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Valuation .Advisory.
Valuation of Certain Properties of Green REIT plc
7 April 2014
Jones Lang LaSalle Limited
Registered Office 10/11 Molesworth Street Dublin 2 Ireland
tel: 353 1 673 1600 fax: 353 1 679 5147
e-mail: [email protected]
www.jll.ie
PSP Licence No. 002273
Registered in Ireland: 285474
Jones Lang LaSalle Valuation of certain properties of Green REIT plc
Report Date
7 April 2014
Addressees
The Directors
Green REIT plc (“the Company”)
Styne House
Hatch Street Upper
Dublin 2
and
J&E Davy
Davy House
49 Dawson Street
Dublin 2
and
J.P. Morgan Cazenove
25 Bank Street
London EI4 5JP
The Properties
(1) No. 2 Burlington Road, Dublin 4;
(2) Numbers 84-93 Lower Mount Street, Dublin 2;
(3) INM Media Printing Work, Site 2023, Citywest Business Campus,
Dublin 24;
(4) Central Park Commercial Portfolio, Leopardstown, Dublin 18
(“Central Park”)
Instruction
In accordance with our engagement letters dated 9 December 2013 and
19 February 2014 we have considered the Properties listed above in order to
provide you with our opinion of value of the freehold / equivalent long
leasehold interests held in the Properties.
Purpose of Valuation
We understand that this Valuation Report and Schedule (‘‘the Valuation
Report’’), is required (i) to confirm to the directors of the Company the Market
Values as at 31 December 2013 and 20 February 2014 of the Properties and
(ii) for inclusion in a prospectus (within the meaning of Article 3 of Directive
2003/71/EC (as amended) which is to be published by the Company (the
“Approved Prospectus”) in connection with the firm placing, placing and open
offer of new ordinary shares in the capital of the company (the “new ordinary
shares”) and admission of the new ordinary shares to the premium listing
segment of the Official List of the UK Listing Authority and to the primary listing
segment of the Official List of the Irish Stock Exchange and to trading on the
main securities for listed securities market of the Irish Stock Exchange and the
main market for listed securities of the London Stock Exchange (the
“Purpose”). We understand that investors will rely on the Prospectus in making
their decision to invest in the Company.
We understand that this Valuation Report will be relied upon by the Company
and Davy and J.P. Morgan Cazenove and their respective affiliates, which term
shall mean any holding company or parent undertaking of Davy or J.P. Morgan
Cazenove and any subsidiary or fellow subsidiary undertaking of Davy or
J.P. Morgan Cazenove or of such holding company or parent undertaking and
the directors, offices, employees, of each of the such persons and of Davy and
J. P. Morgan Cazenove from time to time.
Valuation Date
31 December 2013 for all Properties other than Central Park where we have
provided an opinion of value at 20 February 2014.
Compliance with
Valuation Standards
The valuations of all the Properties have been prepared in accordance with the
RICS Valuation - Professional Standards March 2012 and January 2014 (the
“RICS Red Book”). The property details upon which these valuations are based
are as set out in this report.
We confirm that these valuations are each prepared for a Regulated Purpose
as defined in the RICS Red Book together with the ESMA update of the CESR
recommendations for the consistent implementation of Commission
Regulations (EC) No. 809/2004 implementing the Prospectus Directive (the
“CESR Recommendations”), the Irish Prospectus Regulations (as defined
below) and the Prospectus Rules for the time being issued by the Central Bank
of Ireland under Section 51 of the Investment Funds, Companies and
Miscellaneous Provisions Act 2005 (the Irish Prospectus Rules”).
We confirm that we have sufficient current local and national knowledge of the
particular property market involved, and have the skills and understanding to
undertake the valuations competently.
Status of Valuer
In preparing these valuations we have acted as External Valuers and an
Independent Expert for the purpose of paragraph 130 (i) of the CESR
Recommendations.
Valuer
We confirm that the personnel responsible for this valuation are qualified for
the purpose of the valuation in accordance with the RICS Red Book.
Assumptions
The Properties we have valued are briefly described in the Schedule attached
to this Valuation Report.
Each Property has been valued individually and not as part of a portfolio. No
allowance has been made for any possible discount or premium which may
apply for a bulk portfolio sale.
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We have made various assumptions as to tenure, letting, town planning, and
the condition and repair of buildings including ground and groundwater
contamination – as set out below in Scope of Work and Sources of Information
and Valuation Assumptions.
If any of the information or assumptions upon which the valuations are based
is subsequently found to be incorrect, the valuation figures may also be
incorrect and should be reconsidered.
Variation from
Standard Assumptions
As instructed, we have made the following Special Assumption for
Numbers 84 – 93 Lower Mount Street, Dublin 2:
Our opinion of Market Value represents a full 100% interest held in the
property without reflecting the terms of any option agreement.
Independence
The total fees, earned in 2013 by Jones Lang LaSalle Limited from the
Company were less than 5% of our total income.
Jones Lang LaSalle has provided ongoing valuation, agency and professional
services to Green Property Group (GPV3 Limited, Green Property plc and
Green Property Ventures Limited) in respect of other properties under their
management for the last 22 years.
We have had the following involvement with the Properties:
No. 2 Burlington Road, Dublin 4

Our Investment department provided advice to the previous owner.

Our Office Agency department acted on behalf of the previous landlord
in the April 2007 rent review.

Our Office Agency department provided advice to the tenant in the past.
INM Media Printing Work, Site 2023, Citywest Business Campus,
Dublin 24

Our Investment department provided advice to the previous owner and
acted on the sale of the property to the Company.
Central Park Commercial Portfolio, Leopardstown, Dublin 18

Our Investment department provided advice to the previous owner and
acted on the sale of the property to the Company.
Disclosure
The signatories of this report have been the signatories of valuations in respect
of the Properties for the Company (with the exception of Central Park) at
31 December 2013 and are engaged on a three year contract.
3
Market Value
We are of the opinion, subject to the Assumptions and, in respect of
Numbers 84-93 Lower Mount Street, Dublin 2 only, the Special Assumption
detailed herein, that the aggregate of the Market Values as at the Valuation
Date of the good and marketable freehold and long leasehold interests held in
the Properties is as follows:
€176,850,000 (One Hundred and Seventy Six Million, Eight Hundred and
Fifty Thousand Euros) exclusive of VAT, as shown in the table below and
further details of which are shown in the Schedule below.
No. 2 Burlington Road, Dublin 4
Freehold
€47,500,000
Numbers 84-93 Lower Mount Street,
Dublin 2
Freehold
/ Equivalent Long Leasehold
€10,350,000
INM Media Printing Work,
Site 2023,
Citywest Business Campus,
Dublin 24
Long Leasehold Interest
Central Park Commercial Portfolio,
Leopardstown, Dublin 18
Freehold
/ Equivalent Long Leasehold
€4,250,000
€114,750,000
Total
€176,850,000
No allowance has been made of any expenses of realisation, or for taxation,
(including VAT) which may arise in the event of a disposal and each Property
has been considered free and clear of all mortgages or other charges which
may be secured therein. We have estimated attributable acquisition costs at
4.46%.
We have valued the Properties individually and no account has been taken of
any discount or premium that may be negotiated in the market if all or part of
the portfolio was to be marketed simultaneously, either in lots or as a whole.
Our opinion of Market Value is based upon the Scope of Work, Sources of
Information and Valuation Assumptions attached, and has been primarily
derived using comparable recent market transactions on arm’s length terms.
We have set out further details of the individual Market Values for the
Properties on the Schedule below.
We have reviewed our valuations as at 31 December 2013 and
20 February 2014 and confirm that there has been no material change to the
valuation of the Properties from those dates to the date of this Valuation
Report.
Responsibility
For the purposes of Schedule 1 of Prospectus (Directive 2003/71/EC)
Regulations of Ireland (as amended) (the “Irish Prospectus Regulations”), we
accept responsibility for the information contained in this Valuation Report and
confirm that to the best of our knowledge (having taken all reasonable care to
ensure that such is the case), the information contained in this Valuation
Report is in accordance with the facts and contains no omissions likely to
affect its import. This Valuation Report complies with the Irish Prospectus
Regulations and paragraphs 128 to 130 of the CESR Recommendation, the
Irish Prospectus Rules.
4
Publication
No reliance may be placed upon the contents of this Valuation Report by any
party other than in connection with the Purpose of this Valuation Report.
Neither the whole nor any part of our Report nor any references thereto may
be included in any published document, circular or statement other than the
Approved Prospectus nor published in any way without our prior written
approval of the form and context in which it will appear.
Such publication of, or reference to this Report will not be permitted unless it
contains a sufficient contemporaneous reference to any departure from the
RICS Red Book or the incorporation of the special assumptions referred to
herein.
Jones Lang LaSalle has given and has not withdrawn its written consent to the
inclusion of this Valuation Report in the Approved Prospectus.
Yours faithfully
Yours faithfully
Mark Synnott MRICS MSCSI
Associate Director
For and on behalf of
Jones Lang LaSalle Limited
Pauline Daly FRICS FSCSI
Director
For and on behalf of
Jones Lang LaSalle Limited
5
Schedule
Address:
No. 2 Burlington Road
Dublin 4
Building Size
(Sq Ft)
Vacancy
Ownership
Market
Value
Annual Rent
85,266
0%
100%
€47,500,000
€4,200,000
Comments
Freehold - held as an investment.
A modern 6 storey over basement
3rd generation office building
(85,266 sq ft Net Internal Area)
let to EBS Building Society
(now EBS Limited) on a 25 year
lease from 14 April 2002 with a
break option in year 15.
Numbers 84-93
Lower Mount Street
Dublin 2
49,353
0%
100%*
€10,350,000
€1,743,000
Freehold or equivalent long leasehold
subject to several rights of way and
easements - held as an investment.
A 3 storey over basement
2nd generation office building
(49,353 sq ft Net Internal Area)
let to the OPW on a 35 year
lease from 6 February 1981.
INM Media Printing Work
Site 2023
Citywest Business Campus
Dublin 24
65,274
0%
100%
€4,250,000
€402,532
Long leasehold interest (999 years)
- held as an investment.
A purpose built printing press
and ancillary space (65,274 sq ft
Gross External Area) constructed
by and let to Independent Newspapers
(Ireland Limited) on a 200 lease
from 23 August 1999 with an option
to assign in the 25th year.
The property is located on a site that
extends to approximately 1.78 hectares
(4.39 acres).
Central Park
Commercial Portfolio
Leopardstown
Dublin 18
690,843
13%
50%
€114,750,000
€14,558,099
with
1,254 basement
car parking
spaces
Freehold or equivalent long leasehold
– held as an investment.
The Central Park Commercial Portfolio
comprises of 5 modern office buildings /
retail / restaurant (690,843 sq ft Gross
Internal Area) with 1,254 basement car
parking spaces and approximately
7.4 acres of development land with
planning permission for an additional
706,943 sq ft of office accommodation
The Central Park Residential Portfolio
is owned by an unrelated third party.
and
7.4 acre site with
planning
permission for
an additional
704,943 sq ft of
office
accommodation
€176,850,000
Total
*
€20,903,631
See Variation from Standard Assumptions
6
Scope of Work, Sources of Information & Valuation Assumptions
Sources of Information
We have inspected the Properties and carried out all the necessary
enquiries with regard to rental and investment value, rateable value,
planning issues and investment considerations. We have been provided
with the following documents by the Investment Manager, which we have
relied upon for the purpose of our valuations and assumed to be correct:
No. 2 Burlington Road, Dublin 4







Title Report prepared by Matheson dated November 2013
Agreement for lease dated March 2002
Lease Report 25 March 2002
Occupational lease
Rent Review Memorandum
Title Report (Purchase by the Company on 18 November 2013)
Certificate of Title from Matheson dated 18 November 2013
Numbers 84-93 Lower Mount Street, Dublin 2






Floor Plans and Floor Areas
Lease
Lease pro forma
Letter from David Foley from Arthur Cox regarding the lease
Registry of Deeds
Letter from Arthur Cox dated 4 November 2013
INM Media Printing Work, Site 2023, Citywest Business Campus,
Dublin 24;
 Citywest Independent Newspaper Site Ownership Report
 Draft Deed of variation Investor Lease
 Lease dated 06.10.99 between Belluno Limited, Citywest Limited
and Independent Newspapers Limited
 Lease dated 07.07.99 between Citywest Limited, Beregono
Limited and Belluno Limited
 Occupational Lease Report Citywest
 Lease Report on ownership lease (999 year lease) from William
Fry dated 2013
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Central Park Commercial Portfolio, Leopardstown, Dublin 18
 Jones Lang LaSalle/Savills Investment Brochure
 We were also provided with a Summary of Capital Expenditure
provided by Green REIT
 Service Charge Budgets for Blocks C & G provided by Green
REIT
 Floor areas dated October 2013 prepared by Plowman Craven
and provided to us by Green
 Lease Summaries prepared by Arthur Cox Solicitors
 Information regarding current car parking allocation and car
parking provided by Green REIT
 Schedule of general maintenance costs of estate / costs
attributable to the site development prepared
 Heads of terms between Green REIT PLC and BRAVO Strategies
II in respect of the 4th floor Block C
 Side letter between
(1) Twynholm Limited, David Arnold and Derek Quinlan
t/a as the Clyde Partnership acting by the Receivers
(2) Central Park Management Limited and
(3) Tullow Oil PLC in respect of concessions relating to the
5th floor of 1 Central Park (AKA Block ).
The Properties
Our report contains a brief summary of the property details on which our
valuation has been based.
Inspection
No. 2 Burlington Road, Dublin 4 was inspected on 9 January 2014 by
Mark Synnott, MRICS MSCSI, Associate Director and Zara Walsh MSc,
BSc (Surv). All significant parts of the Property were inspected.
Numbers 84-93 Lower Mount Street, Dublin 2 was inspected on
9 January 2014 by Mark Synnott, MRICS MSCSI, Associate Director and
Zara Walsh MSc, BSc (Surv). All significant parts of the Property were
inspected.
INM Media Printing Work, Site 2023, Citywest Business Campus,
Dublin 24 was inspected on 10 January 2014 by Mark Synnott, MRICS
MSCSI, Associate Director and Zara Walsh MSc, BSc (Surv). All
significant parts of the Property were inspected.
Central Park Commercial Portfolio, Leopardstown, Dublin 18 was
inspected on 27 February 2014 by Pauline Daly, FRICS FSCSI, Director,
Paddy Cusack, MRICS MSCSI, and Zara Walsh MSc, BSc (Surv). All
significant parts of the Property were inspected with the exception of
Block B, First Active House to which we were not permitted access.
8
Floor Areas
We have relied upon the floor areas provided to us by the Company
which we have assumed to be correct and complete.
No. 2 Burlington Road, Dublin 4 - The floor areas are detailed in the
lease (85,266 sq ft) and we have adopted them for the purpose of our
valuation.
We have assumed that they have been measured on a net internal area
(NIA) basis in accordance with the SCSI Measuring Practice Guidance
Notes.
Numbers 84-93 Lower Mount Street, Dublin 2 - The floor areas are
detailed in the lease (49,412 sq ft), however, we have been provided with
floor areas by the Investment Manager (49,353 sq ft) and, as instructed,
we have adopted and relied upon these for the purpose of our valuation.
We have assumed that they have been measured on a net internal area
(NIA) basis in accordance with the SCSI Measuring Practice Guidance
Notes.
INM Media Printing Work, Site 2023, Citywest Business Campus,
Dublin 24 - As instructed, we have relied upon the floor areas measured
by the JLL investment team (65,274 sq ft) and as contained in their
brochure for the disposal of the property to the Company.
We have assumed that they have been measured on a gross external
area (GEA) basis in accordance with the SCSI Measuring Practice
Guidance Notes on a gross external area (GEA) basis.
Central Park Commercial Portfolio, Leopardstown, Dublin 18 - As
instructed, we have relied upon the floor areas provided to us by the
Company which includes floor areas stated in the lease and / or areas as
measured by Plowman Craven.
We have assumed that they have been measured in accordance with the
SCSI Measuring Practice Guidance Notes on a Gross Internal Area (GIA)
basis.
Environmental
Considerations
We do not normally carry out investigations on site in order to determine
the suitability of ground conditions and services for the purposes for
which they are, or are intended to be put, nor do we undertake
archaeological, ecological or environmental studies. Unless we are
otherwise informed, our valuations are on the basis that these aspects
are satisfactory and that, where development is contemplated, no
extraordinary expenses or delays would be incurred during the
construction period due to these matters.
Unless expressly instructed we do not carry out site surveys or
environmental assessments, or investigate historical records to establish
whether any land or premises are, or have been contaminated.
Therefore, unless advised to the contrary, our valuations are carried out
on the basis that the Property is not affected by environmental
contamination.
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We have not ourselves undertaken any environmental investigations for
contamination or otherwise but in the absence of any information to the
contrary, we have assumed that:
a) the Properties are not contaminated and are not adversely affected
by any existing or proposed environmental law; and
b) any processes which are carried out on the Properties which are
regulated by environmental legislation are properly licensed by the
appropriate authorities; and
c) the Properties possess current Building Energy Rating Certificates
as required under the EC Energy Performance of Building
Regulations 2006 (Statutory Instrument SI 666 of 2006) of Ireland;
and
d) there are no abnormal ground conditions, nor archaeological
remains, present which might adversely affect the current or future
occupation, development or value of the Properties.
Repair and Condition
We did not carry out structural surveys for the purpose of our valuations
and therefore do not give any assurance that the Properties are free from
defect.
In the absence of any information to the contrary, we have assumed that:
a) the Properties are free from rot, infestation, structural or latent defect;
b) no currently known deleterious or hazardous materials or suspect
techniques (including, by way of example, high alumina cement
concrete, woodwool as permanent shuttering, calcium chloride or
asbestos) have been used in the construction of, or subsequent
alterations or additions to, the Properties; and
c) the services, and any associated controls or software, are in working
order and free from defect.
We have otherwise had regard to the age and apparent general condition
of the Properties. Comments made in the Property details do not purport
to express an opinion about, or advise upon, the condition of uninspected
parts and should not be taken as making an implied representation or
statement about such parts.
We have assumed that all mains services are available to all of the
properties including electricity, water and sewage connections. We were
not instructed to test services.
Town Planning
We assume that the Properties have been constructed in accordance
with the Planning Permissions and comply with all relevant statutes
including planning, building and fire regulations. Information on town
planning has been obtained from the local planning authority purely to
assist in forming an opinion of capital value.
10
Titles, Tenures and Lettings
Details of title / tenure under which the Properties are held and of lettings
to which they are subject are as supplied to us. We have not generally
examined nor had access to all the deeds, leases or other documents
relating thereto. Where information from deeds, leases or other
documents is recorded in this report, it represents our understanding of
the relevant documents. We should emphasise, however, that the
interpretation of the documents of title (including relevant deeds, leases
and planning consents) is the responsibility of the Company’s legal
advisor.
Unless disclosed to us to the contrary our Valuations are on the basis
that the Properties possess good and marketable titles free from any
unusual encumbrances, restrictions or obligations that would affect value.
Third Party Covenants
We have not conducted credit enquiries on the financial status of any
tenants. We have, however, reflected our general understanding of
purchasers’ likely perceptions of the financial status of tenants.
Capital Values
Each valuation has been prepared on the Basis of ‘Market Value’ in
accordance with the RICS Red Book published by the Royal Institution of
Chartered Surveyors on the basis of Market Value defined as follows:
‘The estimated amount for which an asset or liability should exchange on
the valuation date between a willing buyer and a willing seller in an
arm's-length transaction after proper marketing wherein the parties had
each acted knowledgeably, prudently and without compulsion.’
No allowance has been made of any expenses of realisation, or for
taxation (including VAT) which might arise in the event of a disposal and
the Properties have been considered free and clear of all mortgages or
other charges which may be secured thereon.
No account has been taken of any inter-company leases or
arrangements, nor of any mortgages, debentures or other charges.
No account has been taken of the availability or otherwise of capital
based Government or European Community grants.
Rental Values
Rental values indicated in our report are those which have been adopted
by us as appropriate in assessing the capital value and are not
necessarily appropriate for other purposes, nor do they necessarily
accord with the definition of Market Rent.
11
Plant and Machinery
and Landlords Fit Out
Landlord’s Plant and Machinery and fixtures such as lifts, escalators, air
conditioning, central heating and other normal service installations have
been treated as an integral part of the building and are included within
our valuations.
Process plant and machinery, tenants’ fixtures and specialist trade
fittings have been excluded from our valuations. All measurements,
areas and ages quoted in our report are approximate.
No specialist tests have been carried out on any of the service systems
and, for the purpose of our valuations, we have assumed that all are
either in good working order and in compliance with any relevant statute
or regulations.
12
Managing Director
John Moran
+353 1 673 1600
[email protected]
Investment
John Moran
+353 1 673 1600
[email protected]
Jones Lang LaSalle Limited
Registered Office 10/11 Molesworth Street Dublin 2 Ireland
tel: +353 1 6731600 fax: +353 1 6795147
DDE Box No.56
[email protected]
jll.ie
Margaret Fleming
+353 1 673 1655
[email protected]
Max Reilly
+353 1 673 1658
[email protected]
Valuation Advisory
Pauline Daly
+353 1 673 1625
[email protected]
Development Land
Des Lennon
+353 1 673 1617
[email protected]
Residential
Aislinn O’Buachalla
+353 1 6731606
[email protected]
Office Agency
Deirdre Costello
+353 1 673 1643
[email protected]
Tenant Representation
Fionnuala O’Buachalla
+353 1 6731626
[email protected]
Retail Agency
Stephen Murray
+353 1 673 1679
[email protected]
Lisa McGrane
+353 1 673 1638
[email protected]
Industrial Agency
Nigel Healy
+353 1 673 1635
[email protected]
Property Management
Michael Miland
+353 1 673 1657
[email protected]
Project & Development Services /
Energy & Sustainability
Andrew McCracken
+353 1 673 1675
[email protected]
Research
Hannah Dwyer
+353 1 673 1665
[email protected]
COPYRIGHT © JONES LANG LASALLE IP, INC. 2014.
PSP Licence No: 002273
This publication is the sole property of Jones Lang LaSalle IP, Inc. and must not be copied, reproduced or transmitted in any form or by any means, either in whole or in part,
without the prior written consent of Jones Lang LaSalle IP, Inc. The information contained in this publication has been obtained from sources generally regarded to be
reliable. However, no representation is made, or warranty given, in respect of the accuracy of this information. We would like to be informed of any inaccuracies so that we
may correct them. Jones Lang LaSalle does not accept any liability in negligence or otherwise for any loss or damage suffered by any party resulting from reliance on this
publication.