Q Dream Global REIT

Transcription

1 Q Dream Global REIT

2 Table of contents Letter to unitholders 1 Management s discussion and analysis 2 Condensed consolidated financial statements 42 Notes to the condensed consolidated financial statements 46 Corporate information IBC

3 Letter to unitholders The German economy continues to benefit from a robust labour market and strong domestic demand, fuelled by low oil prices and low interest rates. Investments in German real estate have reached over 38 billion during the first nine months of 2015, of which 40% was invested in office properties as Germany continues to be an attractive destination for capital. While the commercial real estate market has been getting increasingly competitive, we continued to find attractive investment opportunities. On September 4, we closed the acquisition of Anger Entrée, a 131,000 square foot multi-tenant office building in Erfurt, a major regional centre and federal state capital. The asset was acquired for $27.5 million. Subsequent to quarter-end on October 27, we finalized the acquisition of Zimmer 56, a 170,000 square foot multi-tenant office building located in Berlin, Germany, for $64.7 million. Together, at a combined cap rate of 5.5%, these two assets are solid additions to our portfolio of high-quality, well-located real estate. During the third quarter, we sold 14 non-core assets from our Initial Properties portfolio, realizing $24.6 million in gross proceeds, increasing the number of assets sold from our Initial Properties to 40 during the nine months ended September 30, 2015, for an aggregate gross sales price of approximately $70.0 million. In addition, we had a total of 14 properties under contract for sale at September 30, 2015 with a total fair value of $53.4 million. Our leasing momentum and the overall leasing pipeline remain strong as we approach the end of the year, buoyed by solid economic metrics in Germany and our efforts in actively managing our portfolio. Overall in-place and committed occupancy increased to 86.8% in Q3 2015, compared to 85.3% at the end of Rents continued to rise, with average rental rates in our portfolio increasing by 6.8% year-to-date to 9.46 per square foot, compared to 8.86 at the end of In addition, the Trust s tenant retention remains high with a renewal rate of 83% of the space expiring in Q During the third quarter, we signed a major lease deal with Google, our anchor tenant in ABC Bogen in Hamburg s city centre. Google renewed its 118,000 square foot lease for a term of five years in addition to committing to an expansion in the building for an additional 20,300 square feet of space that is expiring in This deal will extend the property s weighted average lease term by 1.1 years to 5.8 years and should drive further value appreciation. The German lending environment remains attractive with interest rates near their lowest level in the Trust s history. Our most recent financing for an acquisition in Berlin was completed at a variable interest rate of 0.95% and capped at a rate of 1.95% for a seven-year term. We also continue to make good progress on refinancing our term loan credit facility for our Initial Properties portfolio, which accounts for $337 million of the Trust s overall debt. We are pleased with the transformation of Dream Global REIT over the past four years. Our proactive leasing and asset management strategies, combined with the successful execution of our capital recycling program, have created a portfolio of assets that are highly sought after. On behalf of our management team and our Board of Trustees, I d like to thank you for your continued support. P. Jane Gavan President and Chief Executive Officer November 11, 2015

4 Management s discussion and analysis All dollar amounts in our tables are presented in thousands of Canadian dollars, except rental rates, unit and per unit amounts. SECTION I OVERVIEW AND FINANCIAL HIGHLIGHTS KEY PERFORMANCE INDICATORS September 30, June 30, September 30, Portfolio Number of properties (1) Gross leasable area ( GLA ) (in square feet) (1) 13,221,425 13,393,180 15,839,035 Occupancy rate including committed (period-end) (1) 86.8 % 86.1 % 87.1 % Occupancy rate in-place (period-end) (1) 86.2 % 85.8 % 85.9 % Average in-place net rent per square foot (period-end) (1) Market rents above in-place net rents (1) 3.7 % 3.7 % 2.0 % September 30, June 30, September 30, Three months ended, Nine months ended September 30, 2015 (2) 2015 (2) 2014 (2) 2015 (2) 2014 (2) Operating results in Investment properties revenue (2) Total portfolio 38,242 40,785 42, , ,103 Initial Properties 15,781 17,846 20,502 51,659 69,736 Acquisition Properties 22,461 22,939 22,070 68,141 62,367 Net operating income ( NOI ) (3) Total portfolio 26,190 28,469 30,187 82,101 91,950 Initial Properties 8,462 9,573 12,005 26,864 40,164 Acquisition Properties 17,728 18,896 18,182 55,237 51,786 Operating results in $ (4) Investment properties revenue (2) Total portfolio $ 55,693 $ 55,485 $ 61,388 $ 168,088 $ 196,035 Initial Properties 23,000 24,283 29,577 72, ,640 Acquisition Properties 32,693 31,202 31,811 95,641 92,395 Net operating income ( NOI ) (3) Total portfolio 38,116 38,748 43, , ,395 Initial Properties 12,316 13,040 17,306 37,678 59,665 Acquisition Properties 25,800 25,708 26,210 77,485 76,730 Funds from operations ( FFO ) (5) 21,999 22,079 23,233 65,322 74,068 Adjusted funds from operations ( AFFO ) (6) 20,717 20,397 21,686 60,976 68,969 Distributions Declared distributions $ 22,500 $ 22,426 $ 22,180 $ 67,280 $ 66,284 DRIP participation ratio (for the period) 14.8 % 14.4 % 15.9 % 14.7 % 16.7 % Per unit amounts (7) Distribution $ 0.20 $ 0.20 $ 0.20 $ 0.60 $ 0.60 Basic: FFO AFFO Diluted: FFO Dream Global REIT 2015 Third Quarter Report 2

5 Financing Weighted average face rate of interest on September 30, June 30, September 30, debt (period-end) (1)(11) 3.00 % 3.06 % 3.28 % Interest coverage ratio (1)(8)(9) 3.09 times 3.06 times 3.30 times Level of debt (debt-to-gross book value, net of cash) (1)(8)(9) 51 % 51 % 56 % Debt average term to maturity (years) (1)(9)(10) Unsecured convertible debentures $ 153,993 $ 153,441 $ 151,841 (1) Reflects Owned Share of joint venture properties starting in Q Number of properties includes the joint venture properties but excludes properties classified as assets held for sale starting in Q Joint venture properties are accounted for using the equity method in our condensed consolidated financial statements. (2) Investment properties revenue (non-gaap measure) is defined as total revenue, including the share of investment property revenue from investments in joint ventures from the date of closing of the sale of the respective properties. The reconciliation of investment property revenue can be found in the section Non-GAAP measures and other disclosures. (3) NOI (non-gaap measure) is defined as total of net rental income, including the share of net rental income from investment in joint ventures from the date of closing of the sale of the respective properties. The reconciliation of NOI to net rental income can be found in the section Non-GAAP measures and other disclosures under net operating income. (4) Results from operations were converted into Canadian dollars from euros using the average exchange rates found on page 29. (5) FFO (non-gaap measure) The reconciliation of FFO to net income can be found in the section Our results of operations under the heading Funds from operations and adjusted funds from operations. (6) AFFO (non-gaap measure) The reconciliation of AFFO to cash generated from (utilized in) operating activities can be found in the section Non-GAAP measures and other disclosures under the heading Cash generated from operating activities to AFFO reconciliation. (7) A description of the determination of basic and diluted amounts per unit can be found in the section Non-GAAP measures and other disclosures under the heading Weighted average number of units. (8) The calculations of the interest coverage ratio and level of debt (net debt-to-gross book value) are included in the section Non-GAAP measures and other disclosures under the headings Interest coverage ratio and Level of debt (debt-to-gross book value, net of cash). (9) This metric includes the REIT s share of the mortgages on joint venture properties starting in Q (10) This metric excludes the revolving credit facility. (11) Weighted average face rate of all interest bearing debt. FINANCIAL OVERVIEW The third quarter results were in line with our expectations with funds from operations ( FFO ) and adjusted funds from operations ( AFFO ) of $22.0 million and $20.7 million, respectively. By comparison, the FFO and AFFO for Q were $23.2 million and $21.7 million, respectively. The reduction in both metrics in Q from the Q levels reflects the impact of expiries of the Deutsche Post short-term lease extensions that Deutsche Post entered into after their July 1, 2014 terminations and the sale of a 50% interest in eight assets to our joint venture partner POBA in Q and Q Partially offsetting these items were the acquisitions we completed since Q in addition to our leasing performance. On a per unit basis, basic FFO and basic AFFO were 20 cents and 18 cents, respectively, in Q3 2015, compared to 21 cents and 20 cents in Q Quarter-over-quarter, FFO and AFFO per unit remained unchanged compared to Q On September 4, 2015, we completed the acquisition of Anger Entrée, a 131,000 square foot multi-tenant office building, centrally located in Erfurt, a major regional centre and federal state capital. The property was developed in 2001, and acquired for $27.5 million at a cap rate of 7.1%. To finance the acquisition, we obtained a seven-year mortgage at a 55% loan-to-value with an interest rate of 1.42%. Our leasing momentum and the overall leasing pipeline remain strong as we approach the end of the year, buoyed by solid economic metrics in Germany. Overall in-place and committed occupancy increased to 86.8% in Q compared to 85.3% at the end of Year-over-year occupancy declined by 30 basis points from 87.1% at the end of Q3 2014, partially as a result of the sale of a 50% interest in eight assets with above average occupancy rates to our joint venture partner POBA in Q and Q Year-over-year, in-place rents increased from 8.90 per square foot in Q to 9.46 per square foot in Q3 2015, largely due to the completed acquisitions since Q3 2014, which have a higher average per square foot rent compared to our overall portfolio. We are also seeing an increase in rents on lease renewals and the signing of new leases. The lending environment in Germany remains favourable, enabling the Trust to take advantage of these conditions as evidenced by the decline in the average face interest rate to 3.00% at the end of Q3 2015, from 3.23% at the end of Q Our leverage remained unchanged at 51% (debt-to-gross book value, net of cash) at the end of Q compared to the end of Q The current leverage ratio is in the targeted range of 50% to 60% debt-to-gross book value (net of cash). Dream Global REIT 2015 Third Quarter Report 3

6 OUTLOOK The German economy continues to benefit from a robust labour market and strong domestic demand, fuelled by low oil prices and low interest rates. Germany s unemployment rate remains among the lowest in the European Union and underlying fundamentals in the office sector are strong, with overall net absorption of office space continuing to be positive across the Big 7 office markets. Vacancy rates in all seven major real estate markets further declined to 6.9% at the end of Q3 2015, resulting in a 30 basis point decline since the end of Q2 and a 70 basis point decline since the end of The demand for real estate investments in Germany stayed strong in the third quarter. Total investment volume for commercial real estate has reached 38.2 billion during the first nine months of 2015, of which 40% was invested in office properties could mark an all-time high for investments in German real estate. While the investment market has been getting increasingly competitive, we continued to find opportunities to invest in the most sought-after markets in Germany. On October 27, we closed the $64.7 million acquisition of Zimmer 56, a 170,000 square foot multi-tenant office building located in Berlin. During the third quarter, we sold 14 non-core assets from our Initial Properties portfolio, realizing $24.6 million in gross proceeds, increasing the assets sold during the nine months ended September 30, 2015 to 40 for an aggregate gross sales price of approximately $70.0 million. In addition, we had a total of 14 properties under contract for sale at September 30, 2015 with a total fair value of $53.4 million. With the backdrop of a robust economy and a solid real estate market, we are well positioned to take advantage of our platform and portfolio. We continue to pursue investment opportunities that are accretive to our business and strengthen the stability of our cash flow over the long run. BASIS OF PRESENTATION Our discussion and analysis of the financial position and results of operations of Dream Global Real Estate Investment Trust ( Dream Global REIT, the REIT or the Trust ) should be read in conjunction with the audited consolidated financial statements and unaudited interim condensed financial statements of the Trust for the periods ended December 31, 2014 and September 30, 2015, respectively. The Trust s basis of financial reporting is International Financial Reporting Standards ( IFRS ). The REIT complies with IFRS 11, Joint Arrangements, and accounts for investments in joint ventures in its condensed consolidated financial statements using the equity method of accounting. All references herein to consolidated refer to amounts as reported under IFRS. For the purpose of this management s discussion and analysis ( MD&A ), all references to REIT s Interest or Owned Share refer to a non-gaap financial measure representing Dream Global REIT s proportionate share of the financial position and results of operations of its entire portfolio, including equity-accounted investments under the assumption that all investments in joint ventures have been proportionately consolidated. For a reconciliation of the Trust s results of operations and statement of financial position, please see Non-GAAP measures and other disclosures in this MD&A. This MD&A has been dated as at November 11, For simplicity, throughout this discussion, we may make reference to the following: Debentures, meaning the 5.5% convertible unsecured subordinated debentures of the Trust due July 31, 2018; GLA, meaning gross leasable area; GRI, meaning gross rental income; Initial Properties, meaning the income-producing properties we acquired on August 3, 2011; Acquisition Properties, meaning the income-producing properties acquired subsequent to the Trust s initial public offering on August 3, 2011; Units, meaning the Units of the Trust; and POBA, meaning Public Officials Benefit Association, a South Korean pension fund. Certain information has been obtained from Colliers International ( Colliers ) and Jones Lang LaSalle ( JLL ), commercial firms that provide information relating to the German real estate industry. Although we believe this information is reliable, the accuracy and completeness of this information is not guaranteed. We have not independently verified this information and make no representation as to its accuracy. Dream Global REIT 2015 Third Quarter Report 4

7 When we use terms such as we, us and our, we are referring to the REIT and its subsidiaries. When we refer to Deutsche Post as being the lessee or the tenant of the Initial Properties, we are referring to Deutsche Post Immobilien GmbH ( DPI ), which is a wholly owned subsidiary of Deutsche Post AG. Deutsche Post AG has provided a letter of support with respect to DPI and its ability to carry out its obligations under leases for the Initial Properties. Estimated market rents disclosed throughout the MD&A are management s estimates and are based on current leasing fundamentals. The current estimated market rents are at a point in time and are subject to change based on future market conditions. In addition, certain disclosure incorporated by reference into this report includes information regarding our largest tenants that has been obtained from publicly available information. We have not independently verified any such information. Certain information herein contains or incorporates comments that constitute forward-looking information within the meaning of applicable securities legislation. Forward-looking information is based upon a number of assumptions and is subject to a number of risks and uncertainties, including but not limited to statements regarding our objectives and strategies, proposed acquisitions and dispositions, development of our portfolio, stability and growth of our cash flows and distributions, future financings, future maintenance and leasing expenditures, projected costs, economic performance or expectations, or the assumptions underlying any of the foregoing, many of which are beyond Dream Global REIT s control, which could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. These risks and uncertainties include, but are not limited to, global and local economic, business and government conditions; the financial condition of tenants; concentration of our tenants; our ability to refinance maturing debt; leasing risks, including those associated with the ability to lease vacant space and the timing of lease terminations; our ability to source and complete accretive acquisitions; changes in tax and other laws or the application thereof; and interest and currency rate fluctuations. Although the forward-looking statements contained in this management s discussion and analysis are based upon what we believe are reasonable assumptions, there can be no assurance that actual results will be consistent with these forwardlooking statements. Factors that could cause actual results to differ materially from those set forth in the forward-looking statements and information include, but are not limited to, general economic conditions; local real estate conditions, including the development of properties in close proximity to the Trust s properties; timely leasing of vacant space and re-leasing of occupied space upon expiration; dependence on tenants financial condition; the uncertainties of acquisition activity; the ability to effectively integrate acquisitions; interest rates; availability of equity and debt financing; the Trust s continued exemption from the specified investment flow-through trust ( SIFT ) rules under the Income Tax Act (Canada); and other risks and factors described from time to time in the documents filed by the Trust with securities regulators. All forward-looking information is as of November 11, 2015, except where otherwise noted. Dream Global REIT does not undertake to update any such forward-looking information whether as a result of new information, future events or otherwise, except as required by law. Additional information about these assumptions and risks and uncertainties is contained in our filings with securities regulators. These filings are also available on our website at Dream Global REIT 2015 Third Quarter Report 5

8 BACKGROUND Dream Global REIT is an unincorporated, open-ended real estate investment trust that was formed to provide investors with the opportunity to invest in real estate exclusively outside of Canada. Dream Global REIT was founded by Dream Asset Management Corporation ( DAM ), a subsidiary of Dream Unlimited Corp. (TSX: DRM), which is our asset manager. Our Units are listed on the Toronto Stock Exchange under the trading symbol DRG.UN. As at September 30, 2015, our portfolio consisted of 214 properties comprising approximately 13.2 million square feet of GLA located in Germany, including eight properties held within a joint venture of which Dream Global REIT retained a 50% ownership interest, and excluding 14 assets that are held for sale. We will be exempt from the SIFT rules, taking into account all proposed amendments to such rules, as long as we comply at all times with our investment guidelines which, among other things, only permit us to invest in properties or assets located outside of Canada. We do not rely on the REIT exception under the Income Tax Act (Canada) in order to be exempt from the SIFT rules. As a result, we are not subject to the same restrictions on our activities as those that apply to Canadian real estate investment trusts that do rely on the REIT exception. This gives us flexibility in terms of the nature and scope of our investments and other activities. Because we do not own taxable Canadian property, as defined in the Income Tax Act (Canada), we are not subject to restrictions on our ownership by non-canadian investors. OBJECTIVES We are committed to: managing our investments to provide stable, sustainable and growing cash flows through investments in commercial real estate located outside of Canada. To date, 100% of our portfolio is located in Germany; building a diversified portfolio of commercial properties; capitalizing on internal growth and seeking accretive acquisition opportunities in our target markets; increasing the value of our assets and maximizing the long-term value of our Units through the active and efficient management of our assets; and providing predictable cash distributions per unit, on a tax-efficient basis. Distributions We currently pay monthly distributions to unitholders of cents per unit, or 80 cents per unit on an annual basis. At September 30, 2015, approximately 13.8% of our total Units were enrolled in the Distribution Reinvestment and Unit Purchase Plan ( DRIP ). September 30, June 30, March 31, December 31, Annualized distribution rate $ 0.80 $ 0.80 $ 0.80 $ 0.80 $ 0.80 $ 0.80 $ 0.80 $ 0.80 Monthly distribution rate $ $ $ $ $ $ $ $ Period-end closing unit price $ 8.84 $ 9.08 $ 9.93 $ 9.82 $ 9.84 $ 9.28 $ 8.57 $ 8.42 Annualized distribution yield on closing unit price 9.05 % 8.81 % 8.06 % 8.15 % 8.13 % 8.62 % 9.33 % 9.50 % OUR STRATEGY Our core strategy to meet our objectives includes the following: Optimizing the performance, value and long-term cash flow of our properties We manage our properties to optimize their performance, value and long-term cash flow. We seek to do this by achieving high occupancy and rental rates. Together with our management team in Canada, we also have an established management team in Germany and Luxembourg, bringing a history with our Initial Properties, deep market knowledge and established relationships with other market participants. Leasing, capital expenditure and construction initiatives are either internally managed or overseen by us, while property management services, including general maintenance, rent collection and administration of operating expenses and tenant leases, are carried out by third-party service providers under the oversight of our internal team. Dream Global REIT 2015 Third Quarter Report 6

9 Diversifying our portfolio to mitigate risk We continuously seek to diversify our portfolio to increase value on a per unit basis, further improve the sustainability of our distributions and strengthen our tenant profile. We focus on adding high-quality tenants in the most desirable office markets in addition to increasing our overall asset base in our target markets. A key criterion when considering potential acquisitions is the multi-tenant nature of a property. Investing in stable income-producing properties outside of Canada When considering acquisition opportunities, we look for properties with quality tenancies and strong occupancy, and assess how these opportunities complement our properties and have the potential to create additional value. In considering future acquisitions, we intend to focus on countries with a stable business and operating environment, a liquid market for real estate investments, a legal framework that provides adequate rights and protections for owners of property, and a manageable foreign investment regime. We will consider investment opportunities in income-producing properties that are accretive, provide stable, sustainable and growing cash flows, and enable us to realize synergies within our portfolio of properties. The execution of this strategy will be continuously reviewed and will also include dispositions of properties and optimizing our capital structure. Maintaining and strengthening a conservative financial profile We operate our investments in a disciplined manner, with a focus on financial analysis and balance sheet management to ensure we maintain a prudent capital structure and conservative financial profile. We intend to generate stable cash flows sufficient to fund our distributions while maintaining a conservative debt ratio. Our preference will be to stagger our debt maturities to mitigate our interest rate risk and limit refinancing exposure in any particular period. We have also implemented a foreign exchange hedging strategy to provide greater certainty regarding the payment of distributions to unitholders and interest to debenture holders. OUR ASSETS Throughout this document, we make reference to the following two asset categories: Initial Properties As at September 30, 2015, this category included 183 properties (excluding assets held for sale). The assets can be characterized as national and regional administration offices, mixed use retail and distribution properties, and regional logistics headquarters of Deutsche Post as well as other third-party tenants, including Postbank as well as municipal and state government agencies. The properties are generally strategically located near central train stations and main retail areas and are easily accessible by public transportation. Acquisition Properties As at September 30, 2015, this category included 31 office properties, which were acquired since our initial public offering ( IPO ) in In comparison to the Initial Properties, these assets are generally larger, newer or recently refurbished buildings. A 50% interest in eight of the 31 properties was sold in Q and Q These assets are jointly owned with POBA, a South Korean pension fund. The majority of our portfolio is concentrated in Germany s largest office markets: Geographic composition of portfolio (1) Total GLA (sq. ft.) Total GLA (%) Total GRI (%) Berlin 569, Cologne 944, Düsseldorf 1,691, Frankfurt 1,072, Hamburg 1,589, Hannover 614, Munich 553, Nuremberg 583, Stuttgart 496, Other 5,107, Total 13,221, (1) Reflects the REIT s Owned Share basis. Dream Global REIT 2015 Third Quarter Report 7

10 TENANTS Through our active acquisitions, dispositions and leasing program, we continue to focus on the diversification of our tenant base. The table below highlights the diversification away from the single-tenant nature of our Initial Properties. At the end of Q3 2015, Deutsche Post s GRI was approximately 24.7% of the Trust s overall occupied and committed GRI, down from 29.5% at the end of Tenant composition (1)(2) Total annualized GRI (%) Credit rating (3)(4) Deutsche Post 24.7 BBB+ Freshfields Bruckhaus Deringer 3.6 n/a ERGO Direkt Lebensversicherungs AG 3.2 AA- Deutsche Rentenversicherung Knappschaft Bahn-See 2.1 n/a BNP Paribas Fortis SA/NV 2.0 A+ Deutsche Postbank AG 1.6 A- CinemaxX Entertainment GmbH & Co. KG 1.6 n/a Google Germany GmbH 1.6 AA Maersk Deutschland A/S & Co. KG 1.4 BBB+ City of Dusseldorf 1.3 n/a Other third-party tenants 56.9 n/a Total (1) Reflects the REIT s Owned Share. (2) Imtech Deutschland GmbH & Co. KG, previously one of the Trust's largest tenants, filed for insolvency in August The Trust is in advanced negotiation with a credit government tenant to re-lease the entire space. (3) Source: Standard & Poor s, Fitch. (4) n/a means not applicable. Deutsche Post Deutsche Post is an integral part of the German economy and continues to be an important part of day-to-day life in Germany. Through its acquisition of DHL in 2002, Deutsche Post DHL has become a global logistics market leader. It employs approximately 480,000 people in more than 220 countries and territories. (1) As the only provider of universal postal services in Germany, Deutsche Post must provide certain minimum levels of service to German residents. Some of the space leased to Deutsche Post is occupied by Postbank, a public company controlled by Deutsche Bank. Postbank offers retail financial services in its branches within Deutsche Post s network, which generates increased traffic through the postal services offered in those branches. As at September 30, 2015, our portfolio featured approximately 122 Postbank branches, allowing for the delivery of integrated financial and postal services. Leases for 29 Postbank branches are direct leases. Postbank branches are typically located at ground level with a view to attracting a high volume of retail and business customers seeking financial or postal services. Freshfields Bruckhaus Deringer ( Freshfields ) Freshfields is the second-largest tenant in our portfolio as measured by GRI. Freshfields is an international law firm with offices in Europe, Asia, North America and the Middle East. (2) Freshfields occupies 71% of the space in our property located at Feldmühleplatz 1 and generated approximately 3.6% of the REIT s overall GRI as at September 30, ERGO Direkt Lebensversicherungs AG ( ERGO ) ERGO is the third-largest tenant in our portfolio as measured by GRI. With approximately 43,000 employees in over 30 countries, ERGO is one of the largest insurance companies in Germany. (3) ERGO, which belongs to the Munich RE group of companies, occupies the entire space in our property located at Karl-Martell-Strasse 60 in Nuremberg, and generated approximately 3.2% of the REIT s overall GRI as at September 30, Deutsche Rentenversicherung Knappschaft Bahn-See ( Deutsche Rentenversicherung ) Deutsche Rentenversicherung is Germany s state pension fund covering over 50 million people. About 259 billion was paid to recipients in 2013 alone. (4) Deutsche Rentenversicherung occupies approximately 38% of the space in our property located at Millerntorplatz 1 in Hamburg, and generated approximately 2.1% of the REIT s overall GRI as at September 30, Dream Global REIT 2015 Third Quarter Report 8

11 BNP Paribas Fortis SA/NV ( BNP Paribas Fortis ) BNP Paribas Fortis is a financial services provider, offering services to private and professional clients, corporate clients and public entities through a number of networks. (5) The company, which is deeply rooted in Belgium s economy, occupies approximately 55% of the space in Cäcilienkloster in Cologne as well as 8% in Z-UP in Stuttgart and generated approximately 2.0% of the REIT s overall GRI as at September 30, Deutsche Postbank AG ( Postbank ) Postbank is one of Germany s largest financial service providers with approximately 14 million clients, 14,800 employees and total assets of approximately 155 billion. Postbank mainly focuses on private customers and small to medium-sized companies and has the densest branch network of any bank in Germany with 1,100 of its own branches and 4,500 Deutsche Post partner branches as well as 700 Postbank advisory centres. (6) As at September 30, 2015, Postbank generated approximately 1.6% of the REIT s overall GRI. CinemaxX Entertainment GmbH & Co. KG ( CinemaxX ) CinemaxX is a well-known cinema chain in Germany and Denmark with 33 cinemas and 2,000 employees in these two countries. (7) CinemaxX occupies approximately 62% of the GLA in our property located at Bertoldstrasse 48/Sedanstrasse 7 in Freiburg and generated approximately 1.6% of the REIT s overall GRI as at September 30, Google Germany GmbH ( Google ) Google is an American multinational corporation specializing in internet-related services and products and employs over 40,000 people worldwide. (8) Google Hamburg is the company s commercial headquarters for Germany, Austria, Switzerland and the Nordics and occupies approximately 87% of the GLA in ABC Bogen, our property located in the heart of Hamburg at ABC Strasse 19. Google generated approximately 1.6% of the REIT s overall GRI as at September 30, Maersk Deutschland A/S & Co. KG ( Maersk ) Maersk is one of the world s largest shipping companies and operates in approximately 130 countries. Through its various divisions, the group employs approximately 89,000 people and generated over US$47 billion in revenues in (9) Maersk occupies approximately 61% of the GLA in Humboldt House, our property located at Am Sandtorkai 37 in Hamburg. Maersk generated approximately 1.4% of the REIT s overall GRI as at September 30, City of Dusseldorf The City of Dusseldorf is the capital of the German state of North Rhine-Westphalia and the centre of the Rhine-Ruhr metropolitan region with a population of 11 million people. (10) The City of Dusseldorf occupies approximately 49% of the GLA in our asset at Moskauer Strasse in Dusseldorf and generated approximately 1.3% of the REIT s overall GRI as at September 30, (1) As disclosed at Deutsche Post DHL s website at (2) As disclosed at Freshfields website at (3) As disclosed at ERGO s website at (4) As disclosed at Deutsche Rentenversicherung s website at (5) As disclosed at BNP Paribas website at (6) As disclosed at Deutsche Postbank AG s website at (7) As disclosed at CinemaxX s website at (8) As disclosed at Google s website at and (9) As disclosed at Maersk s website at (10) As disclosed at City of Dusseldorf's website at Dream Global REIT 2015 Third Quarter Report 9

12 MARKET OVERVIEW GERMANY German economy The German economy has established itself as a key location for production sites and is a country with a favourable business environment. Similar to Canada, Germany is a country with a history of political, legal and financial stability and provides an attractive climate for long-term investment. Recent developments Overall, the German economy continues to be the main driving force of Europe and is expected to benefit from a robust labour market and strong domestic demand. Germany s unemployment rate of 4.3% (1) at the end of September 2015 remains among the lowest in the European Union. The German government revised its current gross domestic product ( GDP ) outlook for 2015 upwards to 1.7% (2) in June 2015, largely due to strong export and increased consumer spending. Economic impact on the German real estate sector Germany remains one of the most highly sought-after real estate investment markets in Europe, benefiting from strong local and international investor demand. Economic sentiment has been positive in Q and demand for real estate investments in Germany remains buoyant. During the first nine months of 2015, the total investment volume for commercial real estate reached 38.2 billion, of which 40% (3) was invested in office properties. International investors continued to show a strong interest in the German commercial real estate market with a market share of 54% (3). The underlying fundamentals in the office sector remain strong with overall net absorption of office space continuing to be positive across the Big 7 office markets. Vacancy rates in all seven major real estate markets further declined at the end of Q with a 70 basis point decline from 7.6% at the end of 2014 to 6.9% (4) at September 30, (1) ILO labour market statistics overview, Destatis Germany s Federal Statistical Office (2) Deutsche Bundesbank the central bank of the Federal Republic of Germany (3) JLL Investment Market Overview Q (4) JLL Office Market Overview Q SECTION II EXECUTING THE STRATEGY OUR OPERATIONS Occupancy Overall in-place and committed occupancy was 86.8% at September 30, 2015, an increase of 150 basis points from the end of 2014, and 70 basis points quarter-over-quarter compared to Q Occupancy in our Initial Properties increased from 80.1% at the end of 2014 to 81.9% at the end of Q3 2015, due to our leasing efforts, dispositions as well as the removal of vacancy pertaining to properties that were sold but have not closed as at September 30, These properties are classified under Assets held for sale in the condensed consolidated financial statements and have been removed from our property level metrics disclosed under Our Operations, including occupancy and vacancy rates, lease maturities, weighted average remaining lease term ( WALT ) and rental rates. Occupancy in our Acquisition Properties decreased from 97.9% at the end of 2014 to 95.5% at September 30, 2015, reflecting lease expiries during 2015 and below-average occupancy rates in the two properties at the time of their acquisition in The table below details the percentage of occupied and committed space for the total portfolio as well as the comparative portfolio. The comparative portfolio comprises properties owned by the Trust at December 31, 2014 and September 30, 2015, and excludes properties that were acquired or sold during the first nine months of Total portfolio Comparative portfolio September 30, December 31, September 30, December 31, Portfolio (%) Initial Properties Acquisition Properties (1) Total (1) Reflects the REIT s Owned Share. Dream Global REIT 2015 Third Quarter Report 10

13 Vacancy schedule The tables below highlight our leasing activity for the three-month and nine-month periods ended September 30, During Q3 2015, our overall space available for lease decreased by approximately 118,170 square feet. The decrease in vacancy was largely the result of dispositions of Initial Properties and strong leasing during the quarter, slightly offset by some acquired vacancy and remeasurements. Overall, we maintained a high retention rate of 83% (1) across the entire portfolio in Q and 80% for the nine months ended September 30, For the three months ended September 30, 2015 (in square feet) Initial Properties Acquisition Properties (2) Total Available for lease July 1, ,678, ,002 1,860,782 Change in vacancy due to acquisitions 7,353 7,353 Change in vacancy due to dispositions (108,905) (108,905) Remeasurements (10,738) 985 (9,753) Subtotal Available for lease 1,559, ,340 1,749,477 Expiries 30, , ,519 Early termination and bankruptcies 3,584 3,584 Deutsche Post extension expiries New leases (33,918) (15,427) (49,345) Renewals (9,537) (115,283) (124,820) Future leases for the period (20,452) (51,351) (71,803) Available for lease September 30, ,529, ,374 1,742,612 (1) For the purpose of calculating tenant retention, 51,700 square feet were deducted from expiries to reflect space subject to interim usage and uncommitted head lease space; 27,200 square feet were added back to renewals, currently included in new and future leases, reflecting tenant expansions and committed head lease space. (2) Reflects the REIT s Owned Share. For the nine months ended September 30, 2015 (in square feet) Initial Properties Acquisition Properties (1) Total Available for lease January 1, ,085,616 93,521 2,179,137 Change in vacancy due to acquisitions 54,442 54,442 Change in vacancy due to dispositions (2) (610,760) (16,032) (626,792) Remeasurements (32,810) (789) (33,599) Subtotal Available for lease 1,442, ,142 1,573,188 Expiries 203, , ,331 Early termination and bankruptcies 3,584 18,717 22,301 Deutsche Post extension expiries 135, ,878 New leases (92,226) (23,153) (115,379) Renewals (103,009) (391,119) (494,128) Future leases for the period (60,880) (116,699) (177,579) Available for lease September 30, ,529, ,374 1,742,612 (1) Reflects the REIT s Owned Share. (2) The reduction in vacancy in our Acquisition Properties resulted from the sale of a 50% interest in a property to POBA. Dream Global REIT 2015 Third Quarter Report 11

14 The table below highlights our occupancy, leasing activity and rental rates for the last eight quarters. Committed occupancy includes in-place occupancy as well as space for which leases have been signed but do not commence until a future quarter. Occupancy Q (1)(2) Q (1)(2) Q (1)(2) Q (1) Q Q Q Q Committed occupancy (square feet) 11,478,813 11,523,398 11,920,554 12,660,524 13,788,078 13,787,918 13,874,523 13,577,298 Committed occupancy 86.8% 86.1% 86.0% 85.3% 87.1% 87.9% 87.7% 86.4% In-place occupancy (square feet) 11,403,146 11,488,609 11,867,554 12,568,632 13,603,696 13,644,620 13,753,248 13,496,358 In-place occupancy 86.2% 85.8% 85.6% 84.7% 85.9% 87.0% 86.9% 85.9% Leasing activity Expiries (235,519 ) (330,102 ) (232,711 ) (210,323 ) (203,087 ) (175,716 ) (113,105 ) (168,754 ) Early termination and bankruptcies (3,584) (2,898) (15,819) (18,214) (38,709) (8,908) (24,143) (2,489) New leases 49,346 44,309 21,725 37,589 89,075 21,370 46,185 35,285 Renewals 124, , , , , ,149 52, ,914 Future leases 71,803 70,626 35,150 31, ,670 68, ,236 30,840 Net leasing absorption (before DP terminations) 6,866 7,276 (47,687) (5,371) 92,220 38, ,806 10,796 Deutsche Post leasing activity Deutsche Post terminations (99,214 ) (1,756,589 ) Expiries of Deutsche Post extensions (30,363) (105,515) (231,311) Deutsche Post/Postbank renewals and extensions 99,214 1,492,986 Net leasing absorption (incl. DP terminations) 6,866 (23,087) (153,202) (236,682) (171,383) 38, ,806 10,796 Average in-place rent ( /sq. ft./year) % change 0.7% 1.4% 4.5% (0.4)% 1.8% 0.3% 3.0% 3.5% (1) Reflects the REIT s Owned Share. (2) Excludes properties held for sale. In-place rental rates In-place rents have increased from approximately 8.86 per square foot/year at December 31, 2014 to approximately 9.46 per square foot/year at September 30, 2015, reflecting higher in-place rents in the Acquisition Properties as well as higher rents on renewals and new leases. The majority of the leases in the Acquisition Properties portfolio include rent adjustment clauses linked to an increase in the consumer price index ( CPI ). Overall, average market rents remain above in-place rents as at September 30, For the quarter ended on September 30, 2015, the spread between in-place rents and market rents was 3.7%. The difference between in-place rents and market rents in our Initial Properties is approximately 14.9%, allowing for rental rate growth in this segment of our portfolio, which has approximately 1.5 million square feet of vacancy as at September 30, For certain Acquisition Properties, where in-place rents exceeded estimated market rents, the purchase price was adjusted to reflect such above-market rents. The gap between market and in-place rental rates is expected to narrow over time. The weighted average remaining lease term is 5.1 years for this category of assets, which allows for sufficient time for market rents to increase. Dream Global REIT 2015 Third Quarter Report 12

15 The table below provides a comparison between in-place rents and estimated market rents in our portfolio as at September 30, In $ (as at September 30, 2015) In (as at September 30, 2015) (per square foot/year) In-place rent Market rent In-place rent Market rent % of market rents above (below) in-place rents Initial Properties Deutsche Post (1) $ 7.86 $ Initial Properties third party Total Initial Properties (2) Acquisition Properties (3) (2.2) Overall $ $ (1) Includes renewals of space relating to the Deutsche Post 2016 termination rights. (2) Excludes properties held for sale. (3) Reflects the REIT s Owned Share. Market rent represents management s best estimate of the net rental rate that would be achieved in the event a unit becomes vacant in a new arm s length lease after a reasonable marketing period with an inducement and lease term appropriate for the particular space. Market rent by property is determined on a quarterly basis by our leasing and portfolio management teams. The basis of calculating market rents depends on leasing deals that are completed for similar space in comparable properties in the area. Market rents may differ by property or by unit within the property and depend on a number of factors. Some of the factors include the condition of the space, the location within the building, the extent of office build-out for the units, appropriate lease term and normal tenant inducements. Market rental rates are also compared against the external appraisal information that is gathered on a quarterly basis, as well as other external market data sources. At September 30, 2015, the WALT of all leases was approximately 4.2 years. WALT at WALT at (years) (1) September 30, 2015 December 31, 2014 Initial Properties Deutsche Post 3.1 (2) 3.5 Initial Properties third party Total Initial Properties 3.7 (3) 3.9 Acquisition Properties (4) Overall (1) For the purpose of calculating WALT, month-to-month leases are reflected as leases with a one-year term. (2) Includes renewals of space relating to the Deutsche Post 2016 termination rights. (3) Excludes properties held for sale. (4) Reflects the REIT s Owned Share. Leasing and tenant profile Lease rollover profile The following table outlines our lease maturity profile by asset type as at September 30, Our lease maturity profile remains staggered with only 12% (excluding space leased on a month-to-month basis) of our portfolio expiring prior to (in square feet) Current vacancy Month-tomonth to 2039 Total Initial Properties (1) 1,529, ,733 39, , ,152 4,117,403 1,964,753 8,460,274 Acquisition Properties 213,374 31,177 27, , , ,684 3,190,303 4,761,151 Total GLA 1,742, ,910 66, , ,619 4,418,087 5,155,056 13,221,425 Total GLA (%) 13.2% 2.4% 0.5% 4.6% 6.9% 33.4% 39.0% 100.0% Total GRI ($) 3,839,228 1,265,126 11,680,911 15,264,680 36,484, ,232, ,766,692 Total GRI (%) 2.3% 0.7% 6.9% 9.0% 21.5% 59.6% 100.0% (1) Includes renewals of space relating to the Deutsche Post 2016 termination rights. Dream Global REIT 2015 Third Quarter Report 13

16 Deutsche Post leases The leases with Deutsche Post, which primarily expire on June 30, 2018 (many of which provide Deutsche Post with an option to extend the term until June 30, 2023) and contractual extensions described below comprise approximately 40.0% of the portfolio s GLA and account for approximately 24.7% of the portfolio s GRI. Below is a detailed expiry schedule for all Deutsche Post leases within our Initial Properties: Deutsche Post lease expiries Q Total GLA (sq. ft.) , , (1) 3,630, , (1) 663, , ,745 Total Deutsche Post lease expiries 5,234,636 (1) 2018 expiries exclude 394,000 square feet for which two-year contract extensions are in place. This space has been removed from the 2018 expiries and has been included in the 2020 expiries. Rent adjustment The rents under the Deutsche Post leases are subject to automatic adjustments (up or down) in relation to the German CPI. If the CPI for Germany changes by more than 4.3 index points as compared to the index at the commencement of the applicable lease or the previous rent adjustment, the rent payable under the Deutsche Post leases is automatically adjusted by 100% of the index change, with effect as of the time of the index change. Based on the index at the last CPI adjustment date, the index will have to exceed index points before the next adjustment will become effective. CPI numbers from September 2015 indicate that the CPI has reached index points. Termination rights In general, the Deutsche Post leases have a fixed term of ten years, expiring on June 30, These leases entitled Deutsche Post to terminate space in 2012, 2014 and 2016, subject to certain limitations and requirements. The rights of Deutsche Post to terminate a lease are limited by various tests that apply collectively to the Deutsche Post leases and the leases in respect of the remaining properties forming the portfolio the vendor of the Initial Properties acquired from Deutsche Post in July 2008 (the Caroline DP Leases ), considered as a whole. In addition, by June 30, 2017, Deutsche Post is required to provide the REIT with a list of Deutsche Post leases and/or Caroline DP Leases for which the term of such lease shall be extended for two additional years. This list must amount to at least 33.33% of the total reference rent of all Deutsche Post leases and Caroline DP Leases, considered as a whole, which at the beginning of the lease had no termination options. With the contractual extension, the Trust will receive a continuation of income of at least 11% of the reference rent pertaining to the Deutsche Post leases that are scheduled to expire in 2018 for the additional two years termination rights One of the opportunities that Deutsche Post terminations afforded the REIT is the ability to take advantage of the large blocks of contiguous vacant space the tenant left, making the terminated space more attractive for re-leasing to some prospective tenants. When combined with higher rents that we generally achieve on the terminated space, we see this reflected in the overall performance of the terminated properties. On July 1, 2012, Deutsche Post terminated a total of approximately 1.1 million square feet of space of which approximately 203,000 square feet were either extended by Deutsche Post or released to Postbank. Through our leasing efforts, as of September 30, 2015, we have been able to successfully replace approximately 86% (1) of the GRI generated by the terminated properties prior to the 2012 terminations. (1) Compared to GRI of the terminated properties as of Q2 2012, excluding properties sold or held for sale. GRI as of September 30, 2015 includes in-place leases and leases committed for future occupancy. Dream Global REIT 2015 Third Quarter Report 14

17 2014 termination rights On July 1, 2014, Deutsche Post terminated a total of approximately 1,757,000 square feet of space of which approximately 1,493,000 square feet were either extended by Deutsche Post or re-leased to Postbank. Lease extensions with Deutsche Post as well as third-party leases for 2014 terminated buildings have replaced approximately 75% (1) of the GRI generated from the 2014 terminated properties as at September 30, (1) Compared to GRI of the terminated properties as of Q2 2014, excluding properties sold or held for sale. GRI as of September 30, 2015 includes in-place leases and leases committed for future occupancy termination rights Excluding dispositions and assets held for sale, Deutsche Post had the right to terminate up to approximately 392,600 square feet in 16 properties effective as at June 30, We retained Deutsche Post in 14 of the 16 properties, or 342,049 square feet of space, retaining 84% of the gross rental income with respect to the terminated space. We are also in discussions with Postbank to retain them as a tenant in their current space in these buildings, which should result in further increases in our GRI retention. Lease negotiations with Deutsche Post resulted in the renewal of space in eight assets, in addition to the tenant not exercising their termination rights in six assets. Deutsche Post exercised their termination right with respect to two assets for 24,526 square feet. Number of assets Total GLA (sq. ft.) 1-year renewal (1) 1 135,766 3-year renewal 3 57,806 5-year renewal 4 57, renewals 8 250,882 No termination exercised 6 91,167 Subtotal of space retained ,049 Termination notice exercised 2 24,526 Space subleased to Postbank 26,011 Total subject to 2016 termination rights ,586 (1) This property located in Hamburg will be a redevelopment site once Deutsche Post vacates the space. The Trust is working on rezoning plans for a multiuse project. OUR RESOURCES AND FINANCIAL CONDITION Investment properties As at September 30, 2015, the value of our investment property portfolio was $2.3 billion (December 31, 2014 $2.1 billion). The REIT s management is responsible for determining fair value measurements included in the condensed consolidated financial statements, including fair values of investment properties, which are valued on a highest and best use basis. Fair values for investment properties are calculated using both the direct income capitalization and discounted cash flow ( DCF ) methods. The results of both methods are evaluated by considering the reasonableness of the range of values calculated under both methods. Fair value of a property is determined at the point within that range that is most representative of the fair value in the circumstances. Dream Global REIT 2015 Third Quarter Report 15

18 Changes in the value of our investment properties for the nine months ended September 30, 2015 and for the year ended December 31, 2014 are summarized in the table below as follows: For the nine months ended For the year ended September 30, December 31, Balance at beginning of period $ 2,079,671 $ 2,390,244 Additions Acquisitions 173, ,166 Building improvements 8,183 12,730 Lease incentives and initial direct leasing costs 6,460 14,908 Amortization of lease incentives (1,649) (1,458) Disposals (Initial Properties) (208) (144) Reclassified to assets held for sale (75,758) (161,174) POBA joint venture assets reclassified to assets held for sale (69,368) (573,521) Fair value adjustments 53,614 97,505 Transaction and other costs related to acquisition (10,063) (20,866) Foreign currency translation 140,123 (100,719) Balance at end of period (per condensed consolidated financial statements) $ 2,304,790 $ 2,079,671 Investment properties held for sale For the nine For the year months ended ended September 30, December 31, Balance at beginning of period $ 42,897 $ 21,147 Building improvements Lease incentives and initial direct leasing costs (131) Investment properties reclassified as held for sale 75, ,174 Investment properties reclassified as held for sale POBA joint venture assets 69, ,521 Fair value adjustments 590 (4,392) Disposals (69,742) (130,746) Disposals POBA joint venture assets (69,368) (573,521) Foreign currency translation 3,830 (4,166) Balance at end of period $ 53,383 $ 42,897 During the nine months ended September 30, 2015, one Acquisition Property was reclassified as asset held for sale and then subsequently sold to POBA at a fair value of $69.4 million, with the REIT retaining a 50% interest. In addition, we reclassified other properties from the Initial Properties valued at $75.8 million as assets held for sale. We acquired two properties during the nine months ended September 30, 2015, valued at $173.8 million (including transaction costs). During the nine months ended September 30, 2015, due primarily to capitalization rate ( cap rate ) compression, the fair value of the Acquisition Properties increased by $55.8 million, reduced by $2.2 million of straight-line rents and other adjustments. Due to appreciation of the euro against the Canadian dollar from $1.404 at December 31, 2014 to $1.495 at September 30, 2015, the investment property value increased by $140.1 million, representing an unrealized foreign exchange gain. Dream Global REIT 2015 Third Quarter Report 16

19 Acquisitions During the nine months ended September 30, 2015, we completed the following acquisitions: Office property Acquired GLA (sq. ft.) Occupancy at acquisition (%) Purchase price (1) Date acquired Millerntorplatz 1, Hamburg 374, $ 136,136 February 6, 2015 Anger Entrée, Krämpferstrasse 2,4,6, Erfurt 131, ,481 September 4, 2015 Total 505, $ 163,617 (1) Excludes transaction costs of $10.1 million. Dispositions The REIT completed the sale of 14 properties during the three months ended September 30, 2015, for an aggregate gross sales price of approximately $24.6 million, which represented 93% of their fair value at the last reporting period prior to sale. A portion of the net proceeds of $11.6 million was used to reduce our term loan credit facility. During the nine months ended September 30, 2015, we disposed of 40 investment properties for an aggregate gross sales price of approximately $70.0 million. Including five assets for which we signed purchase and sale agreements in Q3 2015, we had a total of 14 properties under contract for sale at September 30, 2015 with a total fair value of $53.4 million. As at September 30, 2015, these properties were reclassified as assets held for sale on the balance sheet and excluded from the value of investment properties, as the REIT has committed to a plan of sale for these investment properties. In total, we realized a fair value gain of $0.6 million on these properties and dispositions. Building improvements Building improvements represent investments made in our investment properties to ensure our buildings are operating at an optimal level. Such improvements are expected to increase the Trust s ability to obtain higher rental rates. During the three and nine months ended September 30, 2015, we spent $3.4 million and $8.2 million, respectively, on building improvements. In general, building improvements are non-recoverable from the tenants unless specifically provided for in the lease agreement. Initial direct leasing costs and lease incentives Initial direct leasing costs include external leasing fees and related costs, and broker commissions incurred in negotiating and arranging tenant leases. Lease incentives include costs incurred to make leasehold improvements to tenant spaces and cash allowances. They generally help to attract and put in place high value tenancies or to improve the quality of the asset. Initial direct leasing costs and lease incentives are dependent on asset type, lease terminations and expiries, the mix of new leasing activity compared to renewals, portfolio growth and general market conditions. Short-term leases generally have lower costs than long-term leases. During the three and nine months ended September 30, 2015, we incurred $1.5 million and $6.5 million, respectively, of lease incentives and initial direct leasing costs. As at September 30, 2015, we had outstanding initial direct leasing cost commitments of $1.4 million, for lease terms in excess of ten years on average. Investment in joint ventures As at September 30, 2015, the carrying amount of the investment in joint ventures was $209.0 million (December 31, 2014 $160.0 million). The Trust participates in partnerships ( joint ventures ) with other parties that own investment properties and accounts for its interests using the equity method in the condensed consolidated financial statements. The discussion of our operations includes our share of the joint ventures. Refer to the section Non-GAAP measures and other disclosures for a reconciliation to the condensed consolidated financial statements. Dream Global REIT 2015 Third Quarter Report 17

20 Ownership interest (%) September 30, December 31, Name Location POBA joint venture Löwenkontor Berlin, Germany Vordernbergstrasse 6/Heilbronner Strasse 35 (Z-UP) Stuttgart, Germany Speicherstrasse 55 (Werfthaus) Frankfurt, Germany Derendorfer Allee 4 4a (doubleu) Düsseldorf, Germany Neue Mainzer Strasse 28 (K26) Frankfurt, Germany ABC-Strasse 19 (ABC Bogen) Hamburg, Germany Marsstrasse Munich, Germany Liebknechtstr. 33/35, Heßbrühlstr. 7 (Officium) Stuttgart, Germany During Q1 2015, the REIT agreed to sell a 50% interest in an Acquisition Property that was held in a separate subsidiary to POBA. As a result, an Acquisition Property valued at $69.4 million and the related mortgage valued at $40.7 million were derecognized as at January 30, The total consideration to the REIT for the 50% interest in the investment property was $36.8 million. The consideration consisted of the assumption of working capital of $0.1 million and POBA assuming 50% of the outstanding mortgage which totalled $20.3 million with the balance of $16.3 million paid to the REIT in cash. The REIT incurred transaction costs of $0.3 million relating to the sale resulting in net proceeds to the REIT of $16.0 million. The REIT recorded a gain on the sale of $1.1 million, including $0.4 million of deferred tax loss. As at September 30, 2015, the REIT coowned a total of eight Acquisition Properties with POBA. During the nine months ended September 30, 2015, the fair value of the investment properties held by the joint venture increased in fair value by $59.0 million. The REIT s 50% share of this increase was $29.5 million, which is reflected in the investment in joint ventures as at September 30, During the nine months ended September 30, 2015, the REIT recorded fee income relating to the POBA joint venture of $2.0 million (nine months ended September 30, 2014 $nil), which is included in interest and other income. The investment properties that the joint ventures hold are consistent in terms of the class and type of properties held in the Trust s portfolio. OUR CAPITAL Liquidity and capital resources Dream Global REIT s primary sources of capital are cash generated from operating activities, a credit facility, mortgage financing and equity and debt issues. Our primary uses of capital include the payment of distributions, costs of attracting and retaining tenants, recurring property maintenance, major property improvements, debt amortization and interest payments, and property acquisitions. We expect to meet all of our ongoing obligations through current cash and cash equivalents, cash generated from (utilized in) operating activities, available credit facilities, debt refinancings and, as growth requires and when appropriate, new equity or debt issues. On November 10, the REIT obtained lender approval to increase the principal amount of the revolving credit facility from 75 million to 100 million in order to increase liquidity. In our condensed consolidated financial statements, our current liabilities exceed our current assets by $342.3 million. The main contributor to the shortfall, which resulted in an increase in current liabilities, was the expected maturity of the term loan credit facility of $337.8 million, which has an initial term of five years from the initial funding date of August 3, We expect to refinance the full amount of the term loan credit facility prior to its maturity in August Apart from the expected maturity of the credit facility, working capital balance, in general, fluctuates significantly from period to period depending on the timing of receipts and payments. The accounts payable outstanding at the end of any reporting period depends primarily on the timing of leasing costs and capital expenditures incurred as well as the impact of transaction costs incurred on any acquisitions completed during the reporting period. As at September 30, 2015, we had $40.5 million of cash on hand. After reserving for current payables and operating requirements, approximately $5.0 million is available for general corporate purposes. Our debt-to-gross book value (net of cash), at September 30, 2015, is 51%. Excluding cash and convertible debentures, our debt-to-gross book value (net of cash) is 46%. Dream Global REIT 2015 Third Quarter Report 18