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© MERLIN Properties SOCIMI, S.A www.merlinproperties.com

Press release 22 September 2017

MERLIN Properies SOCIMI, S.A www.merlinproperties.com [email protected]

Press release 22 September 2017

MERLIN Properies SOCIMI, S.A www.merlinproperties.com [email protected]

Press release 22 September 2017

MERLIN Properies SOCIMI, S.A www.merlinproperties.com [email protected] 6M 2017 RESULTS PRESENTATION

22 SEPTEMBER 2017 DISCLAIMER

This presentation has been prepared by Certain statements in this document presentation in other jurisdictions may RELIED ON IN CONNECTION WITH ANY MERLÍN Properties, SOCIMI, S.A. (the regarding the market and competitive also be restricted by law and persons CONTRACT OR COMMITMENT TO SELL Company) for informational use only. position data may be based on the into whose possession this presentation OR PURCHASE SHARES. ANY DECISION internal analyses of the Company, comes should inform themselves about TO SELL OR PURCHASE SHARES IN ANY The information contained in this which involve certain assumptions and and observe any such restrictions. In OFFERING SHOULD BE MADE SOLELY presentation does not purport to be estimates. These internal analyses may particular, any offer that might result from ON THE BASIS OF PUBLICLY AVAILABLE comprehensive or to contain all the have not been verified by any independent the transaction herein escribed will not be INFORMATION. information that a prospective purchaser sources and there can be no assurance made, directly or indirectly, in the United of securities of the Company may desire This presentation may include forward- that the assumptions or estimates are States of America, or by use of mails, or by or require in deciding whether or not to looking statements. These forward- accurate. Additionally, certain information any means or instrumentality (including, purchase such securities, and has not looking statements involve known and in this presentation may be based on without limitation, facsimile transmission, been verified by the Company or any unknown risks, uncertainties and other management accounts and estimates of telephone and internet) of interstate or other person. The information contained factors, which may cause such actual the Company and may have not been foreign commerce of, or any facilities of in this document is subject to change results, performance or achievements, or audited or reviewed by the Company’s any national securities exchange of, the without notice. Neither the Company industry results, to be materially different auditors, whereas the information United States, Canada, Australia or Japan. nor any of affiliates, advisors or agents from those expressed or implied by on Metrovacesa S.A. and on certain The securities of the Company have not makes any representation or warranty, these forward-looking statements. These competitors contained herein is based been and, should there be an offering, will express or implied, as to the accuracy forward-looking statements are based on publicly available information which not be registered under the U.S. Securities or completeness of any information on numerous assumptions regarding the has not been verified by the Company. 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The securities of the Company have affiliates expressly disclaims any and all Forward-looking statements speak only This information is provided to the not been and, should there be an offering, liabilities whatsoever (in negligence or as of the date of this presentation and the recipients for informational purposes will not be registered under the applicable otherwise, whether direct or indirect, in Company expressly disclaim any obligation only and recipients must undertake their securities laws of any state or jurisdiction contract, tort or otherwise) for any loss or undertaking to release any update own investigation of the Company. 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THIS PRESENTATION DOES NOT are based. affiliates, advisors or agents undertakes CONSTITUTE OR FORM PART OF ANY In reviewing this presentation, the any obligation to provide the recipients Neither this presentation nor any copy OFFER FOR SALE OR SOLICITATION OF recipient is agreeing to, and accepting, the with access to additional information or of it shall be taken, transmitted into, ANY OFFER TO BUY ANY SECURITIES IN foregoing restrictions and limitations. to update this document or to correct any disclosed, diffused, send, published or THE UNITED STATES OR IN ANY OTHER inaccuracies in the information contained distributed in the United States, Canada, JURISDICTION, NOR SHALL IT OR ANY or referred to therein. Australia or Japan. The distribution of this PART OF IT FORM THE BASIS OF OR BE

ı 2 ı Contents

6M 17 Financial Results

ISMAEL CLEMENTE Office performance CEO Shopping centers performance

Logistics performance

MIGUEL OLLERO Valuation and debt position GM / COO Value creation

Closing remarks

DAVID BRUSH CIO Key highlights |

• +5.7% FFO per share YoY Financial • +12.2% EPRA NAV YoY performance • Highest FFO yield in the market • Significant growth prospects in valuation • Capital structure: longer and more balanced maturity

• Excellent performance in office, shopping centers and logistics, with positive Business LfL growth and release spread performance • Strong increase in occupancy in offices (+132 bps), shopping centers (+68 bps) and logistics (+329 bps)

• Excellent value creation for the assets delivered in the period Value • Development and refurbishment plan being executed on target creation • Significant potential for rental growth

ı 4 ı 6M 17 FINANCIAL RESULTS 6M 17 Financial Results | Profit and loss

+5.7% INCREASE IN FFO PER SHARE AND +37.2% IN IFRS EPS

€ m 6M17 6M16 YoY Total revenues 242.6 158.0 53.5% Office 108.5 57.4 89.0% High street retail 52.1 48.0 8.4% Shopping centers 47.3 20.4 131.6% Logistics 19.5 9.8 98.3% Other(1) 7.7 18.9 n.a. Gross rents 235.1 154.6 52.1% Net rents 208.0 142.3 46.2% EBITDA(2) 198.6 135.5 46.6% FFO(3) 148.6 96.7 53.7% AFFO(4) 142.6 n.d. n.d. IFRS net profit 421.4 211.1 99.6% EPRA NAV 5,585.9 3,423.2 63.2%

€ per share 6M17 6M16 YoY FFO 0.32 0.30 5.7% AFFO 0.30 n.d. n.d. IFRS EPS 0.90 0.65 37.2% EPRA NAV 11.89 10.60 12.2%

Source: Company (1) Including hotels, rented residential in 6M16 (2) Excludes non-recurring ítems (€ 3.0m) plus LTIP accrual (€ 26.75m) (3) FFO equals EBITDA less net interest payments, less minorities, less recurring income taxes plus share in recurring earnings of equity method. FFO reported in 6M16 has been rebased in accordance with this methodology (4) AFFO equals FFO less maintenance Capex

ı 6 ı 6M 17 Financial Results | Bridge gross rents OFFICE AND SHOPPING CENTERS SHOWING ROBUST UPWARDS TREND AND LOGISTICS ACCELERATED GROWTH Primarily (€m) Metrovacesa and Adequa Office+2.7% (1) LfL Shopping centers +3.0% +78.7 235.1 +2.6% Logistics +6.9% H. Street retail +0.9% Other +11.2% 154.6 +3.3 (1.5)

6M 2016 Like-for-Like 4 old Balance 6M 2017 growth leases 6M16(2) acquisitions and disposals

(1) Portfolio in operation for 6M 16 (€ 128.8m GRI) and for 6M 17 (€ 132.1m GRI) (2) Vestas, -Sevilla, UPS and Logista ı 7 ı OFFICE PERFORMANCE Office performance | Rents bridge and breakdown

Primarily MVC office (€m) and Adequa LfL(2) +2.7% +50.4 108.5

57.8 (1) +1.3 (1.0)

6M 2016 Like-for-Like growth 2 old leases 6M16(3) Balance acquisitions 6M 2017 and disposals Gross rents 6M 17 Breakdown by location Passing rent (€/sqm/m)

1.5 4.4 14.4 4.3% 1.3% 16.9 17.4

13.7% 13.2 10.7 88.2 Annualized GRI 80.7%

Madrid Barcelona Lisbon Other Barcelona Lisbon Other

(1) Rebased after reclassificationof assets (€ 57.4m reported in 30/06/16) (2) Office portfolio in operation for the 6M16 (€ 48.4m) and for the 6M17 (€ 49.7m) (3) Vestas and Endesa-Sevilla ı 9 ı Office performance | Leasing activity

GOOD PERFORMANCE IN OUR 3 CORE MARKETS, WITH +3.4% RELEASE SPREAD

Contracted Release # Main sqm spread contracts actions

Madrid 200,894 +3.1% 72

Barcelona 34,152 +6.3% 26

Lisbon 1,043 +7.9%. 1

TOTAL 236,089 +3.4% 99

Most meaningful sample in

ı 10 ı Office performance | Occupancy

OCCUPANCY RISING IN MADRID AND BARCELONA

Net Occupancy Change Main Absorption 30/06/17 vs 31/12/16 (bps) actions

Madrid +12,806 88.9% +105

Barcelona +4,191 88.8% +312

Change of perimeter Lisbon (467) 92.7%. (154) (Central Lisbon acquisition)

TOTAL +16,529 89.3% +132

91.1% If we were to exclude from stock 25k(1) under refurb (18k pre-let)

(1) Avda. Europa, Puerta de las Naciones and Eucalipto 33 ı 11 ı SHOPPING CENTERS PERFORMANCE Shopping Center performance | Rents bridge and breakdown

A DOMINANT AND URBAN PORTFOLIO SHOWING STRENGTH

(€m) LfL(2) Primarily MVC +3.0% +27.7 Shopping 47.3 centers

19.0(1) +0.6

6M 2016 Like-for-Like growth Balance acquisitions 6M 2017 and disposals

Gross rents 6M 17 Breakdown by type

12.1 21% 8.5

By GAV 61% 26.8 18%

Urban Dominant Secondary

(1) € 20.4m reported. € 19.0m after reclassification of Plaza de los Cubos as High Street retail (2) Shopping centers portfolio in operation for 6M 16 (€ 19.9m) and for 6M 17 (€ 20.5m). Assuming full consolidation of Arturo Soria SC ı 13 ı Shopping Center performance | Leasing activity and occupancy

MEANINGFUL RELEASE SPREAD (+5.5%)

Release spread #contracts Main actions

All portfolio +5.5% 84

Contracted Net Occupancy Change vs Main sqm Absorption 30/06/17 31/12/16 (bps) actions

All portfolio 71,587 +2,974 89.3% +68

In spite of Shana and Blanco bankruptcies (5,084 sqm)

ı 14 ı Shopping centers | Footfall and sales evolution

OVER 100M VISITORS TO OUR PORTFOLIO

Visitors(1) Sales(1)

+2.7% +3.9% 91.4 787.6 89.0 758.1

Previous LTM LTM Previous LTM LTM

(1) Excluding assets impacted by the “opening effect” of a new shopping center in the previous 24 months (Porto Pi) ı 15 ı LOGISTICS PERFORMANCE Logistics performance | Rents bridge and breakdown

Primarily WIP (€m) +9.8 19.5 LfL(1) program +6.9%

9.8 +0.5 (0.5)

6M 2016 Like-for-Like growth 2 old leases 6M16(2) Balance acquisitions 6M 2017 and disposals

Gross rents 6M 17 Breakdown by location Passing rent (€/sqm/m)

5.4 4.9 25.1% 3.6 3.5 5.0 Annualized 48.9% GRI

9.1 26.0%

Madrid Barcelona Other Madrid Barcelona Other

(1) Logistics portfolio in operation for 6M 16 (€ 7.6m) and for 6M 17 (€ 8.1m) (2) UPS and Logista ı 17 ı Logistics performance | Leasing activity

STRONG MARKET DINAMICS DRIVING A VERY POSITIVE RELEASE SPREAD

Release spread #contracts Main actions

Madrid +16.3% 6

Barcelona - -

Other - -

TOTAL +16.3% 6

ı 18 ı Logistics performance | Occupancy

STRONG LEASING PERFORMANCE: THE PORTFOLIO IS VIRTUALLY FULLY OCCUPIED

Contracted Net Occupancy Change vs Main sqm Absorption 30/06/17 31/12/16 (bps) actions

Madrid 130,952 +49,793 100.0% -

Barcelona 31,102 +26,730 99.1% +1,253

Other 21,066 (2,585) 95.8% (103)

TOTAL 183,121 +73,938 98.6% +329

ı 19 ı VALUATION AND DEBT POSITION Valuation and debt position | GAV summary

LfL growth 4.7% 5.1% 6.0% 0.2% - - -1.5% 3.7% 3.6% 3.7%

Gross yield 4.6% 5.4% 7.0% 4.7% - - - 4.9% 10,459 10,113

4,772 (1)

GAV (€ million) 2,208 1,694

590 422 294 346 132 Offices Other Land for development (incl WIP) TOTAL Shopping centers High Street Retail Non-core land Equity method TOTAL Logistics

€/sqm AG 3,803 3,721 641 4,798 2,487 625 348 2,371

Source: Company ı 21 ı (1) Including Non income producing assets such us Logistic WIP and office WIP (Torre Charmatin and Torre Glories) Valuation and debt position | GAV prospects

AMPLE ROOM FOR FUTURE GROWTH

LfL growth 6M 17 Yield compression 6M 17

Office 4.7% (11 bps) Shopping centers 5.1% (27 bps) Logistics 6.0% (18 bps) High Street retail 0.2% (0 bps) MERLIN 3.7% (11 bps)

Lowest yield compression among Spanish peers

Yields on GAV MERLIN Peer 1 Peer 2 Peer 3

Office 4.6% 3.9% 3.4% 2.8% Shopping centers 5.4% 6.3% Logistics 7.0% 5.9% 6.3% FFO Yield on NAV(1) 5.3% 2.5% 2.4% 5.1%

Highest FFO yield among Spanish peers

(1) Calculated as 6M 17 FFO share multiplied by 2, and divided by EPRA NAV per share as of 30/06/17 ı 22 ı Valuation and debt position | Debt position

LONG-TERM, BALANCED MATURITY PROFILE

Unsecured loans 81 41 Unsecured bonds 10 Secured bank loans 19 Leasing 158

840 850 839 800 700 600 124 5 15 10 84 2 5 5 27 2 2017 2018 2019 2020 2021 2022 2023 2024 2025 +2026

30/06/17 31/12/16 Gross financial debt € 5,216m € 5,193m Cash(1) € 451m € 722m Net financial debt € 4,765m € 4,471m GAV € 10,459m € 9,824m LTV 45.6% 45.5% Average cost 2.24% 2.26% Floating interest rate 1.6% 11.3% Average maturity (years) 6.2 6.2 Liquidity (2) € 871m € 949m Non-mortgage debt 75.8% 75.6%

(1) Including cash and net proceeds from the sale of hotels ı 23 ı (2) Including available treasury plus hotels sale receivable and unused credit facilities (€ 420m) VALUE CREATION Value creation | Delivered

BALMES 236

THE PLAN Occupancy 6,187 sqm • Transformation of a 59% GLA multi-tenant C asset in an excellent location into a B+ mono-tenant HQ 100%

100% Occupancy (€/sqm/m) ACTIONS • Commercialization by 12.4 € 8m Capex internal leasing team +29% mostly borne • Technical supervision by tenant by internal technical team 16.0 (€1.8 by MRL) • Pre-let to Eugin, Spanish leader in fertility investigation 39% ROI ı 25 ı Value creation | Delivered

MARINEDA SPORTS AREA

THE PLAN 3,402 sqm 91% GLA • Transformation of an Occupancy unborn luxury brands area, with high vacancy, into a sports related area Succesful retenanting € 2.5m Total Cost

ACTIONS 1st store in a shopping center in Spain • Redesign to improve € 0.45m visibility, vertical connections and interior Rents Largest gym operation design in NW Spain • Change of flooring, lighting, furniture and digitalization

nd • Re-tenanting plan 2 store in a shopping center in Spain 18% • In-house project ROI management 1st store in Galicia ı 26 ı Value creation | Delivered

MERLIN-CABANILLAS PARK I

THE PLAN 202,607 sqm • Development of a large GLA logistics park in the main hub in Spain, with the highest specifications 100% Largest to meet the needs of Occupancy Park built 3PLs and e-commerce companies since 2007 € 7.8m ACTIONS Annual rents • Forward purchase 100% agreement with two Occupancy developers Top tier tenants • Price set in an inflationary market 8.2% • No construction risk Yield on cost • Leasing risk reduced through rental guarantees • Project monitored “in-house” 30% valuation • MRL leasing team led uplift commercialization

ı 27 ı Value creation |

EXCELLENT VALUE CREATION (+31% UPLIFT)

December 2015 December 2016 April 2017 September 2017

Testa portfolio Testa + Metrovacesa Testa + Metrovacesa Testa + Metrovacesa + portfolio + banks portfolio banks + portfolio

NAV 177 618 1,377 1,816 MRL stake 100% 34.2% 16.2% 12.7% MRL attributed NAV 177 212 223 231

SIMULTANEOUSLY IMPROVING TESTA RESIDENCIAL PROFILE: THE LEADER IN THE MARKET

#units 1,519 4,706 7,992 9,041 GRI 12 35 56 70 GAV 288 340 1,738 2,179

ı 28 ı Value creation | Future growth drivers

Delivery Pending Expected Year Capex Rent Torre Glòries 2018

Development Torre Chamartin 2018 € 97m € 24m

Adequa 2021

Offices 2017-2020 Refurbishment € 174m € 12m Shopping centers 2017-2020

Meco II 2017

Pinto I 2017

Pinto II 2017

Gavilanes 2018

Logistics WIP Sevilla ZAL 2018 € 230m € 24m

Azuqueca II 2018

Azuqueca III 2018

San Fernando 2018

Cabanillas Park II 2021 ı 29 ı Cash flow | Potential rental growth

(€m) +22% 12.0 568.7 48.3

41.1 467.3

30/06/17 Reversionary(1) WIP Refurbishment Potential Annual potential & Development(2) Annual Gross rents Gross rents

(1) Not considering any rental market growth nor inflation (2) Includes Torre Glòries, Torre Chamartín, Adequa and Logistic WIP ı 30 ı CLOSING REMARKS Outlook 2017 |

• MERLIN very well positioned to capture strong upwards market dynamics • Strong reversion through rents, occupancy, developments and refurbishments program (€ 467m of annual rents to reach € 569m) • AFFO per share and DPS guidance upgraded: € 0.58 (vs € 0.55) and € 0.46 (vs € 0.44), respectively (+15% growth YoY 2017 vs 2016)

Dividend Evolution 0.46 New guidance p.s. (€ per share) +15% +4.6% 0.44 p.s. Previous guidance

0.40 € 216.1m p.s. € 9.4m (Guidance Update)

€160.2 m

0.19 p.s. €206.7m

€60.0m on ) mill i r u E ( 0,0

2014 2015 2016 2017E ı 32 ı

Paseo de la Castellana, 257 28046 Madrid +34 91 769 19 00 [email protected] www.merlinproperties.com