Strategy Workshop Investment Properties 24th March 2022 Agenda 1. Key Takeaways from Capital Place 2. Asset Classes Discussion and SWOT Analysis 3. Scaling Up Strategy for Office 4. Exit Strategy for Office 5. Branding & Sustainability Financing CapitaLand Development Investment Properties 2 1. Key Takeaway for Capital Place D1MENSION, Vietnam 3 Key takeaways for Capital Place Acquisition Key Takeaways ▪ ▪ ▪ Complex structure Prepare for long, intensive discussion over Turnkey Contract (from beginning to end) Issues can arise anytime, involvement of investment team is required until completion of construction Upon completion of construction and commercial settlement of outstanding matters Upon completion of project transfer to New Co 01/08/17 06/12/17 20/03/19 30/05/19 Deposit Execution of the DFA Execution of STA 1st Payment of STA 11/06/19 11 Jun 2020 11 Dec 2020 2nd Payment of STA 1st Payment of Turnkey After receiving Deposit Upon TOC Last Payment of Turnkey CapitaLand Development Investment Properties 4 Key takeaways for Capital Place Leasing Total NLA Leased NLA YTD Occupancy YTD % 93,533m2 35,925m2 38% Time Share 2% Capital Place Occupancy by Sectors YTD Technology 9% Real Estate 10% E-Commercial 28% Other 14% Insurance 14% Finance & Banking 23% Key Takeaways ▪ Focus on securing anchor tenants as early as possible to fill up space and generate leasing momentum ▪ Devise strategic rent escalation by phases and zones (high zone, low zone) ▪ Early birds will enjoy better benefits ▪ High contract rent and incentives allocation in early years of lease terms to achieve higher exit value ▪ Flexible rent and incentive strategy for retail tenants CapitaLand Development Investment Properties 5 Key Takeaways for Capital Place Holding structure create flexibility for divestment CVCVF Singapore 100% 100% SF 1 Divest at Trust level – sell out units in the Trust at a premium 2 Divest the offshore holdings companies at SF or VGs level 3 Divest 100% onshore company 4 Hybrid divestment structure 100% 100% VG 51% Vietnam VG 2 45% VG 3 4% Twin-peaks 100% Capital Place CapitaLand Development Investment Properties 6 Key Takeaways for Capital Place Fund establishment structure and divestment Keys terms of Fund (CVCVF) Achievements Fund Inception 25 Sep 2017 Fund terms 8+1+1 Divest at year 8 Fund types Value-Added Fund Committed Capital USD 130m Fully deployed Fee structures - Total fee collected: ~ USD 42m - Fund IRR (post fee) Fee during development: 1.25% pa over deployed capital Post development fee: 0.3% pa over market valuation of asset Disposal fee: 0.5% of transaction consideration Carried Interest: 20% of the excess of minimum IRR 15% Divested at year 4 Fund strategy ▪ Annual revaluation to record the gain in value ▪ Seek for divestment opportunity from the date of successful acquisition ▪ Clear fee structure, availability on resources between CLD and CLI before formation of the fund 34% CapitaLand Development Investment Properties 7 Key Takeaways for Capital Place Refinancing of bank loans Debt terms Old Debt New Debt • USD 200 mil (USD 10 mil eqv in VND onshore), 5 yrs tenor 2.25% p.a. + LIBOR-6m; 2% p.a. + VND COF • LTV of 65% • • • • • USD 200 mil (USD 10 mil eqv in VND onshore), 13 mths tenor 2.25% p.a. + LIBOR-6m; 2.25% + VND BLF Key covenants • Security All assets related to Property including land and building, receivables, cash, insurance and shares. Undertaking Pro-rata by fund investors LTV of 45% USD 50 mil cash placement acc NOI of USD 10 mil Key Takeaways ▪ SBV Approval Subjective condition of lower borrowing expense due to lower bank fees ▪ Involvement of multiple stakeholders ▪ Status of LURC Related party and offshore property CapitaLand Development Investment Properties 8 2. Asset Classes discussion Feliz en Vista, Vietnam CapitaLand Development Investment Properties 9 Vietnam Office Snapshot end 2021 Despite the decrease in vacancy rates, rent price remained stable in both Grades Hanoi Quick Recap: • Grade A Market rent to kept constant despite increases in supply & vacancy due to COVID. • Positive signal for market as Hanoi net absorption for Hanoi to improved to 60,000sqm (2020: -12,000sqm) Sources: CBRE Quarterly Report end 2021, independent research Note: *Rent is net, exclusive of service charge and VAT CapitaLand Development Investment Properties 10 SWOT Analysis - Office Strength Opportunity • • • • • • • Stable stream of recurring income, yield, and rent increase Price maker for true Grade A in the CBD setting Low turnover, resistance to pandemic/ down-trending market Low maintenance/ CAPEX compared to Retail and Lodging business High EBIT margin Short lease tail (3-5 years on average) • • • • High divestment value if asset is of high quality, occupancy potential, and good location CL expertise and reputation will help to attract branded tenants Flexible exit: Divestible onshore/ offshore Divest cap rate lower for bigger and more quality asset High EIRR potential Weakness Threat • • • • Plenty of substitutes when it comes to Grade B & C Difficult to find good PM team to preserve the asset Difficulty in attracting anchor/ core tenants • • • New, better budget and quality supplies may prompt large tenant to move out Less investment opportunities in CBD area Acquisition price to rise as market cap rate drop High ceiling for international Grade A standard CapitaLand Development Investment Properties 11 Vietnam Retail Market Outlook & Trend Market Outlook: Retail Market Performance New Major Openings & Acquisitions • Market will take some time to adjust to new normal as vacancy rates may stay high for another year • Pandemic related closures also lead to new opportunities for big players to enter and re-shape the retail market Uniqlo to open its 10th store in HCMC CONCUNG to extensively expand its network despite COVID Sources: CBRE Quarterly Report end 2021, independent research Note: *Rent is net, exclusive of service charge and VAT CapitaLand Development Investment Properties 12 SWOT Analysis - Retail Strength Opportunity • • • Stable stream of recurring income when market is stable/ up-trending Price maker only if situated in the CBD and up-trending market • Retail reshaped after COVID, prompting new lease opportunities Can explore oversea retail businesses via CL networks Weakness Threat • • • • • • Low gross profit margin (in the 50% range) High turnover rate especially during down-trending market/ COVID period Long lease tail (5-10 years) or very short lease tail Require strong leasing network and marketing expertise High maintenance/ CAPEX compared to Office Difficult to achieve high occupancy • • • • May not attract businesses if one doesn’t have a strong anchor tenant/ retail management capability Require flexible incentivization High barrier to entry: only a handful players control the retail markets Online e-commerce competition Trend may change from time-to-time CapitaLand Development Investment Properties 13 Vietnam SR Market Outlook & Trend Market Outlook: SR Market Rent & Occupancy • Travel restriction depresses SR occupancy rate to the low 60%. The lowest in the past 12 years • 2022 promises to be a brighter year as travel restriction ease and border to re-open from March onwards. Sources: CBRE Quarterly Report end 2021, independent research, KPMG research Note: *Rent is net, exclusive of service charge and VAT CapitaLand Development Investment Properties 14 SWOT Analysis – Lodging Strength Opportunity • • • • • High gross margins (in the 60% range) Full independence/ flexibility and control of business decision in the asset Experience staff/ management from Ascott Less substitutes (other Grade A lodging hotel/SR) Strong loyalty programs opportunities from Ascott Weakness Threat • • • • • Price taker Heavily dependent on international tourism High initial cost structure • PANDEMIC Susceptible to high-turnover during unfavorable economic conditions (depression, war, other economic turn-oil) Competitive business! CapitaLand Development Investment Properties 15 Conclusion for Commercial Properties Commercial Properties are indispensable parts to market development. We must strive to: • Continue to focus on safe and stable segment – Office. Office should make up at least 65% of the commercial portfolio • Continue to seek out opportunities in the emerging CBD as office supply will dry out in the future while demand increase • Leverage on CapitaLand/Ascott eco-system of strong tenant and asset management capabilities to maximize commercial leasing capability • Look to gear-up in-house property management and leasing team to maximize EBIT margin, operation efficiency and leasing reputation in the long run CapitaLand Development Investment Properties 16 3. Scaling Up Strategy for Office D1MENSION, Vietnam CapitaLand Development Investment Properties 17 Acquisition strategy Option 2: Brownfield acquisition Option 1: Greenfield acquisition Pros: Pros: ▪ ▪ ▪ Familiar structure to expedite Can apply CLV’s design code in the building (sustainability components, concept, floor plan etc.) Cons: • • Limited availability of projects that match CLV’s requirement Most of the project pay annual LUF Ready licenses and approval for development Cons: • • • Superstructure almost complete, hard to change the design and make improvement to the design Most of the project pay annual LUF Price include construction cost Option 3: Existing building acquisition/ Turnkey contract JV structure Enjoy upside of divestment Pros: ▪ ▪ Approval taken care by partners Timeline can be fixed with guarantee from Vendors Cons: • • Drafting and finalization of the Turnkey contract will take lots of effort Limited option for renovation Pros: ▪ ▪ Delay the payment of the land until divestment Have local partner’s assistant in working with authorities Cons: • Reduce the divestment profit CapitaLand Development Investment Properties at 18 For consideration: Entering in new market segment Grade B+ Office Typical Grade B office specification Grade B+ office specification (integrated with Local Grade A specs) International Grade A Good access Good access Excellent location 2.65m and above 2.7m 500-1,000 sqm per floor 500-1,000 sqm per floor Large floor plate, column free 4kN/m2 4.5kN/m2 Minimum 1 lift per 4 floors Minimum 1 lift per 3 floors (Heritage) Minimum 1lifts per 3 floors Lifts speed (less than 1.75m/s) Minimum 1.75m/s (Heritage can offer 2.5m/s) 4-5m/s Lighting level 400 lux 400 lux Office 500 Lux Lobby 300 Lux 4-star standard 4-star standard 5-star standard with disable person facilities Raised floor No Yes (optional) Yes Sustainability certificate No LEED Sliver Minimum LEED Gold Location/ Accessibility Height to ceiling Floor Plate Floor loading Lifts Toilet CapitaLand Development Investment Properties 19 Office cluster in Hanoi Grade A office rent Target grade B+ contract rent from $25psm for location like developing decentralized location and new CBD area (Thanh Xuan, Cau Giay and Tay Ho district) Grade B office rent CapitaLand Development Investment Properties 20 Office cluster in HCMC Target grade B+ contract rent from $30psm for location like District 2 and district 4 (same as Phu My Hung tower in District 7) CapitaLand Development Investment Properties 21 Current Office market Office relocation creates new trend of rent improvement for Grade B office. Vacancy of Grade B is around 10% We aim for rent that can be as high as local grade A rent outside of the CBD area in Hanoi and HCMC CapitaLand Development Investment Properties 22 Office Outlook Positive outlook for the Office market in both Hanoi and HCMC until 2024 ▪ Reduce vacant area across grade ▪ Upward trend for rental rate ▪ Vietnam retains the FDI destination post pandemic create opportunity for office area CapitaLand Development Investment Properties 23 Financial consideration for Grade B+ Assumption Construction cost $750 psm Heritage office construction cost: $600 psm Rental (excl. service charge) $25 psm Heritage office ~ $20 psm Grade B+ Typical Grade A 11% 12% Yield on cost (at stabilized) Handover condition of Heritage office is bare shell (same as retail). (Capital Place retail need additional $150 psm to finish) CapitaLand Development Investment Properties 24 Why Grade B+ Seeing new opportunities in sub segment Opportunity • • • • • • • • No market leader in the sub-category Still can be considered as Grade A office under local standard CLV’s experience in design Grade A, Grade B Office, easy to amend the model to add or take out the specs Expand CapitaLand’s presence and brand name in Vietnam via commercial properties not just residential/ township developer; flag bearer Potential to smoothen returns; asset revaluation during development and ownership period & steady NPI upon asset stabilization Leverage on CapitaLand eco-system of strong tenant and asset management capabilities Potential to create a fund or exit into CLI’s existing funds Potential to tap into on existing or new investor networks such as GIC, MEA, QIA etc. to earn recurring income and management fee Proposed Strategy: • • • Proposed target assets shall be seeded evenly within core districts to reduce self-cannibalization risk when devise leasing strategy Easy connectivity to Government Agencies & Depts, CBD, or other residential areas All assets must be upgradable to achieve sustainable certificate and standard market specification CapitaLand Development Investment Properties 25 Design inspiration for Grade B+ Product Clean, high quality, and minimal & boutique style office Style: Clean, high-ceiling, minimal for a modern welcome Source: 7 Air Street building, London, UK Spec: Min floor-ceiling height 2.6, optional raised floor 60290mm, minimum LEED silver standard Amenities: Showers, basic retail needs like coffee, supermarket,… others Source: 7 Air Street building, London, UK Source: 7 Air Street building, London, UK CapitaLand Development Investment Properties 26 4. Exit Strategy for Office D1MENSION, Vietnam CapitaLand Development Investment Properties 27 Exit strategy for current and future project Pros: ▪ ▪ Familiar structure to expedite Most of the current asset has been set up for this option Cons: • • Time consuming for multiple assets Difficult to tap on the private equity market or equity investors Option 3: Divest partial of trust unit prior to divestment of the fund Option 2: Divestment into a commercial fund (3-4 assets) Option 1: Divestment of single asset Pros: Pros: ▪ • ▪ Divest multiple assets at the same time Reduce the manpower allocation for divestment • Cons: ▪ ▪ ▪ ▪ Complex structure, process to put the assets in the fund (valuation of asste, fund set up, fund mandate, investors sourcing) Guarantee certain level of yield on investment to be put in the fund (EIRR ~12-15%) CL might need to stay as one unitholder More CLI scope than CLD after divestment Improve capital utilization at favorable market condition (Seed Asset jump in price) Easier to find co-investor when investment is secured Cons: • Reduce profit allocation original unitholders divestment of Seed Asset to at CapitaLand Development Investment Properties 28 Divestment Strategy • If can acquired enough commercial properties -> can exit through an international fund • Commercial properties and/or projects will be seeded by opportunities/ projects currently in CapitaLand’s future pipeline project and must have at least 25+ years remaining at the time of disposal • Commercial properties must have its LURC paid upfront in order to obtain off-shore funding Item Target Target Fund Size (Min equity) Above US$500 million Target Total Asset Value (PDE) Above US$800 million Fund Timeline 2024 – 2026 Investment Period 5-6 years Investment portfolio Commercial Developments And/or Completed Office Buildings > 70% Office NLA Holding Period 5 years from acquisition Geography CBD/ New CBD area of Hanoi Product strategy Primarily Greenfield Target PIRR Above Hurdle Target EIRR 17% – 19% Target Total Exit Value US$1.4 billion CapitaLand Development Investment Properties 29 Debt Funding Structure On/off-shore Investor(s) CL 100% (*) CL is Fund Manager Fund SPV Offshore loan 100% 50% asset value Share collateral International bank 100% SPV1 100% 100% SPV 2 Onshore loan 10% asset value Asset collateral SPV 3 Singapore SPV 4 Vendor Holding Companies Vietnam Potential Assets CapitaLand Development Investment Properties 30 5. Branding Strategy & Sustainability Financing Feliz en Vista, Vietnam CapitaLand Development Title of Presentation 31 SWOT Analysis - Branding strategy Strength Opportunity • • • • • High credibility as a successful MNC from Singapore Well-known brand among real-estate industry and professionals Offering premium properties, high services and impeccable architecture Achieved recognition as a sustainability-focused developer Nearly 80% of property sales are “digitally influenced”, thus creating opportunities for CapitaLand/ CapitaLand Development (CLD) to renovate digital ecosystem and strengthen digital footprint to increase brand awareness & boost sales Weakness Threat • • • Although the product portfolio is diversified, the quantity is still low compared to local developers Fairly low branding awareness among mass Vietnamese audiences in terms of commercial segment, thus difficult to reach & acquire new potential customers • Strong competition from other developers with more established awareness to mass consumers Audiences mostly know CapitaLand/ CLD through residential properties, not much about office buildings or retails/malls CapitaLand Development Investment Properties 32 Target consumer profile & Audience insight They always look far ahead when making a decision and aim to achieve the best values for their investment. An office space represents the vision they see for their business and reflect their strategic mindset The Envisioners Age: 25-45 Marital status: Single or Married Occupation: C-levels or Office managers at startups or multinational corporations “A place I choose for my office must be a smart investment: not only does it release unnecessary stress and improve my employee’s morale, but it also elevates my business’ reputation and make everyone feel proud to work in.” CapitaLand Development Investment Properties 33 Our differentiations from other developers Impeccable architecture that makes the properties stand out in the market One of the few developers that redefine quality living-workingplaying space in Vietnam Focus on sustainability and wellbeing of the communities in which it operates CapitaLand Development Investment Properties 34 Key brand concept Challenges Audiences mostly know CapitaLand/ CLD through residential properties, not much about office buildings or retails/malls Considerations in branding Corporate level Frequently educate/update the market with branding materials on the corporate portfolio Focus on spreading awareness of CLD’s credo “Enriching Lives, Uplifting Communities” Promote softer, more emotional aspects of human & sustainability of the company and the projects it deliver to the market Project level Not to mention about the product grade Not to include CL name in the product brand name Consider a different approach in creating the product brand concept Key brand concept ‘A BRANDED OFFICE BUILDING’ Partnership with a prestigious brand Highlight the USPs of the product • A flagship component inside the building that no other competitors possess in the market • A building that is both sustainable and future-proof in terms of wellbeing and the pandemic • Office architecture that blends technology and wellness • A premium but also functional workspace environment CapitaLand Development Investment Properties 35 Sustainability Financing Potential Structures Framework SPO / Verification Proceeds Green / Sustainability Bonds (Offshore fund level) Framework needed Second Party Opinion (SPO) External Verification Specific Use of Proceeds Green Loans Framework optional If no Framework: External Verification Specific Use of Proceeds CLG Experience Alignment & Transparency Strong & Specific KPIs If Framework: SPO ▪ Existing CL Group Sustainability framework with Science-based targets and CL Global Sustainability Report (SPO) ▪ Experienced in LEED certification documentation (E.g. Capital Place) ▪ Suitable for commercial properties financing ✓ Specific usage tied to asset or at fund level ▪ Avoid “Green-washing” CapitaLand Development Investment Properties 36 Sustainability Financing Potential Use of Proceeds and KPI Eligible Green Projects / Asset Category Green Buildings Eligibility Criteria • • Renewable Energy • • Third party certification of green building standards. (E.g. LED Gold and above, EDGE, BREEAM) Renovation or reconstruction that will achieve energy savings of at least 30% compared to baseline energy performance of building KPIs • Projects relating to the installation of equipment or associated • infa to generate renewable energy Includes any form of clean or renewable energy installation • Energy Efficiency • Adopt smart technologies or systems for optimizing energy management in new and existing buildings (E.g. LED lighting or replacing air-conditioning chiller or lift systems) Waste Management • Improved waste management by offering multiple possibilities to recycle and dispose of waste • • No. of Green Buildings (fund) kWh of power generated from renewable energy Tonnes of CO2 equivalent avoided Energy saved per year Energy intensity reduction (kWh / sqm) CapitaLand Development Investment Properties 37 Sustainability Financing Potential Use of Proceeds and KPI Eligible Green Projects / Asset Category Sustainable Water Management Eligibility Criteria • • Environmentally Sustainable mgmt. of Living Natural Resources & Land Use • • Water saving features to reduce water consumption / usage (E.g. automatic tap water sensors) Installation of water recycling equipment, such as grey water tanks KPIs • • Water saved per year Water intensity (m3 / sqm) Installation of green roof gardens Facility and infra new build/upgrades that contribute to the protection of living natural resources CapitaLand Development Investment Properties 38 The End d’Edge Thao Dien, Vietnam