Nemetschek SE — Investor Presentation 2016

Jan 19, 2016

NEMETSCHEK GROUP Company Presentation

January 2016

NEMETSCHEK GROUP: In Brief………………………….………………………………3
Strategy……………………………………………………………………………………………8
Financials: 9 Months 2015….………………………………………………………………12
NEMETSCHEK Share……………………………………………………………………22
Outlook………….……………………………………….………………………………………26
Contact…………………………………………………………………………………………28
Appendix………………………………………………………………………………………….29

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Our Founder

Mission: "We drive digitalization and innovation for the entire life cycle of the AEC industry!"

Vision: Innovation driver and digital backbone of the AEC industry with strong global brands and customer proximity.

Responsibility: Prof. Nemetschek offers students access to the newest soft- and hardware for their education.

Prof. Georg Nemetschek Founder and Member of the Supervisory Board of Nemetschek AG

History: 50 Years of Innovation and Success

1963 Georg Nemetschek, a certified engineer, founds "engineering firm for the construction industry"	the	1984 The first CAD solution ALLPLAN 1.0 appears on the market		2000 Acquisition: Vectorworks. new premises at the Munich Fair	Group headquarters move to	2015 Acquisition: Solibri. Sale: Glaser
1980 Nemetschek presents the first computer-aided engineering software (CAE)		1998 Numerous acquisitions: Frilo, Glaser, Bausoftware, Crem		2013 Acquisition:	Data Design System		Globally leading software company in Open BIM*
	SPIRIT OF INVENTION			INTERNATIONALIZATION			INNOVATION DRIVER

	1983 Internationalization begins in Austria and Switzerland		1999 IPO of Nemetschek. Acquisitions: Maxon, Auer		2014 Acquisition: Bluebeam Investment in the start-up Sablono GmbH	Software.
1968 The first use of computers in the construction industry		1997 Nemetschek presents the database-driven platform O.P.E.N. – BIM*	known today as	2006 Graphisoft subsidiaries of the Nemetschek Group	and Scia become

* Building Information Modeling

The Philosophy of Nemetschek

We are a Group of industry leaders with a unique DNA and expertise in the AEC* industry. We stand for best-in-class tools, Open BIM, interoperability and collaboration. All of our strong brands share the same mission:

"We understand the building process as a whole."

Our motivation is to develop software solutions for better results with respect to aesthetics and function within cost and time constraints.

^* Architecture, Engineering, Construction

Nemetschek at a Glance

Facts and figures

• 50 years of innovation, founded in 1963 and headquartered in Munich, Germany

• BIM pioneer and 5D provider with software solutions for the AEC and media industry
• 12 strong brands
• 218.5 mEUR sales revenues (2014)
• 1.8 million users in 142 countries
• 1,700 employees worldwide
• 50 locations in more than 40 countries
• IPO 1999, listed in the TecDax
• 1.5 billion EUR MarketCap

Decentralized Strong Brands under One Umbrella

• Nemetschek covers the complete value chain in the AEC & Media industry
• Entrepreneurial brands: Industry leaders with a unique DNA, expertise and customer orientation
• Attractive set-up for potential targets

AEC Industry in Transition

2D drawings

• Slow internet
• Poor hardware

since 1985

• 3D drawings
• Technologische Fast internet
• Trends Powerful hardware
• BIM

• Cloud computing

• 5D BIM end-to-end solution

• Smart/Mobile/Apps
• Collaboration along the value chain

Today Tomorrow

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BIM 5D – In Scope, In Time, In Budget

As a BIM pioneer and 5D provider the NEMETSCHEK GROUP stands for an open approach and supports collaboration and seamless data transfer through the complete value chain in the building process

Worldwide Leading Software Supplier for the AEC Industry

Sales by geographical market in %

• With more than 50 locations in more than 40 countries we sell the solutions worldwide
• USA is becoming an important market: Revenues more than tripled in 2015
• Further focus on USA, Latin-America and Asia

Financials: 9 Months 2015

Nemetschek Group Highlights 2015 YTD (1)

Nemetschek Group Highlights 2015 YTD (2)

Nemetschek Group Highlights 2015 YTD (3)

Profitability on good level	EBITDA grew by 27.2% to 49.4 mEUR; EBITDA margin at 24.0% as expected  No activation of development costs no effects on expenses and earnings Strategic investments in future growth: Internationalization, BIM 5D competence, intensified sales activities etc.
Increase in EPS (w/o PPA)	Tax rate increased to 31.0% (previous year: 26.9%)  Reasons: Higher results in countries with higher tax rate and extraordinary impact due to deferred taxes of unrealized intra-group f/x gains Net income (group shares) showed growth of 8.3% to 24.2 mEUR, EPS at 0.63 EUR Net income w/o PPA increased stronger by 19.0% to 29.6 mEUR, EPS w/o PPA at 0.77 EUR
Strong cash conversion/ Solid balance sheet	Cash flow from operating activities up by 33.7% to 48.8 mEUR  Conversion rate* at 99% Cash and cash equivalents at 71.5 mEUR; net liquidity at 20.5 mEUR Equity ratio of 48.9% - leeway for further investments (organic and in acquisitions)
Forecast increased	 Revenue target range increased to 278-282 mEUR, +27-29% (previously: 262-269 mEUR) EBITDA target range raised to 65-67 mEUR (previously: 62-65 mEUR)

* Operating cash flow / EBITDA

Q3: Revenue Growth Rate Accelerated Again

• Revenue up by +38.2% to 70.7 mEUR
• Currency-adjusted growth of 32.9%
• Bluebeam contributed 11.1 mEUR
• Organic growth of high 16.5% yoy

Up by 34.2% to 205.9 mEUR

9M 2014 9M 2015

153,5

205,9

• Currency-adjusted growth of 28.5%
• Bluebeam contributed 32.1 mEUR
• Organic growth of 13.3% yoy

Strong Software License Revenue Growth (+48.7%)

Revenue split 9M 2015 in %

Software license revenues

• Up by 48.7% to new record level of 106.7 mEUR
• New customers wins
• Increasing customer base
• Consequently recurring revenues will follow

Recurring revenues*

Up by 21.7% to 89.9 mEUR

* Software services, subscription

EBITDA Margin Improved from Q2 to Q3

in mEUR

EBITDA margin inline with expectations

Future-oriented investments: Internationalization, BIM 5D competence, intensified sales and marketing activities

Net Income and EPS (with and w/o PPA)

• Higher tax rate of 31.0% (previous year: 26.9%)
• Reasons: Increased results in countries with higher tax rates; Deferred tax expenses on unrealized intra-Group foreign exchange gains
• Higher PPA because of Bluebeam acquisition

Segment Overview

Design

• Design segment showed significant revenue growth in Q3 with +18.1% and 13.4% in 9M 2015
• Stable margin with strategic investments to secure future growth (employees, internationalization)

Build

• Bluebeam is growth driver
• (32.1 mEUR contribution)
• 9M 2015 organic growth of 6.5%
• Further investments in BIM 5D competence

Manage

• Continued revenue growth (9M 2015: +11.4%)
• Slight margin decline because of growth investments in housing sector

Media & Entertainment

• Positive development with +18.0% revenue growth in 9M 2015
• Investments in new customer segments etc. will have further impact on margins

Cash Flow Situation

EBITDA

+27.2% yoy

Operating cash flow

+33.7% yoy

Investing cash flow

• Higher Capex with 5.7 mEUR
• Investment in distribution network in Italy, UK (Graphisoft) and Sweden (Bluebeam)

Cash flow from financing activities

• Repayment of bank loan (9.0 mEUR)
• Dividend payment (15.4 mEUR)

Net liquidity situation

Leeway to grow organically and via acquisitions

Conversion rate

99% (previous year: 94%)

Stable Shareholder Structure

• Founded: in 1963
• IPO: March 10, 1999
• Number of shares: 38,500,000
• Frankfurt Stock Exchange, Prime Standard
• Bloomberg: NEM GY, Reuters: NEKG.DE
• Shares Nemetschek family: 53.57%
• Freefloat: 46.43 percent
• Current MarketCap: ~ 1.5 billion EUR
• Current TecDAX Ranking: 24/27

Shares of Nemetschek family pooled: secures stable shareholder structure for well-being of NEMETSCHEK GROUP in the future

Dividend Payment of 0.40 EUR per Share

Dividend per share in EUR

• Dividend increased by 23% to 0.40 EUR per share
• In total 15.4 mEUR were paid out to the shareholders in May 2015 after the AGM
• Since 2009, we paid more than 64 mEUR in total in the last 6 years

Share Price Increased Stronger than TecDAX and DAX

Time	Nemetschek	TecDAX	Dax
Year 2013	+52%	+38%	+23%
Year 2014	+66%	+18%	+3%
Year 2015	+120%	+34%	+10%
YTD 2016	-2%	-7%	-11%

Outlook 2015 – Forecast Increased

	Current situation		Successful 9-months figures with strong revenue growth and stable profitability
	Market conditions	 	Robust development of construction markets Additional growth coming from trends such as Open BIM, BIM 5D, collaboration, mobile solutions, cloud
	Strategic market positioning	  	Clear focus on AEC market Leading in Open BIM solutions Strong and independent global brands
	Growth potential/ Investments	     	Focus on internationalization (North/Latin America, Asia) Investments in sales and marketing Investments in BIM 5D competence Strategically sound co-operations Solid balance sheet Capable of investing in organic and in inorganic growth

 Forecast increased	in mEUR	FY 2014	Previous Forecast* as of March 31, 2015	Forecast 2015 revised** as of October 30, 2015
	Revenues	218.5	262 – 269 (+20%-23%)	278 - 282 (+27%-29%)
	EBITDA	56.8	62 - 65	65 - 67

* USD/EUR plan rate: 1.25

** USD/EUR plan rate: 1.11

NEMETSCHEK GROUP Stefanie Zimmermann Konrad -Zuse -Platz 1 81829 Munich – Germany investor -relations@nemetschek.com

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mEUR	Q3 2015	Q3 2014	% YoY	9M 2015	9M 2014	% YoY
Revenues	70.7	51.2	+38.2%	205.9	153.5	+34.2%
Own work capitalized/ other operating income	0.7	1.0	-27.3%	3.6	2.7	+34.6%
Operating income	71.5	52.2	+36.9%	209.5	156.1	+34.2%
Cost of materials/ purchased services	-2.5	-2.1	+17.5%	-6.9	-5.9	+17.5%
Personnel expenses	-32.3	-21.7	+49.0%	-93.2	-66.2	+40.9%
Other operating expenses	-19.9	-15.2	+31.0%	-60.0	-45.2	+32.6%
Operating costs	-54.7	-39.0	+40.3%	-160.1	-117.3	+36.5%
EBITDA	16.8	13.2	+27.0%	49.4	38.8	+27.2%
Margin	23.8%	25.9%		24.0%	25.3%
Depreciation of PPA and amortization	-4.2	-2.4	+77.6%	-12.5	-6.6	+88.0%
t/o PPA	-2.5	-1.0	+151.0%	-7.6	-3.0	+155,0%
EBITA (normalized EBIT)	15.1	11.9	+27.4%	44.5	35.2	+26.6%
EBIT	12.6	10.9	+15.9%	36.9	32.2	+14.7%
Financial result	-0.1	0.0		-0.2	0.0
EBT	12.5	10.9	+14.5%	36.7	32.2	+14.0%
Income taxes	-3.4	-2.6	+32.9	-11.4	-8.7	+31.0%
Non-controlling interests	-0.3	-0.4		-1.2	-1.2
Net income (group shares)	8.7	7.9	+9.6%	24.2	22.3	+8.3%
EPS in EUR	0.23	0.21*	+9.6%	0.63	0.58*	+8.3%

* for better comparability, earnings per share has been presented after the stock split

mEUR	September 30, 2015	December 31, 2014
Assets
Cash and cash equivalents	71.5	57.0
Trade receivables, net	29.1	28.9
Inventories	0.9	0.7
Other current assets	12.1	11.8
Current assets, total	113.6	98.4
Property, plant and equipment	13.3	10.8
Intangible assets	64.6	68.8
Goodwill	117.1	111.3
Other non-current assets	2.9	2.5
Non-current assets, total	197.9	193.3
Total assets	311.4	291.7

Balance Sheet – Equity and Liabilities

mEUR	September 30, 2015	December 31, 2014
Equity and liabilities
Short-term borrowings and current portion of long-term loans	12.0	12.0
Trade payables & accrued liabilities	27.6	26.9
Deferred revenue	45.4	32.4
Other current assets	10.1	13.0
Current liabilities, total	95.1	84.3
Long-term borrowings without current portion	39.0	48.0
Deferred tax liabilities	15.8	15.4
Other non-current liabilities	9.1	7.4
Non-current liabilities, total	63.9	70.8
Subscribed capital and capital reserve	51.0	51.0
Retained earnings	104.6	96.6
Other comprehensive income	-5.0	-12.6
Non-controlling interests	1.8	1.6
Equity, total	152.4	136.6
Total equity and liabilities	311.4	291.7

mEUR	September 30, 2015	September 30, 2014	% YoY
Cash and cash equivalents at the beginning of the period	57.0	48.6	+17.3%
Cash flow from operating activities	48.8	36.5	+33.7%
Cash flow from investing activities	-8.0	-3.6	+123.3%
t/o CapEX	-5.7	-2.5	+129.9%
t/o Cash paid for business combinations	-2.4	-0.9
Cash flow from financing activities	-28.5	-16.4	+73.6%
t/o Dividend payments	-15.4	-12.5	+23.1%
FX-effects	2.2	0.9
Cash and cash equivalents at the end of the period	71.5	66.0	+8.4%
Free cash flow(1)	40.8	33.0	+23.9%

(1) Operating cash flow -Investing cash flow

Disclaimer

This presentation contains forward-looking statements based on the beliefs of NEMETSCHEK AG management. Such statements reflect current views of NEMETSCHEK AG with respect to future events and results and are subject to risks and uncertainties. Actual results may vary materially from those projected here, due to factors including changes in general economic and business conditions, changes in currency exchange, the introduction of competing products, lack of market acceptance of new products, services or technologies and changes in business strategy. NEMETSCHEK AG does not intend or assume any obligation to update these forward-looking statements.

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