Index DAX (more than €16bn market cap)
  • Highly liquid stock with 92% free float
  • Regulated German rental market safeguards high cash-flow visibility for top and bottom line
  • Rock-solid fundamental business with unique add-on strategy via industrialized approach, leveraging economies of scale and increasingly driving additional income streams through extension business
  • Proven track record of sustainable, growing FFO and dividends
  • Defensive asset class in Europe's strongest economy
  • All assets and transactions denominated in Euro only
2015 2016(E) Growth
Rental
income
€1,415m €1,530m
-
€1,550m
+~9%
FFO 1 €608m €740m -
€760m
+~23%
FFO 1 (€/share) €1.30 €1.59 -
€1.63
+~23%
DPS €0.94 At least €1.05
(to be proposed to AGM)
+12%

Vonovia History

  • Seed portfolios of today's Vonovia have origin in public housing provided by government, large employers and similar landlords with a view towards offering affordable housing
  • At beginning of last decade, private equity invested in German resi on a large scale including into what is Vonovia today (mainly Deutsche Annington and Gagfah then)
  • IPO in 2013
  • Final exit of private equity in 2014
  • Current free float of ca. 92% based on German Stock Exchange definition

Liquid Large-cap Stock

German Residential – Safe Harbor and Low Risk

German residential market: important pillar of the German economy

  • With a GDP contribution of more than €430bn the German real estate industry represents almost 20% of Germany's GDP
  • Germany and its resilient economy provide a comparatively safe harbor for foreign investments
  • Germany is the economic powerhouse and growth engine of Europe
  • Due to its regulatory structure, the German residential rental market is largely immune to macroeconomic fluctuations and provides high cash flow visibility
  • Residential market provides superior returns especially in low interest rate environment

German Residential – Favorable Fundamentals

Sources: Federal Statistics Office, IW Köln; GdW (German Association of Professional Homeowners), Eurostat

  1. Overview & Market

  2. Strategy & Execution

  3. Appendix & H1 2016 results

Reputation & Customer Satisfaction
al
n
o
diti
Tra
Property Management
1
Systematic optimization of operating
performance and core business productivity
through leveraging scaling effects
High degree of standardization and
industrialization throughout the entire
organization
Financing
2
Ensure well-balanced financing mix and
maturity profile with low financing costs,
investment grade credit rating and adequate
liquidity at all times
Fast and unfettered access to equity and debt
Mergers &
5
Acquisition
capital markets at all times Continuous review of on-
and
off-market opportunities to lever
Portfolio Management Portfolio optimization by way of tactical
acquisitions and non-core/non-strategic
disposals to ensure exposure to strong local
markets
economies of scale and apply
strategic pillars 1-4 to a growing
portfolio
3 Pro-active development of the portfolio through
investments to offer the right products in the
right markets and on a long-term basis
All acquisitions must meet the
four stringent acquisition criteria
e
v
ati
v
o
n
4
Extension
Expansion of core business to extend the value
chain by offering additional services and
products that are directly linked to our
customers and/or the properties
n
I
Insourcing of services to ensure maximum
process management and cost control

…Delivers Compelling Results

1.1 Property Management – Growing EBITDA Margin

Expensed vs. capitalized maintenance varies between companies and is a major swing factor in the EBITDA margin, which is why Vonovia reports EBITDA margin incl. and excl. maintenance

1.2 Property Management – Declining Cost per Unit

  • Economies of scale evident in cost per unit
  • Incremental cost per unit for new acquisitions tend to be substantially lower

Cost per unit defined as: (Rental income – adj. EBITDA Rental + Maintenance) / average number of units

2. Financing - Well-balanced Maturity Profile & Diverse Funding Mix

KPIs Current Target
LTV 47.4% Mid-to low forties
Unencumbered assets in % ~57% ≥50%
Fixed/hedged debt ratio 99%
Global ICR (YTD) 3.7x Ongoing
optimization
Financing cost 2.5% with most economic
funding
Weighted avg.
maturity
~7 years

3.1 Portfolio Management - Total Return Matrix

Clear view of the individual local markets

2013 2016E

Note: The chart above does not take into consideration object quality or micro location.

3.2 Portfolio Management – Action-driven approach

Pro-active portfolio management via (i) investments, (ii) disposal of non-core and nonstrategic properties and (iii) acquisitions

June 30, 2015 Residential
units
In-place
rent
(€/sqm)
Vacancy
rate
Fair value
(%)
Fair value
(€/sqm)
Multiple on
in-place rent
STRATEGIC 278,366 5.72 2.5% 84% 1,006 14.7
NON-CORE /
NON-STRATEGIC
48,373 4.71 8.4% 9% 592 11.3
PRIVATIZE 21,477 5.60 4.7% 7% 1,034 16.0
TOTAL 348,216 5.58 3.5% 100% 951 14.4
June 30, 2016 Residential
units
In-place
rent
(€/sqm)
Vacancy
rate
Fair value
(€bn)
Fair value
(€/sqm)
Multiple on
in-place rent
STRATEGIC 301,756 5.97 2.4% 91% 1,114 15.6
NON-CORE /
NON-STRATEGIC
20,406 4.69 7.9% 3% 574 11.1
PRIVATIZE 18,280 5.87 4.5% 6% 1,172 17.1
TOTAL 340,442 5.89 2.8% 100% 1,085 15.5
  • Strategic Cluster
  • more than 23k units added to strategic cluster
  • vacancy rate of only 2.4%
  • fair value of 1,114 per sqm

Total Portfolio

  • in-place rent up 5.6% overall (~3.1% Strategic Cluster, ~1.2% Disposals and ~1.3% Acquisitions)
  • fair value per sqm +14.1%
  • multiple expansion by 1.1x

Note: Vonovia's standard clusters have been aggregated for the purpose of highlighting the different developments between the strategic and the non-strategic parts of the portfolio. "Strategic" includes the Clusters Operate, Upgrade Buildings and Optimize Apartments. Please see pages 46 and 47 for a full break-down of the individual clusters.

3.3 Portfolio Management – Growing Investment Program

  • Sustainable and growing investment program at attractive yields of at least 7%
  • 75% of total units covered by modernization program 2013-2016 in 25 cities across Germany. It's not just the region – it's the right project in the right region!
  • Growing contribution from new initiatives (e.g. heating system upgrades, bathrooms)
  • Increasing space creation volumes (guidance depends on timely granting of construction permits)
  • Plenty of opportunity within current portfolio more than 50% of total fair value in UB and OA clusters

4. Extension – Increasing Organic Growth

Adj. EBITDA Extension comprises €m H1 2016 H1 2015 Delta
Our own craftsmen's organization (all of Vonovia's
maintenance and modernization work is performed
or coordinated by DTGS)
Our organization for the maintaining of our
properties' outside facilities and green areas
Income 175.2 90.4%
The provision of cable television to our tenants of which external 22.6 >100%
Condominium management for our own
apartments and for third parties
of which internal 152.6 81.5%
Third-party property management
Metering services for water and heating
Operating expenses -154.1 99.6%
consumption
Insurance services for our own apartments and for
Adj. EBITDA Extension 21.1 23.2%

Extension business with increasing significance and compelling growth rates

Vonovia, through its subsidiaries, now employs 4,146 craftsmen, caretakers and gardeners (+24% y-o-y)

  • Subsidiary for 3rd-party and condo management now with 22 local offices in Germany managing a total of 71k units
  • Multimedia service contracts now rolled out to 179k units (+63.2% since year-end 2015)
21.1 23.2%
-154.1 99.6%
152.6 81.5%
22.6 >100%
175.2 90.4%

third parties

5. Acquisitions – Opportunistic but Disciplined

Guidance Increase on the Back of a Strong H1

2015
actuals
Initial Guidance
for 2016
(in Nov. '15)
Updated
Guidance
for 2016
(in May '16)
Guidance
for 2016
(new)
Depends on fluctuation
L-f-l rental growth (eop) 2.9% 2.8-3.0% 2.8-3.0% 3.0-3.2% and modernization
completions and will
Vacancy (eop) 2.7% ~3% ~2.7% ~2.5% largely impact rental
income in 2017
Rental Income (€m) 1,415 1,500-1,520 1,520-1,540 1,530-1,550
FFO1 (€m) 608 690-710 720-740 740-760
FFO1/share (eop
NOSH)
€1.30 €1.48-1.52 €1.55-1.59 €1.59-1.63 Yield compression
not included in this
guidance but strong
EPRA
NAV/share (eop)
€30.02 €30-31 €30-31 €30-31 indications for
substantial yield
Adj.
NAV/share (eop)
€24.19 €24-25 €24-25 €24-25 compression
at year end
Maintenance (€m) 331 ~330 ~330 ~340
Modernization (€m) 356 430-500 430-500 470-500 2015 included mining
homes as a one-off;
adjusted for that
Privatization (#) 2,979 ~2,400 ~2,400 ~2,400 Privatization volume is
stable but with higher
FMV step-up
(Privatization)
30.5% ~30% 30% >35% margins
Non-core (#) 12,195 opportunistic opportunistic opportunistic DPS will be revisited
FMV step-up (Non-Core) 9.2% ~0% ~0% ~5% after Q3; depending
on acquisition activity,
Dividend/share €0.94 ~70% of FFO1 €1.05 €1.051
(+12% y-o-y)
we will measure our
DPS in line with stated
dividend policy

1Current expectation for proposal to the 2017 Annual Shareholder Meeting

Wrap-Up

Well positioned to benefit from favorable fundamentals of the German residential market

Classical business accompanied by value-enhancing innovations and industrialization along the value chain

Proven track-record in operational excellence and shareholder return

Unique investment vehicle to participate in German residential growth and value enhancement due to Vonovia's size and liquidity

Rene Hoffmann Head of Investor Relations Vonovia SE Philippstr. 3 44803 Bochum Germany

+49 234 314 1629 [email protected] www.vonovia.de

Contact Financial Calendar

September 7-13 Management Roadshow USA
September 14 BAML Global Real Estate Conference, NYC
September 19 Berenberg
/ Goldman Sachs German Corporate
Conference, Munich
September 20 Baader
Investment Conference, Munich
October 5 IR Roadshow, Poland
October 12-13 IR Roadshow, Scandinavia
November 3 Interim results 9M 2016
November 4-11 Management Roadshow, Europe
November 30 UBS Global Real Estate CEO/CFO Conference, London
March 7 FY 2016 results
May 9 Interim results
3M 2017
May 9 Estimated
record
day
for
dividend
entitlement
May 16 Annual General Meeting
May 17 Estimated
dividend
payment
date
August 2 Interim results
6M 2017
November 8 Interim results
9M 2017
  1. Overview & Market

  2. Strategy & Execution

  3. Appendix & H1 2016 results

Company Presentation – September 2016

page 23

Strong operating performance and synergy contributions from prior acquisitions result in successful first half 2016

  • In-place rent of €5.89 (+5.6% y-o-y). L-f-l rent growth of 2.8% y-o-y
  • Adjusted EBITDA Operations of €558.1m or €1,587 per unit (+11.5% y-o-y)
  • FFO 1 of €387.8m or €0.83 per share (up 16.6% on a per-share basis)

Pro-active portfolio management has led to quality improvements through modernization investments, disposals and acquisitions since IPO and especially over the last 12 months

  • Strategic Cluster increased by ~23k units y-o-y
  • ~28k units sold from the Non-core/Non-strategic Clusters y-o-y
  • In-place rent of €5.89, up 5.6% y-o-y driven by
  • ~3.1% market development and modernization investments in Strategic Cluster
  • ~1.2% disposals
  • ~1.3% acquisitions
  • FV/sqm up 14.1%

2016 guidance increase following H1 operational excellence and reflecting strong momentum

  • L-f-l rent growth 3.0% 3.2%
  • Rental income €1,530m €1,550m
  • Vacancy rate ~2.5%
  • FFO1 €740m €760m (€1.59 €1.63 per share; +24% y-o-y)
  • DPS €1.05 unchanged for now. We will revisit our DPS guidance with our 9M results; depending on acquisition activity, we will measure DPS in line with our stated dividend policy.

Strong Development of KPIs

H1 2016 H1 2015 Delta
Overall in-place rent
growth is evidence of
In-place rent (eop) €/month/sqm 5.89 5.58 5.6%
successful
portfolio
In-place rent l-f-l (eop) €/month/sqm 5.81 5.65 2.8%
management Vacancy rate (eop) % 2.8 3.5 -70bps
Cost per
Unit
277 316 -12.3%
Rental income €m 774.7 628.0 23.4%
+11.5% per unit Adj. EBITDA Operations €m 558.1 426.2 30.9%
(€1,587 vs. €1,423) Rental €m 535.6 406.0 31.9%
Extension €m 26.0 21.1 23.2%
Other €m -3.5 -0.9 >100%
FFO 1 €m 387.8 269.0 44.2%
+22.8% per unit
(€1,103 vs. €898)
FFO 1 per share (eop
NOSH)
0.83 0.71 16.6%
FFO 1 per share (avg. NOSH) 0.83 0.79 5.9%
AFFO €m 358.7 229.3 56.4%
Adj. EBITDA Sales €m 46.5 19.5 >100%
Adj. EBITDA (Total) €m 604.6 445.7 35.7%
FFO 2 €m 409.3 283.8 44.2%
+2.9% per sqm
(€1,085 vs. €1,054) June 30, 2016 Dec. 31, 2015 Delta
Fair value of real estate
portfolio
€m 23,794.1 24,157.7 -1.5%
Accounting for €0.94
dividend paid out in
EPRA NAV €/share 29.34 30.02 -2.3%
May 2016, NAV is Adj. EPRA NAV €/share 23.50 24.19 -2.8%
stable y-o-y.
Portfolio valuation
at
LTV % 47.4 46.9 +50bps
year
end
Dividend paid €m 438.0 276.2 €161.8m

H1 2015 per share data is TERP-adjusted

Growing EBITDA and EBITDA Margin

  • Adj. EBITDA Operations margin of 71.9 % in H1 2016, up from 67.9 % in H1 2015
  • Expensed vs. capitalized maintenance varies between companies and is a major swing factor in the EBITDA margin, which is why Vonovia reports EBITDA margin incl. and excl. maintenance
  • Excluding expensed maintenance and including the full platform costs, the Adj. EBITDA margin was 87.4% after 84.9% in H1 2015

Re-active Maintenance and Pro-active Modernization

  • Re-active maintenance of €148.3m in H1; ~€340m expected for the full year
  • Pro-active modernization investments of €147.0m, up 25% and fully on track to successfully invest the 2016 target volume of €470m-€500m for
  • Optimize Apartments
  • Upgrade Buildings and
  • New Initiatives and Space Creation through modular, serial building to add affordable housing space in strained markets with structural supply shortage and sustainably growing demand
€m H1 2016 H1 2015 Delta €/sqm H1 2016 H1 2015 Delta
Expenses for
maintenance
119.0 107.1 11.1% Expenses for
maintenance
5.42 5.72 -5.2%
Capitalized
maintenance
29.3 40.1 -26.9% Capitalized
Maintenance
1.34 2.14 -37.5%
Total 148.3 147.2 0.7% Total 6.76 7.86 -14.0%
Modernization
investments
147.0 118.0 24.6% Modernization
investments
6.70 6.29 6.5%

FFO per Share Up 16.6% y-o-y

  • Adj. EBITDA Operations growth of more than 30% and only marginally higher interest expenses result in FFO growth of more than 44% in absolute numbers and 16.6% on a per-share basis
  • Prior-year current income tax numbers broken down between Operations and Sales
€m (unless indicated otherwise) H1 2016 H1 2015 Delta
Adj. EBITDA Operations 558.1 426.2 30.9%
FFO interest expense -162.8 -152.7 6.6%
Current income tax (Operations) -7.5 -4.5 66.7%
FFO 1 387.8 269.0 44.2%
of which attributable to shareholders 362.3 246.4 45.8%
of which attributable to hybrid investors 20.0 12.8 56.3%
of which attributable to minorities 5.5 9.8 -12.2%
Capitalized maintenance -29.1 -39.7 -26.7%
AFFO 358.7 229.3 56.4%
Current income tax (Sales) -25.0 -4.7 >100%
Adjusted EBITDA Sales 46.5 19.5 >100%
FFO 2 409.3 283.8 44.2%
FFO 1 €
/ share (eop
NOSH)
0.83 0.71 16.6%
AFFO €
/ share (eop
NOSH)
0.77 0.61 26.5%

H1 2015 per share data is TERP-adjusted

EPRA NAV Impacted by Dividend Payout

No portfolio revaluation in H1

  • Full portfolio valuation at year end indications suggest substantial yield compression on the back of growing transaction multiples in the market, increasing margins in our own sales programs and improved market rent growth
  • Accounting for €0.94 dividend (€438m) paid in May 2016 the NAV is stable
€m (unless indicated otherwise) June 30, 2016 Dec. 31, 2015 Delta
Equity attributable to Vonovia's
shareholders
10,305.5 10,620.5 -3.0%
Deferred taxes on investment properties and assets
held for sale
3,245.0 3,241.2 0.1%
Fair value of derivative financial instruments1 161.7 169.9 -4.8%
Deferred taxes on derivative financial instruments -40.5 -43.4 -6.7%
EPRA NAV 13,671.7 13,988.2 -2.3%
Goodwill -2,718.9 -2,714.7 0.2%
Adj. EPRA NAV 10,952.8 11,273.5 -2.8%
EPRA NAV €/share 29.34 30.02 -2.3%
Adj. EPRA NAV €/share 23.50 24.19 -2.8%
1 Adjusted for effects from cross currency swaps

Seasonal dividend effect

€m (unless indicated otherwise) June 30, 2016 Dec. 31, 2015 Delta
Non-derivative financial liabilities 15,058.6 14,939.9 0.8%
Foreign exchange rate effects -161.6 -179.4 -9.9%
Cash and cash equivalents -3,109.9 -3,107.9 0.1%
Net debt 11,787.1 11,652.6 1.2%
Sales receivables -266.8 -330.0 -19.2%
Additional loan amount for outstanding acquisitions --- 134.9 n/a
Adj. net debt 11,520.3 11,457.5 0.6%
Fair value of real estate portfolio 23,794.1 24,157.7 -1.5%
Fair value of outstanding acquisitions --- 240.0 n/a
Shares in other real estate companies 514.4 13.7 >100%
Adj. fair value of real estate portfolio 24,308.5 24,411.4 -0.4%
LTV 47.4% 46.9% +50 bps

Adj. EBITDA Sales more than Doubled

  • Slightly higher privatization volume and fair value step-up y-o-y
  • Successful Non-core/Non-strategic sales mainly through portfolio sale to LEG (13.5k) in Q1 and three other block sales (ca. 2.9k units) in Q2
€m (unless indicated
otherwise)
H1 2016 H1 2015 H1 2016 H1 2015 H1 2016 H1 2015
Privatization Non-core/Non-strategic Total
No. of units sold 1,441 1,221 17,694 2,829 19,135 4,050
Income from disposal 133.3 123.6 717.2 97.8 850.5 221.4
Fair value of disposal -99.1 -92.8 -693.1 -97.0 -792.2 -189.8
Adj. profit from
disposal
34.2 30.8 24.1 0.8 58.3 31.6
Fair value step-up
(%)
34.5% 33.2% 3.5% 0.8%

Selling costs -11.8 -12.1 Adj. EBITDA Sales 46.5 19.5

Pro-active Portfolio Management between 2013 and 2016

Modernization

More than €1bn invested in value-enhancing modernization in the context of Upgrade Building and Optimize Apartment Strategies

Disposal

Sale of ~36k non-core and non-strategic assets (2013- 2016ytd) with below-average quality, location or potential

Acquisition

Acquisition of more than 200k units (2013-2016ytd) in attractive regions and complimentary to the existing portfolio

Pro-active portfolio management has resulted in material improvements in quality of assets and locations.

Well-positioned to benefit from strong underlying fundamentals of German residential market.

  • Operational excellence in the first half of 2016 with good visibility of growing momentum
  • Action-driven portfolio management is clearly bearing fruit and positively impacting KPIs
  • Second guidance increase underlines strength of business strategy and execution
  • Strong cash flow profile and stability of the business model are sought-after assets especially in volatile times
  • Outlook on 9M Reporting on November 3
  • Final review of 2016 guidance incl. dividend
  • Range for expected yield compression in 2016
  • First guidance for 2017
  • Breakdown of rent growth development by local markets

Action-driven Portfolio Improvement

  • More than 50% of current portfolio in Upgrade Buildings and Optimize Apartments Cluster offer significant investment potential for sustainable organic growth
  • Difference in KPIs of Strategic and Non-strategic/Non-core Clusters underline strength of Vonovia's core portfolio and show potential of the ongoing portfolio improvement through disposals
June 30, 2016 Residential Units In-place
rent
Vacancy
Rate
Fair value Fair value Multiple
on in-place
rent
(€/sqm) (%) (€bn) (€/sqm)
Operate 125,563 5.95 2.4% 8.7 1,066 14.8
Upgrade buildings 102,760 5.85 2.5% 7.0 1,104 15.9
Optimize apartments 73,433 6.16 2.2% 5.7 1,212 16.8
Subtotal Strategic Clusters 301,756 5.97 2.4% 21.5 1,114 15.6
Privatize 18,280 5.87 4.5% 1.5 1,172 17.1
Non-strategic 12,453 4.78 7.3% 0.5 596 11.1
Non-core 7,953 4.55 9.0% 0.3 541 11.0
Total 340,442 5.89 2.8% 23.7 1,085 15.5

EBITDA

Profit for the period
147.9
84.9
74.2
Net interest result
276.1
237.1
16.4
Income taxes
109.9
59.3
85.3
Depreciation
10.0
4.8
108.3
Net income
from fair value adjustments of investment properties
-
-
-
EBITDA IFRS
543.9
386.1
40.9
Non-recurring
items
49.1
60.2
-18.4
Total period adjustments from assets held for sale
21.1
-0.2
>100%
Income from investments in other real estate companies
-9.5
-0.4
>100%
Adjusted EBITDA
604.6
445.7
35.7
Adjusted EBITDA Sales
-46.5
-19.5
>100%
Adjusted EBITDA Other
3.5
0.9
>100%
Adjusted EBITDA Extension
-26.0
-21.1
23.2
= Adjusted EBITDA Rental
535.6
406.0
31.9
Adjusted EBITDA Extension
26.0
21.1
23.2
Adjusted EBITDA Other
-3.5
-0.9
>100%
Interest
expense FFO
-162.8
-152.7
6.6
Current income taxes FFO 1
-7.5
-4.5
66.7
=FFO 1
387.8
269.0
44.2
Capitalised maintenance
-29.1
-39.7
-26.7
= AFFO
358.7
229.3
56.4
Current income taxes Sales

-25.0
-4.7
na
FFO 2 (FFO incl. Adjusted
EBITDA Sales/current income taxes sales)
409.3
283.8
44.2
FFO 1 per share in €
0.83
0.71
16.6
AFFO
per share in €

0.77
0.61
26.5
Number of shares
466,001
358,462
30.0
Bridge to Adjusted
EBITDA (€m)
H1 2016 H1 2015 Change (%)

EBITDA increase mainly driven by rental business

Increase of adjusted EBITDA Sales mainly due to higher Non-core sales volume, higher Non-core step-ups and higher step-ups in Privatization

Increase of adjusted EBITDA Extension reflects our expansion strategy to the extent they are not accounted for under rental income

Adjusted EBITDA Rental reflects acquisitions as well as operational performance

Company Presentation – September 2016

H1 2015 per share data is TERP-adjusted

€m H1 2016 H1 2015 Change (%) Increase mainly acquisition-related,
Income from property letting 1,100.0 913.8 20.4 additionally in-place rent on a like-for-like
Other income from property management 19.4 14.0 38.6 basis increased by 2.8%; additionally
vacancy rate decreased by 0.7pp
Income from property management 1,119.4 927.8 20.7
Income from disposal of properties 850.5 221.4 284.1
Carrying amount of properties sold -830.4 -204.8 305.5 Increase due to higher Non-core Sales
volume, including LEG portfolio sale of
Revaluation of assets held for sale 17.0 15.2 11.8 13,570 units in Q1 and 3 portfolio sales of
Profit on disposal of properties 37.1 31.8 16.7 total 2,913 units in Q2
Net income from fair value adjustments of investment properties - - -
Capitalized internal expenses 125.0 65.3 91.4 Increase due to in-sourcing effect of
Cost of materials -506.6 -425.4 19.1 craftsmen organization and larger volume
Personnel expenses -184.6 -138.1 33.7 of maintenance and modernization work
Depreciation and amortisation -10.0 -4.8 108.3
Other operating income 49.8 36.9 35.0 Ramp-up from 5,877 to 6,909 employees
Other operating expenses -106.4 -113.2 -6.0 leads to increased personnel expenses
Financial income 21.6 2.7 >100 which primarily result from TGS growth
Financial expenses -287.5 -238.8 20.4
Earnings before tax 257.8 144.2 78.8
Income taxes -109.9 -59.3 85.3 Increase mainly driven by issuing EMTN
Profit for the period 147.9 84.9 74.2 Bond of €3.0bn in December 2015
Attributable to:
Vonovia's shareholders 110.0 60.8 80.9
Vonovia's hybrid capital investors 14.8 14.8 0.0
Non-controlling interests 23.1 9.3 148.4
Earnings per share (basis and diluted) in € 0.24 0.19 24.2

Balance Sheet (1/2)

€m June 30,
2016
December 31, 2015 Change (%)
Intangible Assets 2,741.7 2,724.0 0.6
Property, plant and equipment 84.2 70.7 19.1
Investment properties 23,695.9 23,431.3 1.1 Increase mainly due to the
acquisition and valuation of
Financial assets 710.8 221.7 >100% Deutsche Wohnen
shares
Other assets 16.4 158.5 -89.7
Income tax receivables 0.1 0.1 0.0
Deferred tax assets 71.3 72.3 -1.4
Total non-current assets 27,320.4 26,678.6 2.4
Inventories 5.1 3.8 34.2
Trade receivables 286.3 352.2 -18.7
Financial assets - 2.0 -100.0
Other assets 141.3 113.4 24.6
Income tax receivables 23.9 23.1 3.5
Cash and cash equivalents 3,109.9 3,107.9 0.1 Decrease is due to the sale
Assets held for sale 54.1 678.1 -92.0 of 13,570 units to LEG in Q1
Total current assets 3,620.6 4,280.5 -15.4
Total assets 30,941.0 30.959.1 -0.1

Balance Sheet (2/2)

€m June 30,
2016
December 31, 2015 Change (%)
Subscribed capital 466.0 466.0 0.0
Capital reserves 5,891.4 5,892.5 0.0
Retained earnings 3,939.3 4,309.9 -8.6 Increase mainly result from
Other reserves 8.8 -47.9 >100 the valuation of the
Deutsche Wohnen
shares
Total equity attributable to Vonovia's shareholders 10,305.5 10,620.5 -3.0
Equity attributable to hybrid capital investors 1,021.4 1,001.6 2.0
Total equity attributable to Vonovia's shareholders and hybrid
capital investors
11,326.9 11,622.1 -2.5
Non-controlling interests 271.4 244.8 10.9
Total equity 11,598.3 11,866.9 -2.3
Provisions 651.7 612.9 6.3
Trade payables 0.8 0.9 -11.1
Non-derivative financial liabilities 14,120.2 13,951.3 1.2
Derivatives 139.3 144.5 -3.6
Liabilities from finance leases 94.4 94.9 -0.5
Liabilities to non-controlling interests 39.4 46.3 -14.9
Other liabilities 27.6 25.9 6.6
Deferred tax liabilities 2,587.2 2,528.3 2.3
Total non-current liabilities 17,660.6 17,405.0 1.5
Provisions 414.3 429.5 -3.5
Trade payables 94.5 91.6 3.2
Non-derivative financial liabilities 938.4 988.6 -5.1
Derivatives 54.7 58.8 -7.0
Liabilities from finance leases 4.7 4.4 6.8
Liabilities to non-controlling interests 16.0 9.8 63.3
Other liabilities 159.5 104.5 52.6
Total current liabilities 1,682.1 1,687.2 -0.3
Total liabilities 19,342.7 19,092.2 1.3
Total equity and liabilities 30,941.0 30,959.1 -0.1

Corporate Investment grade rating as of 2015-09-30

Rating agency Rating Outlook Last Update
Standard & Poor's BBB+ Stable 10 May 2016

Bond ratings as of 2015-09-30

ISIN Amount Issue price Coupon Final Maturity Date Rating
3 years 2.125% 25 July 2016(2)
Euro Bond DE000A1HNTJ5
700m
99.793% 2.125% BBB+
6 years 3.125% DE000A1HNW52
600m
99.935% 3.125% 25 July 2019 BBB+
Euro Bond
4 years 3.200% 144A: US25155FAA49 USD 750m 100.000% 3.200% 2 Oct 2017 BBB+
Yankee Bond Reg
S: USN8172PAC88
(2.970%)(1)
10 years 5.000% 144A: US25155FAB22 USD 250m 98.993% 5.000% 2 Oct 2023 BBB+
Yankee Bond Reg
S: USN8172PAD61
(4.580%)(1)
8 years 3.625% DE000A1HRVD5
500m
99.843% 3.625% 8 Oct 2021 BBB+
EMTN (Series No. 1)
60 years 4.625% XS1028959671
700m
99.782% 4.625% 8 Apr 2074 BBB
Hybrid Bond
8 years 2.125% DE000A1ZLUN1
500m
99.412% 2.125% 9 July 2022 BBB+
EMTN (Series No. 2)
perpetual 4% XS1117300837
1,000m
100.000% 4.000% perpetual BBB
Hybrid Bond
5 years 0.875% DE000A1ZY971
500m
99.263% 0.875% 30 Mar 2020 BBB+
EMTN (Series No. 3)
10 years 1.500%
EMTN (Series No. 4) DE000A1ZY989
500m
98.455% 1.5000% 31 Mar 2025 BBB+
2 years 0.950%+3M EURIBOR
EMTN (Series No. 5) DE000A18V120
750m
100.000% 0.950%+3M EURIBOR
(0.835% hedged)
15 Dec 2017 BBB+
5 years 1.625%
EMTN (Series No. 6) DE000A18V138
1,250m
99.852% 1.625% 15 Dec 2020 BBB+
8 years 2.250%
EMTN (Series No. 7) DE000A18V146
1,000m
99.085% 2.2500% 15 Dec 2023 BBB+
6 years 0.875%
EMTN (Series No. 8) DE000A182VS4
500m
99.530% 0.875% 10 Jun 2022 BBB+
10 years 1.500%
EMTN (Series No. 9) DE000A182VT2
500m
99.165% 1.5000% 10 Jun 2026 BBB+
(1) EUR-equivalent re-offer yield (2) Repaid on July 25

Financing – Economies of Scale in EMTN Issuance Costs

  • We have managed to establish ourselves as a first class frequent issuer on the capital markets since our IPO.
  • In the most recent EMTN issuance we were even able to change market practice by negotiating a flat fee, i.e. irrespective of the tenor, which resulted in the lowest cost per €100m issuance so far.
  • 4 of our bonds so far have been purchased through the ECB's Corporate Sector Purchase Program.
Cost per €100m (1) €m
April 2014 Hybrid 1.21
Dec 2014 Hybrid 1.00
EMTN
2013
0.79
Yankee 0.78
Eurobond 2013 0.63
EMTN 2014 0.56
EMTN March 2015 0.46
EMTN Dec 2015 0.46
EMTN June 2016 0.39

(1) Excluding contingency; including some cost estimates for the most recent transactions as not all bills have been fully settled yet.

Bond KPIs Covenant Level Actual
LTV
Total Debt / Total Assets <60% 49%
Secured LTV
Secured
Debt / Total Assets
<45% 20%
ICR
LTM1
EBITDA / LTM Interest
Expense
>1.80x 3.40x
Unencumbered
Assets
Unencumbered Assets / Unsecured
Debt
>125% 200%
Rating KPIs Covenant Level (BBB+)
Debt to Capital
Total Debt
/ Total Equity + Total Debt
<60%
ICR
LTM1
EBITDA / LTM Interest
Expense
>1.80x

1 LTM = last 12 months

Name Amount Coupon Contractual
Maturity
German Residential Funding 2013-1 Limited
(irrevocable commitment to repay in full at next
IPD on Aug. 22, 2016)

1,797m
2.80% 22 Aug 2018
German Residential Funding 2013-2 Limited
607 m
2.78% 27 Nov 2018
Taurus 2013 (GMF1) PLC
1,027 m
3.35% 21 May 2018
Expected prepayment fees for early CMBS
redemption (€m)
IPD GRF-1 GRF-2 WOBA
Aug 2016 26.5 21.5 10.6
Nov 2016 9.5 6.7
Feb 2017 7.2 2.8
May 2017 5.0 1.4
Aug 2017 2.7 0.1
Nov 2017 1.1 0.0
Feb 2018 0.4 0.0
May 2018 0.0 0.0
Aug 2018 0.0 na
Nov 2018 0.0 na

Hedge break costs not considered.

Values may differ in case of deviation from sales plan.

Portfolio KPIs by Top 25 Cities

City Residential
units
In-place rent Vacancy rate Vacancy rate Share rent
controlled
(€/sqm) June 30, 2016 June 30, 2015
Dresden 37,893 5.37 2.3% 2.8% 0.0%
Berlin 30,495 5.91 1.5% 1.4% 8.7%
Dortmund 19,408 5.16 2.7% 2.9% 13.9%
Essen 12,109 5.41 5.1% 4.9% 15.1%
Kiel 11,970 5.40 1.5% 1.7% 32.3%
Frankfurt am Main 11,686 7.82 0.8% 1.1% 12.8%
Bremen 11,270 5.26 3.8% 4.1% 23.2%
Hamburg 10,969 6.57 1.4% 0.9% 15.5%
Bochum 7,513 5.49 2.5% 2.9% 9.4%
Hannover 7,190 6.08 2.3% 2.1% 21.9%
Köln 6,403 7.18 1.5% 1.1% 10.3%
Duisburg 5,524 5.23 3.9% 5.3% 3.4%
München 5,480 7.17 1.0% 0.8% 40.7%
Bonn 5,172 6.47 2.2% 1.8% 25.8%
Stuttgart 4,641 8.14 1.7% 1.2% 25.0%
Bielefeld 4,628 5.06 2.7% 2.5% 34.2%
Heidenheim an der Brenz 3,955 6.05 4.8% 5.8% 9.0%
Osnabrück 3,915 5.62 2.7% 4.4% 17.2%
Gelsenkirchen 3,861 4.94 5.4% 7.3% 7.6%
Düsseldorf 3,534 7.34 2.2% 2.7% 19.6%
Braunschweig 3,496 5.54 1.6% 0.4% 0.3%
Gladbeck 3,127 5.17 3.0% 3.2% 9.1%
Zwickau 3,106 4.28 10.6% 11.3% 0.0%
Herne 2,908 5.13 2.6% 5.0% 6.3%
Mannheim 2,747 6.69 4.1% 2.4% 8.5%
Subtotal
TOP 25
223,000 5.87 2.5% 2.9% 13.0%
Remaining cities 117,442 5.92 3.4% 4.6% 13.9%
Total 340,442 5.89 2.8% 3.5% 13.3%

Note: Residential portfolio only

Company Presentation – September 2016 page 43

Valuation KPIs by Top 25 Cities

City Fair value Share Fair Value Annualized in Multiple
in terms of FV place rent (€m)
(€m) (€/sqm) June 30, 2016 (in-place rent)
Dresden 2,113 8.9% 928 144.8 14.6
Berlin 2,568 10.8% 1,305 140.1 18.3
Dortmund 979 4.1% 818 73.3 13.4
Essen 633 2.7% 810 49.3 12.8
Kiel 615 2.6% 848 47.0 13.1
Frankfurt am Main 1,222 5.2% 1,678 68.6 17.8
Bremen 641 2.7% 910 43.6 14.7
Hamburg 1,052 4.4% 1,468 56.9 18.5
Bochum 354 1.5% 815 28.3 12.5
Hannover 510 2.2% 1,082 34.2 14.9
Köln 722 3.1% 1,572 39.4 18.3
Duisburg 255 1.1% 739 21.4 11.9
München 887 3.7% 2,367 33.4 26.5
Bonn 505 2.1% 1,377 28.2 17.9
Stuttgart 566 2.4% 1,877 29.2 19.4
Bielefeld 221 0.9% 711 18.5 11.9
Heidenheim an der Brenz 229 1.0% 931 17.5 13.1
Osnabrück 225 1.0% 892 16.8 13.4
Gelsenkirchen 167 0.7% 647 14.3 11.7
Düsseldorf 400 1.7% 1,612 22.3 18.0
Braunschweig 202 0.9% 937 14.3 14.2
Gladbeck 145 0.6% 752 11.8 12.3
Zwickau 71 0.3% 399 8.1 8.7
Herne 144 0.6% 779 11.4 12.6
Mannheim 230 1.0% 1,238 14.7 15.6
Subtotal
TOP 25
15,655 66.1% 1,109 987.4 15.9
Remaining cities 8,028 33.9% 1,043 538.0 14.9
Total 23,684 100.0% 1,085 1,525.4 15.5

Pro-active Portfolio Management (excl. Acquisitions)

Even excluding acquisitions and just focusing on modernization investments and noncore/non-strategic sales, our action-driven portfolio management strategy has yielded considerable improvements.

June 30, 2015 Residential
units
In-place
rent
(€/sqm)
Vacancy
rate
Fair value
(€bn)
Fair value
(€/sqm)
Multiple on
in-place rent
STRATEGIC 278,366 5.72 2.5% 17.8 1,006 14.7
NON-CORE /
NON-STRATEGIC
48,373 4.71 8.4% 1.8 592 11.3
PRIVATIZE 21,477 5.60 4.7% 1.5 1,034 16.0
TOTAL 348,216 5.58 3.5% 21.2 951 14.4
June 30, 2016 Residential
units
In-place
rent
(€/sqm)
Vacancy
rate
Fair value
(€bn)
Fair value
(€/sqm)
Multiple on
in-place rent
STRATEGIC 282,806 5.90 2.4% 19.7 1,092 15.5
NON-CORE /
NON-STRATEGIC
19,661 4.65 8.1% 0.7 555 10.8
PRIVATIZE 16,333 5.72 4.5% 1.3 1,136 17.0
TOTAL 318,800 5.82 2.8% 21.7 1,062 15.4
  • Non-core/non-strategic volume reduced by almost 29k units
  • In-place rent up 4.3% overall, driven by market rent growth, modernization investments and sale of below-average parts of the portfolio
  • Vacancy rate down by 70bps
  • FV per sqm +11.6%
  • Multiple expansion by 1.0x

Note: Vonovia's standard clusters have been aggregated for the purpose of highlighting the different developments between the strategic and the non-strategic parts of the portfolio. "Strategic" includes the Clusters Operate, Upgrade Buildings and Optimize Apartments; "Non-strategic" includes the Clusters Non-strategic and Non-core. Please see page 34 for a full break-down of the individual clusters.

June 30, 2015 Residential units In-place rent
(€/sqm)
Vacancy
rate
Fair value
(€bn)
Fair value
(€/sqm)
Multiple on in
place rent
Operate 192,106 5.64 2.5% 11.9 972 14.3
Upgrade Buildings 49,411 5.69 2.6% 3.2 1,020 15.3
Optimize Apartments 36,849 6.19 2.5% 2.8 1,155 15.9
Privatize 21,477 5.60 4.7% 1.5 1,034 16.0
Non-strategic 31,676 4.81 6.9% 1.3 636 11.6
Non-core 16,697 4.50 11.4% 0.5 507 10.6
TOTAL 348,216 5.58 3.5% 21.2 951 14.4
June 30, 2016 Residential units In-place rent
(€/sqm)
Vacancy
rate
Fair value
(€bn)
Fair value
(€/sqm)
Multiple on in
place rent
Operate 114,363 5.89 2.4% 7.8 1,047 14.7
Upgrade Buildings 97,033 5.73 2.4% 6.4 1,069 15.7
Optimize Apartments 71,410 6.12 2.2% 5.5 1,196 16.7
Privatize 16,333 5.72 4.5% 1.3 1,136 17.0
Non-strategic 12,031 4.74 7.5% 0.4 574 10.9
Non-core 7,630 4.50 9.1% 0.3 525 10.8
TOTAL 318,800 5.82 2.8% 21.7 1,062 15.4

Note: as per June 30, 2015, all of GAGFAH's strategic portfolio had been allocated to "Operate," and there was no breakdown between Operate, Upgrade Buildings and Optimize Apartments at that time.

June 30, 2015 Residential units In-place rent
(€/sqm)
Vacancy
rate
Fair value
(€bn)
Fair value
(€/sqm)
Multiple on in
place rent
Operate 192,106 5.64 2.5% 11.9 972 14.3
Upgrade Buildings 49,411 5.69 2.6% 3.2 1,020 15.3
Optimize Apartments 36,849 6.19 2.5% 2.8 1,155 15.9
Privatize 21,477 5.60 4.7% 1.5 1,034 16.0
Non-strategic 31,676 4.81 6.9% 1.3 636 11.6
Non-core 16,697 4.50 11.4% 0.5 507 10.6
TOTAL 348,216 5.58 3.5% 21.2 951 14.4
June 30, 2016 Residential units In-place rent
(€/sqm)
Vacancy
rate
Fair value
(€bn)
Fair value
(€/sqm)
Multiple on in
place rent
Operate 125,563 5.95 2.4% 8.7 1,066 14.8
Upgrade Buildings 102,760 5.85 2.5% 7.0 1,104 15.9
Optimize Apartments 73,433 6.16 2.2% 5.7 1,212 16.8
Privatize 18,280 5.87 4.5% 1.5 1,172 17.1
Non-strategic 12,453 4.78 7.3% 0.5 596 11.1
Non-core 7,953 4.55 9.0% 0.3 541 11.0
TOTAL 340,442 5.89 2.8% 23.7 1,085 15.5

Note: as per June 30, 2015, all of GAGFAH's strategic portfolio had been allocated to "Operate," and there was no breakdown between Operate, Upgrade Buildings and Optimize Apartments at that time.

H1 2016 / H1 2015 /
June 30, 2016 June 30, 2015
Headcount 6,909 5,877
Number of units under 3rd-party management 53,843 41,734
EPRA vacancy rate 2.6% 3.2%
IFRS profit for the period 147.9 84.9
Number of units acquired 2,440 148,709
Number of units sold 19,135 4,050

This presentation has been specifically prepared by Vonovia SE and/or its affiliates (together, "Vonovia") for internal use. Consequently, it may not be sufficient or appropriate for the purpose for which a third party might use it.

This presentation has been provided for information purposes only and is being circulated on a confidential basis. This presentation shall be used only in accordance with applicable law, e.g. regarding national and international insider dealing rules, and must not be distributed, published or reproduced, in whole or in part, nor may its contents be disclosed by the recipient to any other person. Receipt of this presentation constitutes an express agreement to be bound by such confidentiality and the other terms set out herein.

This presentation includes statements, estimates, opinions and projections with respect to anticipated future performance of Vonovia ("forward-looking statements") which reflect various assumptions concerning anticipated results taken from DA's current business plan or from public sources which have not been independently verified or assessed by Vonovia and which may or may not prove to be correct. Any forward-looking statements reflect current expectations based on the current business plan and various other assumptions and involve significant risks and uncertainties and should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such results will be achieved. Any forward-looking statements only speak as at the date the presentation is provided to the recipient. It is up to the recipient of this presentation to make its own assessment of the validity of any forward-looking statements and assumptions and no liability is accepted by Vonovia in respect of the achievement of such forward-looking statements and assumptions.

Vonovia accepts no liability whatsoever to the extent permitted by applicable law for any direct, indirect or consequential loss or penalty arising from any use of this presentation, its contents or preparation or otherwise in connection with it.

No representation or warranty (whether express or implied) is given in respect of any information in this presentation or that this presentation is suitable for the recipient's purposes. The delivery of this presentation does not imply that the information herein is correct as at any time subsequent to the date hereof.

Vonovia has no obligation whatsoever to update or revise any of the information, forward-looking statements or the conclusions contained herein or to reflect new events or circumstances or to correct any inaccuracies which may become apparent subsequent to the date hereof.

Tables and diagrams may include rounding effects.

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