Nemetschek SE

Quarterly Report • Nov 7, 2008

Quarterly Statement as of September 30, 2008

To the Shareholders, Employees and Friends of the Company

pect the latest product releases of our Graphisoft, Vectorworks and Maxon brands to make a substantial contribution to revenues. The customer feedback on the new releases has been exceptionally good and, after the launch in selected countries, they are now being marketed worldwide.

With this in mind, Nemetschek AG sees itself as well equipped for stormier economic times. There is always something being built or renovated somewhere in the world – and thanks to our broad product range we are almost always involved in some way with one of our products. Issues of the future like energy-efficient and cost-saving construction have by no means lost their significance due to the latest developments.

Ladies and gentlemen,

The financial markets are experiencing turbulent times and this is now also affecting the real economy. A worldwide economic downturn is looming; the outlook in the consumer goods industry in particular is troubling.

Nemetschek AG however has as yet been little affected by the turbulence and managed to achieve its goals in the third quarter of the business year. Compared with the first nine months in the previous year, revenues increased by 6 percent – adjusted for currency fluctuations the gain would even have been 8 percent. And the EBITDA margin is still over 20 percent. We benefit from the fact that we are a relatively lean company that has its costs under control.

The key question is what comes next. The worldwide economic downturn has reached a level that makes it more difficult than ever to deliver concrete forecasts. We are still cautiously optimistic for the current business year. Nemetschek has a stable customer base and generates more than a third of its revenues from perennial software maintenance contracts. Furthermore, the company's software solutions lead to a significant increase in efficiency among its customers – an important selling point, particularly in times of crisis. Last but not least we exwith existing customers and, step by step, acquire new customers and capture new markets. We will continue with our long-term investment in research and development as well as in innovative services. Nemetschek AG will be there when the next boom comes.

This is not the first economic crisis that we will overcome successfully. Our strategy is forward-looking. We will further expand our business

Best regards,

Yours,

Ernst Homolka CEO

The Share

Nemetschek share dragged down by financial markets

For over a year now, the share price has no longer reflected the group's steady growth, positive earnings trend and solid cash flow. In July, the share suffered further price setbacks in a weak environment and general uncertainty on the markets.

After presenting the first-half figures on August 8, the share price recovered briefly and reached its Q3 high of 17 euros in the middle of

August. Nevertheless, it remained well below the analysts' targets, which on average was 23 euros.

Following the escalation of the financial crisis and the collapse of individuals banks, the stock exchanges found themselves under pressure across the board in September. The Nemetschek share did not manage to resist the massive downward trend either.

Price development of the Nemetschek share from September 1, 2006 onward

Nemetschek Group at a Glance

Millions of €	30.09.2008	30.09.2007	Change
Revenues	109.0	102.8	6.0%
Operating income	110.9	104.7	5.9%
Gross profit	103.9	97.6	6.4%
as % of revenue	95.3%	94.9%
EBITDA	22.7	21.2	7.0%
as % of revenue	20.8%	20.6%
per share in €	2.36	2.20
EBIT	15.2	13.9	9.5%
as % of revenue	14.0%	13.5%
per share in €	1.58	1.44
Net income (Group shares)	8.9	9.0	–0.5%
per share in €	0.93	0.93
Net income (Group shares) without PPA effects	13.7	13.7	0.0%
per share in €	1.42	1.43
Net income	9.4	9.3	0.3%
Cash flow for the period	20.5	19.2	6.4%
Cash and cash equivalents	24.2	26.9	–10.0%
Equity	66.4	56.1	18.4%
Equity ratio	37.8%	30.8%
Average number of outstanding shares (undiluted)	9,625,000	9,625,000	0.0%

Well prepared for the future with Vectorworks 2009

Nemetschek North America Inc. has stood for professional planning software for architecture, interior design, landscape architecture, the entertainment industry and mechanical engineering for more than 20 years. In the meantime, the Vectorworks product line now has more than 450,000 users in 15 languages and in 80 countries. The userfriendly and versatile program is the most widely used CAD application for Apple Macintosh computers and supports the "Building Information Modeling" (BIM) planning and design process.

With its new release, Vectorworks 2009, the Nemetschek subsidiary in Maryland (USA) has engineered a major technology shift. The new product line incorporates Parasolid®, a powerful modeling engine from Siemens Product Lifecycle Management Software Inc. Parasolid offers users superb 3D functions, an almost five-fold increase in speed and the greatest possible modeling freedom. With an additional 70 new features Vectorworks 2009 is an intuitive application that offers not only flexibility and versatility but that will also accompany users through all phases of design.

Interview with Sean Flaherty, CEO Nemetschek North America

You also expect a sustained and positive business development in 2009. What makes Vectorworks such a successful product line?

Flaherty: With our software we cover just about the entire design market. We attract customers that value a CAD system that can be deployed almost universally. Whether the customer is an architect who also does interior design and designs custom furniture, or an exhibit designer who needs the tools typically only found in products an architect or lighting designer would use, Vectorworks can design and document all of that across all disciplines in 3D and 2D.

BIM is the latest A/E/C industry buzz word. How is your product, Vectorworks Architect, poised to address Building Information Modeling?

Flaherty: For us, the concept is simple: putting more information into the electronic model automates the design process, reduces errors and saves costs. This does not mean it is simple to put into practice, however. BIM requires considerable change in the way a practice works and participants who are willing to collaborate differently.

A lot of customers who have made the change from 2D to 3D are looking to make that final leap, where the model becomes the center of their workflow. This is where Parasolid, the new Vectorworks modeling engine, comes in. The system is extraordinarily fast and robust, even with large 3D models, and enables all participants to get the full output using BIM.

You changed your product development cycle from 18- 24 months to an annual release cycle. Why?

Flaherty: An annual release better balances the need to stay current with a changing technology market with enough time for our customers to take full advantage of each version. Many customers also reported a seasonal workflow; having a release at the same time each year allows them to plan ahead for an upgrade time that works best for their business.

What is your outlook on the future? Where do you see the greatest growth potential for Nemetschek North America?

Flaherty: Recently our international growth has been strongest in Europe following the construction boom. Germany and the BeNeLux countries have shown the biggest growth, growing by more than 125% in revenue over the past 3 years.

Japan, in particular, is an interesting market for us in the coming year. Together with our local distributor we have developed BIM functionalities within Vectorworks for the Japanese market. At present, BIM is becoming an increasing focus of interest in Japan and I expect to see a rapid shift from 2D to 3D design technology.

The worldwide economy is currently suffering from the financial crisis. Do you already feel an effect on your business?

Flaherty: The economic downturn in the USA has not yet had an impact on us, but the current situation has really slowed decision-making. It's too early to tell what the effect will really be. In the past, we've proven somewhat counter-recessionary and had growth in down-markets because of our value-pricing. Our customers get great value when they invest in our software, not to mention the costs they save thanks to better performance and BIM in the design process. That pays off in difficult economic times.

Report on the Earnings, Financial, and Asset Situation

Nemetschek remains on course

After nine months, Nemetschek has so far remained unaffected by the financial crisis. The group has again achieved its targets. Revenues increased by 6.0%, and the EBIT grew by 9.5%. Adjusted for currency fluctuations, organic revenue growth is 7.5%, EBIT would have been up 12.1%. Group revenues rose to 109.0 million euros (previous year: 102.8 million euros). The group EBITDA increased by 7.0% to 22.7 million euros (previous year: 21.2 million euros), with an EBITDA margin of 20.8% (previous year: 20.6%). The assessment of deferred taxes in the previous year led to a one-time effect to the amount of 0.2 million euros for earnings. In the current financial year, deferred taxes

were reassessed for losses brought forward (cost of deferred taxes 0.3 million euros). At 9.4 million euros, the net income was at last year's level (9.3 million euros). The cash flow for the period rose by 6.4% to 20.5 million euros (previous year: 19.2 million euros).

Domestic and foreign growth in revenues

Abroad, the Nemetchek Group's revenue rose by 3.0 million euros to 67.7 million euros (previous year: 64.7 million euros). Adjusted for currency fluctuations, foreign revenues would be higher by 1.5 million euros. Foreign revenue thus remains unchanged at just short of two thirds of overall revenues. So far, the Nemetschek Group's domes-

Consolidated Income Statement

for the period from January 1 to September 30, 2008 and 2007

Thousands of €	3rd quarter 2008	3rd quarter 2007	9 months 2008	9 months 2007
Revenues	35,638	33,063	108,986	102,834
Own work capitalized	23	149	115	381
Other operating income	742	425	1,814	1,528
Operating income	36,403	33,637	110,915	104,743
Cost of materials / cost of purchased services	–2,448	–2,240	–7,020	–7,110
Personnel expenses	–14,950	–14,035	–45,493	–44,347
Depreciation of property, plant and equipment and amortization of intangible assets	–2,664	–2,430	–7,495	–7,320
thereof amortization of intangible assets due to purchase price allocation	– 1,846	– 1,846	– 5,537	–5,537
Other operating expenses *)	–11,555	–10,053	–35,699	–32,076
Operating expenses	–31,617	–28,758	–95,707	–90,853
Operating results	4,786	4,879	15,208	13,890
Interest income	342	301	1,525	1,686
Interest expenses	–1,605	–1,510	–3,854	–3,962
Income from associates	82	54	215	121
Earnings before taxes	3,605	3,724	13,094	11,735
Income taxes	–1,203	–303	–3,726	–2,391
Net income for the year	2,402	3,421	9,368	9,344
Of this amount: equity holders of the parent	2,251	3,326	8,912	8,957
Minority interests	151	95	456	387
	2,402	3,421	9,368	9,344
Earnings per share (undiluted) in euros	0.23	0.35	0.93	0.93
Earnings per share (diluted) in euros	0.23	0.35	0.93	0.92
Average number of shares outstanding (undiluted)	9,625,000	9,625,000	9,625,000	9,625,000
Average number of shares outstanding (diluted)	9,625,000	9,625,000	9,625,000	9,683,333

*) in 2007 including reclassification of losses from discontinued operations in Graphisoft Group tic business has taken a positive course. Revenues rose by 8.1% to 41.3 million euros (previous year: 38.2 million euros).

Design business segment increases revenue by 5.5 million euros The Design, Manage and Multimedia business segments improved compared to the same period in the previous year.

The Design segment saw an increase in revenue of 6.5% to 90.2 million euros. The EBITDA margin is at 19.6% (previous year: 19.0%). The Manage unit increased by 9.0% to 3.1 million euros (previous

year: 2.9 million euros) for revenue. Since July 2008, the graphical software solution from Nemetschek Crem Solutions has been assigned to the Design segment. Reporting for the Manage segment will be modified accordingly for the current financial year and the previous year.

In the Multimedia unit, the Maxon Group increased revenue by 5.6% to 6.3 million euros. Adjusted for currency fluctuations, revenues would have increased by 12.9%. The EBITDA margin of 30.4% (previous year: 29.6%) continues to make a positive contribution to the group's results.

Consolidated Balance Sheet

as of September 30, 2008 and December 31, 2007

Assets	30.09.2008 Thousands of €	31.12.2007
Current assets
Cash and cash equivalents	24,221	29,121
Trade receivables, net	21,899	24,645
Inventories	943	892
Tax refunded claims for income taxes	2,924	2,406
Current financial assets	141	166
Prepaid expenses and other current assets	4,862	4,264
Current assets, total	54,990	61,494
Non-current assets
Property, plant and equipment	4,374	4,800
Intangible assets	55,967	60,340
Goodwill	51,977	51,602
Associates /investments	501	570
Deferred tax assets	5,767	5,500
Non-current financial assets	904	1,047
Other non-current assets	975	1,107
Non-current assets, total	120,465	124,966

Assets, total	175,455	186,460

Revenue in the Build segment remains unchanged compared to the previous year, at 9.3 million euros. The EBITDA margin is 26.7% (previous year: 27.5%).

Cash flow for period exceeds 20 million euros

The good development in the first nine months has a positive effect on the cash flow for the period. Compared to the previous year, it rose by 1.3 million euros to 20.5 million euros. The cash flow from normal business activities improved by 17.8% and at 22.8 million euros considerably exceeds previous year's level of 19.4 million euros. The cash flow from investment activities amounts to –3.2 million euros (previous year: –99.2 million euros) due to investments in fixed assets. Previous year's figure includes the purchase of Graphisoft SE shares. In the first nine months, Nemetschek repaid 14.7 million euros of the bank loan of 100 million euros taken out for financing. In total, therefore, 45.2 million euros have already been repaid by September 30, 2008. Furthermore, the cash flow from financing activities also includes the dividend payment (resolved on May 21, 2008) of 6.3 million euros and interest of 3.1 million euros for the remaining bank loan as well as the minority interests paid out to minority shareholders.

Equity and liabilities Thousands of €	30.09.2008	31.12.2007
Current liabilities
Short-term loans and current portion of long-term loans	13,518	16,274
Trade payables	3,803	6,598
Payments on account	159	100
Provisions and accrued liabilities	11,759	13,371
Deferred income	17,472	10,186
Income tax liabilities	1,274	3,079
Other current liabilities	4,279	4,452
Current liabilities, total	52,264	54,060
Non-current liabilities
Long-term loans without current portion	41,387	53,419
Deferred tax liabilities	14,125	14,489
Pension provisions	676	639
Other non-current liabilities	600	967
Non-current liabilities, total	56,788	69,514
Equity
Subscribed capital	9,625	9,625
Capital reserves	41,488	41,646
Revenue reserve	52	52
Currency translation	–2,903	–4,169
Retained earnings	17,016	14,395
	65,278	61,549
Minority interests	1,125	1,337
Equity, total	66,403	62,886
Equity and liabilities, total	175,455	186,460

Consolidated Cash Flow Statement

for the period from January 1 to September 30, 2008 and 2007

Thousands of €	2008	2007
Profit before tax	13,094	11,735
Depreciation and amortization of fixed assets	7,495	7,320
Change in pension provision	37	18
Non-cash transactions	–159	302
Income from associates	–215	–121
Expenses /income from disposal of fixed assets	211	–17
Cash flow for the period	20,463	19,237
Interest income	–1,525	–1,686
Interest expenses	3,854	3,962
Change in other provisions and accrued liabilities	–1,612	–734
Change in trade receivables	2,746	3,456
Change in inventories, other assets	1,572	3,338
Change in trade payables	–2,795	–2,400
Change in other liabilities	993	–5,609
Cash received from payouts from associates	284	134
Interest received	854	1,460
Income taxes received	456	711
Income taxes paid	–2,502	–2,517
Cash flow from operating activities	22,788	19,352
Capital expenditure	–3,651	–1,954
Changes in liabilities from acquisitions	273	–97,197
Cash received from the disposal of fixed assets	220	26
Disposal of liquid assets from deconsolidation	0	–41
Cash flow from investing activities	–3,158	–99,166
Dividends paid to equity holders of the parent	–6,256	–5,390
Dividends paid to minority interests	–703	–545
Proceeds from borrowings	0	100,000
Repayments of borrowings	–14,771	–27,000
Change in liabilities to banks due to acquisitions	0	–1,000
Interest paid	–3,086	–3,484
Proceeds from repayment of borrowings	0	14,514
Payments for redemption of own shares	0	–1,981
Cash flow from financing activities	–24,816	75,114
Changes in cash and cash equivalents	–5,186	–4,700
Effect of exchange rate differences on cash and cash equivalents	286	–303
Cash and cash equivalents at the beginning of the period	29,121	34,511
Cash and cash equivalents at the end of the period	24,221	29,508

Thousands of €	2008 Revenue	2008 Amortization and depreciation	2008 EBITDA	2007 Revenue	2007 Amortization and depreciation	2007 EBITDA
Design	90,221	7,060	17,711	84,711	7,030	16,099
Build	9,322	103	2,491	9,272	124	2,551
Manage	3,109	201	575	2,853	35	786
Multimedia	6,334	131	1,926	5,998	131	1,774
Total	108,986	7,495	22,703	102,834	7,320	21,210
Reclassification from Manage to Design	905	6	280	1,880	10	–356

Statement of Changes in Group Equity

for the period from January 1 to September 30, 2007 and 2008

				Equity allocable to the parent company's shareholders
Thousands of €	Subscribed capital	Capital reserve	Revenue reserves	Currency translation	Retained earnings	Total	Minority interests	Total equity
As of 01.01.2007	9,625	41,640	52	–2,811	5,242	53,748	1,357	55,106
Minority share purchases						0	6	6
Additional share purchases						0	–20	–20
Redemption of own shares		–1,981				–1,981		–1,981
Share-based payments		110				110		110
Dividend payment to minority interests					–43	–43	–502	–545
Difference from currency translation				–514		–514	–33	–547
Dividend payments					–5,390	–5,390		–5,390
Net income for the period					8,957	8,957	387	9,344
As of 30.09.2007	9,625	39,769	52	–3,325	8,765	54,886	1,195	56,081
As of 01.01.2008	9,625	41,646	52	–4,169	14,395	61,549	1,337	62,886
Share-based payments		–158				–158		–158
Dividend payment to minority interests					–35	–35	–668	–703
Difference from currency translation				1,266		1,266		1,266
Dividend payments					–6,256	–6,256		–6,256
Net income for the period					8,912	8,912	456	9,368
As of 30.09.2008	9,625	41,488	52	–2,903	17,016	65,278	1,125	66,403

Shares owned by the Board Members on September 30, 2008

	Stock portfolio
Managing Board
Ernst Homolka	225
Supervisory Board
Kurt Dobitsch	0
Prof. Georg Nemetschek	1,411,322
Rüdiger Herzog	0

Equity ratio reaches 38%

Despite loan repayments, dividends and interest payments totaling 24.8 million euros, the liquid assets only fell by 5.3 million euros to 24.2 million euros (previous year: 29.5 million euros). Current assets decreased by 6.5 million euros to 55.0 million euros. Non-current assets decreased by 4.5 million euros to 120.5 million euros, mainly due to scheduled depreciation of current assets from purchase price allocation.

13.5 million euros of the current liabilities relate to the current portion of the bank loan due to the Graphisoft acquisition. Non-current liabilities include the long-term portion of the bank loan, at 41.3 million euros. Financing from the acquisition of Graphisoft was long-term, so no credit changes are expected. The equity ratio increased to 37.8% (December 31, 2007: 33.7%). Equity amounts to 66.4 million euros following the dividend payment of 6.3 million euros (December 31, 2007: 62.9 million euros).

Following depreciation from purchase price allocation of 5.5 million euros and interest load of 3.1 million euros from the bank loans, net income amounts to 9.4 million euros (previous year: 9.3 million euros). The earnings per share (consolidated shares, basic) remains unchanged at 0.93 euros.

Events subsequent to the end of the reporting period

There were no significant events subsequent to the end of the reporting period.

Employees

As of September 30, 2008 1,101 persons are in the employ of the Nemetschek Group (previous year: 1,053).

Report on significant transactions with associated companies and individuals

The group performs business transactions with associated companies and individuals. These are part of normal business operations and are treated in the same way as for external third parties. They are categorized according to IAS 24.18(g) as other associated companies and individuals. Significant transactions during the first nine months of 2008 are the rental expenses of 1.8 million euros with associated individuals (previous year: 1.9 million euros). A rental contract for office space between Nemetschek AG and Concentra GmbH & Co. KG, Munich (limited partner: Mr. Alexander Nemetschek, and others) has been in effect since financial year 2000.

Opportunity and risk report

Reference is made to the consolidated annual report as of December 31, 2007 for details on the most significant opportunities and risks for the prospective development of the Group over the remaining months of this financial year.

The intensified financial crisis will probably also affect the building industry. At present, it is not possible to fully predict to what extent this will affect the Nemetschek Group.

Possible risks and uncertain factors pertaining to Nemetschek's fields of business are fundamentally connected with the market, the competitor situation and the general economic setting. Trends in the building industry have weakened in various markets, but as yet have not had a significant effect on the demand for the group's products.

The Nemetschek Group primarily generates income from the sale of software licenses. In the software industry a quick reaction to increased demand is possible, and any additional income generates a positive effect. Decline in demand can have short-term effects on the earnings situation. Revenues from products sold by the Nemetschek Group are spaced out between several countries; in addition, there are no customers with a significant share of the revenue. Therefore, the risks described above have not yet had a significant effect on the group's earnings position.

If the economic situation should intensify in the short term, the management currently assumes that this trend could also have a shortterm effect on the earnings situation of the Nemetschek Group.

Report on forecasts and other statements on prospective development

The concrete effects of the looming economic crisis are currently difficult to assess. Despite the negative economic outlook, Nemetschek expects a positive business development for the remaining fourth quarter of 2008. Based on the available figures and its experience to date, management currently assumes that, in principle, the goals for the current financial year 2008 will be maintained. The group expects to achieve medium single-digit revenue growth with a stable EBITDA margin of more than 20%.

Notes on the Quarterly Statement based on IFRS

The Nemetschek Group's quarterly statement is compiled in accordance with the International Accounting Standards Board's (IASB) International Financial Reporting Standards (IFRS). The consolidated statement on September 30, 2008 has not been audited and has not undergone an audit review. It is based on the same accounting, appraisal and calculation methods as the annual financial statement dated December 31, 2007. The group of companies corresponds to the situation on December 31, 2007 with the following differences:

The non-operative companies Campus Technology Fund, Heverlee, Belgium, and Software Adventure Cv, Herk-de-Stad, Belgium, were liquidated on September 30, 2008. This had no effects on the group results.

Architecture for the Knowledge Society

He is guest professor at the Massachusetts Institute of Technology in Cambridge, holds the chair for Industrial Construction, heads the Center for Knowledge Architecture at Technical University Dresden and is chairman of the architecture firm Henn Architekten: Professor Dr. Gunter Henn, born 1947, is a qualified architect and civil engineer. Henn Architekten, the office he founded in Munich in 1979, currently has around 200 employees and in addition to the head office in Munich, has branches in Berlin, Dubai and Shanghai. Henn Architekten has gained international renown for its design of innovative administrative buildings, research institutions and production sites.

"The value of rooms goes far beyond their aesthetic impact. With our designs, we must meet the challenge of promoting the flow of knowledge and the integration of work processes," Prof. Dr. Gunter Henn explains the philosophy of his office. "The rooms we design become a network in themselves. In them, people can communicate with each other in real time. With our architecture, we therefore create the ideal space for interaction for the modern knowledge society."

Success has proven him right: 'Autostadt Wolfsburg' and the 'Gläserne Manufaktur Dresden' for Volkswagen AG, the Dubai Crystal quarter and Dubai Business Park, the Central Bank in Qatar and the Huawei Research and Development Center in Hangzhou, China are just a few projects developed by Henn Architekten around the world, some of which have already been completed.

The office relies on the CAD program Vectorworks Architecture from the Nemetschek subsidiary Nemetschek North America. Designers regard the direct and intuitive working method, which enables complex designs to be represented and executed with ease, as one of the key advantages of the software. The architects place particular value on the speed of Vectorworks, particularly in international projects. Thanks to the user-friendly program, clients' requirements and wishes can be incorporated in the design without delay – even in real time during a presentation.

This method of working not only enables all those involved in the planning process to be incorporated. Henn Architekten rather developed a method that allows experts from within a company to participate in the creation process for a building. In this way, information from all parts of the company can be merged. Contents are revealed and discussed. This participation generates a working atmosphere that releases a high degree of creative potential in addition to objective project orientation. "As a result, the projects have a well-directed dynamism, even in the initial phase," says Prof. Dr. Henn. "Ultimately, we build identities, not our own, but primarily the identity of the client."

Picture top: Volkswagen AG, Gläserne Manufaktur Dresden, designed with Vectorworks Henn Architekten, Munich Photo H.G. Esch, Hennef-Stadt Blankenberg Picture left: Prof. Dr. Gunter Henn Photo Heinz von Heydenaber

NEMETSCHEK Aktiengesellschaft Konrad-Zuse-Platz 1 81829 Munich Germany Phone + 49 89 92793 – 0 Fax + 49 89 92793 – 5200 investorrelations@nemetschek.com www.nemetschek.com