Nemetschek SE — Investor Presentation 2017

Aug 1, 2017

NEMETSCHEK GROUP Company Presentation

August 2017

NEMETSCHEK GROUP: In Brief………………………….………………………………	3
Trends & Strategy…………………………………………………………………………………8
Financials: Q2 / H1 2017………………………………………………………………14
NEMETSCHEK Share……………………………………………………….……………24
Outlook: FY 2017.…………………………………….…………………….……………………27
Appendix…………………………………………………………………….….………………29
Contact…………………………………………………………………….…………………….34

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 establishes the Nemetschek charitable foundation, supporting projects in the areas of education, science and research, arts and culture, the environment, international understanding and social projects.

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

The Philosophy of Nemetschek

We are a Group of industry leaders with a unique DNA and expertise in the AEC* industry.

All of our strong brands share the same mission:

"We are open and declare our support of Open BIM, a standard that allows maximum flexibility and a seamless collaboration of all the parties involved in the construction process so that quality is enhanced in construction in compliance with time and cost schedules."

* Architecture, Engineering, Construction

Nemetschek

History: 50 Years of Innovation and Success

1963 Georg Nemetschek, a certified engineer, founds the "engineering firm for the construction industry"	1984 The first CAD solution the market	ALLPLAN 1.0 appears on	2000 Acquisition: Vectorworks. Group headquarters move to new premises at the Munich Fair		2013 Acquisition: Data Design System		TODAY Globally leading software company in Open BIM* and 5D
1980	Nemetschek presents the first computer-aided engineering software (CAE)	1998 Numerous acquisitions: Frilo, Glaser, Bausoftware, Crem		2006 Graphisoft become subsidiaries of the Nemetschek Group	and Scia	2016 Acquisitions: Solibri Design Data. into a SE.	and Conversion of Nemetschek AG

SPIRIT OF INVENTION INTERNATIONALIZATION INNOVATION DRIVER

1983

1999

Internationalization begins in Austria and Switzerland IPO of Nemetschek. Acquisitions: Maxon, Auer

2008

Founding of Allplan GmbH (formerly Nemetschek Allplan Systems GmbH)

2017 Acquisition: dRofus

1968

The first use of computers in the construction industry

1997

Nemetschek presents the database-driven platform O.P.E.N. – known today as BIM*

2005

Founding of Precast Software Engineering (formerly Nemetschek Engineering)

2014

Acquisition: Bluebeam Software. Investment in the start-up Sablono GmbH

* Building Information Modeling

Nemetschek at a Glance

Facts and figures

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

• Open BIM pioneer and 5D provider with software solutions for the AEC* and media industry
• 14 strong brands
• 337.3 mEUR sales revenues (2016)
• 2.3 million users in 142 countries
• About 2,000 employees worldwide
• 60 locations in more than 40 countries
• IPO 1999, listed in the TecDax
• 2.5 billion EUR market capitalization

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

Trends & Strategy

AEC Industry in Transition

Nemetschek

Mega Trend Digitalization – Entering The Industries

Source: TOP 500 survey 2014 / Accenture

IT Spending as a % of Revenue by Industry (2015)

Source: IT Key Metrics 'Data 2015

BIM Market Size and Growth

BIM Market by Region 2015

BIM Market Size 2015/2020

Source: BIM Market, Global Trends and Forecasts (2015-2020) Markets and Markets

\$ Market Size 2015

CAGR 2015 - 2020

Status of Current BIM Regulations and Use

Source: HSBC, Kepler Cheuvreux

National UK BIM Report survey on future use of BIM

Financials: Q2 / H1 2017

Nemetschek Group Highlights for Q2 / H1 2017 (1)

Double-digit revenue growth in H1 2017	Revenues in first half at upper end of guidance 2017 H1 revenues: Strong increase of 20.1% to 194.0 mEUR Organic growth of 14.8% (inorganic effects: dRofus (2.6 mEUR) and Design Data (5.7 mEUR))  Q2 revenues: Up by 16.5% to 97.7 mEUR Organic growth of 11.6% Challenging Q2: High comparison level of previous year and release shift of one major brand in Design Segment from Q2 to second half 2017 will lead to revenue shift in H2
Strong revenue increase abroad	Revenues abroad: Up by 24.6% to 136.7 mEUR Revenues share outside of Germany at 70.5%  Higher footprint in the very competitive US market with revenues share of around 29% Growth regions: Americas, Asia, Scandinavia
Growth driver: Recurring revenues	Recurring revenues: Strong growth of 29.1% to 88.7 mEUR  Share of recurring revenues at high 45.7% Software licenses: Positive development with 13.0% growth to 96.9 mEUR License revenue share of 50.0%

Nemetschek Group Highlights for Q2 / H1 2017 (2)

Positive revenue development continued in Q2 2017

in mEUR

161,5 194,0 HY 2016 HY 2017

• Organic growth of 11.6% yoy in Q2 Organic growth of 14.8% yoy in H1
• Inorganic effects:
  • Design Data: 5.7 mEUR
  • dRofus: 2.6 mEUR

International Growth In Focus, More than 50 Locations

High share and strong growth of recurring revenues

Revenues split H1 2017 in %

Recurring revenues*

• High growth of 29.1% to 88.7 mEUR
• High recurring revenue share of 45.7% leads to higher stability

Software license revenues

• Up by 13.0% to 96.9 mEUR
• New customers wins
• Increasing customer base
• Consequently recurring revenues will follow

^* Software services, rental models (Subscriptions, SaaS)

EBITDA margin on high level

in mEUR

* EBITDA w/o 1.9 mEUR positive one-time effect in Q2 2016

EBITDA of the previous year 2016 is shown with and w/o the positive one-time effect of 1.9 mEUR

Net Income and EPS with solid growth

* Net income and EPS w/o 1.9 mEUR positive one-time effect

0,72

All segments with double-digit growth rates

Design

• Revenue growth in H1: 13.1% (organic growth of 10.7%)
• Challenging Q2: High previous year level and release shift of one major brand from Q2 in H2 2017
• EBITDA margin H1 on previous year level

Build

• Revenue growth of 41.6% in H1 (organic growth of 27.4%)
• EBITDA margin H1 on previous year level slightly year on year

Manage

H1 revenue growth of 17.5% EBITDA margin improved

Media & Entertainment H1 revenue growth of 10.1%

Planned investments have impact on margins

Cash flow situation

in mEUR

* End of FY 2016

** Operating cash flow / EBITDA

EBITDA

+13.4% yoy

Operating cash flow

• +28.4% yoy
• Previous year: One-time effects of 3.5 mEUR in trade receivables resulting from later customer payments (July 2016) – adjusted growth of 16.8%

Investing cash flow

• Capex of 4.0 mEUR
• Acquisition of dRofus (24.5 mEUR)

Cash flow from financing activities

• Repayment of bank loan (-13.0 mEUR)
• Dividend payment (-25.0 mEUR)

Conversion rate**

86% (previous year: 76%)

NEMETSCHEK Shares

Nemetschek

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: ~ 2.5 billion EUR
• Current TecDAX Ranking: 15/20

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

Share Price Increased Stronger than TecDAX and DAX

43 46 49 52 55 58 61 64 67 70 01.2017 02.2017 03.2017 04.2017 05.2017 06.2017 07.2017 08.2017 Nemetschek TecDAX DAX

Time	Nemetschek	TecDAX	Dax
Year 2013	+52%	+38%	+23%
Year 2014	+66%	+18%	+3%
Year 2015	+120%	+34%	+10%
Year 2016	+20%	-1%	+7%
YTD 2017	+20%	+23%	+6%

Optimistic outlook 2017 confirmed

Market conditions		Digitalization		and IT spending will drive the use of software solutions in the AEC market BIM market is expected to grow at a remarkable rate owing regulations mandating the adoption of BIM software for construction projects	to supportive government
Strategic market positioning		Clear focus on AEC market Leading player of Open BIM solutions Network of industry leaders
Growth potential/ Investments		Focus on internationalization (North America, Asia, Europe) Investments in cross-brand strategic projects, new regional markets and customer segments, sales & marketing and innovation Strategically co-operations & acquisitions Healthy balance sheet - capable of investing in organic and in inorganic growth
Revenues: Focus on topline with double digit growth rates in the mid-teens Guidance 2017 EBITDA: Double digit growth confirmed High EBITDA margin of FY 2016 will be maintained despite strategic investment to secure sustained future growth and lower EBITDA margins of strongly expanding acquired brands in mEUR FY 2016 Forecast 2017 Revenues 337.3 395 – 401 (+17% - +19%) EBITDA 86.1* 100 – 103 (+16 - +20%)				Organic +13% - +15%

*USD/EUR plan rate: 1.09

** EBITDA w/o positive one-time effect of 1.9 mEUR

P+L statement Q2 / FY comparison

mEUR	Q2 2017	Q2 2016	% YoY	6M 2017	6M 2016	% YoY
Revenues	97.7	83.8	+16.5%	194.0	161.5	+20.1%
Own work capitalized/other operating income	1.1	3.5	-66.9%	2.1	4.6	-53.9%
Operating income	98.8	87.3	+13.2%	196.1	166.2	+18.0%
Cost of materials / purchased services	-3.5	-2.6	+34.1%	-6.3	-5.0	+24.7%
Personnel expenses	-42.1	-36.2	+16.2%	-85.5	-71.2	+20.0%
Other operating expenses	-27.9	-23.9	+16.8%	-52.7	-44.3	+18.8%
Operating expenses	-73.5	-62.7	+17.2%	-144.4	-120.6	+19.8%
EBITDA	25.3	24.6	+3.1%	51.7	45.6	+13.4%
Margin	25.9%	29.3%		26.6%	28.2%
EBITDA (w/o one-time effect)	25.3	22.7	+11.7%	51.7	43.7	+18.3%
Margin (w/o one-time effect)	25.9%	27.1%		26.6%	27.0%
Depreciation of PPA and amortization	-5.4	-4.4	+22.9%	-10.9	-8.8	+23.3%
t/o PPA	-3.4	-2.7	+27.2%	-6.9	-5.4	+28.6%
EBITA (normalized EBIT)	23.3	22.9	+2.1%	47.7	42.1	+13.3%
EBIT	19.9	20.2	-1.3%	40.8	36.8	+11.0%
Financial result	-0.2	-0.3		-0.4	-0.5
EBT	19.7	19.9	-1.1%	40.4	36.3	+11.3%
Income taxes	-5.6	-6.2	-10.0%	-11.5	-11.0	+4.3%
Non-controlling interests	-0.6	-0.6		-1.1	-1.0
Net income (group shares)	13.5	13.1	+2.6%	27.7	24.2	+14.5%
EPS in EUR	0.35	0.34	+2.6%	0.72	0.63	+14.5%
Net income (group shares w/o one-time effect)	13.5	11.8	+14.2%	27.7	22.9	+21.1%
EPS in EUR (w/o one-time effect)	0.35	0.31	+14.2%	0.72	0.59	+21.1%

mEUR	June 30, 2017	December 31, 2016
ASSETS
Cash and cash equivalents	83.4	112.5
Trade receivables, net	44.8	38.8
Inventories	0.5	0.6
Other current assets	16.2	16.0
Current assets, total	145.0	167.9
Property, plant and equipment	14.1	14.3
Intangible assets	87.6	89.7
Goodwill	184.9	177.2
Other non-current assets	6.2	5.7
Non-current assets, total	292.8	286.8
Total assets	437.7	454.7

Balance sheet – Equity and liabilities

mEUR	June 30, 2017	December 31, 2016
EQUITY AND LIABILITIES
Short-term borrowings and current portion of long-term loans	26.1	26.0
Trade payables & accrued liabilities	34.9	40.7
Deferred revenue	72.9	55.3
Other current assets	29.0	24.1
Current liabilities, total	163.0	146.1
Long-term borrowings without current portion	57.1	70.2
Deferred tax liabilities	19.1	20.6
Other non-current liabilities	7.9	15.7
Non-current liabilities, total	84.1	106.5
Subscribed capital and capital reserve	51.0	51.0
Retained earnings	146.3	144.0
Other comprehensive income	-9.5	4.4
Non-controlling interests	2.9	2.8
Equity, total	190.6	202.1
Total equity and liabilities	437.7	454.7

mEUR	June 30, 2017	June 30, 2016	% YoY
Cash and cash equivalents at the beginning of the period	112.5	84.0	+34.0%
Cash flow from operating activities	44.5	34.6	+28.4%
Cash flow from investing activities	-28.7	-3.0
t/o CapEX	-4.0	-3.2	+26.0%
t/o Cash paid for business combinations	-24.5	0.0
Cash flow from financing activities	-39.9	-30.1	+32.9%
t/o Dividend payments	-25.0	-19.3	+30.0%
t/o Repayments of borrowings	-13.0	-9.2
FX-effects	-4.9	-0.7
Cash and cash equivalents at the end of the period	83.4	84.9	-1.8%
Free cash flow(1)	15.7	31.6	-50.2%
Free cash flow(1) (w/o acquisition effects)	40.2	31.6	+27.2%

(1) Operating cash flow – Investing cash flow

Architects: Patterson Associates Architects | Image: Patrick Reynolds | Realized with GRAPHISOFT

NEMETSCHEK SE Investor Relations Konrad-Zuse-Platz 1 D-81829 Munich Germany investorrelations@nemetschek.com www.nemetschek.com

Disclaimer

This presentation contains forward-looking statements based on the beliefs of Nemetschek SE management. Such statements reflect current views of Nemetschek SE 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 SE does not intend or assume any obligation to update these forward-looking statements.

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