Real Estate Appraisal Report

Akfen Gayrimenkul Yatırım Ortaklığı A.Ş.

3 Stars Hotel Real Estate

Report 29.12 .2017 / 2017REV728

Akfen Gayrimenkul Yatırım Ortaklığı A.Ş. Büyükdere Str. No:201 C Block Floor:8 Levent /İstanbul

Dear Hüseyin YILMAZ, In line with your request; valuation study that is numbered 2017REV728 was prepared for market value of "3 Stars Hotel" located in Yaroslavl the immovable property is composed of gross closed area of 12.143,90 m² on land with a surface area of 2.010 m². The market value of the immovable has been appreciated as follows. The appreciated value, has been evaluated with negative factors, assumptions and limitations of valuation.

TOTAL MARKET VALUE OF THE REAL ESTATE (VAT EXCLUDED) Report Date 29.12.2017 Rate Buying: 1 EUR = 4,5478 TL Selling: 1 EUR = 4,5560 TL Information 169.240.000-TL Onehundredsixtyninemilliontwohundredfortythousand-TL Market Value 37.215.000-EUR Thirtysevenmilliontwohundredfifteenthousand-EUR Annunal Rent 7.820.000-TL Sevenmillioneighthundredtwentythousand-TL Value 1.720.000-EUR Onemillionsevenhundredtwentythousand-EUR

Calculations, informations and explanations which have been made in order to aim market value determination, are in the report content. Analysis and calculations that made for assessment of market value, have been prepared compatibly by RICS within the scope of the Valuation Standards defined in the “Redbook” and the International Valuation Standard (IVS). Valuation Purpose and informations of client have been specified at the report which has been prepared referring to contract by 2977-13 numbered and 13.10.2017 dated. It is not possible to use with any exception of the purpose valuation or by another client.

We are pleased to cooperate with you in this study. If you have any question related to the report, you can contact us.

Best Regards, TSKB Gayrimenkul Değerleme A.Ş.

Emre SEVİNÇ Ece KADIOĞLU Esra NEŞELİ Ozan KOLCUOĞLU, MRICS Appraiser Appraiser Appraiser/Manager Appraiser in charge Licence No: 403562 Licence No: 403459 Licence No: 402293

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 1

Index

Executive Summary ...... 4

Report, Company And Customer Information ...... 6

Demographic and Economic Data ...... 9

Title Deed And Zonıng Information of The Real Estates ...... 12

Location Analysis of the Real Subject ...... 17

Physical Information Of Real Estate ...... 21

SWOT Analysis ...... 24

Analysis Of The Methods Used In The Appraisal ...... 26

Evaluation Of Analysis Results And Conclusion ...... 35

Annex ...... 37

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 2

We hereby state the following matters regarding the appraisal report;

 The findings provided in the following report are true to the knowledge of the Appraisal Expert;  The analyses and the results are only limited to the specified assumptions and conditions;  The appraiser has no interest whatsoever related to the property which is subject to the valuation;  The appraiser’s remuneration does not depend on any section of the report;  The appraiser was realized in accordance with the ethic rules and the performance standards;  The appraiser possesses the professional education requirements;  There is not any conflict of interest between us and the customer,  The appraiser has previous experience in the subject of the location and type of the property which is being valuated;  The Appraiser has personally inspected the property;  No one, other than those specified in this report, has provided any professional help in the preparation of this report.  This valuation report has been prepared by RICS within the scope of the Valuation Standards defined in the “Redbook”,  The subject report has not been prepared in order to be used in transactions for collateral purposes; it has been prepared within the scope of the International Valuation Standard (IVS),  The soil investigations and soil contamination studies in real properties remain within the professional scope of the "Environment Geophysics" discipline. Our company does not have any specialty in this field and a detailed investigation has not been made on this subject. However, during the on-site observations, any negative impacts of the real property on the environment have not been observed. Therefore, the valuation study has been carried out assuming that there is no negative environmental impact.  There are no tacit and / or legal problems with valuation assets; That even if such a problem exists, it is assumed that these problems will be solved  This report has not been prepared further to the related provisions of the Capital Markets Regulation.

“The ISO 9001:2008 Quality Management System for the production activities of TSKB Real Estate Appraisal Company has been certified by BSI.”

Certificate No: FS 509685

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 3

Executive Summary

OPEN ADRESS OF Leningradsky Prospekt ,37/8, 125167, Moscow, Russia PROPERTY USE OF PROPERTY 3 Stars Hotel The real property located at Moskova City, Leningradskiy St. No:8 address, with cadaster TITLE DEED no. 77:09:0005008:26, of 2.010 sqm area property, qualifying as “Plot”, and the real INFORMATION property with cadaster no. 77:09:0005008:3960, of 11.014,30 sqm area, under Severniy Avtovokzal LTD. property, qualifying as “Non-housing Site”. The immovable property subject to valuation according to the GPZU(Ground Plot Zoning Document) numbered RU77-213000-002173 and having the registration date of 23.08.2010 delivered by Moscow City Planning and Architecture Committee;

ZONING STATUS  Ground Plot Main Type: Hotel  Maximum Construction Area: 12.817,50 sqm  Maximum Ground Surface Construction Area: 11.023,80 sqm  Building End Point: 32 m.  Number of Floors: 9 normal floors + 1 basement floor

SPECIAL There is not any special assumption within the scope of the appraisal study. ASSUMPTIONS

LIMITATIONS No limitation has been brought by the client during the appraisal work.

This valuation report has been prepared for the use of the company in it is financial statements. VALUATION PURPOSE The report has not been prepared for use in collateralized transactions and has been prepared in accordance with International Valuation Standarts.

It is considered that the most efficient and productive use of the main immovable THE HIGHEST AND THE property under appraisal would be for “Hotel” purposes in line with its zoning status and BEST USE current use.

VALUE DATE 29.12.2017

REPORT DATE 1 EUR Buying = 4,5478 TL 1 EUR Selling = 4,5560 TL 169.240.000 TL 37.215.000 EUR MARKET VALUE (VAT Onehundredsixtyninemilliontwohundredfortyth Thirtysevenmilliontwohundredfift EXCLUDED) ousand-TL eenthousand-EUR

1.720.000 EUR/mounth RENT VALUE (VAT 7.820.000 TL/mounth Onemillionsevenhundredtwentyth EXCLUDED) Sevenmillioneighthundredtwentythousand-TL ousand-EUR

This page is an integral part of the appraisal report, is complete with the detailed information in the report, and cannot be used independently.

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 4

SECTION 1 REPORT, COMPANY AND CUSTOMER INFORMATION

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 5

SECTION 1

Report, Company And Customer Information

1.1 Report Date and Number This report was issued by our company on 29.12.2017 and number 2017REV728 and made by the firm, titled as Akfen Gayrimenkul Yatırım Ortaklığı A.Ş. 1.2 Report Type and Valuation Purpose This report is the real estate valuation report prepared with the purpose of determining of the market value dated 29.12.2017 in Turkish Liras which are located at Moskova City, Leningradskiy St. No:8 address, with cadaster no. 77:09:0005008:26, of 2.010 sqm area property, qualifying as “Plot”, and the real property with cadaster no. 77:09:0005008:3960, of 11.014,30 sqm area, under Severniy Avtovokzal LTD. property, qualifying as “Non-housing Site” The report has not been prepared according to the provisions of the Declaration of the Board of Capital Markets while it has been prepared according to International Market Standard. The subject valuation study has been prepared for the use of the company in it is financial statements. 1.3 Persons Issuing the Report This appraisal report has been prepared through using the information obtained from the people – organizations – institutions as a result of the inspection at the place of the property. This report has been prepared by Emre SEVİNÇ, under the control of Ece KADIOĞLU (Licence No:402293) and Esra NEŞELİ (Licence No: 403459), appraiser in charge Ozan KOLCUOĞLU (402293) 1.4 Appraisal Date For this valuation report, the appraisers of our company have started their studies on the 17.10.2017 and have prepared the report as of the valuation date of 29.12.2017. Not only examinations conducted at real estate location, municipality and land registry but also office work is done during appraisal study. 1.5 Base Contract and No This appraisal report was issued in accordance with the provisions of the base contract that was executed by and between Akfen Gayrimenkul Yatırım Ortaklığı A.Ş. and our Company on 13.10.2017 an numbered 2977- 13 and has determined the rights and obligations of the contractual parties. 1.6 Factors Affecting the Appraisal Process Negatively There are not any negative factors that affect or limit the appraisal process in general aspect. 1.7 The Scope of the Client Demands and Delimitation This report is the real estate valuation report prepared with the purpose of determining of the market value dated 29.12.2017 in Turkish Liras which are This report is the real estate valuation report prepared with the purpose of determining of the market value dated 29.12.2017 in Turkish Liras which are located at Moskova City, Leningradskiy St. No:8 address, with cadaster no. 77:09:0005008:26, of 2.010 sqm area property, qualifying as “Plot”, and the real property with cadaster no. 77:09:0005008:3960, of 11.014,30 sqm area, under Severniy Avtovokzal LTD. property, qualifying as “Non-housing Site” No limitation has been brought by the client during the appraisal work.

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 6

1.8 Company’s Information TSKB Real Estate Appraisal Corp. operates at Meclisi Mebusan Caddesi, Molla Bayırı Sokak, No:1, Fındıklı- Beyoğlu, İstanbul address, and has been established in order to perform the activities and services defined as Expertise and Valuation as per the Company Main Charter published in the Trade Registry Gazette dated 13.11.2002 and numbered 5676, with a capital of 300,000 Turkish Liras. Our Company is taken on the lists of companies, which will offer appraisal services, within the framework of the Capital Market Board (SPK) legislation by the letter of SPK dated February 03, 2003 and no. KYD- 66/001347, of Capital Market Board of the Prime Ministry. Moreover, our company has authorization to provide services of "Valuation of rights and benefits related to real estate, real estate project or a real estate" with the decision no 34469 dated 17.12.2009 of the Banking Regulation and Supervision Agency. As of 17.03.2011, our company has been awarded the “regulated by RICS” status by RICS (Royal Institution of Charted Surveyors), which is an international professional organization. Our company holds the ISO 9001:2008 Quality Certificate issued by BSI (BSI Eurasia Management Systems Certification Ltd. Co.) Company Web Adress: www.tskbgd.com.tr 1.9 Client Information This appraisal report has been prepared for Akfen Gayrimenkul Yatırım Ortaklığı A.Ş. located at the address of Büyükdere St. No:201 C Block Floor:8 Levent /İSTANBUL

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 7

SECTION 2 DEMOGRAPHIC AND ECONOMIC DATA

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 8

Section 2 Demographic and Economic Data

2.1 Demographic Data Russia By 2016, the population of Russia is 143,439,832 Nüfus Büyüklüğü ve Nüfus Artış Hızı people. In 2016, the population living in Russia 143.500.000 1,80% decreased by 17,086 (-0.01%) compared to the 1,30% previous year. 46,5% of the population 143.400.000 (66,648,343 people) are men and 53,5% 0,80% (76,791,489 people) are women. The median age 143.300.000 in Russia is 38.7 years and the population density 0,05% 0,06% 0,04% 0,02% -0,01% 0,30% is 9 people / m². 143.200.000 -0,20% In the following tables and graphs, according to 2010 2011 2012 2013 2014 United Nations data, population distribution and Nüfus Büyüklüğü Nüfus Artış Hızı urbanization rate for Russia by age group are shown.

6% 0-14 yaş grubu kişi sayısı 17% Kent nüfusu 14% 15-29 yaş grubu kişi sayısı 25,90% 30-44 yaş grubu kişi sayısı Kır nüfusu 19% 45-59 yaş grubu kişi sayısı 74,10% 21% 60-74 yaş grubu kişi sayısı 75+ yaş grubu kişi sayısı 23% BM, 2016 BM,2016

Moscow Moscow, where 8.55 % of Russian population resides, became the most populous province with 12.259.631 people in 2016. The population of Moscow has increased by 7.7 per thousand in 2016. In the below table and chart, according to the data of the UN, the population size and growth rate and the share of the population in the total were shown. Nüfus Büyüklüğü ve Nüfus Artış Hızı 12.400.000 1,80%

12.200.000 1,29% 1,29% 1,29% 1,30% 12.000.000 0,85% 0,77% 8,55% 0,80% 11.800.000 91,45% 0,30% 11.600.000

11.400.000 -0,20% 2012 2013 2014 2015 2016 Nüfus Büyüklüğü Nüfus Artış Hızı Ülke Nüfusu-Moskova Nüfusu Moskova Nüfusu

BM, 2016 BM, 2016

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 9

2.2 Economics Data Çeyreklere Göre Büyüme (%) The gross domestic product of Russia has increased 2,5% by 2.5% a compared to the previous term during the 1,1% 0,6% 0,9% 0,5% second quarter of 2017 and has demonstrated quite 0,2% 0,3% a high growth following the increase by 0.5% recorded in the previous term. The growth of the -0,4% -0,4% wholesale and retail, trade, mining, manufacturing -0,5% and construction sectors in production has contributed in the achievement of the largest -2,8% growth ratio since the third quarter of 2012. From -3,7%-3,8% -4,5% these sectors, mining has increased to 4.6 percent I II III IV I II III IV I II III IV I II from 4.1 percent that materialized in the first quarter, manufacturing increased to 1.2 percent 2014 2015 2016 2017 Kaynak: Dünya Bankası from 1 percent and construction has increased to 2.8 percent from -4.5 percent. In addition, industrial production has made a positive Enflasyon (%) contribution in the growth. 7,00% 6,10% The consumer price inflation that materialized as 3 6,00% 5,40% 4,60% 5,00% 5,80% 4,10% 4,40% percent in Russia one month ago, has receded to 5,00% 4,00% 3,30% 2.7 percent in October when the market 4,30% 4,10% 2,70% expectation was 2.8 percent. This ratio has been 3,00% 3,90% 3,00% the lowest inflation rate since 1991. Meanwhile, 2,00% the consumer prices have demonstrated an 1,00% increase by 0.2 percent while the market 0,00% expectations were 0.3 percent, following a drop by 0.1 percent in September. And the annual core inflation rate has dropped to 2.5 percent from 2.8 percent in the previous month.

Faiz oranı (%) On October 27th, the Central Bank has announced 12,00% 10,00% 10,00% 10,00% 9,75% 9,00% 9,00% that it has reduced the one week repo rate by 25 10,00% 8,25% 10,00% 10,00% 10,00% base points, to the level of 8.25 percent that 8,00% 9,25% 9,00% 8,50% amounted to a decrease by 27 percent, the economy 6,00% continued to grow in a consistent manner and the 4,00% inflation approached the 4 percent target during the 2,00% last months. The bank has also advised that a further

0,00% interest rate discount is on the agenda in the coming

Eyl

Eki

Nis

Kas

Ara

Şub

Haz Ağu

Mar meetings, and the Russian Central Bank Board of

May Tem Eki '16

Oca'17 Directors has left the option for further discounts open in the coming meetings.

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 10

SECTION 3 TITLE DEED AND ZONING INFORMATION OF THE REAL ESTATES

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 11

Section 3 Title Deed And Zonıng Information of The Real Estates

3.1 Title Deed Information of the Real Estates *

Land* District Moscow Subdistricr - Quarter - Village - Street - Location - Cadaster No 77:09:0005008:26 Parsel No - Quallification Land: “Settelments” Surface Area (sqm) 2.010 m² Owner / Share No estate information provided. Building** District Moscow Subdistricr - Quarter - Village - Street - Location - Cadaster No 77:09:0005008:3960 Quallification Non Residential Building Owner / Share Severniy Avtovokzal Limited Company (Full)

*Pursuant to the legislation effective in the Russian Federation, the document showing the title deed information and the rights on the immovable property assets is referred to as the “Federal State Registration Certificate”. The subject document contains such information as the address, cadastral number, and surface area of the immovable property as well as any restrictions established on it. The registration certificate is attached with the report. **According to the Russian legislations, individual title deed registers may be established for plots and buildings on the subject plots, and there are individual “Plot” and “Building” title deed registers for the real property subject to appraisal. The building was purchased by Severniy Avtovokzal Ltd. Şti. with a building of 253,9 m2 on the parcel, then Severniy Avtovokzal Ltd. Şti. rented it for 49 years with a contract dated 20.04.2010. The old building on the parcel was later demolished and erased from the cadastre record. At present the building does not appear in the title deed record. Later on, while the scope of the rent was “managing of the administrative building” in the rental contract dated 20.04.2010, numbered 77-77-14/005/2010-523, the scope of the rent was changed to the “Hotel Project Design and its Construction” with the additional contract dated 02.06.2011. The commissioning permit dated 09.04.2015; numbered RU77213000-006444 was issued for the hotel, which its construction has been completed, by the Moscow state construction inspection committee (Mosgosstroynadzor).

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 12

Hotel Development and Investment (HDI) B.V was established as the subsidiary of Akfen GYO A.Ş, of which 100 % shareholder is Akfen Gayrimenkul Yatırım Ortakığı A.Ş, in Holland on 18.03.2011. According to the special circumstances disclosure of Akfen GYO A.Ş. dated 05.09.2013, by the share sales contract that was signed between Hotel Development Investment (HDI) BV, which is 100 % subsidiary of Akfen GYO A.Ş, and Beneta Limited on September 4th, 2013, the shares of Severniy Avtovokzal Limited Company, which its headquarter is located in Russia, were taken over by HDI B.V for USD 12.975.000 on September 4th, 2013. Severniy Avtovokzal Limited Company has the rights of the hotel, which was projected as the hotel with 317 rooms on the land of 2.010 sqm in the center of Moscow and its building permit was obtained. The Moscow Hotel Dynamo with 317 rooms is being operated by Accor under IBIS brand.

3.2 Information of Encumbrances of the Property The appraisal specialist's examination of the title deed records is done with the aim of determining the rights that constitute the property of the real estate and the restrictions on these rights. According to the title deed registration document provided by the customer, there are the following penalty records on the property subject to appraisal; According to the real estate record example taken on 24.10.2017 and 27.10.2017 from the Russian State Moskova City, Cadastral Office On 77:09:0005008:26 Cadastre Numbered Building Mortgage; Date of Record: Dated 01.10.2015, No. of Record: 77-77/009-77/009/062/2015-602/1, duration (date) of the performance of the main obligation (debt): until the date of 28.07.2025, date of signature of the mortgage contract and number: dated 08.09.2015 and numbered 1012677s. Creditor (The person of whom the obligations (liability) on the rights are in favor): “Credit Europe Bank Anonim Şirketi” İNN 7705148464 Rent; Type: Rent, complete building and hotel management, registration date: 27.05.2010, registration no. 77-77- 14/005-2010-523, the validity period of the right restrictions (annotation), from the date of registration – 24.09.2056, The person of whom the right restrictions (annotation) are in favor: Severniy Avtovokzal Limited Company İNN7714528631 On 77:09:0005008:3960 Cadastre Numbered Land; Mortgage; Date of record: 01.10.2015, Record no. 77-77/009-77/009/062/2015-577/1, duration (date) of the performance of the main obligation (debt): until the date of 28.07.2025, date of signature of the mortgage contract and number: dated 08.09.2015 and numbered 1012677. Creditor (The person of whom the obligations (liability) on the rights are in favor): “Credit Europe Bank Anonim Şirketi” İNN 7705148464

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 13

Rent; Type: Rent, complete building and hotel management, date of registration: 15.07.2015, registration no. 77- 77/008-77/008/036/2015-749/2, the validity period of the right restrictions (annotation), 25 years from the date of the registration. The person of whom the right restrictions (annotation) are in favor: Severniy Avtovokzal Limited Company İNN7714528631

3.3 Property Status and Legal Documents The zoning regulations introduce arrangements regulating land utilization and the volume of land development. During the review of the zoning and building regulations, an appraiser should take into consideration all the current regulations and the probable changes that might occur in the specifications. The land allocation for the investments that are planned to be made pursuant to the zoning system of the city of Moscow in Russia takes place in 3 stages. All lands are currently owned by the state and lands are allocated in appropriate regions and cadastral numbers are assigned as a result of applications. The immovable property subject to valuation according to the GPZU(Ground Plot Zoning Document) numbered RU77-213000-002173 and having the registration date of 23.08.2010 delivered by Moscow City Planning and Architecture Committee;

 Ground Plot Main Type : Hotel  Maximum Construction Area : 12.817,50 sqm  Maximum Ground Surface Construction Area : 11.023,80 sqm  Building End Point: 32 m.  Number of Floors : 9 normal floors + 1 basement floor *The land allocation for the investments that are planned to be made pursuant to the zoning system of the city of Yaroslavl in Russia takes place in 3 stages. All lands are currently owned by the state and lands are allocated in appropriate regions and cadastral numbers are assigned as a result of applications. The allocation of the ground plot where the hotel project subject to valuation is positioned has been made on the basis of the contract dated 20.04.2010 signed with the Urban Administration of Moscow. Subsequent to the contract dated 20.04.2010 signed with the Urban Administration of Moscow, project designing studies and approval phase of the state appraisal have been completed. Following completion of the state appraisal, with the related construction permit the number of floors of the hotel and its maximum closed space have been determined. The construction permit of the hotel project subject to valuation as been received.

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 14

 Licenses and Permits  There is a lease contract dated 20.04.2010 and numbered M-09-034720 continuing until the date of 24.09.2056 signed between the Government of Moscow and Severny Autovakzal Company for the immovable property with cadastre number 77:09:005008:26.  In addition to the lease contract dated 20.04.2010 and numbered M-09-034720, there is a lease contract numbered M-09-034720-1 dated 02.06.2011.  There is an “approved state appraisal” document dated 02.12.2011 and with document number 649-11/MGE/199-1/4 for a hotel building of 10 floors consisting of 1 basement floor, 9 normal floors with a surface area of 12.143,90 sqm in total.  There is a construction permit dated 19.04.2012 and numbered RU77213000-006849 taken for a “Hotel Building” consisting of 1 basement and 9 normal floors being 10 floors in total with a total surface area of 12.143,90 sqm. Subject construction permit is valid until the date of 19.04.2014 and information has been received from the customer that necessary applications have been made for the time extension of the said document.  Yapı Denetim: According to the laws of city of Yaroslavl, Russia, building supervision is carried out by the experts of the government.

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 15

SECTION 4 LOCATION ANALYSIS OF THE REAL PROPERTIES

Section 4

Location Analysis of the Real Subject

4.1 Situation, Position and Environmental Features of the Real Estate The open address of the immovable property: Leningradsky Prospekt, 37/8, 125167, Moscow, Russia

Moscow consists of 3 regions in terms of structure and development. The first region is called the city center, has the highest level of development, and is surrounded by main road. The second region is the one that addresses the lower income level. In the third region, there are industrial areas and people belonging to the low income group.

The subject valuable immovable is located about 200 meters from Leningradsky Street, which is a major transportation hub of Moscow. In the immediate vicinity of the appraisal property, there are an office building in active state and in construction, the hotel building and the residence.

In the near vicinity of the immovable recently a rapid reconstruction situation has begun with the urban transformation. The construction of offices, residence and shopping center on the land near the ruined Dynamo Stad are continued in the immediate vicinity of the immovable. There is alsa a shopping center construction area called Avia Park which has 472.000 m2 in total construction area and contracted by Renaissance Construction on the old airport land, about 300 meters away from the immovable.

In the immediate vicinity of the immovable, CSKA indoor athletic track, multipurpose sports hall Megasport Arena, Dinamo Subway Station, Aeroport Subway Station, Hipodrom are located.

The appraisal property has a flat topography. The appraisal property is alsa easily accessible by public transportation, and there is no infrastructure constraint in the area.

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 17

Leningradsky Street

2. Main Road

City Center

Değerleme Konusu Taşınmazın Yaklaşık Konumu

Avia Park Mall

Leningradsky Street

Hippodrome

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 18

Distance to Some Important Centers;

Name Distance Dynamo Metro Station 1,00 km.

City Center 6,00 km. International Airport 22,00 km.

Değerleme Konusu Taşınmaz

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 19

SECTION 5 PHYSICAL INFORMATION OF REAL ESTATE

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 20

Section 5 Physical Information Of Real Estate 5.1 Definition of the Subject Property of Appraisal The real property located at Moskova City, Leningradskiy St. No:8 address, with cadaster no. 77:09:0005008:26, of 2.010 sqm area property, qualifying as “Plot”, and the real property with cadaster no. 77:09:0005008:3960, of 11.014,30 sqm area, under Severniy Avtovokzal LTD. property, qualifying as “Non- housing Site”. The land on which the hotel subject to valuation is located has a flat topography and geometry close to the rectangle. There is 10-storey “Hotel” building including 9 normal floors and 1 basement, has the area of 12.143,90 sqm so as not to exceed the maximum construction area specified in its current zoning status, on the real property subject to valuation. (The term “ground floor” is not used in Russia; the said building is shown as 1 basement + 9 normal floors in the architectural projects). The spatial distribution information of the hotel building on the valuation subject immovable is as indicated in the table below.

Floors Area (m²) Usage Basement 1.607,10 Parking, technical spaces 1. Normal Reception, lobby, restaurant, offices, kitchen spaces 2. Normal 9 rooms, 4 meeting rooms and offices 3. Normal 44 rooms 4. Normal 44 rooms 5. Normal 10.536,80 44 rooms 6. Normal 44 rooms 7. Normal 44 rooms 8. Normal 44 rooms 9. Normal 44 rooms Total 12.143,90 317 Rooms The basement of the valuation subject that is Ibis Hotel consists of parking spaces and technical spaces in accordance with the existing project. There is reception, lobby, restaurant, management offices and kitchen space on the 1st floor of the subject immovable. Room volumes are beginning to take place from the 2nd normal floor of the subject immovable. There are 9 rooms, 4 meeting rooms and office spaces on the 2nd normal floor of the building. There are only the room volumes are on the floors from the 2nd normal floor up to the 9th and last normal floor of the property. The valuation subject that is hotel is valued at a total of 317 rooms.

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 21

5.2 Structural Construciton Features of The Subject Property

İnşaat Tarzı Reinforced Concrete İnşaat Nizamı Detached Order Ana Gayrimenkulün Kat Adedi 1 basement floor + 9 normal floors Bina Toplam İnşaat Alanı 12.143,90 m² Yaşı 3 Dış Cephe Panel covering Elektrik / Su / Kanalizasyon Network Isıtma Sistemi Natural gas-fired ventilation system Havalandırma Sistemi Available Asansör Available Jeneratör Available Yangın Merdiveni Available Park Yeri Close and Open Parking Diğer Fire Detection and Security System 5.3 Interior Area Construction Details of the Subject Property At the discretion of the judgment, the following indications of the construction and technical specifications of the properties of the immovable currently used are not taken into consideration. Purpose of Hotel (According to legal and current situation) Area 12.143,90 m² (Construction Area) Ground Partly laminated parquet, partially carpeted, tiles in wet areas Wall Paint and decorative paper coating Ceiling Suspended ceiling Lighting Spot lighting, decorative lighting 5.4 Date taken as basis in Physical Valuation

 3-star Ibis Hotel operates on the land of valuation subject.  The valuation subject hotel has 317 rooms.  The valuation subject hotel’s building has a total area of 12.143,90 m2.  The immovable is located in a central location, at a convenient location.  The near vicinity of the valuation subject immovable includes offices, sports hall, shopping center projects.  The subject valuable immovable is located about 200 meters from Leningradsky Street, which is a major transportation hub of Moscow.

REPORT NO: 2017REV728 REPORT DATE: 29.12.2017 CONFIDENTIAL RA 22

SECTION 6 SWOT ANALYSIS

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Section 6 SWOT Analysis  STRENGTHS

 Subject immovable property has a central location.  Subject ground plot is at a distance of 200 meters from Leningradsky Avenue.  It is positioned at an easily accessible and highly visible location.  The hotel in the scope of the project subject to valuation shall be operated under a brand name which assures same standards at all locations throughout the world

WEAKNESSES

 Subject immovable is not within walking distance of the city center.  Hotel occupancy rates are below periodic expectations.

 OPPORTUNITIES  Conferences, congresses and organizations that are frequently realized in the city create a demand to brand hotels.  FIFA has declared that 2018 World Cup shall be realized in Russia. In this respect, organizations shall be realized in the city of Moscow as well and many investments are planned for these organizations.  With the projects that are currently under construction and those that will be built, the district shall display further development

 THREATS

 The international sanctions on Russia for the crisis caused by the crisis between Russia and Ukraine have affected the economy negatively with the structural adversities. Sanctions including trade and investment restrictions by the EU are extended every 6 months and the sanctions will be finalized on 31 January 2018

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SECTION 7 ANALYSIS OF THE METHODS USED IN THE APPRAISAL

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Section 7 Analysis Of The Methods Used In The Appraisal

7.1 Valuation Methods There are three different valuation methods within the scope of International Valuation Standards. These methods are respectively the methods of "Equivalent Comparison Approach", "Cost Formation Approach" and "Income Reduction Approach". The definitions of all three approaches in International Valuation Standards are given below. Equivalent Comparison Approach The equivalent comparison method ensures that the indicative value is comparatively determined with the same or the similar assets of the assets subject to appraisal, which have price information. The first step to be taken is to consider the price of the transactions that have occurred recently in the market regarding the same or similar assets. If a limited number of transactions have occurred, then it would be appropriate to consider the prices traded or offered for the similar or the same assets provided that the validity of such information is determined and analyzed critically. In order to reflect the differences between the actual transaction conditions and all assumptions made in the appraisal, it may be necessary to make corrections on the price information obtained from other transactions. Furthermore, there may be also differences between the asset that is valued and the assets of other transactions in terms of legal, economic and physical aspects. Cost Analysis Approach The cost approach ensures that the indicative value is determined by the implementation of an economic principle that a buyer will not pay more than the cost of an acquisition of another asset having the equal benefit to him for an asset whether obtained by purchasing or construction. This approach is based on the principle that the price to be paid by a buyer in the market for the asset being valued will not be more than the cost of an equal asset whether by purchasing or construction unless the factors such as time, unsuitability, risk that cause unnecessary burden are concerned. Because of being worn and outdated, the attractiveness of the assets that are being valued is generally lower than the alternatives to be purchased or built. Where this is the case, it may be necessary to make adjustments to the cost of alternative asset depending on the value basis that has to be used. Income Capitalization Approach Different methods are used to determine the value under the main heading of Income approach; the common characteristic of all of them that the value is based on actual income de facto obtained by the right owner or estimated incomes to be obtained. The income for an investment property may be in the way of lease, it may also be a hypothetical lease (or saved rent) based on the cost that the property owner bears for renting an equivalent space in the building used by its owner. The defined cash flows are then used for valuation by the capitalization process. The income streams which are expected to remain fixed can be capitalized using a single multiplier that is often referred as the rate of capitalization. This figure represents the return or “yield” for the investor that is expected to reflect the time cost and ownership risks and revenues, and theoretical return for the property owner using the property himself. 7.2 Value Definitions The market value has been appraised as the final report value in this valuation work, the value definitions according to the International valuation Standards are as follows.

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Market Value In case of a real property is transferred between a buyer and a seller, on a certain date, it is the most probable, cash transfer value of the property determined by the conditions of providing the market conditions required by the sales, the willingness of the parties and both parties being informed of all cases related to the real property. The validity of the following points is assumed in this valuation study.  The buyer and the seller are acting in a reasonable and sensible matter.  The parties are fully informed in respect of the real property and acting in a manner to ensure maximum benefit to them.  A reasonable period of time has been granted for the sale of the real property.  The payment is made in advance by cash or similar instruments.  Financing which may be required in the course of purchasing and selling of the real property is carried out through the interest rates of the market. 7.3 Analysis of the Methods used in Valuation and the Reasons for the Selection of these Methods In this valuation study, the income approach is considered feasible considering that the real estate is an existing active hotel.  The Professional Assessment of the Appraiser: When the real property subject to appraisal is appraised, the legal status and technical features of the real property, the information about the similar real properties, location, transportation, environmental features, its infrastructure, SWOT analysis performed and economic condition of the country have been taken into account. Cost Formations Approach Analysis Based on all our research and experience in the region; The value appraisal for the immovable was made as follows. Since there is no saleable or sold hotel that may be comparable to the district, the value is assessed by using the discounted cash flow method, which is the immovable income approach method. Cash Flows Approach Analysis The cash flow table is formed by the income reduction method according to the existing approved architectural project and the field information in the construction permit, while evaluating the project in the vacant lot or the construction phase where the project is definite. In the valuation of vacant lots, the evaluator creates the cash flow statement by determining the salable / leasable area according to the existing zoning plan conditions in force. Assumptions used in Valuation  It was assumed that the hotel will be managed as a 3 star hotel on the subject immovable.  According to the architectural project, 317 rooms were used in 3-star hotel revenues account.  It was assumed that the hotel would be open for 365 days ,  It is assumed that the average occupancy rate of the hotel will start at 65% in 2018, rise to 85% in 2022 by years and remain constant in the following years.  Prices at the hotel are predicted to be in the bed and breakfast system. As a result of examinations made in the tourism sector and region, it is predicted that the price of the room will be 55 € for 2018, the price increase rate will be 4% for the first 4 years and 2.50% for the following years.

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 In the 3-star hotel, lunch and dinner, drinks, laundry etc. which are described as extra spending are also added to other income. The income foreseen for this item is estimated as 35% of total income. It is assumed that this rate will remain constant, but income will increase in proportion to hotel revenues.  The insurance fee for the hotel facility is expected to be 13,637 EURO in 2018, which is expected to remain stable over the years.  It is predicted that the price of the real estate tax will be 293,737 EUR in the first year and will continue to decrease with the decrease in depreciation rates by years. (In Russia, the price of real estate is declining, at the rate of deterioration of the building by years.)  The land of hotel is expected to be purchased in 2018 at a price of 2.000.000-EUR and it is foreseen that the land tax will be paid at Euro 52.251 as of 2018 and will increase by 2.5% per year.  At a 3-star hotel, the GOP is assumed to increase from 55% to 48% with an increase in occupancy rate from year to year.  The reduction rate in the projection was set at 11.50%.  It is assumed that all payments have been made in advance.  It is assumed that all legal procedures of the real estate have been completed.  Euro was used during the work.  In studies, IVSC (Under International Valuation Standards) tax not included.

IBIS Hotel Dynamo (3 Stars) Room Capacity 317 Operation Days 365 Room Capacity (Year) 115.705 Room Price (EURO) 55,00 Growth Rate (First 4 Years) (%) 4,00% Growth Rate (4-10 years) (%) 2,50% Capitalization Rate (%) 8,00% Other Income Rate (%) 35% Renewal Cost Rate (%) 1,00% Inflation Rate (%) 2,50%

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IBIS Hotel Dynamo (3 Stars) (EURO) Years 29.12.2017 29.12.2018 29.12.2019 29.12.2020 29.12.2021 29.12.2022 29.12.2023 29.12.2024 29.12.2025 29.12.2026 29.12.2027 Hotel Function Room Capacity (year) 115.705 115.705 115.705 115.705 115.705 115.705 115.705 115.705 115.705 115.705 115.705 Occupancy Rate 0% 65% 70% 75% 80% 85% 85% 85% 85% 85% 85% Number of Rooms Sold - 75.208 80.994 86.779 92.564 98.349 98.349 98.349 98.349 98.349 98.349 Room Price (EURO) 55,00 57,20 59,49 61,87 63,41 65,00 66,62 68,29 70,00 71,75 Room Revenue (EURO) - 4.136.454 4.632.828 5.162.294 5.726.705 6.236.740 6.392.658 6.552.475 6.716.287 6.884.194 7.056.299 Other Income(EURO) - 1.447.759 1.621.490 1.806.803 2.004.347 2.182.859 2.237.430 2.293.366 2.350.700 2.409.468 2.469.705 Total Hotel Income (EURO) - 5.584.213 6.254.318 6.969.097 7.731.052 8.419.599 8.630.089 8.845.841 9.066.987 9.293.662 9.526.003 GOP (%) - 48% 50% 52% 53% 55% 55% 55% 55% 55% 55% Total Income (EURO) - 2.680.422 3.127.159 3.623.931 4.097.458 4.630.779 4.746.549 4.865.213 4.986.843 5.111.514 5.239.302 Total Hotel Income (EURO) - 2.680.422 3.127.159 3.623.931 4.097.458 4.630.779 4.746.549 4.865.213 4.986.843 5.111.514 5.239.302 Renawal Cost (EURO) - 55.842 62.543 69.691 77.311 84.196 86.301 88.458 90.670 92.937 95.260 Real Estate Task (EURO) - 293.767 282.016 270.736 259.906 249.510 239.530 229.948 220.750 211.920 203.444 Rent Value For Land (EURO) 52.251 53.557 54.896 56.268 57.675 59.117 60.595 62.110 63.663 65.254 Land Value (EURO) 2.000.000 Building Insırance (EURO) - 13.637 13.637 13.637 13.637 13.637 13.637 13.637 13.637 13.637 13.637 Total Expences (EURO) - 2.415.497 411.753 408.959 407.122 405.018 398.584 392.638 387.167 382.156 377.594

Total Hotel Net Income (EURO) 264.925 2.715.406 3.214.971 3.690.336 4.225.762 4.347.965 4.472.574 4.599.676 4.729.358 4.861.707 62.460.185 Net Cash Flow 0 264.925 2.715.406 3.214.971 3.690.336 4.225.762 4.347.965 4.472.574 4.599.676 4.729.358 67.321.892

Appraisal Table Risk Free Rate of Return 2,60% 2,60% 2,60% Risk Premiums 8,40% 8,90% 9,40% Discount Rate 11,00% 11,50% 12,00% Total Presen Value (EURO) 41.745.628 40.279.906 38.877.907 Total Present Value (TL) 159.067.541 183.184.955 148.140.376 Approximate Total Present Value (EURO) 41.750.000 40.280.000 38.880.000 Approximate Total Present Value (TL) 159.070.000 183.180.000 148.140.000

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The Value of the Property According to the Rental Income

 Hotel Development and Investments B.V. (HDI) that is the subsidiary of Akfen GYO A.Ş, through Severny that is its subsidiary, signed a rental contract with Russian Management Hotel Company, by which ACCOR SA operates in Russia, for the Ibis Hotel having 317 rooms, on June 29, 2015. According to the contract, the rent is valid for 25 years starting from the 1st of January of the year following the opening of the hotel; ACCOR SA has the right to extend the duration of the rent for 10 years. The annual rent was determined to be 25 % of the turnover, or higher than 85 % of AGOP (Adjusted Gross Operating Profit)  The fact that the hotel is operated by an international brand will have a positive impact on the items affecting its potential such as the occupancy rates, bed/room prices. It has been assumed that the hotel will be operated by Accor Group; it has been projected in the work that the future capacity and current management potential of the hotel will continue.  The rental income of the immovable is calculated by taking into account the general contract conditions between Accor group and Akfen REIC.  It is assumed that the hotel on the parcel will continue to operate as a 3 star Ibis Hotel.  According to the architectural project, 317 rooms were used in 3-star hotel revenues account.  It is assumed that the facility will be open for 365 days in a year.  It is assumed that the average occupancy rate of the hotel will start at 65% in 2018, rise to 85% in 2022 by years and remain constant in the following years.  Prices at the hotel are predicted to be in the bed and breakfast system. As a result of examinations made in the tourism sector and region, it is predicted that the price of the room will be 55 € for 2018, the price increase rate will be 4% for the first 4 years and 2.50% for the following years.  In the 3-star hotel, lunch and dinner, drinks, laundry etc. which are described as extra spending are also added to other income. The income foreseen for this item is estimated as 35% of total income. It is assumed that this rate will remain constant, but income will increase in proportion to hotel revenues.  The insurance fee for the hotel facility is expected to be 13,637 EURO in 2018, which is expected to remain stable over the years.  It is predicted that the price of the real estate tax will be 293,737 EUR in the first year and will continue to decrease with the decrease in depreciation rates by years. (In Russia, the price of real estate is declining, at the rate of deterioration of the building by years.)  The land of hotel is expected to be purchased in 2018 at a price of 2.000.000-EUR and it is foreseen that the land tax will be paid at Euro 52.251 as of 2018 and will increase by 2.5% per year.  At a 3-star hotel, the GOP (Gross Operating Profit) is assumed to increase from 55% to 48% with an increase in occupancy rate from year to year.  It is assumed that the land which the subject immovable is located on, will be purchased in 2018 and calculation is done according to that.  The reduction rate in the projection was set at 9.50%.  It is assumed that all payments have been made in advance.  It is assumed that all legal procedures of the real estate have been completed.  Euro was used during the work.  In studies, IVSC (Under International Valuation Standards) tax not included.

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Ratio to be deducted from GOP for AGOP Account 8,0% AGOP Ratio 85% Ratio over income 25% Cap. Rate(%) 7,50%

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Cash Flow For Owner (UERO) IBIS Hotel Dynamo (3 Stars) (EURO) 29.12.2017 29.12.2018 29.12.2019 29.12.2020 29.12.2021 29.12.2022 29.12.2023 29.12.2024 29.12.2025 29.12.2026 29.12.2027 AGOP İBİS 2.233.685 2.626.814 3.066.403 3.478.973 3.957.211 4.056.142 4.157.545 4.261.484 4.368.021 4.477.221 %85 AGOP 1.898.632 2.232.792 2.606.442 2.957.127 3.363.630 3.447.720 3.533.913 3.622.261 3.712.818 3.805.638 OVER THE IBIS HOTEL REVENUE 1.396.053 1.563.580 1.742.274 1.932.763 2.104.900 2.157.522 2.211.460 2.266.747 2.323.415 2.381.501 IBIS HOTEL RENTAL INCOME 1.898.632 2.232.792 2.606.442 2.957.127 3.363.630 3.447.720 3.533.913 3.622.261 3.712.818 3.805.638 Renawal Cost (EURO) 2.792,11 3.127,16 3.484,55 3.865,53 4.209,80 4.315,04 4.422,92 4.533,49 4.646,83 4.763,00 Real Estate Task (EURO) - 293.767 282.016 270.736 259.906 249.510 239.530 229.948 220.750 211.920 203.444 Rent Value For Land (EURO) 52.251 53.557 54.896 56.268 57.675 59.117 60.595 62.110 63.663 65.254 Land Value (EURO) 2.000.000 Building Insırance (EURO) - 13.637 13.637 13.637 13.637 13.637 13.637 13.637 13.637 13.637 13.637 TOTAL EXPENCES 2.362.447 352.337 342.753 333.677 325.032 316.598 308.603 301.030 293.866 287.097 Net Income (EURO) - 463.814 1.880.454 2.263.690 2.623.451 3.038.598 3.131.122 3.225.311 3.321.231 3.418.951 3.518.541 48.267.589 Net Cash Flow (EURO) 0 - 463.814 1.880.454 2.263.690 2.623.451 3.038.598 3.131.122 3.225.311 3.321.231 3.418.951 51.786.130

Appraisal Table Risk Free Rate of Return 2,60% 2,60% 2,60% Risk Premiums 6,40% 6,90% 7,40% Discount Rate 9,00% 9,50% 10,00% Total Presen Value (EURO) 35.471.514 34.148.425 32.884.725 Total Present Value (TL) 135.160.655 155.300.208 125.303.955 Approximate Total Present Value (EURO) 35.470.000 34.150.000 32.885.000 Approximate Total Present Value (TL) 135.160.000 155.300.000 125.305.000

Rent Appraisal Table Risk Free Rate of Return 2,60% 2,60% 2,60% Risk Premiums 7,40% 7,90% 8,40% Discount Rate 10,00% 10,50% 11,00% TOTAL PRESENT VALUE (EURO) 1.727.778 1.719.960 1.712.212

APPROXİMATE TOTAL PRESENT VALUE (EURO) 1.720.000 APPROXİMATE TOTAL PRESENT VALUE (TL) 7.820.000

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7.4 Highest and Best Use Analysis Making a property physically fit, allowed by law, financially feasible and making the most profitable property is the most efficient and best use. In accordance with the market researches and assessments made, the most efficient and best use of the real property subject to appraisal is its use for the purpose of “Hotel” in line with its architectural project and its current use.

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SECTION 8 EVALUATION OF ANALYSIS RESULTS AND CONCLUSION

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Section 8 Evaluation Of Analysis Results And Conclusion In this valuation study, the value of the property was determined by using the income approach method because the immovable property is an active property which is a revenue generating property.

Method TL EUR Income Approach 169.240.000 37.215.000

The subject real property qualifying as hotel has been evaluated as a revenue-generating property and the revenue approach has been used in the valuation of the real property. A market investigation has been conducted for real properties of similar qualifications in the region, as aimed for the data to be used in the revenue approach, and the materialized data obtained from the customer have been examined. The revenue approach has been carried in two different ways, considering the revenues generated by the real property according to the available lease contract and the potential cash flow that it could generate in the market. The aforesaid hotel has currently been leased to Accor Group by a lease contract in order to be operated. Accordingly, the value of the real property has been calculated by discounting with a lower risk premium for the lease revenues that have been guaranteed by the contract. In the other way, evaluation has been made according to the potential net cash flows that the hotel could generate according to the market investigation that has been made. In this context, the value of the real property appraised according to the revenue approach has been appraised by taking the average of the two values that have been calculated as based on the lease revenue guaranteed by the lease contract and by discounting the potential net cash flows of the business.

TOTAL MARKET VALUE OF THE REAL ESTATE (VAT EXCLUDED) Report Date 29.12.2017 Rate Buying: 1 EUR = 4,5478 TL Selling: 1 EUR = 4,5560 TL Information 169.240.000-TL Onehundredsixtyninemilliontwohundredfortythousand-TL Market Value 37.215.000-EUR Thirtysevenmilliontwohundredfifteenthousand-EUR Annual Rent 7.820.000-TL Sevenmillioneighthundredtwentythousand-TL Value 1.720.000-EUR Onemillionsevenhundredtwentythousand-EUR

Emre SEVİNÇ Ece KADIOĞLU Esra NEŞELİ Ozan KOLCUOĞLU, MRICS Appraiser Appraiser Appraiser/Supervisor Appraiser In Charge License No: 403562 License No: 403459 License No: 402293

This page is an integral part of the appraisal report, is complete with the detailed information in the report, and cannot be used independently.

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SECTION 9 ANNEX

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Section 9

Annex

1 Sector Report

2 State Registry Documents

3 Zoning Status Document

4 Building Permit Document

5 Hotel Management Contract

6 Photos

7 CV’s

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