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ACTIVIDAD 3 TALLER DE VALORES

We are the largest privately owned residential real estate company in the Czech Republic measured by the number of units owned and managed. Our portfolio is concentrated in the Moravian-Silesian region, in and around Ostrava, the second largest urban area in the Czech Republic and the third largest city. We believe we provide high quality, reasonably priced rental housing that is accessible to the majority of the population in the region. As at 31 December 2013, our portfolio comprised 5,039 buildings, consisting of 43,314 residential units with a total floor area of 2.6 million sqm and 1,909 commercial units with a total floor area of 124,517 sqm, and 97.6 hectares of undeveloped land. According to the Valuation Report prepared by CBRE, which is included in this Prospectus, the fair value of our residential portfolio was CZK 24,260 million (A884 million), which equates to CZK 9,323 per sqm (A340 per sqm), compared to an average replacement cost per sqm of CZK 28,750 (A1,048), as estimated by management.

Following the liberalisation of residential rent regulations in the Moravian-Silesian region with effect from 31 December 2010, we implemented a rent normalisation programme, which provides for gradual and affordable increases in rents under long-term lease agreements that are designed to achieve management’s target of having all tenants pay market rents by 2020. Substantially all of our tenants whose properties were subject to deregulation (more than 90 per cent. of our tenants as at 31 December 2010) signed up to our rent normalisation programme. We refer to rents charged to tenants in connection with this programme as ‘‘post-regulated rents’’. As rents were deregulated, we experienced an expected increase in our vacancy rates. Vacancy rates stabilised in the summer of 2012 and were 10.90 per cent. as at 31 December 2012. In 2013, vacancy rates decreased, falling to 10.76 per cent. as at 31 December 2013. We believe that vacancies have a positive effect on our business in the short term, as they allow us to re-lease vacant units at market rates. We also believe that vacancy rates will continue to decrease in line with current trading as a result of the improving market in certain areas in which we operate and the efforts of our dedicated central leasing team.

We have invested more than CZK 7 billion (A280 million) in our residential portfolio since 2006 (including both capital expenditure and operating expenses). These investments have included capital expenditure pursuant to our one-off investment programme, on-going capital expenditure and value-enhancing maintenance expenditure (which is treated as an expense on our income statement). Our one-off investment programme was designed to support our rent normalisation programme and make our residential units more attractive to tenants. One of the key components of the one-off investment programme was the replacement of windows in over 40,000 units, which was completed in the fourth quarter of 2013. The one-off investment programme also has included the replacement of a significant number of lifts and the refurbishment of common areas in the majority of our apartment buildings. Our on-going capital expenditure has included continuous facade, roof, balcony, lift and riser upgrades as well as the refurbishment of units. Our capital expenditure is expected to decrease significantly as our one-off investment programme nears completion. We expect that our total annual capital expenditure will decrease from CZK 1,206 million (A49.0 million) in 2011 to CZK 604 million (A24.2 million) in 2014. By the end of 2014, we expect that we will have no capital expenditure remaining that is related to our one-off investment programme, and our on-going capital expenditure will decrease to CZK 431 million (A17.2 million) in 2016 and to 407 million (A16.3 million) in 2018 and subsequent years. We also expect that our maintenance expenses will remain stable, at approximately CZK 213 million (A8.5 million) per year in the medium term. Accordingly, we currently estimate that our on-going capital expenditure and maintenance expenses will amount to CZK 620 million (A24.8 million) per year (A9.6 per sqm) from 2018. As a result, we believe that we will be able to continue to grow our revenues through contracted increases in post-regulated rents as well as the re-leasing of vacant units at market rates, while incurring relatively limited capital expenditure.

For the year ended 31 December 2013, our revenues and Adjusted EBITDA amounted to CZK 2,954,303 thousand and CZK 1,426,525 thousand, respectively, compared to revenues and Adjusted EBITDA of CZK 2,924,352 thousand and CZK 1,279,510 thousand for the year ended 31 December 2012, respectively. FFO for the year ended 31 December 2013 was CZK 1,027,553 thousand, compared to CZK 1,270,362 thousand for the year ended 31 December 2012.

History

In the early 1990s, state enterprises primarily engaged in coal mining activities in the Czech Republic were converted into joint stock companies (akciov´a spoleˇcnost) in preparation for privatisation. This was also the

case for Former OKD. In 1994, 40 per cent. of Former OKD’s shares were privatised by the issue of investment vouchers. From 1998 through 2004, Karbon Invest acquired a controlling stake in Former OKD. In 2004, Karbon Invest was acquired by a corporate group which is now owned by BXR Group. In the second half of 2005, the shares of the remaining minority shareholders of Former OKD were acquired by the BXR Group in accordance with Czech squeeze-out legislation such that Former OKD became wholly owned by the BXR Group.

On 31 May 2006, Former OKD was demerged, resulting in the formation of RPG Byty and several other businesses, including OKD a.s., a mining company and subsidiary of New World Resources plc, a logistics business and a gas reclamation business. Most of these entities continue to be controlled by the BXR Group. Due to the proximity of their operations, we continue to have contractual relationships with certain of these companies and their corporate groups.

Since its formation in 2006, RPG Byty has developed a vertically integrated model, with asset management, repairs and maintenance, property management, leasing and our relationships with customers being centrally managed. Our senior management, led by the co-CEOs of RPG Byty, Pavel Klimeˇs and Martin R´aˇz, have demonstrated their ability to transform the business in a relatively short period of time. We believe that our operating platform positions us well to achieve stable growth. We further believe that our operating platform is highly scalable and would allow us to expand our business with relatively minimal additional costs.

Karbon Invest, which held a controlling stake in the Former OKD, entered into the Privatisation Agreement in 2004 with the National Property Fund. With regards to our business, only one provision under the Privatisation Agreement remains binding on RPGI today as the successor in interest to Karbon Invest. It provides that, upon the sale of an individual residential unit (but not the building itself), RPGI is required to offer the residential unit pre-emptively to the current tenant at a price determined in accordance with the Privatisation Agreement, which may be lower than what we would receive had the relevant residential units been sold in the market. The interpretation of a number of aspects of this provision, including applicability and the price setting mechanism, is unclear, but it does not represent a practical limitation on our operations because our strategy is to manage rather than dispose of our residential portfolio.

Personnel Reorganisation

In August 2013, RPG Byty initiated a two-step reorganisation process to separate its property and asset management operations from those of its related companies, which are engaged in commercial and hospitality real estate and land development activities. We believe that the separation provides for a better allocation of operating costs.

The first step of the reorganisation involved the separation of property and asset management functions. On 1 August 2013, 34 property and asset management employees of RPG Byty who were already fully dedicated to the commercial and land development activities of certain related companies were transferred from RPG Byty to RPG RE Commercial and RPG RE Land. Under the terms of the reorganisation, RPG Byty continues to provide selected back office services, such as IT support and human resources management, to RPG RE Commercial, RPG RE Land and RPG Sluˇzby based on standardised service agreements. Prior to the reorganisation, RPG Byty provided full property and asset management services to RPG RE Commercial, RPG RE Land and the other related companies and charged those companies for its services.

The second step of the reorganisation, which was substantially completed on 1 January 2014, involved the commencement of the dissolution of RPG RE Management and the transfer of senior management from RPG RE Management to RPG Byty, RPG RE Commercial, and RPG RE Land. In connection with this step of the reorganisation, Martin R´aˇz and Pavel Klimeˇs, who were previously employees of RPG RE Management, were transferred to RPG Byty and are now directly employed by RPG Byty as directors and Co-CEOs. See ‘‘—Management’’. RPG RE Management terminated all service level agreements provided to RPG Byty at the end of February 2014.

Strengths

Favourable macroeconomic environment and supportive local demographic trends

The Czech Republic is among the most stable economies in the European Union. Its GDP has grown at a compound annual growth rate of 2.8 per cent. from 2003 to 2013, compared to 1.3 per cent. for the

European Union as a whole. Its relatively modest level of external public debt and trade surplus have contributed to its stability. The Czech Republic’s public debt as a percentage of GDP was 46.2 per cent. in 2012, compared to 86.3 per cent. for the European Union as a whole. Its trade surplus was 3.8 per cent. of GDP in 2012, compared to 0.3 per cent. for the European Union. The Czech Republic’s strong linkages with the German economy have also allowed it to benefit from Germany’s economic strength.

Substantially all of the real estate we own is located in the Moravian-Silesian region, in and around Ostrava, which is the second largest leasing market in the Czech Republic, with approximately 1.2 million people and approximately 550,000 households. The Moravian-Silesian region is among the highest growth regions in the Czech Republic. It has developed into a dynamic growth region focused on manufacturing, automobiles, IT, research and development and the service sector. According to the Czech Statistical Office, the Moravian-Silesian region’s GDP grew at a compound annual growth rate of 4.7 per cent. during the period from 2002 to 2012, which was comparable to the GDP growth rate in Prague and significantly above the rate of growth in most other regions. The region has attracted significant foreign investment, leading to the creation of highly skilled and diversified jobs, which has contributed to economic growth, a reduction in the unemployment rate and growth in wages. According to the Czech Statistical Office, average monthly gross wages in the Moravian-Silesian region grew by 5.5 per cent. during the period from 2000 to 2011, reaching A899 per month in 2011. This represented the fifth highest average monthly salary in the Czech Republic, following Prague, Central Bohemia, South Moravia and Pilsen among the 14 regions in the Czech Republic.

We believe that the macroeconomic environment in the Czech Republic, and in the Moravian-Silesian region in particular, is supportive of a growing residential rental market and will contribute to growth in the number of households. According to the Czech Statistical Office, the number of households in the Moravian-Silesian region is expected to grow by 5.3 per cent. for the period from 2010 to 2020, driven by a variety of demographic and societal factors, including, among other things, a smaller average household size. We further believe that the favourable macroeconomic environment will result in declines in vacancy and delinquency rates, and will contribute to the rents we offer as part of our rent normalisation programme, as well as market rents, remaining affordable to tenants.

Vertically integrated operating platform run by a highly successful management team

The Company’s operating platform has evolved significantly since its inception such that it is now well positioned to achieve stable growth. Over the last few years, we have established a vertically integrated model, with facility management, property management and asset management being managed from our headquarters in Ostrava, where senior management are based. The centralisation of these functions facilitates the control of value creation as well as a focus on customer needs. Our central procurement of technical services and labour enables us to achieve uniform service standards and control costs. Furthermore, the scale of our operations and physical proximity to our properties allows us to benefit from economies of scale, which contributes to operational efficiency. Substantially all of our residential portfolio is located within a 50 km radius of our head offices.

We employ a highly skilled workforce, which is led by the co-CEOs of RPG Byty, Pavel Klimeˇs and Martin R´aˇz, who are focused on operations and finance, respectively, and have significant international experience. Our senior management team has demonstrated its ability to transform the business into an efficient operating platform employing the best practices of our German and Austrian peers in a relatively short period of time. The senior management team is supported by a strong team of operational managers. Each member of our management team has over five years of experience with RPG Byty. We also have a long-term contractual relationship with RPG Sluˇzby, which provides us access to additional personnel for facility management services in the form of maintenance, cleaning and small repairs.

Leading position in the attractive Central European market with high barriers to entry

We are the largest private residential real estate company in the Czech Republic and in the Moravian- Silesian region. We owned 43,314 residential units in the region as of 31 December 2013, while our three largest competitors, the City of Ostrava, the City of Hav´ıˇrov and the CPI Group, owned approximately 15,100, 7,600 and 4,200 units in the region, respectively. We believe that the residential real estate market in the Moravian-Silesian region has high barriers to entry, primarily as a result of relatively high construction costs as compared to rents, which limits the supply of new residential units available for rent. We estimate that construction and land acquisition costs in the region are approximately CZK 28,750 per sqm (A1,048 per sqm) of net leasable area, compared to a value of CZK 9,323 per sqm

(A340 per sqm) for our residential portfolio, based on the fair value of our portfolio set out in the Valuation Report prepared by CBRE. Furthermore, we believe that substantially all of the currently limited number of construction projects in the area are being built with an intention to sell the units rather than rent them.

We believe that our leadership in a market with high barriers to entry will allow us to benefit from expected household growth of 5.3 per cent. for the period from 2010 to 2020 and attractive market dynamics in the Moravian-Silesian region, which have led to increasing demand for rental housing. Since the financial crisis of 2008, rental housing has become more attractive compared to ownership due to more stringent mortgage approval conditions in the aftermath of the economic crisis. In the mid-market housing segment, tenants are typically not eligible for mortgage financing. Furthermore, there is limited supply even for eligible buyers, particularly in city centres and premium locations, which are already densely built, further favouring rental housing.

Attractive and well-maintained residential portfolio

We have invested more than CZK 7 billion (A280 million) in our residential portfolio since 2006 (including both capital expenditure and value-enhancing maintenance expenditure). These investments have included capital expenditure pursuant to our one-off investment programme, on-going capital expenditure and operating expenses. Our one-off investment programme was designed to support our rent normalisation programme and make our residential units more attractive to tenants. One of the key components of the one-off investment programme was the replacement of windows in over 40,000 units, which was completed in the fourth quarter of 2013. The one-off investment programme also has included the replacement of significant number of lifts and the refurbishment of common areas in the majority of our apartment buildings. Our on-going capital expenditure has included continuous facade, roof, balcony, lift and riser upgrades as well as the refurbishment of units. Our capital expenditure is expected to decrease significantly as our one-off investment programme nears completion.

We believe that the quality of our portfolio is generally higher than other rental residential buildings in the region as a result of our extensive investments to date. In particular, we have invested a higher amount of maintenance and modernisation capital expenditure than our German and Austrian peers. We expect this will permit us to reduce our capital expenditure in future periods. We expect that our on-going capital expenditure will decrease to CZK 431 million (A17.2 million) in 2016 and to CZK 407 million (A16.3 million) in 2018 and subsequent years. We also expect that our maintenance expenses will remain stable at approximately CZK 213 million (A8.5 million) per year in the medium term. Accordingly, we currently estimate that our on-going capital expenditure and maintenance expenses will amount to CZK 620 million (A24.8 million) per year (A9.6 per sqm) from 2018. This compares favourably to the on-going capital and maintenance expenditure levels of similar residential rental portfolios in Germany and Austria when adjusted for differences in labour costs, which are approximately 50 per cent. lower in the Czech Republic compared with Germany.

Diversified residential portfolio with broad demographic appeal and stable tenant base

We believe that our diversified residential portfolio provides us with broad demographic appeal. Our residential portfolio encompasses a wide variety of housing options and locations and is located across a number of different cities in the region, with 14,729 units in Ostrava, 12,003 units in Hav´ıˇrov and 7,645 units in Karvin´a, and in an array of urban, suburban and rural settings. The quality of the location of our properties is also diversified. The majority of our properties are in prime locations in city centres, in proximity to city centres, or in highly rated suburbs.

We also have a stable and diversified tenant base. The average tenure of our leases was approximately 15 years as at 31 December 2013, and over 49 per cent. of tenants had leases with at least a 10 year tenure. Our tenants represent a broad spectrum of the population of the region, including employees in the private sector (including multinationals and small- and medium-sized enterprises) and the public sector as well as pensioners and students. In 2009, we began conducting credit checks for new tenants, including the verification of their source of income, which we believe will help to maintain or reduce our already low bad debt percentage. Towards the higher end of the income spectrum, we have been capturing, and expect to continue to capture, a younger, more affluent portion of the mid-market as a result of the refurbishments we have made through our one-off investment programme and the superior service we provide to tenants as compared to our peers.