Nemetschek SE

Quarterly Report • May 8, 2009

Quarterly Statement as of March 31, 2009

To our Shareholders

Dear shareholders, ladies and gentlemen,

The global economic crisis has made itself felt at Nemetschek, but our company still performed well in the first quarter, despite the expected fall in revenues. Strict cost discipline has paid off and we were able to keep the operating margin and cash flow largely stable without drastic measures.

We are therefore in a good position to further strengthen our equity basis. As you know, one of our aims is to repay the company's debts as quickly as possible, thereby increasing the company value. As announced, we will reduce our liabilities by a further five million euros in the second quarter with an extraordinary redemption payment. In view of the liquid assets of more than 30 million euros, Nemetschek AG's net debt is already below 18 million euros.

Cautious outlook

With what we have learned from the first quarter, we have at least been able to make somewhat more concrete predictions for the year as a whole. If the fall in revenues remains at 5 – 10 percent in 2009, we should be able to keep the operating margin at around 20 percent, that is to say, somewhere between 18 and 22 percent. We have to say quite clearly at this point that in these uncertain times, we cannot completely rule out a higher reduction in revenues and therefore a worse margin, but at the moment, there is no indication that our order situation will get any worse. We have also proved that we can still remain clearly profitable even with a single-digit fall in revenues.

What also helps us in crisis situations is our high customer retention. Nemetschek AG now achieves more than 40 percent of its sales through long-term maintenance contracts. We already have around half the expected maintenance sales for 2009 in the books. We are also in the process of increasing the share of software service contracts in absolute figures.

Dear shareholders, the construction industry is placing some of its hopes on the global infrastructure packages for reviving the economy, but it will naturally take some time for the funds to reach their destination. If they result in a revival of the market in the second half of 2009, our customers will be the first to profit – and consequently so will we. With the solutions for planning building restoration and for energy-efficient construction, our new products address exactly the right subjects (for more information on this, see page 4 of this quarterly report). I would like to thank you for your confidence.

Best regards, Yours,

Ernst Homolka CEO

The Share

Low share price continues

In the first quarter of 2009, the Nemetschek share continued to be pulled down by the general mood of crisis on the markets. Even the publication of the results for the 2008 financial year on February 18 only temporarily halted the downward trend.

At 5.10 euros, the share reached its low point in the first quarter on March 10. Announcement of the planned waiving of a dividend payment on March 25 had little effect on the share price, and was clearly a move anticipated by many market participants.

The announcement of the final results for 2008 also had no impact on the share price. However, things started moving again in March: Compared to the previous two months, the daily trading volume increased from an average of 2,000 to more than 10,000 shares.

Nemetschek Group at a glance

	Millions of € March 31, 2009 March 31, 2008		Change
Revenues	33.6	36.4	–7.9%
Operating income	35.1	37.1	–5.3%
Gross Profit	33.3	34.7	–3.9%
as % of revenue	99.3%	95.1%
EBITDA	7.3	8.0	–9.2%
as % of revenue	21.7%	22.0%
per share in €	0.75	0.83
EBIT	4.8	5.6	–13.9%
as % of revenue	14.4%	15.4%
per share in €	0.50	0.58
Net income (Group shares) without PPA effects	3.7	4.3	–14.4%
per share in €	0.39	0.45
Net income (Group shares)	2.3	2.9	–21.3%
per share in €	0.24	0.30
Net income	2.3	3.1	–23.8%
Cash flow for the period *)	6.8	6.3	8.2%
Cash and cash equivalents *)	31.6	23.2	36.0%
Equity *)	69.8	67.9	2.8%
Equity quote *)	40%	41%
Average number of outstanding shares (undiluted)	9,625,000	9,625,000	0.0%

*) Presentation of previous year as of December 31, 2008

Nemetschek counts on environmentally aware building

The building sector plays an important role in climate protection : buildings generate almost 40 percent of all carbon dioxide emissions worldwide. It's no coincidence that, in its 2007 action plan, the European Union stated that at least 20 percent of primary energy could be saved by 2020, if the potential savings above all in residential and commercial real estate were exploited.

As a result, the national states have launched a number of laws and ordinances. Presenting an energy performance certificate is now mandatory across Europe when renting or selling a building. It's no coincidence that most national programs for promoting building investments focus heavily on the energy-related restoration of existing buildings.

There are also economic reasons in favor of sustainable building: over 80 percent of the costs for a structure are incurred in the actual usage phase. Any additional costs for energy-efficient planning and construction have usually been amortized within just a few years.

This presents designers with an additional challenge. Building clients demand more than just an attractive design, they want to know what effects the design will have on the future energy consumption of their building.

"Green" software solutions for the planning phase

The software solutions from Nemetschek aim to simplify designers' work – and this naturally includes providing consulting services to clients. Every company in the Design business unit has software solutions for this in its range. These include the estimate of future energy consumption of a building with the help of the new EcoDesigner evaluation tool (Graphisoft) to the ThermoRender for determining the thermal balance of buildings in Japan (Vectorworks).

In the latest Allplan software generation, green building and building restoration play a crucial role: Energy consulting with the help of Allplan 2009 ranges from the automatic creation of an energy performance certificate and simulation programs for building equipment with solar and photovoltaic systems through to concrete information on national funding programs. Client consulting services made easy: The Energy Indicator, for example, enables the consequences of restoration measures to be simulated in just a few minutes.

The Group's commitment

As part of the global initiatives to minimize the ecological impact of buildings, certification programs have been launched across the world that reward exemplary projects. Since the start of 2009, the Nemetschek Group has been involved as a permanent member in the Deutsche Gesellschaft für Nachhaltiges Bauen [German Society for Sustainable Building], which awards the Sustainable Building Certificate in Germany together with the German Ministry of Traffic, Building and Urban Affairs.

A number of excellent projects have been designed with software solutions from the Nemetschek Group, for example the tower block restoration in Switzerland planned with Vectorworks, which was the first to be designed in accordance with the "Minergie" standard, or the Volkswagen Financial Services AG office building planned with Graphisoft, which received a Gold Certificate of the German Society for Sustainable Building at the start of 2009.

The Energy Indicator calculates the approximate heat and energy use of a building (see "Actual") and simulates the consequences of restoration measures (see "Target")

Report on the Earnings, Financial and Asset Situation

Nemetschek keeps EBITDA margin stable at 21.7%

The global economic crisis has made itself felt at Nemetschek, but the Group has still been able to report clear profits. Compared to the strong quarter of the previous year, revenues fell by 7.9% from 36.4 million euros to 33.6 million euros. The group EBITDA was 7.3 million euros (previous year: 8.0 million euros) with a stable EBITDA margin of 21.7% (previous year: 22.0%). At 2.3 million euros, net income was below the previous year's level (3.1 million euros). This was affected to the tune of 1.1 million euros by the negative market valuation of the interest hedge concluded as part of the external financing of the Graphisoft ac-

Consolidated statement of comprehensive income

for the period from January 1 to March 31, 2009 and 2008

Thousands of €	1st quarter 2009	1st quarter 2008
Revenues	33,550	36,429
Own work capitalized	54	71
Other operating income	1,512	579
Operating Income	35,116	37,079
Cost of materials / cost of purchased services	–1,816	–2,422
Personnel expenses	–15,496	– 15,462
Depreciation of property, plant and equipment and amortization of intangible assets	–2,442	–2,401
thereof amortization of intangible assets due to purchase price allocation	–1,818	–1,846
Other operating expenses	–10,538	– 11,191
Operating expenses	–30,292	–31,476
Operating results	4,824	5,603
Interest income	107	329
Interest expenses	–1,723	–1,839
Income from associates	57	75
Earnings before taxes	3,265	4,168
Income taxes	–929	– 1,103
Net income for the year	2,336	3,065
Other comprehensive income: Difference from currency translation	–451	–961
Total comprehensive income for the year	1,885	2,104
Net income for the year attributable to:
Equity holders of the parent	2,274	2,891
Minority interests	62	174
Net income for the year	2,336	3,065
Total comprehensive income for the year attributable to: Equity holders of the parent	1,823	1,930
Minority interests	62	174
Total comprehensive income for the year	1,885	2,104
Earnings per share (undiluted) in euros	0.24	0.30
Earnings per share (diluted) in euros	0.24	0.30
Average number of shares outstanding (undiluted)	9,625,000	9,625,000
Average number of shares outstanding (diluted)	9,625,000	9,625,000

quisition. Without this effect, the quarterly surplus would actually have been higher than the previous year's value as a result of the lower overall interest charges. The cash flow for the period rose by 8.2% and was at 6.8 million euros (previous year: 6.3 million euros).

Growth in revenues in Germany

The Nemetschek Group's domestic business has developed very positively. Here, revenues increased by 11.9% to 14.0 million euros, compared to a value of 12.5 million euros in the same quarter of the previous year. Abroad, the Nemetschek Group's revenues dropped to 19.6 million euros (previous year: 23.9 million euros). Revenues abroad therefore made up around 60% of total revenues.

All segments profitable

The companies in the Design segment achieved revenues of 27.4million euros (previous year: 30.1 million euros). The EBITDA margin was up slightly on last year's value, achieving 20.7% (previous year: 20.5%). The companies in the Build and Manage segments improved on the previous year. Revenues in the Build segment rose by 2.5% to 3.3 million euros (previous year: 3.2 million euros), and the EBITDA margin was 33.1% (previous year: 29.6%). In the Manage unit, revenues increased by 9.7% to 1.0 million euros (previous year: 0.9million euros), and the EBITDA margin was 14.4% (previous year: 8.3%). Since July 2008, the graphical software solution from Nemetschek Crem Solutions has been assigned to the Design segment.

Consolidated statement of financial position

as of March 31, 2009 and as of December 31, 2008

Assets Thousands of €	March 31, 2009	December 31, 2008
Current assets
Cash and cash equivalents	31,596	23,227
Trade receivables, net	21,164	20,314
Inventories	705	651
Tax refunded claims for income taxes	2,767	2,840
Current financial assets	118	139
Other current assets	4,884	4,815
Current assets, total	61,234	51,986
Non-current assets
Property, plant and equipment	4,168	4,327
Intangible assets	52,746	54,599
Goodwill	52,279	52,079
Associates /investments	716	659
Deferred tax assets	3,075	2,043
Non-current financial assets	1,034	1,010
Other non-current assets	573	706
Non-current assets, total	114,591	115,423

Reporting for the Design and Manage segments was therefore adapted accordingly for the same quarter of the previous year. The Multimedia unit did not quite match its high figures of the previous year and achieved revenues of 1.8 million euros (previous year: 2.1 million euros). The EBITDA amounted to 0.4 million euros (previous year: 0.8 million euros).

Cash flow for the period higher than last year

Compared to the previous year, the cash flow for the period rose by 0.5 million euros to 6.8 million euros. The cash flow from operating activities was 9.5 million euros (previous year: 13.0 million euros). This is due to a higher repayment of debt and slightly higher receivables compared to December 31, 2008. The cash flow from investment activities amounted to –0.5 million euros (previous year: –1.5 million euros). The cash flow from financing activities amounted to –0.6 million euros (previous year: –7.6 million euros). The value for the previous year contained repayments of 6.0 million euros.

Equity ratio at 40%

Compared to December 31, 2008, the liquid assets increased by 8.4 million euros to 31.6 million euros. As a result, the Group's net debt is 17.7 million euros (December 31, 2008: 26.1 million euros). In the second quarter, a loan repayment of 9.5 million euros made up of compulsory and extraordinary repayments is planned. Current assets

Equity and liabilities	Thousands of €	March 31, 2009	December 31, 2008
Current liabilities
Short-term loans and current portion of
long-term loans		8,060	8,077
Trade payables		3,711	6,640
Payments on account		108	151
Provisions and accrued liabilities		10,626	11,547
Deferred revenue		23,067	12,133
Income tax liabilities		2,241	1,524
Other current liabilities		4,318	6,225
Current liabilities, total		52,131	46,297
Non-current liabilities
Long-term loans without current portion		41,324	41,324
Deferred tax liabilities		8,081	8,432
Pension provisions		526	513
Non-current financial obligations		3,440	2,326
Other non-current liabilities		534	613
Non-current liabilities, total		53,905	53,208
Equity
Subscribed capital		9,625	9,625
Capital reserve		41,611	41,611
Revenue reserve		52	52
Currency translation		–3,493	–3,042
Retained earnings		20,687	18,413
Equity (Group shares)		68,482	66,659
Minority interests		1,307	1,245
Equity, total		69,789	67,904
Total equity and liabilities		175,825	167,409

Consolidated cash flow statement

for the period from January 1 to March 31, 2009 and 2008

Thousands of €	2009	2008
Profit (before tax)	3,265	4,168
Depreciation and amortization of fixed assets	2,442	2,401
Change in pension provision	13	13
Non-cash transactions	1,158	–204
Income from associates	–57	–75
Losses from disposals of fixed assets	10	11
Cash flow for the period	6,831	6,314
Interest income	–107	–329
Interest expenses	1,723	1,839
Change in other provisions and accrued liabilities	–921	–1,100
Change in trade receivables	–894	658
Change in other assets	1,066	1,194
Change in trade payables	–2,929	–2,458
Change in other liabilities	5,312	7,295
Interest received	106	326
Income taxes received	225	49
Income taxes paid	–949	–812
Cash flow from operating activities	9,463	12,976
Capital expenditure	–584	–1,491
Changes in liabilities from acquisitions	0	–10
Cash received from the disposal of fixed assets	63	5
Cash flow from investing activities	–521	–1,496
Minority interests paid	0	–450
Repayments of borrowings	–17	–6,000
Interest paid	–593	–1,112
Cash flow from financing activities	–610	–7,562
Changes in cash and cash equivalents	8,332	3,918
Effect of exchange rate differences on cash and cash equivalents	37	– 308
Cash and cash equivalents at the beginning of the period	23,227	29,121
Cash and cash equivalents at the end of the period	31,596	32,731

Consolidated segment reporting from January 1 to March 31, 2009 und 2008

2009 Thousands of €	Total	Elimination	Design	Build	Manage	Multimedia
Revenue, external	33,550	0	27,429	3,299	1,039	1,783
Intersegment revenue	0	–144	0	3	4	137
Total revenue	33,550	–144	27,429	3,302	1,043	1,920
EBITDA	7,266		5,672	1,092	150	352
Depreciation/amortization	–2,442		–2,347	–34	–14	–47
EBIT (Segment operating result)	4,824		3,325	1,058	136	305
2008 Thousands of €	Total	Elimination	Design	Build	Manage	Multimedia
Revenue, external	36,429	0	30,140	3,218	947	2,124
Intersegment revenue	0	–205	0	7	39	159
Total revenue	36,429	–205	30,140	3,225	986	2,283
EBITDA	8,004		6,173	954	79	798
Depreciation/amortization	–2,401		–2,316	–36	–6	–43
EBIT (Segment operating result)	5,603		3,857	918	73	755

Statement of changes in group equity

for the period from January 1 to March 31, 2009 and 2008

	Equity attributable to the parent company's shareholders
Thousands of €	Subscribed capital	Capital reserve	Revenue reserve	Currency translation	Retained earnings	Total	Minority interests	Total equity
As of January 1, 2008	9,625	41,646	52	–4,169	14,395	61,549	1,337	62,886
Difference from currency translation				–961		–961		–961
Net income of the year					2,891	2,891	174	3,065
Total comprehensive income for the year	0	0	0	–961	2,891	1,930	174	2,104
Share-based payments		–204				–204		–204
Dividend payments minorites						0	–450	–450
As of March 31, 2008	9,625	41,442	52	–5,130	17,286	63,275	1,061	64,336
As of January 1, 2009	9,625	41,611	52	–3,042	18,413	66,659	1,245	67,904
Difference from currency translation				–451		–451		–451
Net income of the year					2,274	2,274	62	2,336
Total comprehensive income for the year	0	0	0	–451	2,274	1,823	62	1,885
As of March 31, 2009	9,625	41,611	52	–3,493	20,687	68,482	1,307	69,789

Shares owned by the board members as of March 31, 2009 *)

	Stock portfolio
Managing Board: Ernst Homolka	225
Supervisory Board: Prof. Georg Nemetschek	1,411,322
*) The other board members don´t own shares of the Nemetschek Aktiengesellschaft

increased by 9.2 million euros to 61.2 million euros, largely as a result of the increase in liquid assets. Non-current assets fell to 114.6 million euros (December 31, 2008: 115.4 million euros). This was primarily the result of planned depreciation on asset values from purchase price allocation.

8.0 million euros of the current liabilities relate to the current portion of the bank loan from the Graphisoft acquisition. 41.3 million euros of the non-current liabilities relate to the long-term portion of the bank loan. The equity ratio is 40% (December 31, 2008: 41%). Equity is 69.8 million euros (December 31, 2008: 67.9 million euros).

Following amortization due to purchase price allocation of 1.8 million euros and interest of 1.7 million euros from the bank loans, the net income was 2.3 million euros (previous year: 3.1 million euros). The interest charges include the negative market valuation of the interest hedge of 1.1 million euros, which does not however result in a loss of liquidity.

The earnings per share (consolidated shares, basic) are 0.24 euros, compared to 0.30 euros in the previous year.

Events after the end of the reporting period

There were no significant events after the end of the reporting period.

Employees

On March 31, 2009, the Nemetschek Group employed 1,098 people (December 31, 2008: 1,114).

Opportunity and risk report

Please see the consolidated financial report of December 31, 2008 for details on the most significant opportunities and risks for the prospective development of the Group. There have been no major changes in the meantime.

Report on forecasts and other statements on prospective development

In view of the global economic crisis we expect demand to fall in general in our core markets. It is still unclear when the various national infrastructure programs will lead to an actual revival of the market. At the moment, we expect the Nemetschek Group to see a 5 to 10 percent fall in revenues in 2009. However, because of the cost measures already initiated, the Managing Board expects the operating margin (EBITDA margin) to remain at around 20 percent in 2009.

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). In contrast to December 31, 2008 the consolidated earning statement was drawn up in accordance with IAS 1 (revised 2007) based on the "one statement approach" for the first time. The interim consolidated statement on March 31, 2009 has not been audited and has not undergone an audit review. It is based on the same accounting, appraisal and calculation methods as the consolidated statement dated December 31, 2008. The group of companies corresponds to the situation on December 31, 2008.

After exercising a put option on the payment of a variable purchase price liability, Nemetschek purchased a further 3.5% of the shares of Nemetschek Bausoftware GmbH, Achim with the notarized agreement of December 22, 2008. The shares became economically and materially effective on January 2, 2009. The payment for the company shares of 0.5 million euros was made on January 22, 2009. This had no effect on the interim consolidated statement, as the acquisition of Nemetschek Bausoftware GmbH had been reported in the balance sheet 100% as part of the initial consolidation and the put option was shown on the liabilities side.

From Fifties tower block to modern solar estate

Construction in existing buildings is becoming an increasingly important topic in Europe – in Germany alone, more than half the total construction costs go towards the maintenance and modernization of buildings.

A good example of this is the restoration of the "Ford" estate in Cologne made up of 11 residential blocks with 300 residential units from the Fifties. Based on the concept drawn up by Münster planning office Archplan, all the buildings will be modernized by 2010, with energy restoration and an additional story using the timber frame method. Each of the blocks has a tower-like head-end building with a singlepitch roof on which solar panels are installed – and as a result, the estate, which was once in a state of disrepair, is already one of the "50 solar estates in North Rhine Westphalia". One hundred percent of the energy required for hot water and around 30 percent of the energy for heating will be generated in this way in the future.

Close collaboration during planning

Archplan was only able to manage a project of this complexity because the office thinks and works in contexts – with the help of software solutions from Nemetschek Allplan. "As a team of architects, structural engineers and structural physicians we collaborate closely from the very beginning," states founder Hans-Joachim Seinecke.

For the restoration of the Ford estate, Archplan was responsible for almost the entire planning package: design planning, building application and execution planning in the existing fabric, the complete structural design and building physics calculations as well as the energyrelated upgrading of the building shell with avoidance of thermal bridges, and the complete planning for the addition of a story using the timber frame method.

The Münster office carried out the planning of this additional floor and the remaining architecture and structural design entirely in 3D. For example, the complete planning documentation could be output at the touch of a button – in a different scale and level of detail depending on the project phase. In addition, quantities could be generated automatically from the building model for bills of quantity, including the exact component description. On the basis of design planning, it was also possible to carry out the general arrangement and reinforcement design for renovations in the existing fabric – again in 3D.

Ingenious solution

As it was not always possible to rely 100% on dimensional accuracy in the Ford estate residential blocks – which are a good half-century old – the planners found an ingenious solution for the addition of stories: the new timber story projects 40 centimeters beyond the old ground plan, enabling measurement tolerances to be compensated without difficulty. At the same time, this measure had advantageous side effects, in particular a gain in area of more than 1,000 square meters overall.

The building client – the North Rhine Westphalia state development company LEG – is pleased. The new top story means 85 additional apartments that satisfy the latest residential demands and will attract new tenant groups. The old tenants, mostly with less purchase power, are gradually moving back into the restored apartments, which have still remained affordable for them for the simple reason that the savings achieved for heating and other costs as a result of the restoration are so high that they largely balance out the higher rental price per square meter.

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