Annual Report 2003 - IVG Immobilien AG
Transcription
Annual Report 2003 - IVG Immobilien AG
PASSION FOR REAL ESTATE. Annual Report 2003 IVG Group in Figures m 2003 2002 Change 2001 2000 1999 Turnover 411.5 471.2 -12.7% 319.3 321.3 423.6 Total operating performance 545.7 637.8 -14.4% 486.6 434.7 543.6 EBITD 224.8 350.3 -35.8% 259.8 201.0 172.8 EBIT (operating earnings) 174.2 188.7 -7.7% 165.8 147.7 96.4 Net income from ordinary activities 99.9 111.1 -10.1% 90.0 91.1 80.1 EBT 87.3 96.6 -9.6% 77.4 80.3 73.2 Net income for the year 66.5 70.4 -5.5% 68.1 61.9 53.9 Investments 565.2 358.3 57.7% 432.2 306.5 1,179.9 Total assets 3,427.8 3,185.3 7.6% 3,021.9 2,585.4 2,520.7 Fixed assets (book values) 2,839.7 2,675.5 6.1% 2,441.5 2,112.6 2,070.5 83.1 89.4 -7.0% 96.2 91.1 90.0 917.0 769.5 19.7% 758.4 690.4 659.7 Equity ratio (book values) % 25.6 24.5 4.9% 24.3 27.4 25.3 Equity ratio (market values) % 39.0 41.2 -5.3% 45.2 49.6 48.8 1,671.4 1,642.3 1.8% 1,894.0 1,845.0 1,793.8 14.41 14.16 1.8% 16.33 15.91 15.73 Employees 717 750 -4.4% 763 709 747 Dividend per share 0.34 0.34 0.0% 0.34 0.33 0.31 Fixed assets cover % Shareholders’ equity (book values) Net asset value Net asset value per share * Including tax required additional depreciation 116.4 million ** Proposed *** Excluding special dividend ( 0.20 per share) ** * *** Overview 2003 E B I T ( O P E R AT I N G E A R N I N G S ) EBT million million 188.7 147.7 165.8 96.6 174.2 73.2 80.3 77.4 2000 2001 87.3 96.4 1999 2000 2001 2002 1999 2003 C O N S O L I D AT E D N E T I N C O M E N E T A S S E T VA L U E million million 68.1 61.9 70.4 2000 2001 2002 2003 M A R K E T C A P I TA L I Z AT I O N 1,845.0 1,894.0 1,642.3 1,671.4 15.7 15.9 16.3 14.2 14.4 1999 2000 2001 2002 2003 1,761 0.31 1,507 1,247 962 2000 1,793.8 DIVIDEND PER SHARE (year-end share price) million 1999 2003 Net asset value per share 66.5 53.9 1999 2002 2001 2002 0.33 0.34 2000 2001 0.34 0.34 1,075 2003 TOP 10 INDUSTRIES 1999 2002 2003 TOP 10 TENANTS Net rent (%) Net rent (%) Public institutions 25.5 Régie des Bâtiments (BRU) 7.9 Wholesale and retail trade 11.1 EBV Erdölbevorratungsverband (HAM) 6.9 Financial services 9.5 European Union (BRU) 3.9 Electrical, micro/optoelectronics 7.3 Kesko Oyj (HEL) 3.8 Other services 6.9 Lucent Technologies Network (MUC) 3.5 Telecommunication 6.5 COVA Central Orgaan Voraadvorming (HAM) 2.0 Real estate 6.0 EPCOS (MUC) 1.7 Electricity, gas, water supply 5.9 PwC (BRU) 1.6 Media, PR, media production 5.0 Statoil Deutschland (HAM) 1.6 Transport, storage, aero, auto 4.8 Segafredo Zanetti (HEL) 1.5 R E A L E S TAT E H O L D I N G S , R E A L E S TAT E H O L D I N G S , BY REGION BY TYPE OF USE Total 3,294.5 million Total 3,294.5 million Berlin 9.9% Düsseldorf 6.0% Frankfurt 3.4% Hamburg 8.2% Munich 12.4% Brussels 25.3% Budapest 1.4% Helsinki 9.4% Office, business parks 80.8% London 5.1% Commercial, logistics 10.9% Milan 3.8% Retail 4.4% Paris 9.4% Other 3.9% Stockholm 2.5% Other 3.2% R E N TA L I N C O M E , R E N TA L I N C O M E , BY REGION BY TYPE OF USE Total 205.7 million Berlin 9.2% Düsseldorf 5.4% Frankfurt Hamburg Munich Total 205.7 million 4.2% 16.3% 14.1% Brussels 24.3% Budapest 1.4% Helsinki 2.8% Office, business parks 73.8% London 2.9% Commercial, logistics 20.7% Milan 4.1% Retail 2.6% Paris 7.9% Other 2.9% Stockholm 3.8% Other 3.6% I V G T E N A N C I E S B Y E X P I R Y D AT E AV E R A G E M O N T H LY R E N T S P E R m 2 % of net rental income/year 44.9 18.2 10.4 10.9 9.20 9.22 1999 2000 11.16 11.19 11.09 2001 2002 2003 7.92 15.6 5.55 2004 2005 2006 2007 2008 ff. 1997 1998 P R O J E C T D E V E L O P M E N T, P R O J E C T D E V E L O P M E N T, BY REGION BY TYPE OF USE IVG share of total value € 1,123 million IVG share of total value € 1,123 million Brussels Berlin Düsseldorf Frankfurt Munich 15% 15% Budapest 2% 6% Helsinki 4% 23% London 12% Office, business parks 89% Milan 1% Commercial, logistics 9% Paris 18% Other 2% 4% 01 Mission 01 Mission statement 02 Letter to our shareholders 06 07 16 20 30 Our Business Portfolio management Real estate portfolio Project development Investment funds 36 37 40 42 44 46 Markets Economic environment IVG locations in Europe Rental market Investment market European network of excellence Mission statement 58 59 65 70 Investor Relations IVG shares EPRA Corporate governance 72 Employees 73 Employee numbers 73 Employee development 76 76 87 93 112 114 116 122 Financial Information Group Management Report Consolidated Financial Statements Notes to the IVG Consolidated Financial Statements Consolidated Cash Flow Statement Key figures by segment Changes in shareholders‘ equity Other information Real estate is our strength. IVG is one of Europe’s major listed real estate companies, with property under management worth some €6.3 billion – including €3.3 billion in its own real estate portfolio. We pursue a clear strategy in our core activities of portfolio management, project development and investment funds: Focus on office properties and business parks in major European cities and growth regions Upgrading of the existing real estate portfolio Demand-driven project development Exploitation of cyclical differences between real estate markets Development of the funds business Combined with our value-driven corporate philosophy, this is a strategy for continued profitable growth. IVG synergizes the property and capital markets for private and institutional investors. 2.3 Letter to our shareholders Dear Shareholders, IVG successfully exploited the opportunities offered by Europe’s real estate markets in 2003: Good performances in a tough economic climate. Proposed dividend matching the previous year’s high level. 185,000 m2 in new lettings, against market trend. Entered the attractive Helsinki property market by acquiring POLAR Real Estate Corporation. Profitable disposals in stable investment markets. 2004 saw a pivotal change in share ownership at IVG. The 49.9% stake held by Sirius – until then IVG’s largest shareholder – was taken over by Sal. Oppenheim Bank (25.1%), HSH Nordbank (11.16%), DZBank, WGZ-Bank and IKB Deutsche Industriebank. The Board of Management greets the new ownership structure. With their strong capital base and experience in real estate, the new owners can actively support and secure the continuation of IVG’s successful European strategy for the long term. Good business year IVG held its course in a tough economic climate. Net asset value – a key indicator reflecting the underlying value of a listed real estate company’s shares – was raised 1.8% to €14.41 per share. Group net income, at €66.5 million, was only about 5.5% short of the previous year’s high figure. Due to the POLAR acquisition, net rents rose from €226.1 million to €232.8 million. Lettings were also up, with a grand total of 185,000 m2 newly let by IVG. The earnings figures allow the Board of Management and Supervisory Board to propose a dividend matching the previous year’s high level of €0.34 per share. Positive net lettings IVG once again achieved positive net new lettings in 2003, bucking the market trend of falling rents. trump the market New tenancies were €27.6 million, compared with terminations to the value of €26.6 million. The quality of our portfolio and the proximity of our branch offices around Europe to their markets and customers contributed to the strong figure for new tenancies. 01 Mission 08 Our Business 01 Mission Statement 02 Letter to our shareholders 36 Markets 58 Investor Relations 72 Employees 76 Financial Information Purchases of large lots of property, as through takeovers of listed property companies, are a key part of IVG enters the the IVG strategy. Transactions of this kind take a strong element of expertise and allow reasonable entry Helsinki property prices. IVG acquired a qualified majority of the Helsinki-listed POLAR Real Estate Corporation in October market 2003 and now holds approximately 95%. The POLAR portfolio, worth €311 million at the close of 2003, provides the basis for entering the attractive Helsinki market. In this complex transaction, IVG was able to draw on its own considerable experience gained from the 1999 Asticus takeover in Sweden. Timely real estate purchases and disposals are two sides of the same coin for IVG. As part of this sys- Stable investment tematic buy-and-sell policy, IVG used the relative stability of investment markets compared with rental markets used for markets to sell property chiefly in Brussels, Frankfurt, London, Madrid, Paris and Helsinki. disposals The IVG share price gained 11.7% in 2003. On a European comparison this means it is still significantly IVG shares set to undervalued. A clear corporate strategy, good performance data even when times are difficult and reso- go on rising lution of the shareholding structure all evidence untapped upside potential. In addition, calls to institute tax transparency for property investment companies present a first opportunity to create an analogue to the real estate investment trusts (REITs) allowed in countries such as the USA, France and the Netherlands. This could give a marked boost to German real estate shares. IVG continued its strategic evolution in 2003 into an investment house specializing in indirect property IVG: One-stop shop investment products. The emphasis remains on office properties in major European cities and growth for indirect property centres. investments Acquisition of Wert-Konzept was completed with effect from 1 January 2003 and the company is now integrated into the IVG Group. Wert-Konzept are long-standing and highly regarded initiators of closedend real estate funds. The end of 2003 saw the issue of »EuroSelect 07« – the first multinational fund to combine Wert-Konzept and IVG expertise. 4.5 After a relatively brief run-up, IVG Immobilien KAG gained approval to engage in investment business from Germany’s Federal Financial Supervisory Authority (BaFin) in February 2003. Through the new company, IVG will serve the strong investor interest in open-end funds. IVG thus provides a one-stop service offering investors the right indirect property investment to match their varying risk/yield requirements. Real estate expertise IVG synergizes property and capital markets with a strategy founded on three main pillars: and synergies from a European network IVG’s origins and expertise are in the property markets. IVG has a local presence in those markets through its branch offices, which serve as property scouts and managers for all investment products. A market-proven balance of local expertise and global management policies speeds decisionmaking and action. With a portfolio under management worth 6.3 billion, IVG can judge opportunities and risks in property investment with the heightened awareness of experienced owners. Teamwork IVG’s success is due in no small part to the vast real estate expertise and committed work of all IVG in Europe employees around Europe, to whom we extend special thanks and recognition. Raising the earning power and value of IVG is a challenge which all will continue to meet with motivation and tenacity. More than ever before, Europe offers outstanding opportunities for those prepared to work hard. We will take these opportunities together, so stay invested! Yours sincerely, Eckart John von Freyend Bernd Kottmann Dirk Matthey 01 Mission 06 Our Business 01 Mission Statement 02 Letter to our shareholders 36 Markets 58 Investor Relations 72 Employees 76 Financial Information Dr. Dirk Matthey (55) Dr. Eckart John von Freyend (62) Dr. Bernd Kottmann (46) Chief Financial Officer Chief Executive Officer Chief Operating Officer Born 1949, holds a business degree and Born 1942, holds an economics degree Born 1958, holds a business degree and a doctorate. Chief Financial Officer to and a doctorate. Chief Executive Officer a doctorate. With the IVG Group since IVG Immobilien AG since 1996. Previous- to IVG Immobilien AG since 1995. Pre- 1997. Member of the Board of Manage- ly Managing Director and Chief Financial vious posts included Head of Division ment of IVG Immobilien AG since July Officer to subsidiaries of the VIAG group, in the Federal Ministry of Finance and 2001. Formerly Member of the Board at Munich; Director and Head of Business Managing Partner at publishers Verlags- Harpen AG, Managing Director of Deut- Administration at VEBA, Düsseldorf; and gruppe sche Babcock Bau GmbH and Member Executive Assistant and Department John von Freyend GmbH. He began his Manager in Finance and Accounting at career with the Federation of German RWE, Essen. Industry (BDI) in 1970. Deutscher Wirtschaftsdienst of the Board at GERMANIA-EPE AG. 6.7 Our Business IVG business model: Property and capital market integration Banks Institutional investors Private investors IVG shares Open-end funds Closed-end funds Real estate capital market IVG corporate functions Upgrading Buying Restructuring property portfolios Individual properties Developing land Property portfolios Improving building systems Selling Real estate market Improving quality of tenancies Branch offices Service providers Tenants 01 Mission 06 Our Business 07 Portfolio management 36 Markets 58 Investor Relations 72 Employees 76 Financial Information Portfolio management 2003 was another dynamic year in portfolio management: An 85% stake was acquired in POLAR, a Finnish listed real estate company. 134,000 m2 of lettable space – 78,000 m2 in Germany and 56,000 m2 elsewhere in Europe – was let out in a hard business climate. The effective occupancy rate at the end of 2003 was 91.5% – above the market average including signed tenancies yet to enter into force, the occupancy rate was 93.9%. Favourable European investment markets were used to make sales in Belgium, Finland, France, Germany, Spain and the UK. The market value of our own real estate portfolio was €3.3 billion as at 31 December 2003. Segment turnover increased from €283.7 million in 2002 to €294.3 million in 2003. This figure includes net rent revenues, which increased from €223.1 million to €230.2 million. This is primarily due to the acquisition of POLAR. Due to higher profits from property sales, segment earnings improved from €169.7 million to €196.2 million. Rolf Moritz Webeler, Director Portfolio Management Germany Michael Lipnik, Director Portfolio Management International 8.9 Acquisitions Growing with Our real estate acquisitions target long-term earning potential and sustained growth in value: real estate Acquisitions are concentrated in major European cities and growth centres whose economies and real estate markets show good development prospects. We primarily invest in office properties and business parks. Investments are preferably made at locations where IVG already has an experienced management team or can build one up in the medium term. Acquisitions focus on properties which IVG can enhance in value by suitable upgrading measures. Another key area comprises purchasing real estate packages, real estate companies and properties under forced sale. Transactions of this kind offer attractive entry prices. MEMBERS OF THE POLAR ACQUISITION TEAM David Canals_Dr. Volker Hahn_Norbert Zube_Rolf Moritz Webeler_Stefan Schraut (left to right) 01 Mission 06 Our Business 07 Portfolio management 08 Acquisitions 36 Markets 58 Investor Relations 72 Employees 76 Financial Information ACQUISITIONS: POLAR, HELSINKI ▲ ▲ Tapiontuuli KOy Kauppakeskus Jumbo Location: Espoo, Type of use: Office Location: Vantaa, Type of use: Shopping Centre Site area: 6,900 m2, Occupancy rate: 100 % Site area: 53,800 m2, Occupancy rate: 100 % Tenants: Novo Nordisk Farma, Oy Niklashipping Ltd. u.a. Tenants: Retail and services IVG acquired the Helsinki-listed POLAR Real Estate Corporation in autumn 2003. IVG has since increased its stake, from 85% at the year-end to over 95% in March 2004. The takeover opens up the emerging Finnish real estate market for IVG. The country is considered one of the world’s best investment locations and has good growth prospects. Growth rates have topped the EU average for several years. In contrast with many other EU member states, fiscal revenues exceed government spending. Public debt is only some 40% of GDP. There are already signs that GDP is set to rise in 2004. The positive economic and policy data combined with proximity to emerging Eastern European markets bode well for renewed upward momentum in the Finnish real estate market. At the time of IVG’s acquisition, POLAR commanded 38 properties with a total of 297,000 m2 of let- Data (October 2003): table space. The real estate portfolio worth some €350 million comprises 60% office buildings and POLAR Real Estate Corp. 40% shopping centres, all well situated. POLAR also owns land in Helsinki with development reserves Location: Helsinki, Finland exceeding 56,000 m of gross floor area. About 80% of POLAR’s buildings are in Helsinki. POLAR’s Properties: 38 experienced professional team contributes local expertise and a functioning network. This is one of the Site area: 297,000 m2 keys to entering major regional markets for IVG. Type of use: 2 60% Offices The POLAR management had already sold two shopping centres in line with the IVG strategy by the end of 2003. This increased the share of the POLAR portfolio consisting of office properties and thus the Helsinki share to over 80%. A third such sale is already agreed for 2004. 40% Shopping centres Delevopment reserve: 56,000 m2 GFA 10.11 Marketing and customer loyalty Quality assures High occupancy rates and long-term tenancies with companies of immaculate financial standing mean customer loyalty growth in value-in-use and realizable value – location and rental income being the key determinants of the selling price of a commercial property. One of the keys to our success in the letting business is actively looking after our tenants and properties. The combination of high-quality, functional and economic buildings with professional on-site customer service produces satisfied customers more likely to select an IVG property for their corporate headquarters. Our most recent customer satisfaction survey, in autumn 2003, revealed that 95% of our tenants are satisfied and 91% would recommend us as lessors of commercial premises. This is the result of an active customer service programme in place since 1999, combining customer recruitment and service by branch offices with standardized, centrally administered quality assurance. Special incentives are provided under the IVG Value Service offering a wide range of products and services at outstanding value. These include office furniture and supplies, hotel accommodation, car rental, corporate image and communication consultancy, event marketing, business startup and financial advice, and much more. In total as at 31 December 2003, IVG controlled 1.7 million m2 of lettable space in its own portfolio and looked after 2,150 tenants under 2,800 tenancy agreements. IVG realized 35% of net rent in 2003 with its ten largest tenants. In terms of industry affiliation, IVG tenants are evenly divided between old-economy companies, public agencies and modern, financially well placed service and technology firms. Thomas Rücker, Director Communication/Marketing 01 Mission 06 Our Business 07 Portfolio management 08 Acquisitions 10 Lettings 58 Investor Relations 36 Markets 72 Employees 76 Financial Information N E W L E T T I N G S I N E X C E S S O F 2 , 0 0 0 m 2, 2 0 0 3 : Branch office Property Tenant Brussels Trèves Etape Lettable space in m2 Düsseldorf Global Gate, Second construction phase TQ3 Travel Solutions, Chubb Type of use 3,400 offices 10,000 offices 17,100 offices/ Insurance Company, Metro, Nowy Styl, Weight Watchers Frankfurt Airbizz Thiel Logistik, Tradeport London Soho Square Hill & Knowlton Madrid Alcampo office building Alcampo Madrid Caje de la Palma Johnson & Johnson 3,400 offices/logistics Munich IVG Businesspark vor München Galileo Industries 2,400 offices Munich Nordostpark Nürnberg Conti Temic, Demedis, 6,000 offices 10,600 offices 4,500 offices warehousing 4,000 offices 10,300 offices Huss Umwelttechnik Paris Boulevard Haussmann L‘Immobilière du CMN Paris Rue d‘Aguesseau Française des Jeux TOP 10 TENANTS Net rent, % Régie des Bâtiments (BRU) 7.9 EBV Erdölbevorratungsverband (HAM) 6.9 European Union (BRU) 3.9 Kesko Qyj (HEL) 3.8 Lucent Technologies Network (MUC) 3.5 COVA Central Orgaan Voraadvorming (HAM) 2.0 EPCOS (MUC) 1.7 PwC (BRU) 1.6 Statoil Germany (HAM) 1.6 Segafredo Zanetti (HEL) 1.5 12.13 ALCAMPO, MADRID The Alcampo office building in Madrid illustrates the close connection between purchase, letting and sale at IVG. The building immediately adjoins Spain’s second largest shopping centre, La Vaguada. It serves as the headquarters of the Alcampo supermarket chain. IVG acquired the property through a subsidiary in 2000. The tenancy stipulated a rent adjustment to market rates as at 1 January 2003. To secure the location, tenants Alcampo were prepared to extend the ▲ tenancy a further five years to a total of ten and to accept a significant Alcampo increase in rent. With effect from the end of the year, IVG sold the Location: Madrid, Type of use: Office, Site area: 10,300 m2 property together with two logistics buildings to GE Capital. Occupancy rate (sale): 100% Sale: 12/2003, Tenants: Alcampo B O U L E VA R D H A U S S M A N N , PA R I S Boulevard Haussmann Location: Paris Type of use: Office Site area:10,600 m2 Occupancy rate: 100% ▲ Tenants: L‘Immobilière du CMN No. 173-175, Boulevard Haussmann in Paris is an example of a successful major letting at a low point on the economic cycle. The location is in the financial district near the Champs Elysées, an area known for its intricate assemblage of historical buildings. The classical Boulevard Haussmann building has 10,600 m2 of lettable space and parking for 205 cars. IVG initially considered a full modernization after the last tenants moved out in 2003. Instead, thanks to the strong market presence of IVG‘s Parisian office, the building was relet without standing empty for any length of time to L’Immobilière du CMN, a subsidiary of the major French bank Crédit Mutuel Nord Europe; the new tenants are also undertaking the refurbishment. 01 Mission 06 Our Business 07 Portfolio management 08 Acquisitions 10 Lettings 36 Markets 58 Investor Relations 72 Employees 76 Financial Information Logistics real estate represents the third main part of our portfolio alongside office properties and busi- Logistics ness parks. real estate IVG lets out storage space for petroleum, petroleum products and natural gas in caverns and tank farms – our underground real estate. The tenants are companies in the energy sector and bodies responsible for maintaining strategic oil reserves. The largest storage facility operated by IVG is the Etzel caverns facility near Wilhelmshaven. Of the 39 caverns at Etzel, 33 belong to the German state and 6 to IVG. A seventh IVG cavern is currently in development. In total, the caverns offer subterranean storage for some 13 million m3 of petroleum and approximately 500 million m3 of working gas. The stored fuels represent a significant contribution towards securing the German and Dutch energy supply. IVG also operates tank farms in Germany and Poland with a total capacity of 218,000 m3. Friedrich Foltas, Director Logistics ▲ Etzel, storage caverns Location: Wilhelmshaven, Type of use: Storage, Volume: 13 million m3 petroleum, 500 million m3 (standard) working gas Occupancy rate: 100%, Tenants: EBV, C.O.V.A. 14.15 Sales Property sales are a major source of income for IVG and a key part of our business. Properties are mostly sold following significant recent value gains as a result of: Modernization. Exploiting development reserves. Improving a building’s tenancy profile (higher occupancy rate, new tenants with better financial standing, higher net rent per unit area, increasing the term on tenancies). A general upturn in the local property market. Using cyclical An upturn in the property market cycle is a particularly good opportunity to realize gains in value. IVG differences between used the abating real estate market crisis of the 1990s to make purchases in Central and Western markets lowers risk Europe and has since resold many properties at a profit after several years of rising markets. Rather than moving in lockstep, the markets in different cities and regions tend to peak and trough at different times. Investing at multiple locations around Europe allows IVG to »ride the cycle« by exploiting such asynchronies. This can be shown by correlation analysis of European prime office rents: weak or negative correlations are an opening to reduce risk by diversifying and exploiting cyclical differences, selling in one city at the tail end of a boom and reinvesting the proceeds in another city about to embark on a cyclic upturn. In 2003, IVG took the opportunity to sell where demand was strong for quality real estate. Sales were made by the IVG branch offices in Brussels, Düsseldorf, Frankfurt, Helsinki, London, Madrid, Munich and Paris. C O R R E L AT I O N O F E U R O P E A N P R I M E O F F I C E R E N T S ( 1 9 9 2 – 2 0 0 2 ) % ■ Negative correlation (-100–0%) Berlin BER Brussels 72.8 BRU Budapest -9.6 -0.5 BUD Düsseldorf 64.7 77.9 15.1 DUS Frankfurt 64.6 79.8 -13.5 65.6 FRA Hamburg 85.7 82.4 -3.0 73.9 68.8 HAM Lisbon 38.1 73.0 -4.0 66.1 80.7 46.0 LIS London 31.0 34.0 -39.9 31.2 47.9 17.3 47.6 LON Madrid 62.1 65.6 -29.7 55.5 76.9 53.5 67.4 83.1 MAD Milan 47.3 55.2 -7.1 51.7 69.6 37.6 69.9 34.3 53.5 MAI Munich 50.8 75.9 -13.0 66.5 79.7 64.5 72.5 50.8 71.9 33.3 MUN Paris 51.4 59.2 -22.6 60.3 76.6 41.9 69.5 80.4 86.8 71.7 66.4 PAR Stockholm 32.9 22.7 -45.2 23.6 41.0 26.5 27.5 72.9 59.0 13.9 53.5 64.6 ■ Low correlation (0–60%) ■ High correlation (60–100%) Source: Cushman & Wakefield Healey & Baker / ICG European Research Group STO 01 Mission 06 Our Business 07 Portfolio management 08 Acquisitions 10 Lettings 14 Sales 36 Markets 58 Investor Relations 72 Employees 76 Financial Information A SELECTION OF SALES IN 2003: Property Buyer Sweden House, Rue de Trèves, Brussels DMI IVG Immobilien AG headquarters, Bonn EuroSelect 07 Office building, IVG Businesspark am Flughafen, Düsseldorf Barmenia Airbizz, Frankfurt Private investor Two shopping centres outside Helsinki Citycon 16 Great Marlborough Street, London Lazari Alcampo office building and two logistics buildings, Madrid GE Capital Two office buildings, IVG Businesspark Nordost, Nuremberg EuroSelect 07 and BIG – Berliner Immobilien Gesellschaft Avenue Hoche and Rue de Bassano, Paris DEFO Deutsche Fonds für Immobilienvermögen SWEDEN HOUSE, BRUSSELS Sweden House in Brussels is an example of the rapid and successful sale of a high-quality office property by IVG. The 7,200 m2 building is located in Quartier Léopold, the EU district and Brussels’ most sought-after office location. IVG acquired it in 2001 as part of a share deal. Minor conversion work was carried out and a number of tenancies signed or extended over the ensuing months. 2003 saw a new tenant move in: the European Space Agency (ESA), which coordinates its activities with EU institutions from the building. In the same year, IVG sold Sweden House together with another building to Arab investors DMI. The sale was effected by a share deal, which minimizes the high transfer costs that would Sweden House otherwise be incurred in Belgium. Location: Brussels, Type of use: Office ▲ Site area: 7,200 m2 Occupancy rate (sale): 94.3% Sale: 6/2003, Tenants: ESA, Microsoft G R E AT M A R L B O R O U G H S T R E E T, L O N D O N A sale in London exemplifies the profitable resale of a property acquired as part of a larger package. When IVG took it over in 1999, the Swedish property group Asticus AB was nearing completion of a development comprising two office buildings with a total lettable space of 14,900 m2 on Great Marlborough Street in London’s West End. 4,800 m2 was sold in 2000 and the remaining 10,100 m2 went to a Greek investor in 2003. Great Marlborough Location: London, Type of use: Office Site area: 10,000 m2 Occupancy rate (sale): 100% ▲ Sale: 06/2003, Tenants: Turner Broadcasting 16.17 Table of the Real estate portfolio IVG share Berlin Brussels Budapest Düsseldorf Frankfurt Hamburg London Spreespeicher, Stralauer Allee 1–2, Berlin Carossa Quartier, Streitstrasse 5–19, Berlin 3 Office building, Bundesallee 204–206, Berlin Hafenplatz 6/7, Köthener Str. 29, Berlin Leibniz Kolonnaden, Walter-Benjamin-Pl. 6, Leibnizstr. 53, Berlin Airport Center Schönefeld, Mittelstrasse 5/5a, Berlin Logistics centre, Montanstrasse 18–26, Berlin Office building, Joachimstaler Str. 1–3, Berlin Other Berlin Berlin total Dresden total Berlin Office total Form of ownership Added/last refurbished Type of use 89% 100% 95% 95% 50% 100% 100% 98% Leasehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold 1995/2002 1948/2002 1998 1998 1996/2001 2001 1948 2000/2003 Offices Business park Offices Other Offices Offices Comm./logistics Offices 100% Freehold 1992/2003 Business park North Gate, Bd. Roi Albert II, 6, 8 and 16, Brussels Office building, Square de Meuus 8, Brussels Office building, Diegem, Rue Bessenveld 9, Brussels Pléiade A–C, Avenue des Pléiades 11–15–19, Brussels Louise Village, Avenue Louise 29–31/Rue Dejonker 34–36, Brussels Tervuren Plaza, Rue Gribaumont 1, Brussels Twin House, Rue Neerveld 105, Brussels Le Croissant, Avenue Beaulieu 24–26, Brussels Office building, Place St Lambert, Brussels Office building, Chaussée de la Hulpe 154, Brussels Oaktree, Drève de Bonne Odeur 20, Brussels Madou Plaza, Brussels 3 Other Brussels Brussels total Ariane I-III, Route d‘Esch 400, Luxembourg Thomas, Rue Thomas Edison 2, Luxembourg Luxembourg total Brussels Office total 100% 100% 71% 100% 100% 100% 100% 100% 100% 100% 100% 100% Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold 1998 1996/1999 1998/2001 1999 1999 1999/2003 1999 1999 1999 1989/1999 1999 1999/2003 Offices Offices Offices Offices Other Offices Offices Offices Offices Offices Offices Offices 94% 100% Freehold Freehold 1999 1999 Offices Offices Infopark Budapest, Infopark sétány 1 and 3, Budapest Other Budapest Budapest Office total 100% Freehold Freehold 2003 IVG Businesspark am Flughafen, Heltorfer Str. 1–22, Düsseldorf Gotic-Haus, Westfalendamm 94–100, Dortmund Office building, Stockholmer Allee 32, Dortmund Fashion Plaza, Karl-Arnold-Platz 2, Düsseldorf Global Gate, Grafenberger Allee 293–297, Düsseldorf 3 Other Düsseldorf Düsseldorf Office total 100% 100% 100% 100% 100% Freehold Freehold Freehold Freehold Freehold Logistics centre, Cargo City Süd, Geb. 554, Frankfurt-Flughafen Center am Ring, Otto-von-Guericke-Ring 13–15, Wiesbaden Other Frankfurt Frankfurt total Logistics centre Lohfelden, Otto-Hahn-Str. 26, 28, 34, 36, Lohfelden Logistics centre Waldau, Falderbaumstrasse 7–13, Kassel-Waldau Other Kassel + Liebenau Kassel total Frankfurt Office total 100% 100% Site area Lettable w/o parking 1,000 m2 1,000 m2 12.7 239.7 7.5 12.1 7.6 14.0 44.2 1.8 240.4 580.0 192.0 772.0 35.9 41.5 19.2 16.5 12.7 11.8 7.4 6.6 27.8 179.6 35.5 215.1 9.4 10.9 19.8 8.0 7.6 6.5 4.1 4.4 2.0 3.5 4.7 2.8 45.7 129.4 9.5 6.4 15.9 145.9 56.0 40.4 19.7 15.0 12.5 0.0 9.3 6.0 4.9 4.6 3.6 0.0 87.6 259.6 15.1 5.8 20.9 280.5 Business park 3.7 1.9 5.6 17.2 7.6 24.8 1999 1995/2002 2001 1998 2003 Business park Offices Offices Offices Offices 69.4 13.3 7.3 1.7 16.2 7.8 115.7 37.6 23.6 6.7 6.4 12.6 3.0 89.9 Leasehold Freehold 1997/1999 1993/2002 Comm./logistics Offices 100% 100% Freehold Freehold 1983/2001 1948/2000 Comm./logistics Comm./logistics 17.7 9.8 343.4 370.9 75.8 91.0 42,486.6 42,653.4 43,024.3 11.7 9.1 16.0 36.8 25.7 22.2 66.9 114.8 151.6 IVG Businesspark Hamburg Nord, Essener Str. 89–99, Hamburg Lilienthal-Center, Kugelfangtrift 4–8/Lilienthalstr. 300, Hanover Office building, Habichtstrasse, Habichtstrasse 41, Hamburg Other Hamburg total Tank storage 7 Oil storage caverns, Beim Postweg 2, Friedeburg Gas storage caverns, Beim Postweg 3, Friedeburg Cavern/tank storage total 7 Hamburg Office total 100% 100% 100% Freehold Freehold Freehold 1948/2001 1948/1980/2002 1991/1995 Business park Comm./logistics Offices 133.9 54.1 3.0 65.9 256.9 100% 100% 100% Freehold Freehold 8 Freehold 8 1962/2003 1972/2003 1993/1998 Logistics Logistics Logistics 48.3 26.5 6.7 17.3 98.8 218.0 12,800.0 4,500.0 71 Lombard Street 71, London 20 Soho Square, London 20 St. James’s Street, London 40/41 Conduit Street, London London Office total 100% 100% 100% 100% Freehold Freehold Freehold Freehold 2002/2003 1999/2003 1999 1999 Offices Offices Offices Offices 1, 2 1, 4 2.4 1.1 0.8 0.7 5.0 0.0 5.6 5.1 2.6 13.3 9 9 6 01 Mission 06 Our Business 36 Markets 07 Portfolio management 08 Acquisitions 10 Lettings 14 Sales 16 Real Estate Portfolio In-building parking Occupancy at 31 Dec. Spaces % Effective occupancy at 31 Dec. Jan.–Dec. % 138 0 291 250 289 147 0 0 165 1,280 6 1,286 74.9% 55.2% 100.0% 96.7% 81.1% 9.5% 100.0% 99.9% 76.0% 71.3% 75.2% 91.8% 78.4% 90.9% 84.9% 82.7% 84.6% 1,003 491 480 228 204 0 114 133 69 72 88 0 2,560 5,442 273 246 519 5,961 100.0% 90.9% 100.0% 58.5% 99.1% 100.0% 100.0% 99.9% 68.4% 97.8% 100.0% 100.0% 95.7% 76.1% 87.9% 72.6% 100.0% 63.2% 100.0% 30.0% 68.0% 100.0% 93.3% 100.0% 32.7% 75.8% 100.0% 90.3% 100.0% 32.5% 94.6% 100.0% 100.0% 100.0% 92.7% 95.4% 100.0% 100.0% 100.0% 95.5% 90.8% 100.0% 100.0% 100.0% 91.8% 75.2% 77.3% 52.7% 77.2% 80.8% 62.1% 313 413 0 66 101 2 895 97.0% 88.0% 100.0% 93.1% 76.6% 99.0% 88.3% 100.0% 96.9% 63.2% 99.0% 84.8% 95.8% 98.3% 27.6% 90.1% 90.8% 88.9% 0 213 218 431 0 0 2 2 433 100.0% 93.3% 100.0% 96.6% 100.0% 84.1% 97.1% 100.0% 68.5% 98.2% 100.0% 86.5% 91.5% 100.0% 93.0% 92.3% 93.1% 93.8% 95.1% 96.8% 95.3% 326 9 124 0 459 100.0% 79.7% 100.0% 100.0% 70.8% 100.0% 100.0% 72.2% 90.7% 94.6% 93.4% 100.0% 100.0% 100.0% 100.0% 98.5% 92.9% 100.0% 100.0% 100.0% 100.0% 98.4% 58.5% 91.0% 100.0% 82.1% 0.0% 83.2% 100.0% 73.4% 219 0 219 0 0 0 0 0 72.2% 82.4% 100.0% 81.5% 75.3% 70.1% 100.0% 98.0% 91.1% 37.1% 100.0% 98.2% % 69.4% 70.1% 100.0% 97.6% 86.4% 65.8% 100.0% 98.2% 58 Investor Relations Development reserve Market value 1,000 m2 ‘000 EBIT 2003 ‘000 ‘000 in T 207 1,454 9,741 1,729 11,470 3,122 1,371 2,873 1,484 1,292 699 847 1,846 3,051 16,585 2,393 18,978 3,291 1,385 1,889 1,118 1,385 555 847 1,949 2,907 15,326 1,885 17,211 1,910 466 2,512 547 683 367 722 1,054 3,259 11,520 1,744 13,264 -256 41 2,250 547 682 204 624 567 2,473 7,132 756 7,888 16,469 9,041 2,900 2,031 1,746 146 1,396 1,605 873 587 163 0 7,516 44,473 3,696 1,691 5,387 49,860 16,511 9,172 3,038 2,183 2,044 127 1,217 1,617 497 640 187 76,100 834,787 645 18 227 0 6,539 12 4 539 753 426 29,130 15,624 53,917 0 12 12 53,929 7,355 44,588 2,812 1,030 3,842 48,430 16,160 8,804 2,992 836 1,003 19 1,202 1,516 629 270 -85 -57 6,032 39,321 3,280 1,246 4,526 43,847 14,127 6,985 2,593 416 537 -321 869 1,260 450 36 -176 -23 5,362 32,115 2,605 992 3,597 35,712 44,977 2,915 697 3,612 1,492 1,282 2,774 2,110 1,321 3,431 -450 564 114 -625 323 -302 199,240 149 963 0 0 6,841 0 7,953 5,499 2,768 902 1,449 247 254 11,119 5,424 3,097 934 1,333 1,720 147 12,655 4,711 2,314 780 1,188 -524 -1,570 6,899 3,335 1,700 601 978 -763 -1,599 4,252 0.0 0.0 0.0 0.0 5.5 34.5 4.5 44.5 44.5 82,702 111,477 56 496 0 552 45 18 364 427 979 1,222 1,170 1 2,393 1,799 1,013 3,494 6,306 8,699 1,250 1,429 0 2,679 592 885 3,487 4,964 7,643 765 924 -29 1,660 1,556 850 2,575 4,981 6,641 544 677 -29 1,192 1,172 664 1,879 3,715 4,907 74.0 20.0 0.0 0.0 94.0 104,420 508 907 11 0 1,426 4,992 1,161 830 202 7,185 5,034 1,197 869 184 7,284 4,115 793 526 158 5,592 2,521 472 339 82 3,414 165,000 269,420 6,137 7,563 26,286 33,471 26,468 33,752 18,168 23,760 13,567 16,981 0.0 0.0 0.0 0.0 168,093 16 1,441 0 0 1,457 908 8 3,286 1,693 5,895 0 2,191 3,289 1,645 7,125 795 -989 2,175 1,697 3,678 665 -1,504 1,109 1,431 1,701 ‘000 119 324,551 758,687 36.0 0.0 0.0 0.0 13.5 1.3 50.8 Investment Rental in- Income fore2003 come 1 2003 cast 1 2004 273 6,745 943 8.0 28.2 36.2 0.0 36.2 76 Financial Information Cash flow 2003 182.0 13.0 49.8 281.0 26.8 307.8 72 Employees 28,775 ‘000 18.19 Table of the Real estate portfolio IVG share Milan Munich Paris Finland Form of ownership Added/last refurbished Type of use Piazzale Lodi 3, Milan Palazzi Fermi & Galeno, Milan 3 Via Carducci 125, Sesto San Giovanni, Milan Via Dione Cassio 13, Milan Via Cascia 5, Milan Via Gobetti 2, Cernusco sul Naviglio Palazzo dei Cigni, Milan 3 Milan Office total 100% 93% 94% 94% 94% 100% 93% Freehold Freehold Freehold Freehold Freehold Freehold Freehold 2001 2000 1999 1999 2000 2001 2000 Offices Offices Offices Offices Offices Offices Retail Nordostpark Nuremberg, Nordostpark 1–98, Nuremberg IVG Businesspark MEDIA WORKS MUNICH, Rosenheimer-Str., Munich IVG Businesspark vor München, Einsteinstrasse, Ottobrunn Gewerbepark Dornach, Margaretha-Ley-Ring 1–14, Dornach Businesspark Puchheim, Benzstr. 11, Siemensstr. 4, Puchheim Other Munich Munich Office total 100% 100% 100% 100% 95% Freehold Freehold Freehold Freehold Freehold 1948/2003 1966 1960/2003 1974/2001 1977 Business park Business park Business park Comm./logistics Comm./logistics 7 Place Vendôme, Paris 173–175 Bd Haussmann, Paris Office building, 121–123 Rue d‘Aguesseau, Boulogne Billancourt 21 Place de la Madeleine, Paris Paris Office total 100% 100% 94% 100% Freehold Freehold Freehold Freehold 1999/2002 1997 2000 1997 85% 85% 85% 85% 85% 78% 75% 85% 85% 85% 85% 85% 85% 85% 85% 85% 85% 65% 85% 85% 85% 85% 85% 18% Leasehold Freehold Leasehold Freehold Freehold Leasehold Freehold Freehold Leasehold Freehold Leasehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold Freehold 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 2003 Kornetintie 6 KOy, Helsinki Kutomotie 6 KOy, Helsinki Malmin Kauppatie 8 KOy, Helsinki Munkkiniemen liiketalo, Helsinki Niittylänpolku 16 KOy, Helsinki Pasilanraitio 5 KOy, Helsinki Satomalmi KOy, Helsinki Sörnäisten Rantatie 25 KOy, Helsinki Teerikukonkuja 5 KOy, Helsinki Vallilan yhtiöt, Helsinki Vanha Talvitie 11 KOy, Helsinki Vilhonkatu 5 KOy, Helsinki Vuorikatu 20 KOy, Helsinki Kilon Helmi KOy, Espoo Kilon Timantti KOy, Espoo Lastupolku KOy, Espoo Scifin Alfa KOy, Espoo Sinimäentie 10 KOy, Espoo Tapiontuuli KOy, Espoo Plaza Forte KOy, Vantaa Pakkalan Kartanonkoski 3 KOy, Vantaa Pakkalan Kartanonkoski 12 KOy, Vantaa Sisustaja KOy, Vantaa Vantaan Liikeskus (Jumbo), Vantaa Other Finland total 10 Site area Lettable w/o parking 1,000 m2 1,000 m2 6.0 5.9 1.5 7.0 2.4 4.7 4.8 32.3 20.8 15.8 9.4 9.2 5.4 5.1 2.7 68.4 258.2 20.8 768.4 30.7 43.7 22.6 1,144.4 123.4 11.4 79.8 29.8 21.9 2.9 269.2 Offices Offices Offices Offices 2.5 1.6 3.0 0.8 7.9 11.1 10.6 9.8 2.6 34.1 Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Offices Retail Retail 2.0 3.6 4.1 6.0 2.7 2.1 2.3 3.4 8.8 10.0 2.8 1.6 1.7 3.7 3.9 1.5 7.8 23.4 3.1 4.0 9.5 4.0 25.3 28.6 87.4 253.3 3.3 7.7 4.7 6.7 3.0 7.7 4.8 6.5 4.1 34.8 6.7 5.8 6.7 3.8 4.0 1.2 5.3 12.6 6.9 6.1 7.8 3.3 15.9 53.8 74.0 297.2 144.9 147.6 594.3 45,313.3 45,907.6 865.9 824.6 1,609.5 Other total Europe (except Germany) Germany IVG 1 Non-consolidated/provisional 4 Near completion 2 Stated amounts are IVG share of euro total 5 Includes tenancies signed up to 31 Dec. 2003 3 Space (partly) in development 01 Mission 06 Our Business 07 Portfolio management 08 Acquisitions 10 Lettings 14 Sales 16 Real Estate Portfolio In-building parking Occupancy at 31 Dec. Spaces % 150 178 84 53 40 150 36 Markets Effective occupancy at 31 Dec. Jan.–Dec. % % 100.0% 100.0% 86.2% 100.0% 100.0% 100.0% 100.0% 98.1% 100.0% 100.0% 88.4% 100.0% 100.0% 100.0% 100.0% 97.7% 100.0% 100.0% 90.6% 100.0% 100.0% 100.0% 100.0% 98.6% 1,446 963 183 430 0 3 3,025 92.3% 80.9% 95.2% 100.0% 100.0% 93.8% 79.6% 95.7% 100.0% 100.0% 92.2% 100.0% 96.5% 100.0% 100.0% 94.3% 95.4% 95.4% 0 0 60 31 91 99.8% 100.0% 45.9% 100.0% 84.4% 100.0% 100.0% 39.1% 100.0% 88.9% 100.0% 78.0% 90.7% 97.9% 89.9% 11 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 86.9% 100.0% 100.0% 100.0% 89.1% 92.6% 100.0% 100.0% 100.0% 100.0% 100.0% 82.5% 100.0% 82.8% 100.0% 100.0% 100.0% 100.0% 100.0% 97.6% 100.0% 98.3% 100.0% 93.4% 62.6% 100.0% 100.0% 100.0% 93.9% 93.6% 100.0% 97.4% 100.0% 100.0% 100.0% 87.4% 100.0% 100.0% 100.0% 95.4% 100.0% 100.0% 100.0% 97.6% 100.0% 98.3% 100.0% 93.4% 62.6% 100.0% 100.0% 100.0% 93.9% 93.6% 100.0% 97.4% 100.0% 100.0% 100.0% 87.4% 100.0% 100.0% 100.0% 95.4% 100.0% 100.0% 96.1% 97.1% 97.1% 655 26 62 31 60 91 40 13 61 8 151 13 86 1,600 1,520 3,793 1,199 11,898 6,098 17,996 6 7 91.5% 88.6% 90.3% 93.4% 94.4% 93.9% 89.9% 93.3% 91.5% 58 Investor Relations Development reserve Market value 1,000 m2 ‘000 72 Employees Investment Rental in- Income fore2003 come 1 2003 cast 1 2004 Cash flow 2003 EBIT 2003 ‘000 ‘000 ‘000 2,680 1,953 1,138 884 563 706 506 8,430 2,680 1,992 874 900 574 710 506 8,236 2,323 1,958 966 750 564 611 507 7,679 1,944 1,656 806 626 477 512 429 6,450 408,630 2,167 367 6,236 38 84 2 8,894 14,259 541 *7) 8,567 3,467 2,084 139 29,057 10,980 355 7,996 2,358 2,131 158 23,987 11,624 -28 *7) 4,979 3,121 1,992 3,769 25,457 8,755 -99 3,695 2,686 1,651 3,760 20,448 308,300 60 0 995 0 1,055 6,386 5,308 2,860 1,708 16,262 6,625 2,500 2,225 1,964 13,314 6,038 3,227 2,595 1,227 13,087 5,675 2,270 2,144 901 10,990 503 712 670 1,218 323 1,049 427 1,055 372 4,653 490 1,232 915 642 403 136 921 967 1,263 1,236 1,309 616 2,526 3,089 6,657 33,384 56 87 85 163 44 90 26 137 39 708 75 161 146 91 97 16 130 161 186 149 168 79 411 421 556 4,282 40 69 74 130 40 59 15 120 34 592 36 122 141 78 80 14 117 137 159 97 139 64 379 421 432 3,589 ‘000 125,900 99.0 42.0 204.4 19.0 12.0 0.0 376.4 76 Financial Information *7) ‘000 10.0 28.4 8.6 56.0 310,568 129 2,992 83 113 111 197 53 149 51 173 56 773 102 181 148 109 116 23 153 194 210 178 210 101 420 515 1,248 5,667 0.0 188,533 3,502 15,475 15,397 12,016 9,968 92,2 873,5 965,7 1,981,158 1,313,318 3,294,476 66,547 36,859 103,406 104,363 101,324 205,687 129,317 95,248 224,565 84,703 76,021 160,724 68,108 54,476 122,584 9.0 Geometrical volume in 1,000 m3; gas cavern storage capacity: 8 Partly held under trust for German government 500 million scm working gas 9 1,000 m3 IVG share only 10 Finland portfolio (net rental income, cash flow and operating earnings) stated at 2/12 of total (POLAR first consolidated 1 Nov. 2003) 20.21 Dr. Josef Zimmermann, Director Project Development Germany Jorgen Svedin, Director Project Development International Project development IVG development projects were snapped up by tenants and buyers all over Europe in 2003, rewarding IVG’s strategy of producing top-quality developments in line with market needs: IVG total value: 1.1 billion IVG worked with top-notch partners on development projects worth €2.1 billion in 2003; IVG accounted for €1.1 billion of this total while keeping its capital commitment below €400 million. Lettings in 2003 totalled 51,000 m2, comprising 41,000 m2 in Germany and 10,000 m2 elsewhere in Europe. IVG project development activities in 2003 generated turnover of €87.0 million (2002: €160.6 million) and operating earnings of €5.3 million (2002: €49.1 million). Turnover and earnings were down because the 2002 figures had included the sale of Gresham Street, IVG’s biggest ever development project. Accounts were not settled on any major projects in 2003. Factoring out Gresham Street, turnover and operating earnings increased compared with 2002. Development projects elsewhere in Europe are undertaken by IVG branch offices or experienced local partners. In Germany, IVG consolidated and reinforced its project development capabilities during the year under review. Wert-Konzept Projektentwicklung and Tercon combined to form a single unit under the Tercon name. As a result, various technical and commercial functions have been expanded and geared to pull together. 01 Mission 06 Our Business 07 Portfolio management 20 Project development 36 Markets 58 Investor Relations 72 Employees 76 Financial Information IVG generates attractive returns with project development while systematically minimizing risk. Clear risk control principles are applied to this end: The IVG share of development projects must not exceed around one third by value of the IVG real estate portfolio. The strict investment criteria applied to portfolio properties apply equally to development projects. Project appraisal draws on IVG’s own pan-European research and the wealth of experience furnished by branch office property experts. IVG works with top-calibre contractors to minimize quality, cost and timing risk. Margins between 10% and 20% must be attainable depending on the project’s location, type of use and degree of advancement. A global project controlling function monitors ongoing projects and performs risk assessment on a continuous basis. Selected development projects current in 2003 IVG is developing several projects in Berlin through Tercon, its project development subsidiary: Berlin Wert-Konzept developed Classicon, a combined commercial-residential building on Leipziger Platz, as general project contractor for IVG. The eleven-storey building is part of an assemblage which restores Leipziger Platz to its earlier octagonal form. IVG sold the project to an open-end real estate fund soon after construction began. It is now used by Stinnes AG. Classicon Location: Berlin, Leipziger Platz 9 Type of use: Office Site area: 14,500 m2 Occupancy rate: 100% Tenants: Stinnes Completed: 08/2003 ▲ Sale: 08/2003 to CGI Commerzbank Grundinvest 22.23 Tercon Management Board_Horst Lieder_Dr. Dierk Ernst_Reinhard Müller (left to right) Also on Leipziger Platz, Hannover Leasing engaged Tercon as general project contractor for KanadaHaus. About 6,500 m2 of the 19,000 m2 building will be used by the Canadian embassy. Tercon is also commissioned with marketing the remainder. In a joint venture with Rendata, Tercon is general project contractor for Stettiner Carrée – a development at Berlin’s Nordbahnhof rail station comprising four office buildings with a project value of €160 million. The ensemble is let to Deutsche Bahn – which is using it to bring together much of its corporate headquarters – and has been sold to a company in the Deutsche Bank group. Tercon has further Berlin projects in the planning or building stage at Salzufer, on Unter den Linden, in Hackescher Markt and on the banks of the Spree in Kreuzberg. Nordbahnhof Location: Berlin Type of use: 4 office buildings Site area: 61,300 m2 Occupancy rate: 96% Tenants: Deutsche Bahn Completion: 2005 ▲ Sale: 2003 to DB Real Estate 01 Mission 06 Our Business 07 Portfolio management 20 Project development 36 Markets 58 Investor Relations 72 Employees 76 Financial Information Brussels is IVGs largest location. Besides management of the portfolio, activities in 2003 focused on Brussels two projects: The complete overhaul and extension of Madou Plaza, which will largely be finished in 2004. Refurbishment of the 10,000 m2 Tervueren Plaza office building, which began mid-2003 and was completed in January 2004. MADOU PLAZA, BRUSSELS Madou Plaza ernization and expansion of an existing building. The originally Location: Brussels, Type of use: Office 32-storey office tower was completed in 1964 and came into Site area: 40,000 m2, Completion: end of 2004 IVG’s hands when IVG took over Asticus in 1999. The property is handily sited on the Brussels inner ring road, at the edge of Quartier Léopold where the main EU institutions are found. The new, rejuvenated Madou Plaza will be finished by the end of 2004. The expanded tower is receiving an attractive glass frontage, new utilities and a variable-floorplan interior layout. A 7,000 m2 extension featuring a generous atrium houses offices and a conference centre. The 33-storey building will be the tallest structure in the European capital. Letting prospective: EU. Dr. Jean Pierre Staelens, Cetim S.A., Brussels_IVG Project Manager ▲ Madou Plaza is a major IVG project comprising wholesale mod- 24.25 Budapest IVG has been in Budapest since the late 1990s and has completed a number of projects in the city centre. Some 100,000 m2 of office space is currently being built in Infopark Budapest. Half of it is already completed. Infopark Budapest is a key IVG project in one of the new EU member states. IVG began developing the accessibly situated site near the Technical University and the Danube in 1998. Three buildings are complete and mostly let; construction of a further office building with 13,400 m2 of lettable space commenced at the end of 2003. Infopark is designed to house branch offices of international firms alongside local businesses. In addition to the office buildings, it also has a service centre with communication and catering facilities. Major tenants in the first three buildings include Hewlett-Packard and Hungary’s market-leading telecoms and Internet service providers Matáv and Axelero. Matáv has bought the building it uses. Onward development and completion of the Infopark depends on demand and is looked after by the IVG branch office with the aid of locally experienced project developers. Infopark Budapest Location: Budapest, Type of use: Office Site area: 42,100 m2 (IVG 17,200 m2), Occupancy rate: 77% Tenants: Hewlett-Packard, Axelero I N F O PA R K , B U D A P E S T ▲ Development reserve: 36,200 m2 01 Mission 06 Our Business 07 Portfolio management 20 Project development 36 Markets 58 Investor Relations 72 Employees 76 Financial Information G L O B A L G AT E , D Ü S S E L D O R F ▲ Global Gate Location: Düsseldorf, Type of use: Office Site area: 33,600 m2 in three construction phases (phase 1: 10,000 m2 sold / phase 2: 12,600 m2 / phase 3 in preparation: 11,000 m2) Occupancy rate: 63% (phase 2 only) Global Gate – an IVG office development in Düsseldorf – shows that there are openings in the German office market even at difficult times. It is located on Grafenberger Allee, between the city centre and leafy suburbs. A number of German household names have taken up residence in the area, including including Deutsche Bank, Thyssen-Krupp, SMS and Metro with its corporate headquarters. The first construction phase of Global Gate, completed by IVG in 2002, is let to a subsidiary of Deutsche Telekom and was sold to an open-end real estate fund. Almost all of the second phase was let in 2003 despite the difficult market situation. Tenants include international companies such as the Finnish office chair manufacturers Nowy Styl, TUI subsidiary TQ 3 Travel Solutions, Metro, Weight Watchers and Chubb Insurance. With these lettings, the complex has attained its eponymous status as Düsseldorf’s global business gateway. The third phase will offer the tried and tested combination of high quality and commercial amenity. 26.27 Airrail Location: Frankfurt Type of use: Office, retail, hotel Site area: 114,800 m2 Occupancy rate: 32% Tenants: Le Meridien ▲ Completion: 2007 Frankfurt Preparations continue for construction of Airrail, a major development fully integrated with Frankfurt Airport. Considerable progress has been made on planning work for the complex, which features 680 five-star hotel rooms and more than 70,000 m2 of office space. Le Meridien plans to create one of the world’s most prestigious airport hotels with high-end interior appointment specially designed for Airrail. As a result, 32% of the total space at Airrail is already let before construction even begins. London IVG has achieved promising further progress with its London activities following its highly successful Gresham Street and Great Marlborough Street projects. IVG modernized 20 Soho Square and let some 4,000 m2 of the 5,600 m2 office building to Hill and Knowlton, an advertising agency. Preparations commenced for refurbishment of the former headquarters of Lloyds TSB Bank in Lombard Street. Helsinki IVG acquired a promising development project together with its majority stake in Finland’s POLAR. The Jumbo shopping centre near the airport – the second largest in Finland, with a floor area of 53,800 m2 – is gaining another 28,400 m2 of retail space. Milan The 16,900 m2 Centro Marelli is finished and is now being let. A total of 4,100 m2 was let in 2003, some of it to Xerox. 01 Mission 06 Our Business 07 Portfolio management 20 Project development 36 Markets 58 Investor Relations 72 Employees 76 Financial Information In a joint venture with insurers and real estate specialists AXA, IVG has been involved in developing Paris various projects in Paris since 2001. The focus in 2003 was on letting, sales, and advancing construction on ongoing projects: A X A / I V G P R O J E C T D E V E L O P M E N T, PA R I S ▲ ▲ Perisud Colgate Location: Paris, Type of use: Office Location: Paris, Type of use: Office Site area: 33,700 m , Occupancy rate: 100% Site area: 9,100 m2, Occupancy rate: 100% Tenants: Sanofi-Synthélabo Tenants: Colgate Sales: 05/2003 to CGICommerzbank Grundinvest Sales: 12/2003 to KanAm 2 A joint venture between AXA and IVG is developing real estate projects worth some €800 million by 2008. With up-to-date products on attractive terms, the joint venture has already fully let three large office buildings and sold two of them to German open-end real estate funds: the Périsud building in Montrouge, Paris, has been completed and is now used by Sanofi-Synthélabo; an office building in Bois-Colombes is let to Colgate. A further Bois-Colombes office complex, with 40,800 m2 of lettable space, is under construction and has already been let to Aviva, a UK insurance group. The joint venture has also sold numerous owner-occupied apartments in Issy-les-Moulineaux and Bois-Colombes. 28.29 PROJECT DEVELOPMENTS Location Project Type of use Lettable Occup. Realiza- IVG space m2 rate* tion share Progress Status Berlin Carossa Quartier phase 2 Office and retail 8,941 14% 2006 Berlin Nordbahnhof Berlin Office 61,347 96% 2005 50% Under const. Sold Berlin Salzufer Office, site dvlpmt. 48,556 31% 2005 50% Under const. For sale Brussels Madou Plaza Office 40,000 2% 2004 100% Under const. Portfolio Brussels Tervuren Plaza Office 9,560 0% 2004 100% Under const. Portfolio Budapest Infopark building C Office 13,376 0% 2005 100% Under const. Portfolio Düsseldorf Global Gate phase 2 Office 12,602 78% 2003 100% Completed Portfolio Düsseldorf Global Gate phase 3 Office 10,917 0% 2006 100% In planning Portfolio Düsseldorf Museumsmeile Parkhaus Parking Frankfurt AIRRAIL Office, retail and hotel Helsinki Jumbo 2 London Lombard Street Milan 100% Under const. Portfolio 100% 2003 100% Completed Let 114,823 32% 2007 47% In planning For sale Retail 28,425 59% 2006 60% In planning For sale Office and retail 16,512 0% 2008 100% In planning For sale Centro Marelli Office 16,871 28% 2004 45% Completed Sold Munich City Limit Fürth Retail 20,768 75% 2004 94% Completed For sale Munich Ottobrunn Geb. 3 Modernization Office 13,555 77% 2004 Paris AXA – Bois Colombes Ilot 1 Office 9,090 100% 2003 30% Completed Sold Paris AXA – Bois Colombes Ilot 2, 3, 4 Office 40,840 100% 2005 30% Under const. For sale Paris AXA – Bois Colombes Ilot 6, 7, 8 Residential 14,755 96% 2004 30% Under const. Paris AXA – M1 H Avenue de France Office 12,612 0% 2006 30% In planning For sale Paris AXA – Neuilly sur Seine Office Paris AXA – Oise Logistics Parc Logistic Paris AXA – PERISUD Office Paris AXA – PS Cluny Paris AXA – PS Soufflot 12,500 0% 2006 30% In planning For sale 0% 2005 30% Part complete For sale 33,749 100% 2003 30% Completed Sold Residential 3,764 100% 2005 13% Under const. For sale Residential 5,701 58% 2005 13% Under const. For sale 690,080 Total value 100% ( m) 2,091 IVG share of total value ( m) 1,123 IVG share of total value (%) 54 Committed capital ( m) < 400 Average economic occupancy rate (%) 42 * Percentage let/sold PROJECT DEVELOPMENT BY REGION IVG share of total value € 1,123 million Düsseldorf Frankfurt Munich 15% Brussels 15% Budapest 2% 6% Helsinki 4% 23% London 12% 4% Sold 140,816 Total lettable space 100% in m2 Berlin 100% Under const. Portfolio Milan 1% Paris 18% 01 Mission 06 Our Business 07 Portfolio management 20 Project development 29 Services 36 Markets 58 Investor Relations 72 Employees 76 Financial Information Project development services IVG’s project development activities are not restricted to buildings in its own portfolio. The Group also Service offers project development as a service to other companies. IVG subsidiary Tercon undertakes projects references, as general project contractor and provides services ranging from project management and obtaining Tercon 2003 planning permission to project financial control. SELECTED SERVICE REFERENCES, TERCON 2003: City Name Type of Use Berlin Kanada Haus Embassy, offices, m2 (GFA) Construction as general project 80,000 General planning residential Darmstadt TZ Darmstadt Darmstadt TZ Darmstadt (development Office building Service 19,000 contractor; partial marketing (buildings for T-Online and T-Systems) Telekom office park 284,000 Management of planning 105,000 Construction as general project plan and planning permission) application Munich St. Martin-Strasse Siemens office building Munich Hannover-Leasing headquarters Office building contractor; marketing 9,500 Project management S T. M A R T I N - S T R A S S E , M U N I C H ▲ St. Martin-Strasse Tercon has been general project contractor for the new Siemens office park on Location: Munich St. Martin-Strasse – near Munich East Station – since 2001. The new park will Type of use: Office ultimately accommodate 5,500 workers. Five office buildings with a total of Site area: 120,000 m 80,000 m2 and 450 parking spaces were handed over to Siemens in 2003. Plan- Tenants: Siemens ning work has begun on two further office buildings with 25,000 m2. 2 30.31 Investment funds Growing funds business leverages Our funds complement IVG shares as a vehicle allowing private and institutional investors to tap into our active presence and deep experience in European property markets. IVGs expertise German institutional investors are looking to buy into property abroad and – rather than buying outright as they would do at home – prefer to invest indirectly through institutional real estate funds. With property-based tax-saving strategies on the decline, private investors are increasingly turning to yieldoriented investments. Difficult property markets make an experienced guide with local presence a key success factor. IVG is well placed to serve institutional and private investors. Access to attractive investment products, experience in active portfolio management and a network of branch offices in major European cities and growth centres give a competitive edge. IVG projects a sharply defined market presence by its clear focus on office and commercial property in Europe. IVG actively exploited the strategic opportunities in 2003 to consolidate and expand funds activities for institutional and private investors. In total, IVG manages a real estate portfolio worth €3 billion for third parties. Dr. Georg Reul, Director Funds Fund team_Jan Dührkoop_Dr. Rüdiger von Stengel_Philipp Henkels (left to right) 01 Mission 06 07 20 30 Our Business 36 Markets Portfolio management Project development Investment funds 31 Open-end real estate funds 58 Investor Relations 72 Employees 76 Financial Information Open-end real estate funds As of 2003, IVG is stepping up its involvement in the open-end real estate fund business. In spring, New IVG IVG Immobilien KAG gained approval to carry on investment business from BaFin, Germany’s Federal investment company Financial Supervisory Authority. IVG Immobilien Kapitalanlagegesellschaft mbH, to cite its full name, is a specialized financial institution coming under Sec. 1 of the German Banking Act (KWG) and BaFin supervision. Its activities consist of issuing and managing real estate funds as defined in the German Investment Funds Act (KAGG) (which was superseded by the German Investment Act (InvG) on 1 January 2004). Known as open-end real estate funds, these are especially popular among investors due to their transparency and security. For the time being, IVG is concentrating on real estate funds for institutional investors such as insurance companies and pension funds. Over €13 billion is currently invested in institutional real estate funds in Germany. The flow of money into institutional real estate funds is expected to continue growing, primarily due to the growth market in company pensions, investment strategies with greater emphasis on real estate and a shift in investment patterns from direct to indirect vehicles. Its risk spread and stability makes real estate an attractive buy for institutional investors. But professionally looking after property takes a lot of management effort and expert knowledge. FUNDS INVESTED m 80,000 70,000 60,000 50,000 40,000 30,000 20,000 10,000 Open-end real estate funds 0 Money market funds - 10,000 Other security funds - 20,000 Bond funds 1997 1998 Source: BVI (March 2003), IVG Immobilien AG 1999 2000 2001 2002 2003 Equity funds 32.33 Institutional investors cautious To make up for knowledge shortfalls above all regarding foreign markets, institutional investors prefer a professional, experienced operator with direct access to the rental and investment markets. in their investment decisions In December, IVG Immobilien KAG issued two real estate funds: IVG Europa Invest Nr. 1 and IVG Europa Invest Nr. 2. The plans are for further investors to join these funds. In view of their systematic pan-European investment policy resembling the buy-and-sell strategy successfully practised by IVG, we anticipate that the funds will generate sustained, above-average returns. I V G I M M O B I L I E N D E L P H I S T U D Y: I N V E S T M E N T B E H AV I O U R O F I N S T I T U T I O N A L I N V E S T O R S A D VA N TA G E S O F I N V E S T I N G I N R E A L E S TAT E Percentage of respondents Broad diversification 97.4 Steady income 63.2 Independent of stock and bond markets 60.5 Protection from inflation 47.1 Strong potential for value growth 44.7 D I S A D VA N TA G E S O F I N V E S T I N G D I R E C T LY I N R E A L E S TAT E Percentage of respondents High administrative expense 81.6 Not readily fungible 73.5 Demands high level of expert knowledge 50.0 Low yields 28.9 High cluster risk 13.2 Source: Prognos AG – survey covering 50% of market value in investments 01 Mission 06 07 20 30 Our Business 36 Markets Portfolio management Project development Investment funds 31 Open-end real estate funds 33 Closed-end real estate funds 58 Investor Relations 72 Employees 76 Financial Information Closed-end real estate funds Private investors have long favoured closed-end funds as a means of investing in property. A key advan- IVG takes 100% of shares tage is that investors are fully informed, before committing themselves, as to the properties that make in investment fund up the fund assets and the fund’s prognosticated performance over the next 10 to 15 years. This pro- promoters Wert-Konzept vides a sound basis on which to decide when it comes to certain kinds of mostly long-term investment – bringing forecasting risk down to a low level unattainable for other indirect property investments. As a result, closed-end real estate funds have kept a strong place among property investments, proving wrong all predictions to the contrary. Some €4.5 billion in equity flowed into closed-end funds in 2003. The total value of real estate assets held in closed-end funds exceeds €150 billion, well above the €85 billion assets of all open-end real estate funds. IVG plans to place greater focus on closed-end real estate funds. We consider ourselves well placed to expand this business in view of our Europe-wide branch office network and considerable experience in the structuring, value-sustaining management and timely sale of real estate investments. Investment products structured in this way will be promoted in future through an IVG-owned marketing management company. To this end, IVG has increased its stake in Wert-Konzept, a funds marketing company of long standing, from 40% to 100%. After strengthening the workforce and structure of its marketing arm, Wert-Konzept increased marketed equity in 2003 by 140% compared with the previous year, to €46 million. The target for 2004 is further growth to €100 million. Marketing in 2003 centred around two closed-end funds: »Ertragsfonds 5« and »EuroSelect 07«. The first of these was issued in 2002 and all units were sold in 2003. The fund assets are two office buildings in Frankfurt am Main and Bonn. The two properties are let under long-term tenancies to Dresdner Bank and Deutsche Telekom. ■ Total investment: €99.25 million ■ Equity sold: €46.65 million, plus €2.3 million premium (€31 million in 2003) ■ Prospectus dividend: 7% ■ Tax loss for investors in Year 1: 13% Ertragsfonds 5 34.35 »EUROSELECT 07« IVG and Wert-Konzept presented the »Euro- The planning of »EuroSelect 07« is an early example of how the expertise of various Select 07« fund in November 2003. The fund IVG business operations is drawn upon in issuing closed-end funds. All IVG divisions combines first-class office properties in successfully contributed their experience, from the search for a suitable property by Germany and the UK. the London Branch Office to choices regarding legal and tax issues, financing and ultimately marketing. EMI House, London Lettable space 8,000 m2 The »EuroSelect 07« investment company has acquired the London headquarters Purchase price €51.0 million of EMI. The property is in the London Borough of Hammersmith, between the City Annual rent €3.6 million (about 5 km away) and Heathrow Airport (12 km). IVG Headquarters The other two properties are the headquarters of IVG Immobilien AG in Bonn and an Zanderstr. 5-7, Bonn office building in the IVG business park at Nuremberg. The buildings are let on long- (94% of the property management company) term tenancies lasting to 2020. Lettable space 9,300 m2 Purchase price €21.5 million (for 94%) Under the double taxation treaty, income from the London property is only taxed in Annual rent €1.5 million (for 94%) the UK. In Germany, this income is tax-exempt (though it counts towards total income when determining the tax rate applicable to income from other sources). The UK Nordostpark Building 12-14, grants each taxpayer a tax-free allowance equivalent to €6,500 a year. As a result, Nuremberg dividends payed out by the funds are virtually tax-free for German participants invest- Lettable space 8,500 m ing up to €115,000. 2 Purchase price €12.7 million Annual rent €0.9 million IVG provides investors in this fund with exit opportunities unusual for a closed-end fund – for example redemption of units in the event of hardship and a right to sell to Total value: €98.5 million IVG in respect of the two German properties. Equity, excluding premiums, approx. €50 million IVG will remain able to offer attractive European properties with tax benefits for pri- Initial dividend 6.3% (tax free) vate investors. Zanderstrasse Location: Bonn Type of use: Office Site area: 9,300 m2 Occupancy rate: 100% Tenants: IVG Immobilien AG ▲ 01 Mission 06 07 20 30 Our Business 36 Markets Portfolio management Project development Investment funds 31 Open-end real estate funds 33 Closed-end real estate funds D ATA 58 Investor Relations 72 Employees 76 Financial Information PROPERTIES Volume € million 98.5 Equity capital € million Borrowed capital (net) € million London, EMI House, m2 office space 50.0 43 Brook Green Hammersmith parking spaces 45 48.5 Bonn, IVG headquarters, m2 office space 9,300 6.3 * Initial dividend in % Minimum investment € (plus 5% premium) »EuroSelect 07« 10,000 * from 2003; rising to approx. 8% by 2022 8,000 Zanderstrasse 5&7 parking spaces 109 Nuremberg, m2 office space 8,500 Nordostpark 12–14 parking spaces – SELLING OPTIONS Investors have right to sell units back once after 10 years, at the then prevailing market price with the applicable discount. The investment fund company has options to sell the German investment properties (Bonn and Nuremberg) to IVG: Initial purchase of units ▲ 2004 2009 2015 2017 Up to year 10 90% of par Investors have option to sell in event of hardship at any time Source: IVG EMI House Location: London, Type of use: Office Site area: 8,000 m2, Occupancy rate: 100% ▲ Tenants: EMI Wert-Konzept_Bernd Wrobel_Dr. Klaus-Dieter Schmidt_Rainer Gieseke_Torsten Deutsch (v.l.n.r.) ▲ ▲ Years 1–5 80% of par 2014 Data 36.37 Markets Rather than following identical trends, the various European real estate markets each have different potential and growth rates. Selling opportunities in one major city coincide with buying opportunities in another. Only a real estate company with local expertise is in a position to exploit these market opportunities to full effect. 01 Mission 06 Our Business 36 Markets 37 Economic environment 58 Investor Relations 72 Employees 76 Financial Information Economic environment The European economy was generally feeble in 2003. Most European countries reported only slight Varied economic economic growth. The main cause besides structural problems was weak domestic demand. House- picture across Europe holds and businesses held back with spending due to the shaky outlook and governments were forced to save by high levels of public debt. A look at Europe’s countries and regions reveals a varied picture. Countries in Central Eastern Europe have relatively high growth rates. Though not spared the effects of the weak global and Western European economy, these were through the worst of the recession and are now attractive investment locations in view of their impending EU accession. This region is expected to continue delivering Europe’s top growth rates in the coming years. Among existing EU members, the UK and Spain turned the corner and already saw their growth rates pick up in 2003. Inflation in EU member states ranges between 1.2% and 2.9%. Combined with low interest rates this makes for a good climate for business investment. E U R O P E A N E C O N O M I C D ATA in % GDP growth 2002 Inflation 2003 2 2002 2003 0.2 -0.1 1.3 1.3 4.78 4.07 Finland 2.2 1.5 2.0 1.2 4.98 4.13 Sweden 1.9 1.4 2.0 2.0 5.30 4.64 Hungary 3.5 2.9 5.2 5.2 7.09 n.s. Italy 0.4 0.3 2.6 2.8 5.03 4.25 Portugal 0.4 -0.8 3.7 2.3 5.01 4.18 Spain 2.0 2.3 3.6 2.9 4.96 4.12 Belgium 0.7 0.8 1.6 1.8 4.99 4.18 France 1.2 0.1 1.9 2.5 4.86 4.13 UK 1.7 2.0 1.3 1.3 4.91 4.58 EU (15 countries) 1.0 0.7 2.1 2.0 4.92 4.23 Euro zone (12 countries) 0.9 0.4 2.3 2.1 4.92 4.16 1 Provisional (except Germany) 2 Nov. 2002–Nov. 2003 3 Yield on 10-year government bonds 2002 3 Germany Source: Eurostat 2003 1 Interest rates 38.39 European real estate market Rental markets Most European office property markets were dragged down with the economy in 2003: Top and aver- hard, investment age rents fell while vacancy rates increased. The causes were shrinking demand and growth in the markets stable supply of new space. Projects initiated at the height of the millennium boom were now coming onto the market. Large amounts of space were also available for subletting. Space turnover varied from city to city across Europe. While demand in London, Milan, Berlin and Barcelona dropped between 10% and 23%, Brussels saw demand growth of 96%, Prague 47% and Madrid 21% – after a weak preceding year – no less than 40%. Turnover remained at previous year’s levels in the main German office locations except Berlin, and in Frankfurt was even up 21%. However, many companies were taking advantage of the current market situation to let new units on better terms. A total of 7.06 million m2 of office space was let in the 19 main cities in 2003. The 2002 figure had been 6.65 million. The weighted average relative growth rate in 16 key Western European office markets was 5%. The three major cities of Central Eastern Europe saw growth of 14%, albeit from a far lower starting point. For property market research, IVG draws on the expertise of its own branch offices and of local specialist estate agents, supplemented by a centrally managed cooperation with international real estate consultants Cushman & Wakefield Healey & Baker (CWHB). This double-checking of market information is necessary because there are no central clearing points for the real estate market. M A R K E T D ATA Location Population1 Total space2 (m2 million)1 Space turnover (m2)1 Change Change 2003 2003 2002 % 2003 2002 % 2003 2002 % 3,299,900 16.6 16.4 1.2 350,000 395,000 -11.4 21.50 26.00 -17.3 949,000 11.8 11.4 3.5 723,236 427,627 69.1 22.90 20.80 10.1 2,018,000 1.4 1.3 7.7 139,616 131,369 6.3 19.00 18.00 5.5 565,500 5.7 5.6 1.8 230,000 282,000 -18.4 21.00 23.00 -8.7 Frankfurt 664,000 10.9 10.5 3.8 526,500 435,000 21.0 35.00 42.00 -16.7 Hamburg 1,689,000 12.8 12.6 1.6 280,000 325,000 -13.8 20.00 22.50 -11.1 Helsinki 555,000 7.4 7.3 1.4 3) 350,000 3) 200,000 3) 23.50 24.00 -2.1 London 6,678,000 21.6 20.4 5.9 461,632 597,733 -22.8 82.75 92.90 -10.9 Madrid 3,101,000 9.4 8.9 5.6 531,000 440,000 20.7 27.00 30.50 -11.5 Milan 1,487,000 8.8 8.6 2.3 162,680 193,830 -16.1 39.60 41.70 -5.0 Munich 1,257,000 16.6 16.0 3.8 460,000 490,000 -6.1 28.00 28.00 – Paris 9,200,000 44.8 44.0 1.8 1,580,948 1,450,860 9.0 52.25 58.30 -10.4 Berlin Brussels Budapest Düsseldorf 1) Top monthly rent (/m2)1 Change Source: CWHB 2) Source: IVG Research 3) Source: Catella 01 Mission 06 Our Business 36 Markets 58 Investor Relations 37 Economic environment 72 Employees 76 Financial Information St. James‘s Street Location: London Type of use: Office Site area: 5,100 m2 Occupancy rate: 91% Tenants: BNP, Inter Gen ▲ ▲ Leibniz Kolonnaden Location: Berlin Type of use: Office, Site area: 12,700 m2 Occupancy rate: 91% Tenants: Lawyers, insurers, etc. Average monthly rent (/m2)1 Vacancy rate (%)1 Change Prime yield (%)1 Change Average yield (%)1 Change 2003 2002 % 2003 2002 % 2003 2002 12.75 14.50 -12.1 9.2 7.3 1.9 6.00 17.00 15.80 7.6 9.4 8.6 0.8 6.25 14.00 14.00 – 20.5 20.9 -0.4 12.25 13.00 -5.8 12.3 7.2 5.1 13.50 16.00 -15.6 12.4 4.8 12.50 13.00 -3.8 7.8 4.7 14.50 15.00 0.6 6.9 54.08 69.75 -22.5 15.90 18.70 21.34 21.34 14.00 28.00 Change % 2003 2002 % 5.50 0.50 7.00 6.50 0.50 6.75 -0.50 6.60 6.80 -0.20 8.50 8.75 -0.25 9.00 9.00 – 6.00 5.50 0.50 6.50 6.25 0.25 7.6 5.50 5.00 0.50 6.50 6.00 0.50 3.1 5.50 5.25 0.25 6.75 6.25 0.50 5.5 1.4 6.50 6.50 – 7.25 7.25 2) 11.7 8.1 3.6 6.00 6.25 -0.25 7.50 7.25 0.25 -15.0 9.4 7.3 2.1 6.00 6.00 – 6.25 6.60 -0.35 – 10.3 8.0 2.3 5.75 5.75 – 6.50 6.50 – 15.00 -6.7 8.1 4.8 3.3 5.25 4.75 0.50 6.75 6.00 0.75 25.00 12.0 6.9 6.1 0.8 6.00 6.25 -0.25 6.75 6.75 – – 40.41 IVG locations in Europe Office markets, fourth quarter 2003 (compared with previous year) ������ �������� Prime rent (/m2) ����� Average rent (/m2) Leased space 2003 (1,000 m2) Vacancy rate Yield in prime locations Tendency prediction average rent ������ 01 Mission 06 Our Business 36 Markets 58 Investor Relations 37 Economic environment 40 IVG locations in Europe 72 Employees 76 Financial Information �������� 2.5 ������ ��������� ������ �������� ����� ��� 42.43 Rental market Western Europe rental market Top rents down, City centre oversupply caused another slight decrease in top rents in most office markets – by a weigh- vacancy rates up ted average of 11% in 16 key Western European cities, as against 9% in Central Eastern Europe. There were exceptions in both West and East: In the West, Brussels saw rents climb 10.1% fuelled by strong demand in the EU quarter, Quartier Léopold; rents in Budapest rose 5.5%. A trend taking hold in many regions is a shift in the emphasis of demand away from city centres and towards accessibly situated peripheral locations. This was especially plain in Paris. The main causal factor is heightened cost awareness among tenants, who take advantage of lower rents and the wide range of large modern units on offer in the banlieue. As a result, average office rents in Europe’s major cities held up better than top rents: office rents fell in only 7 of 19 monitored cities, stayed level in 10 and rose in Brussels and Paris. IVG Businesspark vor München Location: Munich Type of use: Office Site area: 79,800 m2 Occupancy rate: 96% Tenants: BOSCH, MTU, EADS, Astrium, Galileo ▲ Industries 01 Mission 06 Our Business 36 37 40 42 Markets 58 Investor Relations Economic environment IVG locations in Europe Rental Market 42 Western Europe 43 Central and Eastern Europe 72 Employees 76 Financial Information With large quantities of new buildings still coming onto the market and many tenants still cutting back on space, vacancy rates rose at all key Western European locations, with the strongest increase in Lisbon, Frankfurt and Amsterdam. The latter’s 18% vacancy rate for office space was higher than any other major European city. Supply was further swelled by office users trying to part-sublet their premises. Endeavours of this kind were most evident in the financial centres London and Frankfurt, each of which saw over 500,000 m2 or more than 5% of all downtown office space available for subletting. Few such offers were taken up, however, as tenants usually prefer to deal with the actual owner of a property. This gives greater room for manoeuvre and is less risky, avoiding dependence on a primary tenant. Overall, most European property markets appear to have reached firmer ground in 2003, with top rents falling less steeply and vacancy rates increasing far less sharply than the preceding year; the third quarter even saw average rents recover by 1.6%. With the economy livening up again, 2004 is seeing the start of a new upturn. Yet with supply so strong, vacant space will fill up but most cities will not support major rent increases in prime locations during 2004. These are not expected until vacancy rates are significantly lower. The conditions will then indeed be right for rents to rise again, at least for commercial units combining high quality with good location and up-to-date amenities. Central and Eastern Europe rental market The real estate market cycles of Central and Eastern Europe are so far largely independent of those Rents and demand on of Western Europe. While the West boomed in the late 1990s, cities such as Budapest, Prague and the increase Warsaw saw rents take a dive and vacancy rates on the increase – the effect of a construction boom in the preceding years. This was compounded by subdued macroeconomic growth towards the end of the period. Today, with the exception of Warsaw, the office market crisis has been overcome. Accession to the European Union is stimulating economic activity and demand for real estate. As was the case in Western and Southern European countries after joining the EU, rents and demand are likely to rise in the coming years. Vacancy rates moved contrary to Western Europe. They had been extremely high in earlier years, attaining between 12.5% and 21%. But vacancies in Budapest, Prague and Warsaw began to fall during 2003 – clear evidence of gaining demand. 44.45 Investment markets Healthy demand for Demand on the European market for property investments stayed lively in 2003. According to Jones property investments Lang LaSalle, €80.6 billion was invested – 8% down on the 2002 record. Selling prices for commercial property kept relatively stable as a result. Prime rental yields in key Western European real estate markets averaged 6.0% (2002: 6.1%) at the end of 2003. End-2003 prime yields in Central Europe stood at 8.8% (2002: 9.2%). Investment activity was buoyed by very low interest rates, with equity yields keeping their edge on other low-risk investments. Businesses financing activities with debt capital could take advantage of the good terms. Mortgage rates often undercut rental yields, affording buyers positive cash flows from the outset. The most important investor groups Europe-wide were German open-end real estate funds – with cash inflows still a high €13.7 billion in 2003 – together with private investors and institutional investors such as pension funds. Investors from the USA also showed renewed interest in European property. ▲ Place Vendôme Location: Paris, Type of use: Office , Site area: 11,000 m2, Occupancy rate: 100%, Tenants: Cartier, BNP Paribas 01 Mission 06 Our Business 36 37 40 42 44 Markets 58 Investor Relations Economic environment IVG locations in Europe Rental market Investment market 44 Western Europe 45 Central and Eastern Europe 72 Employees 76 Financial Information Lombard Street Location: London Type of use: Office Site area: 16,500 m2, Total refurbishment of the former headquarters of Lloyds TSB Bank ▲ Completion: 2008 Western Europe investment market Average yields held steady in 2003 on almost all key markets outside Germany; prime yields fell in London – still Europe‘s London and Paris (both from 6.25% to 6.0%) and various other cities. The preferred investment target leading investment target was the UK, with a 50% market share according to Jones Lang LaSalle. Second place was taken by Scandinavia with 12%, primarily because of the number of foreign investors active in Sweden. France came third, with marked emphasis on Paris. The city was the investment location favoured by German open-end funds. There was a marked decline in buying interest in German property. According to a survey by Jones Lang LaSalle, the transaction volume in the five key locations of Berlin, Düsseldorf, Frankfurt, Hamburg and Munich fell by 37% in 2003 to about €5 billion. 2004 will probably see many institutional investors increasing the real estate share in their portfolio. The general economic recovery heightens the attractiveness of property as a low-risk, high-yield asset class with potential for value growth. Central and Eastern Europe investment market Central and Eastern Europe is becoming increasingly well established as an investment location. With Good investment EU accession in the background, contributing factors include increasing political and economic stability opportunities in Central and good growth prospects. 2003 was the fourth consecutive year of investment growth. For now, and Eastern Europe though, the markets remain far smaller, less predictable and more liable to fluctuate than those of established Western European major cities. Investors are consequently only prepared to buy in at significantly higher yields. The latest weighted average yield figure for prime location office properties in Budapest, Prague and Warsaw was 9.0%, compared with 6.0% in Western Europe. Prices are noticeably rising in Central and Eastern Europe, however, and yields are correspondingly reduced. Rising prices and falling yields reflect international investors’ growing confidence in the maturing markets of Central Eastern Europe. 46.47 European network of excellence ■ IVG locations IVG headquarters Stockholm Hamburg Berlin London Düsseldorf Brussels Bonn Frankfur t Paris Munich Budapest Milan Helsinki 01 Mission 36 37 40 42 44 46 06 Our Business Markets 58 Investor Relations Economic environment IVG locations in Europe Rental market Investment market European network of excellence 72 Employees 76 Financial Information Brussels – Europe‘s rising market » Suite à l’élargissement de l’Union européenne, le marché du bureau connaît aujourd’hui une grande expansion à Bruxelles. La demande se concentre sur le quartier Léopold où siègent les principales institutions de l’UE, ainsi que sur le Centre, situé immédiatement à l’ouest de celui-ci. Dans ces deux quartiers toutefois, les réserves en espaces et en surfaces sont pratiquement épuisées. Bruxelles est un site de plus en plus prisé par les « investisseurs. Les loyers les plus élevés, dont le niveau était jusqu’à présent relativement bas, se rapprochent aujourd’hui de ceux d’autres grandes villes européennes. »Expansion of the European Union is giving the Brussels office market a strong push. Demand is concentrated in Quartier Léopold, which is home to the main EU institutions, and in the city centre immediately to the west. Reserves are virtually exhausted in both parts of the city, both in terms of space within existing buildings and land for development. Brussels is increasingly sought-after as an investment location. Top rents, relatively low in the past, are approaching the levels of other major cities in Europe.« Luc Delfosse, IVG Branch Manager, Brussels R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties 25 280.5 Total site area 1,000 m2 Total rental income € billion 49.9 Total market value € million 834.8 ■ Top monthly rent 25.0 ■ Average rent 22.9 20.8 R E A L E S TAT E D E V E L O P M E N T P R O J E C T S 18.1 18.6 19.1 17.0 Number of projects 2 49.6 Total site area 1,000 m2 13.6 13.6 4Q99 4Q00 14.5 185.5 Total value € million IVG share of total value % 100 North Gate Location: Brussels Type of use: Office Site area: 56,000 m2 Occupancy rate: 100% ▲ Tenants: Régie des Bâtiments 17.5 15.8 4Q01 4Q02 4Q03 4Q04e 48.49 Paris – attractive locus for development « Place de la Madeleine Location: Paris Type of use: Office Site area: 2,600 m2 Occupancy rate: 100% ▲ Tenants: Hediard, Bati conseil, etc. R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties 4 Total site area 1,000 m2 34.1 ■ Top monthly rent Total rental income € billion 16.3 ■ Average rent Total market value € million 308.3 R E A L E S TAT E D E V E L O P M E N T P R O J E C T S 44.5 Number of projects 27.9 9 Total site area 1,000 m2 273.8 Total value € million 779.4 IVG share of total value % 29 4Q99 » 63.5 63.5 31.8 31.8 4Q00 4Q01 58.3 52.3 25.0 28.0 4Q02 4Q03 58.3 30.0 4Q04e La région parisienne est le plus grand marché européen de l’immobilier d’entreprise, et l’un des plus porteurs en termes d’avenir. Doté d’un potentiel de croissance énorme, c’est un site très attractif pour les implantations de projets. Les immeubles de standing bien situés sont souvent loués ou vendus bien avant « leur achèvement. Un redressement de l’économie et du marché de l’immobilier se dessine actuellement dans la capitale. »The region surrounding the Paris is Europe’s largest and one of its most promising office markets with a lot of growth potential, making it a highly attractive location for project development. High-quality, well-situated properties can in some cases be let and sold long before completion. The French capital shows signs that its economy and property market will soon recover.« Frederic Heitz, IVG Project Development International_Tommy Karlsson, IVG Branch Manager, Paris 01 Mission 06 Our Business 36 37 40 42 44 46 Markets 58 Investor Relations Economic environment IVG locations in Europe Rental market Investment market European network of excellence 76 Financial Information 72 Employees Helsinki – strong growth prospects » Kansainväliset sijoittajat ovat löytämässä Suomen lupaavat markkinat. Ajankohta sijoitustoiminnan aloittamiseen on erittäin suotuisa. Kiinteistöalan suhdanteet ovat ohittaneet aallonpohjan ja edessä on vakaa nousukausi. Sijoitusten alkutuotot ylittävät vielä Euroopan keskiarvon. Suomen markkinoiden erityispiirteiden vuoksi on ulkomaisten sijoitta- « jien kuitenkin syytä toimia tällä alueella vain mikäli he tuntevat olosuhteet hyvin tai mikäli heillä on tukenaan suomalainen alan osaaminen. »International investors have now discovered the up-and-coming Finnish market. It is a good time to get in there: the real estate cycle has obviously passed its lowest point and a robust upturn is now imminent. Initial yields so far are still above the European average. Certain peculiarities of the Finnish market mean foreign investors would be wise to go in only if they have good market knowledge themselves or can draw on local expertise.« Risto Varpula, POLAR Real Estate CEO and IVG Branch Manager, Helsinki R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties Total site area 1,000 m2 36 297.2 Total rental income € billion 5.7* Total market value € million 310.6 *2/12 of total (POLAR first consolidated 1 Nov. 2003) ■ Top monthly rent ■ Average rent 28.3 27.0 26.1 24.0 R E A L E S TAT E D E V E L O P M E N T P R O J E C T S 1 Total site area 1,000 m2 28.4 Total value € million 93.9 IVG share of total value % 60 18.9 17.5 4Q99 4Q00 18.1 4Q01 15.8 15.9 16.0 4Q02 4Q03 4Q04e Vallila Companies Location: Helsinki Type of use: Office Site area: 34,800 m2 Occupancy rate: 100% Tenants: TeliaSonera, Segafredo Zanetti, etc. ▲ Number of projects 25.0 23.5 50.51 London – market leads Europe in professionalism Property: Soho Square Location: London Type of use: Office Site area: 5,600 m2 Miete 2003: 8,000 Completed: 12/2003 Occupancy rate: 59% ▲ Tenants: Hill & Knowlton R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties 4 Total site area 1,000 m2 13.3 Total rental income € billion 5.9 Total market value € million 168.1 ■ Top monthly rent ■ Average rent 122.7 110.0 R E A L E S TAT E D E V E L O P M E N T P R O J E C T S 93.7 75.0 Number of projects 80.0 78.0 Total site area 1,000 m Total value € million IVG share of total value % 82.8 84.6 54.1 54.1 4Q03 4Q04e 69.8 1 2 » 92.9 16.5 161.1 100 4Q99 4Q00 4Q01 4Q02 In spite of the recent problems on the London rental market, prime London locations still bring in the highest rents in Europe. The most sought-after properties are in the West End, followed by the City. Tenants and investors are now turning to other markets as well: for example Soho, which is a trendy location for media and communications firms, and Hammersmith, handily « situated between the city centre and Heathrow. London retains its status as the highest-liquidity and most professionally operating European market. David Gibson, IVG Branch Manager, London 01 Mission 06 Our Business 36 37 40 42 44 46 Markets 58 Investor Relations Economic environment IVG locations in Europe Rental market Investment market European network of excellence 72 Employees 76 Financial Information Berlin – long-run potential » Als einzige Stadt in Deutschland konnte Berlin den Umsatz auf dem Investmentmarkt im Jahr 2003 halten. Auffällig ist der hohe Anteil an großen Transaktionen: Geschäfte mit einem Volumen von über 50 Mio. € machten fast die Hälfte des Gesamtumsatzes aus. Berlin bleibt aufgrund seiner Hauptstadtfunktion ein interessanter Markt für zukünftige Projektentwicklungen. (Frank Strothe) « »Berlin was the only German city to keep up investment market turnover in 2003. One thing that stands out is the large share of high-value transactions: deals worth over €50 million made up almost half of total turnover. Because of its role as a capital city, Berlin remains an attractive market for future project developments.« Frank Strothe, IVG Branch Manager, Berlin_Dr. Harald Braun, Berlin-Konzept R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties 21 Total site area 1,000 m2 215.1 Total rental income € billion 19.0 Total market value € million 324.6 ■ Top monthly rent ■ Average rent 30.7 28.1 R E A L E S TAT E D E V E L O P M E N T P R O J E C T S Number of projects 3 Total site area 1,000 m2 118.4 Total value € million 332.8 IVG share of total value % 52 Spreespeicher Location: Berlin Type of use: Office Site area: 35,900 m2 Occupancy rate: 75% Tenants: Universal, ▲ adidas-Salomon, Vitra, etc. 26.0 24.5 14.8 15.5 4Q99 4Q00 14.5 14.5 4Q01 4Q02 21.5 22.0 12.8 13.0 4Q03 4Q04e 52.53 Düsseldorf – demand set to rally IVG Businesspark am Flughafen Location: Düsseldorf Type of use: Office Site area: 37,600 m2 Occupancy rate: 99% Tenants: Nokia, Compass, ▲ Allianz-Immobilien, etc. R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties 7 Total site area 1,000 m2 89.9 ■ Top monthly rent Total rental income € billion 11.2 ■ Average rent Total market value € million 199.2 23.0 23.0 23.0 23.0 12.8 13.0 13.3 13.0 12.3 13.0 4Q99 4Q00 4Q01 4Q02 4Q03 4Q04e R E A L E S TAT E D E V E L O P M E N T P R O J E C T S Number of projects 3 Total site area 1,000 m 23.5 Total value € million 72.5 IVG share of total value % 100 2 » 21.0 23.0 Im Jahr 2003 stieg der Büroleerstand in Düsseldorf an; Umsätze und Spitzenmieten gingen zurück. Doch gibt es nach wie vor Bereiche mit einem lebhaften Marktgeschehen. Dazu zählen moderne und zugleich preisgünstige Bürohäuser in gut erschlossenen Stadtlagen, nahe dem Flughafen und der Grafenberger Allee, für die sich Mieter mit Kosten- und « Qualitätsbewusstsein entschieden. Erfreulich ist, dass die Leerstandsrate zum Jahresende 2003 nicht mehr anstieg. »Düsseldorf saw an increase in the vacancy rate as regards office units in 2003; turnover and top rents were down. There are still some lively sectors of the market, such as modern but attractively priced office buildings in accessible city locations, near the airport and Grafenberger Allee; these attract tenants with an eye to cost and quality. It is pleasing to note that the vacancy rate had stopped rising by the end of 2003.« Roland Gottschling, IVG Branch Manager, Düsseldorf 01 Mission 36 37 40 42 44 46 06 Our Business Markets 58 Investor Relations Economic environment IVG locations in Europe Rental market Investment market European network of excellence 72 Employees 76 Financial Information Munich – new perspectives » München hat nach wie vor einen geringeren Leerstand als andere deutsche Büro-Metropolen. Bevorzugte Standorte sind vor allem nördliche, östliche und südliche Stadtbereiche und Vororte mit ihrer Nähe zum Flughafen, zur Messe und zu wichtigen Hightech-Unternehmen. Letztere « sind auch heute die wichtigste Mietergruppe. Ihr Flächenbedarf dürfte bei anziehender Konjunktur wieder deutlich wachsen. »Munich still has a lower vacancy rate than other major German office markets. The preferred locations are northerly, easterly and southern urban and suburban districts close to the airport, the exhibition centre and the operating locations of major high-tech firms. The latter are also the most important group of tenants at the moment. They should be needing significantly more space as the economy picks up.« Lother Ruck, IVG Branch Manager, Munich R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties 17 Total site area 1,000 m2 269.2 Total rental income € billion 29.1 Total market value € million 408.6 ■ Top monthly rent ■ Average rent 28.6 30.7 30.2 28.0 28.0 28.0 14.0 14.0 4Q03 4Q04e R E A L E S TAT E D E V E L O P M E N T P R O J E C T S Number of projects 2 Total site area 1,000 m2 34.3 Total value € million 42.6 IVG share of total value % 95 IVG Businesspark MEDIA WORKS MUNICH Location: München Type of use: Office Site area: 11,400 m2 Occupancy rate: 80% ▲ Tenants: Epcos 15.5 16.1 16.2 4Q99 4Q00 4Q01 15.0 4Q02 54.55 Frankfurt – highest rents in Germany Airbizz Location: Frankfurt Type of use: Office Site area: 29,900 m2 Completed: 12/2003 Sale: 12/2003 Occupancy rate (sale): 94% ▲ Tenants: Fraport AG, Thiel Logistik R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties Total site area 1,000 m2 9 151.6 Total rental income € billion 8.7 Total market value € million 111.5 ■ Top monthly rent ■ Average rent 53.7 40.9 46.0 42.0 R E A L E S TAT E D E V E L O P M E N T P R O J E C T S Number of projects 1 Total site area 1,000 m2 114.8 Total value € million 576.3 IVG share of total value % » 16.0 47 4Q99 4Q00 18.0 16.0 4Q01 4Q02 35.0 33.0 13.5 13.0 4Q03 4Q04e Der Miet- und Investmentmarkt wird sich Ende 2004 stabilisieren. Deutlich festzustellen ist jedoch ein gestiegenes Kostenbewusstsein der Nachfrager. In der Innenstadt war der Mietrückgang der letzten Jahre noch gravierender als an dezentralen Locationen wie Niederrad, Rödelheim und « Heddernheim. Als dynamischer Immobilienstandort erwies sich erneut der Frankfurter Flughafen, insbesondere die Cargo City Süd. »The rental and investment market will stabilize by the end of 2004, though potential tenants are visibly more cost-conscious. The decline in rents over the last few years was even sharper in the city centre than in out-of-town locations like Niederrad, Rödelheim and Heddernheim. Frankfurt Airport again proved a dynamic real estate location, especially Cargo City South.« Friedhelm Hübers, IVG Branch Manager, Frankfurt 01 Mission 36 37 40 42 44 46 06 Our Business Markets 58 Investor Relations Economic environment IVG locations in Europe Rental market Investment market European network of excellence 72 Employees 76 Financial Information Hamburg – crisis-proof sectoral mix » Hamburgs Büromarkt ist gekennzeichnet durch eine breite und daher relativ krisenfeste Branchenmischung. Im nächsten Aufschwung dürfte Hamburg stark von seiner vielfältigen Wirtschaftsstruktur profitieren. Dies « bringt nicht nur Impulse für die City, sondern auch für den Norden der Stadt mit seiner guten Flughafenanbindung. »Hamburg’s office market has a broad sectoral mix, which makes it fairly crisis-proof. Hamburg stands to benefit from its diverse economy in the next upswing. This will bring stimulus not only for the city centre, but also for the north of town with its easy accessibility to the airport.« Gabriele Müller, IVG Branch Manager, Hamburg R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties 5* Total site area 1,000 m2 98.8 ■ Top monthly rent Total rental income € billion 33.5 ■ Average rent Total market value € million 269.4 28.1 * Including caverns and tank storage 24.5 25.6 22.5 R E A L E S TAT E D E V E L O P M E N T P R O J E C T S Number of projects – Total site area 1,000 m2 – Total value € million – IVG share of total value % – IVG Businesspark Hamburg Nord, Essener Strasse Location: Hamburg Type of use: Office Site area: 48,300 m2 Occupancy rate: 100% Tenants: Hermes Versand, Lilly Forschung, Yxlon International ▲ X-Ray 12.8 13.1 4Q99 4Q00 14.0 4Q01 20.0 20.5 13.0 12.5 12.5 4Q02 4Q03 4Q04e 56.57 Milan – consolidating after the boom Via Carducci Location: Milan Type of use: Office Site area: 9,400 m2 Occupancy rate: 88% ▲ Tenants: IVENSYS R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties 7 Total site area 1,000 m2 68.4 Total rental income € billion 8.2 Total market value € million 125.9 ■ Top monthly rent ■ Average rent 23.7 1 Total site area 1,000 m 16.9 Total value € million 40.9 2 IVG share of total value % » 45 41.7 21.3 21.3 21.3 4Q01 4Q02 4Q03 41.3 43.4 32.3 R E A L E S TAT E D E V E L O P M E N T P R O J E C T S Number of projects 43.0 16.2 20.0 11.3 4Q99 4Q00 4Q04e Milano è la capitale economica d’Italia ed è il più importante mercato immobiliare per quanto riguarda gli uffici. Sono richiesti soprattutto locali moderni di alto livello qualitativo che però sono piuttosto rari in città. Per questo motivo spesso il centro viene abbandonato a favore delle località dell’hinterland con ottimi collegamenti con la metropoli, come ad esempio Sesto San Giovanni. La grande « crescita regionale e l’ottimo clima investivo fanno prevedere una ripresa a media scadenza degli aumenti delle locazioni e del valore degli immobili. »Milan is Italy’s economic capital and its most important office market. Demand is strongest for high-quality modern units, which are very rare in the city centre. Accordingly, potential tenants often look away from the centre to accessibly situated suburbs like Sesto San Giovanni. Strong regional growth and a good investment climate mean that rents and property values may well grow again in the medium term.« Sergio Villa, IVG Branch Manager, Milan 01 Mission Markets 58 Investor Relations Economic environment IVG locations in Europe Rental market Investment market European network of excellence 72 Employees 76 Financial Information Budapest – new stimulus from joining EU Magyarország fo ˝városa Európa egyik legélénkebben fejlo ˝do ˝ ingatlanpiaca, ahol emelkednek a bérleti díjak és csökken az üresen álló helyiségek száma. A befekteto ˝k egyre nagyobb bizalommal vannak a város iránt; a bevásárlóközpontok mellett az irodaházak a favorizált befektetések. Nemcsak belvárosi helyeket választanak, hanem olyanokat is, ahonnan könnyen elérheto ˝ a repülo ˝tér és egyéb más fontos helyi intézmény, mit például a Mo ˝szaki Egyetem. A kedvezo ˝ perspektívák alapján – az EU-hoz « történo ˝ csatlakozás miatt is – a budapesti ingatlanok árai az elkövetkezo ˝ években várhatóan jelento ˝sen emelkednek. »The Hungarian capital has one of Europe’s most rapidly emerging property markets with sharply rising rents and shrinking vacancy rates. Investors are showing more and more confidence in the place; office buildings are the favourite investment target next to shopping centres. Choice locations include both the city and sites that are well connected to the airport and important local institutions like the Technical University. The good outlook – especially with Hungary joining the EU – means Budapest property prices should shoot up over the next few years.« Kay-Uwe Blandow, IVG Branch Manager, Budapest R E A L E S TAT E P O R T F O L I O OFFICE RENTS /m2 Number of properties 4 Total site area 1,000 m2 24.8 Total rental income € billion 2.8 Total market value € million 45.0 ■ Top monthly rent ■ Average rent 19.0 18.9 18.0 18.9 16.9 R E A L E S TAT E D E V E L O P M E N T P R O J E C T S Number of projects Total site area 1,000 m 13.4 Total value € million 23.9 IVG share of total value % 100 16.4 15.2 1 2 18.5 16.9 4Q99 4Q00 4Q01 14.0 14.0 14.0 4Q02 4Q03 4Q04e Andrássy út Location: Budapest Type of use: Office Site area: 2,000 m2 Occupancy rate: 73% Tenants: SIL Interior, etc. ▲ » 36 37 40 42 44 46 06 Our Business 58.59 Investor Relations Proactive investor and creditor relations are integral to our value-driven corporate philosophy. They secure transparency and trust. 01 Mission 06 Our Business 36 Markets 58 Investor Relations 59 IVG shares 72 Employees 76 Financial Information IVG shares February 2004 saw a pivotal change in share ownership at IVG. The 49.9% stake held by Sirius – until New ownership then IVG’s largest shareholder – was taken over by Sal. Oppenheim Bank (25.1%), HSH Nordbank structure (11.16%), DZ-Bank, WGZ-Bank and IKB Deutsche Industriebank. IVG greets the new ownership structure: With their strong capital base and experience in real estate, the new shareholders can actively support and secure IVG’s successful European strategy for the long term. The stock markets recovered in 2003 after three weak years in succession. The main international share Stock market recovery indices gained overall, in some cases by a pronounced margin: The Dow Jones rose by 21.6%, the Nikkei by 23.6% and the EuroStoxx 50 by 11.6%. The DAX, which had been among the world’s weakest indices in 2002, showed the strongest growth in Europe with an increase of 34.1%. European property shares again proved an attractive investment in 2003: The EPRA Total Return Index, European real estate comprising Europe’s 70 main listed real estate companies, turned in growth of 19.7%, once again out- shares performing well performing the Euro Stoxx 50 (11.6%). This was the third consecutive year in which the EPRA index did better than the market as a whole. Dr. Wilhelm Breuer, Director Investor Relations Norbert Zube, Director Finance 60.61 IVG shares set to The IVG share price also showed its upside potential in 2003 and gained 11.7% on a dividend-adjusted go on rising basis over the year, though it did not quite keep pace with the EPRA index. Reasons included uncertainty about IVG’s ownership, a weak property market in Germany, and the introduction or expected emergence of REIT vehicles in France and other European countries adding vigour to those markets. After two weak years, the stock market performance of IVG shares fails to satisfy despite the positive showing in 2003. The share price does not yet suitably reflect IVG’s underlying performance. IVG’s net asset value, with reflects the inherent value of its shares, was €14.41 per share before deferred taxes and transaction costs at the end of 2003. We expect that our share price will better follow the fundamental data now that the ownership structure has been resolved. THE IVG EQUITY STORY Factors operating in favour of IVG shares: Major listed European real estate company Dynamic portfolio management: market value €3.3 billion, net rents €233 billion Quality project development with top-calibre partners, with the IVG share of projects totalling €1.1 billion Reputable real estate investment funds for institutional and private clients, with a €3 billion portfolio under management for third parties Value-driven corporate philosophy Clear strategic direction: Rigorous and successful transformation from a national conglomerate to a sharply focused listed European real estate company Sectoral focus on office properties and business parks, unlocking synergies in terms of expertise Regional focus on major European cities, targeting cyclical differences, stable cash flows and risk minimization Knockdown purchases of property lots and property companies Portfolio value growth by modernization, utilization of development reserves and improvement of tenancy structures Rigorous policy of selling when markets mature or good offers received Project development with attractive opportunity/risk profile Development, management and sale of reputable fund products Ongoing evolution into an investment house for indirect real estate investment products: a one-stop shop providing institutional and private clients with property investments to match their needs Efficient structure: IVG branch offices providing critical mass and local expertise Balance of local expertise and central management policies Quick decisions and action Synergies from a European network Teamwork across Europe Good performance figures and dividends, even at difficult times High stock market liquidity Broad research coverage and inclusion in relevant indices Active investor and creditor relations for maximum transparency and trust 01 Mission 06 Our Business 36 Markets 58 Investor Relations 59 IVG shares 72 Employees 76 Financial Information IVG’s market capitalization stood at €1.1 billion at the end of 2003, making it the largest German listed High stock market real estate company. Some 130,000 IVG shares were traded on each dealing day in 2003, a significant liquidity increase in stock market turnover compared with the previous year (75,000). IVG holds 29th place in the 50-share MDAX index in terms of free-float market capitalization and 35th IVG included in place measured in turnover. IVG shares currently make up 1.3% of the index. relevant share indices In addition to the national MDAX, IVG is also included in all relevant international sectoral indices: EPRA index EPRA/NAREIT Index GPR 250 Salomon Smith Barney World Property Index Increasingly, these are used as a basis for index certificates and as benchmarks by real estate equity funds and other institutional investors. The Board of Management and the Supervisory Board will be proposing a dividend of €0.34 per share Stable dividends at the 2004 Annual General Meeting. This represents a total distribution of €39.4 million. The attractiveness of IVG shares as an investment is shown by medium to long-term share price trends. IVG share price Since the end of 1997 – when IVG began systematically focusing on commercial property and the Eu- medium-term ropean markets – the dividend-adjusted share price has increased by over 50%; the MDAX has risen attractive 22% and the DAX is 7% down. IVG‘S SHARE PRICE % 150 100 50 0 - 50 January 1998 ■ IVG ■ DAX January 1999 January 2000 ■ EPRA Total Return Index January 2001 January 2002 January 2003 January 2004 Source: Bloomberg, January 2004 62.63 Share options IVG’s share options scheme creates performance incentives that are tied to gains in the value of the enterprise. The Annual General Meeting of 23 May 2002 approved a new share options scheme. The options scheme is open to the Board of Management, general managers of affiliated companies, and other key managerial employees. The share options are valid for five years ending on 29 June 2008. They cannot be exercised before expiry of a two-year blocking period on 30 June 2005. Active investor and creditor relations Active investor and creditor relations are integral to our value-driven corporate philosophy. They secure transparency and trust. As in previous years, IVG held large numbers of analysts’ conferences, roadshows and one-on-ones both in Germany and elsewhere during 2003. The staging of the third annual conference of the Real Estate Shares Initiative was very well received, attracting over 200 visitors. IVG has long had a strong commitment to equity and capital market communication issues, with memberships including: The German Investor Relations Association (DIRK) Deutsches Aktieninstitut (DAI) German Society of Investment Analysts and Asset Managers (DVFA) The DVFA Efficient Communication Commission The Real Estate Companies Subcommittee of the DVFA Methodology Commission. 01 Mission 06 Our Business 36 Markets 58 Investor Relations 59 IVG shares 72 Employees 76 Financial Information Active involvement in the European Public Real Estate Association (EPRA) is an important part of our European Public investor relations activities. EPRA brings together all forces of relevance to European property shares, Real Estate Associa- including the leading European listed real estate companies, financial analysts, investors, banks and tion (EPRA) auditors. IVG is active on the EPRA Management Board and in the Best Practices Committee, which drafts uniform reporting and valuation standards for European real estate shares. The EPRA Best Annual Report award was first presented in 2002, when IVG took first place out of over IVG again in top three 60 European listed real estate companies. IVG was once again among the winners in 2003, taking third for EPRA Award prize. The general conditions for real estate shares have improved markedly across Europe in recent years, Advancing the REIT particularly when it comes to tax regimes. Now France has followed the Belgian, Dutch and American cause example with the introduction of real estate investment trusts (REITs). These are not taxed as a corporate entity in their own right, allowing them to distribute their operating profits almost in full. Only shareholders pay tax on the high dividends after these have been paid out. German listed real estate companies are at a comparative disadvantage because both the companies themselves and their investors are taxed. IFD – a joint initiative of Deutsche Börse, the Bundesbank, the German Finance Ministry and financial institutions promoting Germany as a financial centre – has now paved the way for the creation of German REITs by putting forward detailed plans for a tax-transparent property investment vehicle. This would give a marked boost to German real estate shares. IVG will take an active part in the debate. 64.65 I V G S H A R E D ATA per share 1995 1996 1997 1998 1999 2000 2001 2002 No. of shares at year end million 78 93 93 93 114 116 116 116 2003 116 Market cap. (based on year-end price) million 622 750 731 1,300 1,761 1,507 1,247 962 1,075 Year‘s highest price 9.52 9.47 10.65 15.08 18.86 15.35 15.80 12.99 9.50 Year‘s lowest price 7.23 6.98 7.68 7.35 12.94 12.55 9.40 8.00 5.75 Year‘s closing price 7.97 9.00 7.87 13.97 15.45 12.99 10.75 8.30 9.27 DVFA/SG earnings 0.39 0.32 0.45 0.52 0.62 0.73 0.55 0.58 0.52 DVFA/SG cash earnings 0.94 0.77 1.21 1.24 1.17 1.40 1.06 1.31 1.14 Dividend per share 0.24 0.26 0.27 0.29 0.31 * 0.33 0.34 0.34 0.34 * million 18.61 20.91 25.36 26.95 35.34 38.28 39.44 39.44 39.44 % 3.01 2.89 3.43 2.08 2.01 2.54 3.16 4.09 3.67 Price/earnings (P/E) ratio (year-end share price) 20.4 28.1 17.5 26.9 24.9 17.8 19.5 15.4 17.8 MDAX P/E 18.4 14.9 17.3 16.7 22.4 18.7 17.5 12.9 29.1 DAX P/E 16.0 15.6 17.2 20.9 30.2 20.4 30.0 16.4 22.4 Total dividend distribution Dividend yields (year-end share price) * Excluding special dividend (€0.20 per share) ** Proposed R E C O N C I L I AT I O N O F D V F A / S G E A R N I N G S T O N E T I N C O M E , 000 Consolidated net income for the year Adjustments for consolidation 2003 2002 66,476 70,432 0 0 Adjustments to assets Adjustments to depreciation periods or methods (claw-back effect) Other adjustments 0 -2,356 3,162 -13,347 Adjustments to liabilities Special tax-allowable reserves 0 0 Other adjustments -2,435 12,771 DVFA/SG consolidated earnings for the entire Group 67,203 67,500 Minorities‘ share of earnings/losses Share of parent company shareholders in DVFA/SG consolidated earnings Number of shares outstanding (thousand) DVFA/SG earnings per share (€) STOCK SYMBOLS Reuters IVG F Bloomberg IVG GR WKN 620 570 ISIN Code DE 0006205701 7,139 566 60,064 66,934 116,000 116,000 0.52 0.58 ** 01 Mission 06 Our Business 36 Markets 58 Investor Relations 59 IVG shares 65 EPRA a) Net Asset Value 72 Employees 76 Financial Information EPRA The European Public Real Estate Association (EPRA) is the European industry association of publicly quoted real estate companies. Its members also include financial analysts, investors, banks, and auditing firms. To ensure the highest possible level of transparency for investors, IVG acts upon EPRA’s Best Practices Recommendations for accounting and reporting. For details of the Best Practices Recommendations, please see www.epra.com. IVG supports EPRA’s efforts to promote European harmonization of reporting standards in the publicly quoted real estate sector. Most of the required information at IVG is already an integral part of the annual financial statements. Additional information required by EPRA is brought together on the pages that follow, primarily relating to these topics: a) Net asset value b) EPRA income presentation c) Financial risk management/other disclosures d) Like-for-like rental growth a) Net asset value (NAV) IVG net asset value Net asset value (NAV) is the company’s total assets at market prices minus total liabilities. It is a measure of net worth. NAV per share was up 1.8% at the end of 2003, to €14.41 per share. The increase results from IVG’s acquisition of POLAR Real Estate Corporation on attractive terms and the renewed strength of the European property markets. The annual revaluation of the IVG property portfolio against the backdrop of a difficult market showed a rise in market value of 1.5% or €37.5 million compared with the previous year. This figure demonstrates the benefits of IVG’s European strategy. A decrease in the market value of German property due to the ongoing harsh macroeconomic and property market climate was countered by a gain across the remainder of the European portfolio. London showed the strongest increase on revaluation at 2.5%, followed by Milan with 2.2% and Stockholm with 2.0%. Basis of computation Save as otherwise stated below, all NAV figures draw on data from the consolidated financial statements. Portfolio properties are accounted for at market values estimated in the great majority of cases by neutral appraisers instead of at the book values stated in the financial statements. 66.67 N E T A S S E T VA L U E m Market values of real estate portfolio Project development 2003 2002 3,294.5 3,171.6 60.3 59.0 Current assets (own stakes excluded) 542.5 495.7 Financial assets 216.2 260.4 Other assets 21.3 11.9 Total assets 4,134.8 3,998.6 Liabilities 2,139.8 2,106.4 Other liabilities Provisions 0 35.0 191.6 162.3 Deferred income 132.0 52.6 Total borrowing 2,463.4 2,356.3 Net asset value 1,671.4 1,642.3 14.41 14.16 Deferred taxes (going concern) 62.5 58.8 Transaction costs 48.7 47.6 1,560.2 1,535.9 13.45 13.24 NAV per share () EPRA net asset value (going concern): NAV (going concern) () NAV per share (going concern) () Fair valuation of portfolio properties The real estate portfolio was valued as at 31 December 2003 almost entirely by the following independent experts: Germany: Jones Lang LaSalle Belgium/Luxembourg: de Crombrugghe & Partners s.a. Italy: REAG United Kingdom: FPD Savills Spain/Portugal: CB Richard Ellis Hungary: CWHB Hungary Sweden: DTZ Sweden France: Alban Cooper Switzerland: Colliers AMI (Suisse) SA Finland: Kiinteistötaito Peltola & Pulkkanen Oy 01 Mission 06 Our Business 36 Markets 58 Investor Relations 59 IVG shares 65 EPRA 65 a) Net Asset Value 72 Employees 76 Financial Information In compliance with International Financial Reporting Standards (IFRS), IVG has all properties appraised at fair value. Neutral appraisers value the great majority of the portfolio by the discounted cash flow (DCF) method. The valuations generally comply with IFRS, including in particular IAS 40, which covers accounting for investment properties. The valuations are performed on the basis of the International Valuation Standards (IVS) and the RICS Appraisal and Valuation Manual (Red Book) published by the Royal Institution of Chartered Surveyors. Fair valuation by the DCF method The DCF method is a net present value calculation that entails discounting a property’s future net operating income to a valuation date. The net operating income figures are the balance of receipts and payments for each year of a ten-year detailed budget period. Receipts are mostly net rental income. Payments comprise running costs met by the owner and not passed on to tenants. The net operating incomes are discounted to the valuation date at a free market discount rate estimated for each property, giving a net present value for each period’s net operating income. A residual value is then estimated for the property as at the end of the ten-year detailed budget period. This reflects the price most likely to be recovered at the end of the period. It is obtained by capitalizing the net operating income for the eleventh year as a perpetuity at what is referred to as the capitalization rate. The net present value of this figure as at date of valuation is then found by applying the same discount rate as is used for net operating income. The sum of discounted net operating income and discounted residual value is the fair value of the property under appraisal. Development projects Development projects are recognized at their discounted contribution margin plus their carrying amounts under financial assets and current assets. The discount rate used is 15%. Financial assets, current assets and other assets Financial assets and current assets are shown net of amounts already included in the market value of real estate assets. Deferred taxes on hidden reserves The EPRA going-concern value incorporates deferred taxes discounted over 25 years at an 8% discount rate. The tax loss carried forward in Finland with around € 240 million wasn’t considered. It is assumed that book gains on sales of German properties can be transferred to newly acquired properties under Sec. 6b of the German Income Tax Act. Liabilities Liabilities for non-consolidated properties are included in addition to Group liabilities. 68.69 b) EPRA income presentation E P R A I N C O M E S TAT E M E N T m Notes 2003 2002 Group rental income 1 232.8 226.1 Gain on sales of real estate 2 60.4 43.0 Unrealized gain on revaluation of property investment 3 87.1 7.8 380.3 276.9 113.8 Earnings Total revenues from property investments Earnings from development activities 4 117.4 Earnings from funds business 5 14.1 1.1 Management fees 6 61.5 56.6 Earnings from other operating activities 7 Total revenues 68.9 71.0 642.2 519.4 Expenses Loss on sale of investment property 8 0 0 Unrealized loss on revaluation of property investment 9 92.6 141.8 10 136.6 89.8 Property operating expenses Personnel expenses 56.9 52.1 134.7 131.7 Total expenses 420.8 415.4 Net operating income according 221.4 104.0 Net financing costs -89.8 -95.9 Net income before tax 131.6 8.1 Income tax -20.8 -26.2 2.4 41.6 Other operating expenses Deferred income tax on revaluation result 11 12 Net income (including unrealized gains and deferred income taxes) 113.2 23.5 Net income (excluding unrealized gains and deferred income taxes) 116.3 115.9 Net income per share (including unrealized gains and deferred income taxes) () 0.98 0.20 Net income per share (excluding unrealized gains and deferred income taxes) () 1.00 1.00 1. Gross rental income – Net rents excluding running costs that can be apportioned among tenants 2. Gains on sales of real estate – Capital gains on sales of properties as stated in the annual financial statements 3. Unrealized gains on revaluation of property investments – Gains in market value of properties on revaluation, adjusted for investments and divestments, and including the »lucky buy« POLAR acquisition. 4. Earnings from development activities – Total operating performance of the Project Development segment as stated in the annual financial statements 5. Earnings from investment fund activities – Total operating performance of the investment fund segment 6. Management fees – Includes ancillary letting costs recouped from tenants and management fees from the management of logistics assets 7. Earnings from other operating activities – Includes operating income from participating interests, corporate functions, non-core business 8. Loss on sale of investment property – Book losses on sales of properties as stated in the annual financial statements 9. Unrealized loss on revaluation of property investments – Loss in market value of properties on revaluation, adjusted for investments and divestments 10. Property operating expenses – Material expenses and maintenance/upkeep 11. Other operating expenses – Other operating expenses (excluding maintenance/upkeep), and other taxes as stated in the annual financial statements 12. Deferred income taxes on revaluation result for property investments – Deferred income taxes on revaluation gains and deferred income tax assets on revaluation losses. 01 Mission 06 Our Business 36 Markets 58 Investor Relations 72 Employees 76 Financial Information 59 IVG shares 65 EPRA 65 a) Net Asset Value 68 b) EPRA income presentation 69 c) Financial risk management and other disclosures 69 d) Like-for-like rental growth EPRA net income after revaluation increased from €23.5 million in 2002 to €113.2 million in 2003, primarily due to lower unrealized losses on revaluation of property investments: net revaluation losses were €5.5 million including the POLAR »lucky buy«. Net revaluation losses in 2002 had been €134.0 million. EPRA net income differs from HGB (German Commercial Code) net income in that rather than depreciating buildings over estimated useful lives, the property portfolio is revalued on a yearly basis, where possible by outside appraisers, and reported with any deferred taxes arising on revaluation. Based on EPRA net income per share after revaluation, IVG has an attractive price/earnings (p/e) ratio of nine. c) Financial risk management and other disclosures Derivatives We make systematic use of derivative financial instruments to reduce risk due to exchange rate and interest rate changes in the course of IVG’s Europe-wide activities. For this purpose, the Group Treasury exclusively uses marketable instruments with adequate market liquidity. To ensure the lowest possible risk of counterparty default, contracts involving derivative financial instruments are entered into solely with major European banks of immaculate credit standing. The use of derivative instruments is subject to uniform internal guidelines and strict controls. Regular valuations are performed and there is monthly reporting. In accordance with internal Group directives, derivative financial instruments are used exclusively to hedge risks in connection with specific underlying transactions. Together with the corresponding hedged item they essentially form a valuation unit. Currencies Foreign currency exposures from investment in non-euro countries are broadly neutralized by refinancing in the same currency. Currency risks are thus countered at Group level by systematic currency management. Interest rate exposures, loan maturities and average cost of debt Interest rate exposures and loan maturities are geared to the investment portfolio, reflecting the typical duration of most investments in real estate. Portfolio management under our buy-and-sell strategy and the resulting short-term, intra-year cash flows mean that a relatively small sum relative to the total is deliberately financed on a variable short-term basis. At existing repayment terms, the earnings effect of a 1% change in interest rates would be approximately €1.7 million. The weighted average cost of debt is less than 5%. d) Like-for-like rental growth On a like-for-like basis adjusted for investments and divestments, rents stayed roughly level at €169.5 million compared with €169.9 million the previous year. 70.71 Corporate governance Corporate governance refers to the entire system by which a company is managed and monitored, its corporate principles and guidelines, and the system of internal and external controls and supervision to which the company’s operations are subjected. Good, transparent corporate governance ensures that our company will be managed and monitored in a responsible manner geared to value creation. This fosters the confidence of investors, employees, business associates and the general public in IVG’s management and supervision. Declaration of compliance with the recommendations of the German Corporate Governance Code in the version dated 21 May 2003 by the Board of Management and Supervisory Board of IVG Immobilien AG pursuant to Sec. 161 of the German Stock Corporation Act (Aktiengesetz – AktG) IVG welcomes the principles drawn up by the Government Commission on the German Corporate Governance Code (the ‘Cromme Commission’). Most of these principles have already formed an integral part of our value-oriented corporate policies for some years. In September 2002, IVG also became a founder member of a corporate governance organization for the German real estate industry, ‘Initiative Corporate Governance der deutschen Immobilienwirtschaft e.V.’. Under the chairmanship of IVG Immobilien AG’s Chief Executive Officer Dr. Eckart John von Freyend, this organization drew up corporate governance principles specifically for real estate companies which go beyond those recommended in the Cromme Commission’s Code and which add real estate-specific requirements to that Code. IVG follows the recommendations and suggestions from the Corporate Governance Code of the German Real Estate Industry. This Code can be downloaded from http://www.immo-initiative.de. IVG undertook numerous measures geared towards compliance with the German Corporate Governance Code during 2002 and pursued these measures in 2003 as a result of the modifications to the Cromme Commission’s Code. These measures included reworking the Terms of Reference for the Board of Management and the Supervisory Board. IVG complies with the recommendations of the Code with the following specific exceptions: 4.2.4 Compensation of the members of the Board of Management shall be reported in the Notes to the Consolidated Financial Statements, subdivided according to fixed, performance-related and long-term incentive components. The figures should be individualized. 01 Mission 06 Our Business 36 Markets 58 59 65 70 Investor Relations IVG shares EPRA Corporate governance 72 Employees 76 Financial Information IVG certainly intends to report the compensation paid to members of the Board of Management in the Notes to the Consolidated Financial Statements, subdivided according to fixed, performance-related and long-term incentive components. However, the figures are not yet individualized. We shall await further developments in the publication of top executives’ pay on an individual basis. 5.4.5 (...) Compensation of the members of the Supervisory Board shall be reported in the Notes to the Consolidated Financial Statements on an individualized basis and broken down into modules. (...) Article 16 of the Memorandum and Articles of Association subdivides the compensation of the members of the Supervisory Board into fixed and performance-related components. However, the figures reported in the Notes to the Consolidated Financial Statements are not yet individualized. We shall await further developments in the publication of compensation of Supervisory Boards on an individual basis. 5.3.2 The Supervisory Board shall set up an Audit Committee which, in particular, handles issues of accounting and risk management, the necessary independence required of the auditor, the issuing of the audit mandate to the auditor, the determination of auditing focal points and the fee agreement. It does not make sense to establish a separate Audit Committee since IVG’s Supervisory Board has six members, meaning that all of the issues involved can be discussed and decided upon by the full Supervisory Board with maximum efficiency. 7.1.1 (...) The Consolidated Financial Statements and interim reports shall be prepared under observance of internationally recognized accounting principles. (...) IVG currently conducts its financial reporting according to German accounting laws and regulations, and intends by 2005 at the latest, in accordance with statutory transitional rules, to switch to reporting in accordance with International Accounting Standards (IAS). To ensure maximum transparency for investors, IVG already complies on a voluntary basis with the European Public Real Estate Association (EPRA) Best Practices Recommendations on accounting, valuation and disclosure. In September 2002, the company received the EPRA award for the best annual report by a listed public European real estate company. EPRA’s membership takes in Europe’s leading public real estate companies, financial analysts, investors, banks and auditors. Board of Management and Supervisory Board IVG Immobilien AG 72.73 Employees Motivated employees are an indispensable success factor. With their commitment, skills, qualifications and passion for real estate, IVG employees secure the positive performance of our business and lay the foundations for further growth. Employees in the Bonn headquarters and at branch offices and IVG companies around Germany and the rest of Europe contribute equally to the Group’s success. 01 Mission 06 Our Business 58 Investor Relations 36 Markets 72 Employees 76 Financial Information 73 Employee numbers 73 Employee development Employee numbers The number of employees as at 31 December 2003 was 717, a decrease of 4.4% on the previous year. This is due to non-core operations (126 employees in 2002) being partially excluded from the consolidated financial statements. The acquisitions of the Wert-Konzept companies and POLAR added to the workforce in the strategic core businesses of portfolio management, project development and funds. Group personnel expenses increased by 9.2% to €56.9 million. This item includes expenditure for severance pay and provisions for employee development and pension obligations. EMPLOYEES BY SEGMENTS E M P L O Y E E S B Y Q U A L I F I C AT I O N % Trainees 17 (+7) Corporate Functions 133 (-3) Funds 40 (+35) Project development 150 (+25) Portfolio management 377 (+29) Basic education with additional skill 13% University graduate 28% Basic education 59% ( ) = Change relative to 2002 Employee development and training IVG is firmly committed to advancing the professional expertise and training of its workforce. A ma- Management trainee nagement trainee programme was launched in 2003. The objective is timely identification and recruit- programme launched ment of ambitious management talent with an aptitude for the real estate business. Four graduates with real estate training and appropriate placement experience joined a variety of business units for a one-year programme in which they were soon taking on responsibility for projects and other tasks. A new group of management trainees are to be taken on in 2004. 74.75 Trainees_Stephan Stollenwerk_Philipp Diederichs_Christian Beck_Jan Hendrik Goldbeck (left to right) Targeted placements The placements programme serves even earlier identification of management talent. Students are given a chance to combine their theoretical knowledge with initial practical experience in a structured series of placements. This can culminate in company support with a practice-based undergraduate dissertation. IVG remains committed to the »agenda4« initiative, which initiates and promotes propertyrelated courses of further study. Building specialist IVG employees have access to personal development and further training. We support attendance of skills targeted further training courses at the European Business School Real Estate Academy in OestrichWinkel and, in a pilot scheme, a part-time real estate studies course at Mannheim University of Cooperative Education. Other programmes help improve language skills and acquire finance qualifications such as Certified Credit Analyst, Chartered Financial Analyst, etc. In March 2004, IVG and the EBS Real Estate Academy launched the IVG Graduate School – a personal training programme for managers and specialists from Germany and other European countries. Over a set of ten modules, employees are taught about new academic findings relevant to real estate and introduced to practice-oriented application examples by experienced real estate experts. Employee share Employees with a vested share in Group success identify more closely with the firm and have a perfor- ownership mance incentive. Employees can purchase IVG Immobilien AG shares on preferential terms under the IVG VALUE programme. The company grants an interest-free loan to cover 90% of the total purchase price. Participating employees have full shareholder status for the two-year programme term, with full dividend entitlement and all the opportunities and risks of movements in the share price. 01 Mission 06 Our Business 36 Markets 58 Investor Relations 72 Employees 76 Financial Information IVG Group employees were again given the opportunity in 2003 to invest part of their net earnings in Employee equity: A the form of a loan under the German Employee Savings Act (Vermögensbildungsgesetz). A portion of high-yield investment personnel expenses thus remains in the firm as employee equity. IVG tops up the employee loans with a tax-free supplement, repayable along with the employee-contributed portion with 4.5% interest on expiry of the six-year term. Including the tax-free supplement, employees stand to receive attractive overall returns. Depending on their personal income situation, certain employees can additionally claim a government savings bonus. More than 50% of IVG employees took part in the loan scheme in 2003, with employee equity totalling €1.76 million at the end of the year. The need for additional individual pensions again featured large in public debate during 2003. IVG has Attractive pension implemented the statutory provisions in force since 2001 and has developed an attractive private pensi- plans on package for employees. Since 2002, IVG employees have been able to take advantage of a deferred compensation option under which the equivalent of up to 4% of the state pension insurance contribution assessment ceiling (€2,448.00 in 2003) is paid into a pension plan. The deferred compensation is tax-free for employees and neither they nor the employer need pay social insurance levies on it to 2008 inclusive. Many employees have taken up this pension option. A smaller number have signed up for state-supplemented »Riester« pension arrangements, for which IVG has also made provision by setting up an attractive group policy with a German life assurance company. IVG Immobilien AG signed a collective agreement covering semiretirement in 2001. This extends the Semiretirement company’s employee development and human resources planning options. It allows older employees the possibility of an early transition from working life into retirement. IVG has opted for a »block« arrangement, where semiretirement is divided into a full-time working phase and a non-working phase. A total of 40 semiretirement agreements had been signed by December 2003. At the end of 2003 there were already 10 employees in the non-working phase plus 27 in and 3 about to enter the working phase of semiretirement. IVG has put in place a share options scheme giving management a share in the company’s performance. Further information on the share options scheme is given on page 62 and in the Notes. Share options 76.77 Group Management Report Net income near last year’s high POLAR takeover opens attractive Helsinki property market European real estate markets neutral Proposed dividend as 2002 76 Group Management Report 77 Economic environment 77 The economy 78 Real estate markets 79 Business performance 79 Segments 81 Financing 82 Consolidated value added statement 83 IVG Immobilien AG: Annual Financial Statements 84 Dependent parties report 84 Risk management system 85 Events after the close of the financial year 86 Outlook 87 88 90 92 93 112 114 116 117 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements Consolidated Cash Flow Statement Key figures by segment Changes in shareholders’ equity Summary of major shareholdings 122 Other information 123 Report of the Auditors of the Consolidated Financial Statement 124 Report of the Supervisory Board 127 Supervisory Board/ Board of Management 131 Financial calender IVG Immobilien AG Group Management Report for the 2003 financial year GROUP PERFORMANCE €m 2003 2002 Group total operating performance 545.7 637.8 Group turnover 411.5 471.2 EBITD 224.8 350.3 EBIT (operating earnings) 174.2 188.7 Consolidated net income for the year Investments Shareholders’ equity Total assets 66.5 70.4 565.2 358.3 917.0 769.5 3,427.8 3,185.3 Economic environment The European economy was again generally weak in 2003. Most European countries saw only slight economic growth. The main cause besides structural problems was flimsy domestic demand. Households, businesses and governments struggling with budget deficits held back on spending. Europe’s countries and regions paint a varied picture. Countries in Central Eastern Europe show relatively fast growth. These were through the worst of the recession and are now attractive investment locations with EU membership close at hand. The region is set to keep up Europe’s top growth rates in the coming years. Among card-carrying EU members, the UK and Spain turned the corner and saw their growth rates pick up. Inflation in EU member states ranged from 1.2% to 2.9%. Combined with the sharp fall in interest rates across all EU countries during 2003, this raises businesses’ propensity to invest. The economy 78.79 K E Y E C O N O M I C D ATA in % GDP growth 2002 Inflation 2003 1 2002 Interest rates 3 2003 2 2002 2003 Germany 0.2 -0.1 1.3 1.3 4.78 4.07 Finland 2.2 1.5 2.0 1.2 4.98 4.13 Sweden 1.9 1.4 2.0 2.0 5.30 4.64 Hungary 3.5 2.9 5.2 5.2 7.09 n.s. Italy 0.4 0.3 2.6 2.8 5.03 4.25 Portugal 0.4 -0.8 3.7 2.3 5.01 4.18 Spain 2.0 2.3 3.6 2.9 4.96 4.12 Belgium 0.7 0.8 1.6 1.8 4.99 4.18 France 1.2 0.1 1.9 2.5 4.86 4.13 UK 1.7 2.0 1.3 1.3 4.91 4.58 Source: Eurostat, 1 Provisional (except Germany), 2 Numbers Nov. 2002–Nov. 2003, 3 Yield on 10-year government bonds Real estate markets Most European office markets were split in 2003: Rents in many places fell and vacancy rates increased. Their investment markets, in contrast, remained stable as institutional investors had money to spend. Total demand for office space in the 19 main cities increased, but many firms took advantage of the market and moved head office to smaller units at reduced rents. The 19 main cities had seen a total of 6.65 million m² of office space re-let in 2002; the 2003 figure was 7.06 million. The weighted average relative growth rate across 16 key Western European office markets was 5%. The three major cities of Central Eastern Europe saw growth of 14%, though from a far lower starting point. Far from presenting a consistent pattern across Europe, growth in space turnover varied strongly from city to city: While demand in London, Milan, Berlin and Barcelona dropped by between 10% and 23%, Brussels saw demand grow 69%, Prague 47%, and Madrid 20% after a weak preceding year. City centre oversupply caused a drop in top rents on most office markets – by a weighted average of 9% in 16 key West-European cities, compared with 11% in Central Eastern Europe. There were positive exceptions in both West and East: In the West, Brussels in particular saw monthly rents driven up 10% by strong demand in the EU quarter, Quartier Léopold, reaching an absolute high of €22.90 per m². In the East, Budapest stood out with an increase of 5.5%. Top monthly rents there at the end of 2003 were €19.00/m². 76 Group Management Report 77 Economic environment 77 The economy 78 Real estate markets 79 Business performance 79 Segments 87 Consolidated Financial Statements 122 Other information Average vacancy rates in the 19 main European property markets swelled from 8.2% to 10.0%. The reasons were again large quantities of new buildings coming onto the market and many companies cutting back on space Vacancy rates rose at all key Western European locations, with the strongest increase in Lisbon, Frankfurt, Düsseldorf and Amsterdam. The latter’s 18% vacancy rate was higher than any other major European city. In contrast, vacancy rates in Central Eastern Europe had already begun to shrink, falling in Budapest, Prague and Warsaw to 20.5%, 13.6% and 14.7% respectively. Business performance Group net income, at 66.5 million, was just short of the previous year’s high despite the tough economic climate. The dip in turnover from €471.2 million to €411.5 million mostly reflects the 2002 sale of Gresham Street – IVG’s biggest ever development project – which made for extra-high sales and earnings figures that year. Factoring out Gresham Street, turnover increased in 2003. Due partly to the POLAR takeover, net rents rose from €226.1 million to €232.8 million. Letting activity was on the up: IVG trumped a hard market with a total of 185,000 m2 of new lettings in portfolio properties and project developments during 2003. IVG forged ahead with its successful buy-and-sell strategy and realized €64.8 million in book gains from property sales in 2003. Including acquired liabilities, IVG invested €565.2 million over the 2003 financial year. Most of this came from the takeover of the POLAR group and ongoing development of IVG’s business parks. IVG’s pan-European activities are partly financed in foreign currency. This resulted in a gain of €22.2 million before taxes. The earnings figures allow the Board of Management and Supervisory Board to propose a dividend at the previous year’s high level of €0.34 per share. The highlight of the year was the takeover of Helsinki-listed POLAR Real Estate Corporation. This Portfolio management secured IVG’s entry into one of Europe’s upcoming real estate markets. IVG has since upped its stake segment to 95% of all shares in POLAR. 80.81 IVG again successfully played off cyclical differences between property markets across Europe, reaping attractive gains on disposals under its active buy-and-sell strategy: An office building on Great Marlborough Street, London Properties on Rue de Trèves and Rue du Luxembourg, Brussels Two office buildings in the Eighth Arrondissement of Paris, on Avenue Hoche and Rue de Bassano Two logistics buildings and an office building in Madrid The IVG headquarters in Bonn, under sale and leaseback with the EuroSelect 07 investment fund The Airbizz office and logistics building at Frankfurt Airport Two shopping centres in Helsinki. Segment turnover gained from €283.7 million in 2002 to €294.3 million in 2003. This includes net rent revenues, which jumped from €223.1 million to €230.2 million, primarily due to the takeover of POLAR Real Estate Corporation. Due to higher profits from property sales, segment earnings rallied from €169.7 million to €196.2 million. Tenancies were signed for 134,000 m2 of lettable space, despite patchy demand in many European property markets. The effective occupancy rate at the end of the year was 91.5%. Project development The project development year was dominated by the successful joint venture with AXA, refurbishment segment of the Madou Tower in Brussels, and settlement of accounts for the Glockengiesserwall project in Hamburg. Joint projects with AXA in Paris made especially good progress. Besides major lettings to prestigious international firms, the joint venture sold the Périsud project (with 33,500 m2 of lettable space) to the property funds arm of Commerzbank. In Brussels, IVG pressed on with the complete overhaul of Madou tower, the city’s tallest building. After the successful sale of the Leipziger Platz and Dorotheenstrasse projects, IVG has begun a new development in Berlin’s Mitte district. In a joint venture, IVG subsidiary Tercon is developing over 60,000 m2 of office space for tenants Deutsche Bahn. The project is worth some €160 million. The office complex was sold to the Deutsche Bank Group before construction began. It is expected that the Am Salzufer development in Berlin’s Charlottenburg will be successfully marketed once the current weak market has been overcome. IVG project development activities in 2003 generated turnover of €87.0 million (2002: €160.6 million) and operating earnings of €5.3 million (2002: €49.1 million). Turnover and earnings were down because the 2002 figures had included the sale of Gresham Street. Accounts were not settled on any major projects in 2003. Development projects do not feature in the turnover and earnings until completed, sold and handed over to the investor. Factoring out Gresham Street, turnover and earnings increased compared with 2002. Development project lettings in the 2003 financial year totalled 51,000 m2. 76 Group Management Report 77 Economic environment 77 The economy 78 Real estate markets 79 Business performance 79 Segments 81 Financing 87 Consolidated Financial Statements 122 Other information After increasing its stake in the Wert-Konzept group to 100%, IVG combined the project development activities of Tercon and Wert-Konzept under the Tercon name. As a result, the 2003 financial statements include Wert-Konzept as a consolidated subsidiary for the first time. In the second quarter of 2003, the public authorities abandoned the project of privatizing Berlin’s airports. The consortium led by IVG and Hochtief came to an acceptable final arrangement with the authorities, the terms of which are confidential. IVG regrets that the opportunity of an economically viable solution for the privatization was not taken after eight years of intensive work. To minimize interest rate risk, IVG has entered into interest rate swaps with a nominal value of €20 million and a 10-year term on the basis of existing loan agreements. IVG has thus secured the current low level of interest rates for the long term and further reduced its risk exposure to interest rate changes. The average interest rate on borrowed capital was 4.9% at the end of the year. A loan was taken out, initially for nine months, to finance the POLAR takeover. This acquisition loan will be rolled over into a long-term financing arrangement in the course of 2004. €71 million has been borrowed on a long-term basis to 2012 in connection with a forfaiting transaction in receivables from letting IVG-owned storage caverns. The tenants’ first-rate financial standing is carried over to the loan, a fact which is reflected in the credit terms. IVG provides funding to Group companies through a central treasury function. This central funding network makes for optimum pooling of liquidity and so lowers the cost of capital throughout the Group. It also guarantees the solvency of each of the companies involved and monitors interest, currency and liquidity risks in the Group as a whole. Integrating the international subsidiaries into IVG’s electronic cash pool further boosts efficiency. C O N S O L I D AT E D C A S H F L O W S TAT E M E N T m Cash provided by operating activities Cash provided by/used for investing activities Cash used for financing activities Net change in cash and cash equivalents Cash and cash equivalents generated by consolidation changes 2003 2002 44.0 238.4 38.8 -42.0 -165.9 -85.3 -83.1 111.1 5.7 0.1 Cash and cash equivalents at the start of the period 131.4 20.2 Cash and cash equivalents at the end of the period 54.0 131.4 The full cash flow statement appears in the Notes. Financing 82.83 Consolidated value added statement C O N S O L I D AT E D VA L U E A D D E D S TAT E M E N T m 2003 2002 Turnover 411.5 471.2 Other income 143.6 171.5 Group performance 555.1 642.7 Source Material expenses -116.9 -72.8 -50.4 -161.6 Other expenses -144.1 -153.1 Total expenses and depreciation -311.4 -387.5 243.7 255.2 Shareholders 46.5 38.8 Employees 56.9 52.1 State 33.4 40.7 Creditors 87.0 92.1 Group 19.9 31.5 243.7 255.2 Depreciation Value added Distribution Value added Premises underlying Preparation of consolidated financial statements and the requisite accounting valuations involve esti- the consolidated mates and assumptions that affect reported amounts and related disclosures. All estimates and as- financial statements sumptions are made to the best of our knowledge and belief so as to give a true and fair view of our net assets, financial position and results of our operations. Such estimates and assumptions significantly affect certain accounting policies, as detailed in the following. Property, plant and equipment is reported at historical acquisition cost less depreciation. The market value of the great majority of our properties is estimated annually by independent appraisers. Financial assets are reported at the lesser of acquisition cost or fair value. Under German commercial law, fixed assets may be written down to fair value to recognize impairment losses of a temporary nature. We restrict use of this option to instances where the impairment is incapable of reversal for a reasonably long time (three years or longer). Measuring write-downs for doubtful debts also entails estimates and assumptions for specific debts; these estimates and assumptions are made to the best of our knowledge and belief. Estimates are made in the measurement of provisions for risks arising from legal disputes and of anticipated losses due to project development and other risks contingent on future events. We carefully weigh the opportunities and risks in each such case and recognize a provision for the risk where we consider a loss to be likely. 76 Group Management Report 77 Economic environment 77 The economy 78 Real estate markets 79 Business performance 79 Segments 81 Financing 82 Consolidated value added statement 87 Consolidated Financial Statements 122 Other information 83 IVG Immobilien AG: Annual Financial Statements IVG Immobilien AG: IVG IMMOBILIEN AG: BALANCE SHEET Annual Financial m 31.12.2003 31.12.2002 Assets Property, plant, equipment and intangible assets 3.2 0.5 Financial assets 1,802.3 1,916.3 Total fixed assets 1,805.5 1,916.8 Receivables from affiliated companies 620.7 446.9 Other assets/prepaid expenses 169.7 207.1 Total current assets 790.4 654.0 2,595.9 2,570.8 696.2 695.8 Total assets Liabilities Shareholders’ equity Provisions 61.1 48.7 673.5 539.7 Other liabilities 1,165.1 1,286.6 Total liabilities and shareholders’ equity 2,595.9 2,570.8 Liabilities to affiliated companies Receivables from affiliated companies and liabilities to affiliated companies increased due to investments in and divestments of subsidiaries. Other assets include bank credit balances. I V G I M M O B I L I E N A G 2 0 0 3 : I N C O M E S TAT E M E N T m 2003 2002 Net income from participating interests (including amortization of financial assets) 103.6 126.1 Net interest payable -51.0 -41.2 Other income and expenses -3.6 -34.2 Net income from ordinary activities 49.0 50.7 Taxation -9.2 -7.8 Net income for the year 39.8 42.9 Withdrawal from reserve for own shares 0.1 0.9 Transfers to reserves -0.5 -4.3 Net income available for distribution 39.4 39.4 We will propose a dividend of 0.34 per share at the Annual General Meeting on 27 May 2004. The financial statements of IVG Immobilien AG, as issued with their clean auditors’ certificate by PwC Deutsche Revision Aktiengesellschaft, Wirtschaftsprüfungsgesellschaft of Düsseldorf, are published in the Federal Bulletin (Bundesanzeiger) and deposited at Bonn Local Court under the registration number HRB 4148. Statements for 2003 84.85 Dependent parties The Board of Management has issued a separate report on relations with affiliated companies, in ac- report cordance with Sec. 312 of the German Stock Corporation Act (AktG). This report includes the following statement: »In the circumstances known to us at the time legal transactions were undertaken, our company was appropriately remunerated for such transactions in all instances. We did not take or omit to take any measures at the behest of or in the interests of WCM Beteiligungs- und Grundbesitz AG, of Frankfurt am Main, or SIRIUS Beteiligungsgesellschaft mbH, of Wackerow.« Risk management IVG’s risk management system is integral to all business processes, Group-wide directives and IT sys- system tems. Integration of risk analysis into the planning and control process and into reporting to the Board of Management and Supervisory Board ensures continuous review of the risk situation. The operation of our risk management is monitored by our internal auditing function and scrutinized during independent auditing of the annual financial statements. IVG counters market risk with comprehensive central and local research. It works together with internationally recognized research institutes to this end. Quarterly studies investigate the economic, industry and market situation. IVG faces a wide range of tax, competition and environmental rules and regulations in its market environment. By obtaining legal and technical advice and by monitoring the competition, IVG is fully informed about any potential risks and ensures a fast response capability to negative developments in its environment. Other legal risks – particularly litigation risks – are managed by a central legal department in cooperation with top-calibre law firms throughout Europe. Operating risks can arise in our portfolio management, project development and investment funds activities. Risks specific to portfolio management include vacancy risk, tenant credit risk and risk of a decline in market rents. IVG monitors these with early warning indicators, including rent forecasts, vacancy rates, tenancy terms to renewal and get-out clauses, regional market developments and reports on buying and selling activities. This information is reported to the Board of Management on a continuous basis using various analytical methods. Legacy risks were once again reviewed in 2003. The appraisal was unchanged. 76 Group Management Report 77 Economic environment 77 The economy 78 Real estate markets 79 Business performance 79 Segments 81 Financing 82 Consolidated value added statement 87 Consolidated Financial Statements 122 Other information 83 IVG Immobilien AG: Annual Financial Statements 84 Dependent parties report 84 Risk management system 85 Events after the close of the financial year Major risks in project development are cost and schedule overruns during construction, and worsening of the market situation. IVG secures its capability of responding to potential such risks with a tightly run monthly reporting and control system covering all key management indicators. Risks in the investment funds business primarily result from placement commitments given by IVG and – depending on how each fund is set up – obligations under repurchase guarantees. Ongoing monitoring of placement progress and the operating performance of investment properties makes certain that adverse trends are spotted early and action is quickly taken. IVG is exposed to the normal interest rate and foreign exchange rate risks in its operating business and counters them, among other things with derivative financial instruments. The instruments used to hedge financial risks are described in the Notes. There are currently no apparent risks from past or future developments that could threaten the continued existence of IVG. All identified risks are adequately covered by balance-sheet provisions. February 2004 saw a pivotal change in share ownership at IVG. The 49.9% stake held by Sirius – until Events of special im- then IVG’s largest shareholder – was taken over by Sal. Oppenheim Bank (25.1%), HSH Nordbank portance after the close (11.16%), DZ-Bank, WGZ-Bank and IKB Deutsche Industriebank. of the financial year On 3 March 2004, IVG Immobilien AG acquired through a subsidiary a further 18.8 million shares in POLAR Kiinteistöt Oyj, Helsinki, increasing its total shareholding to 95.5%. 86.87 Outlook The world economy will be carried along in 2004 by forecast growth of over 5% in the USA and some 7% in Asia. The Euro zone stands to benefit only to a very limited extent, with forecast growth at 1.8% (Deutsche Bank, Outlook, 30 January 2004). This is not enough to create new jobs in any quantity. A similar outlook is given by the forecast change in service sector employment, which is an indicator of future demand for office space. We expect interest rates will stay level in 2004. Overall, most European property markets appear to have reached firmer ground in 2003, with top rents falling less steeply and vacancy rates increasing far less sharply than the preceding year; the third quarter of 2003 even saw average rents recover by 1.6%. With the economy livening up again, 2004 is seeing the start of a new upturn. Yet with supply in many places so strong, vacant space may fill up but most cities will only support minor rent increases in prime locations during 2004. We anticipate that the property markets in Brussels, London, Paris and Budapest will initially continue to rally. With some delay, an economic recovery with a positive effect on the property market should then follow in Germany at the end of 2004. Qualitative upgrading of our portfolio, rigorous pursuit of our active buy-and-sell strategy, realization of proceeds from project development and expansion of our investment funds business will, we expect, make 2004 another positive year for our business. Bonn, 16 March 2004 Eckart John von Freyend Bernd Kottmann Dirk Matthey 76 Group Management Report 87 Consolidated Financial Statements Consolidated Financial Statements 122 Other information 88.89 C O N S O L I D AT E D B A L A N C E S H E E T A S AT 3 1 D E C E M B E R 2 0 0 3 ASSETS Notes € ‘000 31.12.2003 31.12.2002 € ‘000 € ‘000 A. Fixed assets I. Intangible assets 1. 1. Patents, trademarks, licences and similar rights 10,516 6,192 2. Goodwill 15,596 5,601 3. Advance payments made 233 60 26,345 II. Property, plant and equipment 11,853 1. 1. Real estate (land, leasehold rights and buildings, including buildings on land held by third parties) 2. Technical equipment, plant and machinery 3. Other fixtures and fittings, tools and equipment 4. Advance payments made and construction in progress 2,407,671 2,173,595 52,000 46,266 6,846 6,436 128,487 148,143 2,595,004 III. Financial assets 2,374,440 2. 1. Shares in affiliated companies 30,678 2. Long-term loans to affiliated companies 47,848 550 1,311 3.Shares in associated companies 23,294 24,572 4. Participating interests 33,323 38,082 5. Long-term loans to companies linked via participating interests 6. Other long-term loans 66,055 68,961 64,477 108,395 218,377 289,169 2,839,726 2,675,462 B. Current assets I. Inventories 3. 1. Raw materials and supplies 2. Work in progress 3. Finished goods and goods for resale 4. Advance payments made 235 3,163 139,266 32,508 7,960 0 78 55 147,539 II. Receivables and other assets 35,726 4. 1. Trade recevaibles 2. Receivables from affiliated companies 102,101 69,158 32,499 64,947 3. Receivables from companies linked via participating interests 100,249 47,604 4. Other assets 143,777 146,873 378,626 III. Securities available for sale 1. Own shares 5.1 329 2. Own securities 5.2 101 IV. Liquid assets C. Prepaid expenses 328,582 5. 6. 438 0 430 438 53,975 131,426 580,570 496,172 7,486 13,638 Total assets 3,427,782 3,185,272 Trust assets 199,459 199,302 7. 76 Group Management Report LIABILITIES AND SHAREHOLDERS’ EQUITY 87 Consolidated Financial Statements 88 Consolidated Balance Sheet Notes € ‘000 122 Other information 31.12.2003 31.12.2002 € ‘000 € ‘000 A. Shareholders’ equity 8. I. Subscribed capital 8.1 116,000 116,000 8.2 458,897 458,897 II. Additional paid-in capital III. Revenue reserves 8.3 1. Reserve required by law 2,556 2,556 2. Reserve for own shares 329 438 3. Other revenue reserves 222,257 144,233 225,142 147,227 IV. Negative consolidation difference 8.4 32,015 0 V. Consolidated net income available for distribution 8.5 39,440 39,440 VI. Minority interests 8.6 B. Special tax-allowable reserve C. Provisions 9. 45,555 7,909 917,049 769,473 0 31,465 10. 1. Provisions for pensions and similar obligations 14,647 12,842 2. Provisions for taxes 69,642 53,482 3. Other provisions 117,606 95,941 201,895 D. Liabilities 162,265 11. 1. Bonds 8,450 0 1,881,553 1,906,083 3. Advance payments received for orders 73,070 15,290 4. Trade acccounts payable 33,406 23,959 5. Liabilities to affiliated companies 20,664 16,194 2. Bank loans 6. Liabilities to companies linked via participating interests 7. Other liabilities E. Deferred income Total liabilities and shareholders’ equity Trust liabilities 12. 7,287 12,909 101,270 131,991 2,125,700 2,106,426 183,138 115,643 3,427,782 3,185,272 199,459 199,302 90.91 C O N S O L I D AT E D F I X E D A S S E T S C H E D U L E O F I V G I M M O B I L I E N A G € ‘000 COST OF ACQUISITION AND CONSTRUCTION Consolidation I. Additions Re- Reclassi- Currency valuations fications influences 01.01.03 changes Disposals 31.12.03 16,916 6,749 348 19,063 -94 8,423 60 96 23,977 5,326 217 60 9,799 600 -60 1,447 32,501 8,952 36,039 16,454 9,371 5,326 1,760 65,430 2,834,923 340,956 60,605 117,270 8,526 25,965 -1,151 Intangible assets 1 . Patents, licences, trademarks and similar rights 2 . Goodwill 3 . Advance payments (Total intangible assets) II. Property, plant and equipment 1 . Real estate (land, leasehold rights and buildings, including buildings on land held by third parties) -86,884 107,971 -17,213 273,043 2,967,315 2,938 1,185 -1,634 1,025 127,260 2,694 1,847 -72 4,860 24,423 2 . Technical equipment, plant and machinery 3 . Other fixtures and fittings, tools and equipment 4 . Advance payments made and construction in progress III. 149,321 -1,998 52,006 -66,176 -371 4,295 128,487 (Total property, plant and equipment) 3,127,479 346,333 118,243 -86,884 44,827 -19,290 283,223 3,247,485 Running total 3,163,518 362,787 127,614 -86,884 50,153 -19,290 284,983 3,312,915 49,060 33,381 30,986 -1,011 1 79,947 32,470 2,714 1,830 61 3 . Shares in associated companies 24,572 -2,868 6,916 -5,326 4 . Participating interests 44,731 12,217 33,407 1,011 Financial assets 1 . Shares in affiliated companies 2 . Long-term loans to affiliated companies 4,055 550 23,294 -2 47,805 43,559 15,155 66,163 5 . Long-term loans to companies 69,089 1,384 10,845 6 . Other long-term loans linked via participating interests 108,485 7,756 25,183 -44,827 (Total financial assets) 298,651 53,700 107,398 -50,153 3,462,169 416,487 235,012 (Total fixed assets) -86,884 31,209 65,388 -1 178,171 231,424 -19,291 463,154 3,544,339 76 Group Management Report 87 Consolidated Financial Statements 88 Consolidated Balance Sheet 90 Consolidated Fixed Asset Schedule 122 Other information DEPRECIATION, WRITE-UPS AND WRITE-DOWNS Consolidation 01.01.03 changes Additions 10,724 1,362 1,390 13,462 -38 3,698 9,403 159 24,186 10,727 5,247 661,328 54,562 35,268 71,004 677 19,529 BOOK VALUE Write- Re- Reclassi- Currency ups valuations fications influences Disposals 31.12.03 31.12.03 31.12.02 3 13,461 10,516 6,192 217 16,905 15,596 5,601 843 8,719 233 60 -12 1,063 39,085 26,345 11,853 -728 -1,189 46,871 559,644 2,407,671 2,173,595 4,771 3 -179 1,016 75,260 52,000 46,266 -1,834 2,375 725 -54 3,164 17,577 6,846 6,436 128,487 148,143 753,039 53,405 42,414 -142,726 -1,422 52,229 652,481 2,595,004 2,374,440 777,225 64,132 47,661 -142,726 -1,434 53,292 691,566 2,621,349 2,386,293 1,212 8,954 538 8,912 1,792 30,678 47,848 132 1,535 -12 -142,726 1,178 1,178 1,403 6,649 1,780 128 5 90 1,179 4,000 3,372 550 1,311 23,294 24,572 10,236 33,323 38,082 25 108 66,055 68,961 823 2 911 64,477 108,395 9,482 10,739 2,672 27 4,000 786,707 74,871 50,333 27 -138,726 -1,434 13,819 13,047 218,377 289,169 67,111 704,613 2,839,726 2,675,462 92.93 C O N S O L I D AT E D I N C O M E S TAT E M E N T 1. Turnover 2003 2002 € ‘000 € ‘000 Notes € ‘000 1. 411,496 471,238 2. 6,044 -60,894 2. Net change in inventories of finished goods, work in progress and work not yet billed 3. Other own work capitalized 4. Other operating income 3. 5. Material expenses 4. 857 1,599 127,266 225,878 545,663 637,821 a) Cost of raw materials, supplies and acquired merchandise b) Cost of acquired services -3,682 -6,004 -113,237 -66,777 -116,919 6. Personnel expenses -72,781 5. a) Wages and salaries -46,472 -43,238 b) Social security levies, and costs of retirement pensions and other welfare benefits -10,421 -8,882 -56,893 -52,120 7. Depreciation and write-downs on intangible assets 6. -47,661 -157,810 8. Other operating expenses and property, plant and equipment 7. -144,123 -153,051 9. Income from participating interests 8. 9,416 4,915 10. Income from long-term loans 9. 4,247 14,223 11. Other interest and similar income 9. 31,439 21,420 12. Write-downs on financial assets and securities available for sale 9. -2,672 -3,844 13. Interest and similar expenses 9. -122,640 -127,717 99,857 111,056 15. Income taxes 10. -20,784 -26,158 16. Other taxes 10. -12,594 -14,466 17. Consolidated net income for the year 66,479 70,432 18. Minority interests -7,139 -566 14. Net income from ordinary activities 19. Withdrawals from the reserve for own shares 20. Transfer to other revenue reserves 21. Consolidated net income available for distribution 109 903 -20,009 -31,329 39,440 39,440 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information Notes to the IVG Consolidated Financial Statements for the 2003 financial year I. General principles applied to the consolidated financial statements As in previous financial years, the consolidated financial statements of the IVG Group are prepared in accordance with the German Commercial Code (Handelsgesetzbuch – HGB), Stock Corporations Act (Aktiengesetz – AktG), and Principles of Orderly Accounting (Grundsätze ordnungsmässiger Buchführung – GoB), collectively also known as »German GAAP«. The financial statements of all companies included in the consolidated financial statements are prepared using uniform accounting and valuation principles. The financial statements and the lists of participating interests of IVG Immobilien AG and the IVG Group are deposited at Bonn Local Court (Amtsgericht), registered as HRB no. 4148, and are published in the Federal Bulletin (Bundesanzeiger). German partnerships coming under Sec. 264a of the Commercial Code in which IVG Immobilien AG is a limited partner and which are included in the consolidated financial statements are generally exempt under Sec. 264b Para. 4 from the preparation, auditing and publication requirements applicable to limited companies. The consolidated financial statements include the parent company, IVG Immobilien AG, together with all Scope of material subsidiaries. These are the companies that fall, directly or indirectly, under IVG’s uniform control. As consolidation a general rule, associated companies are accounted for by the equity method if IVG holds between a 20% and 50% share and exerts a significant influence over them. Other participating interests are reported at the lower of acquisition cost or fair value. 100 subsidiaries that are non-operating or conduct only a small volume of business are not consolidated either because they are not material to presentation of a true and fair view of the Group’s net assets, financial position and the results of its operations, as provided by Sec. 296 (2) of the Commercial Code, or because the shares in them are held solely for resale, as provided by Sec. 296 (1) 3. In total, 103 domestic and 150 foreign-domiciled companies were consolidated in the 2003 financial year, 66 more than in the 2002 consolidated financial statements. Five associated companies are accounted for by the equity method. One company accounted for by the equity method in 2002 is now fully consolidated following the purchase of the remaining voting shares. Number of fully consolidated companies Number of participating interests accounted for by the equity method Number of other affiliated companies Number of other participating interests Total number of companies Total Total Domestic Foreign 31.12.2003 31.12.2002 103 150 253 187 4 1 5 6 42 58 100 42 62 19 81 43 211 228 439 278 94.95 Comparability of the In autumn 2003, IVG acquired over 85% of POLAR Kiinteistöt Oyj. POLAR, which is based in Hel- 2003 and 2002 sinki and listed on the Helsinki stock exchange, has a real estate portfolio consisting of approximately consolidated financial 260,000 m2 of lettable space (60% offices, 40% shopping centres) plus development reserves with a statements gross floor area of 55,000 m2. A further 10% stake was purchased in early March 2004. POLAR’s consolidated financial statements for 2003, prepared in accordance with Finnish law, report turnover of €48.5 million (2002: €61.9 million) and net income of €37.5 million (2002: €28.9 million). The asking price for the 85% stake was €116.6 million. 2003 earnings per share were €0.21. The net asset position of IVG and the results of its operations are materially affected by consolidation changes in the 2003 financial year, primarily due to the first-time inclusion of the POLAR group as from 1 November 2003, of the Wert-Konzept group and of XXTRA KG. The changes are presented in the table below. m Position Total consolidation Group total changes for 2003 % 324.5 2,839.7 11.4 54.0 147.5 36.6 6.5 102.1 6.3 Other assets 18.4 143.8 12.8 Liquid funds 11.3 54.0 20.9 Provisions 21.2 201.9 10.5 Liabilities 234.6 2,125.7 11.0 Turnover 25.2 411.5 6.1 Other operating income 12.9 127.3 10.1 Assets Inventories Trade receivables Personnel expenses -6.6 -56.9 11.7 Material expenses -15.2 -116.9 13.0 Other operating expenses -14.5 -144.1 10.1 -0.8 -2.7 31.6 Write-downs on financial assets Consolidation methods Affiliated companies first consolidated up to 31 December 2000 were incorporated in the consolidated financial statements by the book-value method, based on the difference between acquisition cost and the Group’s interest in the equity of the subsidiaries when they were acquired or first consolidated. Companies first consolidated on or after 1 January 2001 are incorporated into the consolidated financial statements by the fair value purchase method as at the date of acquisition in accordance with GAS 4. The same consolidation principles apply to shares in equity-accounted associated companies. No retrospective adjustment through reserves has been made in respect of comparative figures for earlier years. Previously unrecognized gains and losses recognized on application of the fair purchase value method are recorded in equity. Any positive consolidation difference is recognized as goodwill and amortized, normally over an estimated useful life of 15 years. Any negative consolidation difference is recognized separately in shareholders’ equity and released to income over the remaining estimated useful life of the acquired non-monetary assets. 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information For companies historically consolidated by the book-value method, the difference between acquisition cost and the Group’s interest in the equity of the subsidiary is allocated to the subsidiary’s assets; any unallocated amount is reported as goodwill and amortized, normally over an estimated useful life of 15 years. Negative consolidation differences are charged, according to type, to real estate, provisions, or shareholders’ equity. Intra-Group lending and all other receivables, liabilities, turnover, expenses and income arising within the Group are eliminated. Deferred taxes arising from temporary differences between carrying amounts recognized in singleentity financial statements and amounts attributed for tax purposes are grouped with deferred taxes arising on consolidation and reported under provisions for taxes. Deferred taxes are measured at the tax rates ruling or expected to rule in the country concerned at the balance sheet date. In all other respects, the tax regulations in force or enacted on the balance sheet date are deemed to apply. Other transactions between consolidated Group companies are eliminated in IVG’s consolidated financial statements, in accordance with Sec. 304 of the Commercial Code. All intra-Group trading of goods and services is conducted at arm’s length. Non-euro balance sheets of foreign subsidiaries are translated using the exchange rate ruling at the balance sheet date; non-euro income statements of foreign subsidiaries are translated at the average rate for the financial year. That is, assets, provisions and liabilities are valued using the middle rate of exchange ruling at the balance sheet date. All income and expense items are translated at the average rate for the year. Shareholders’ equity items are translated at the rates of exchange that applied at the time of their initial measurement. Differences between such values and the values found by applying the exchange rate at the balance sheet date are credited or debited to revenue reserves, with no effect on income. The exchange rates used for translation purposes are as follows: C U R R E N C Y T R A N S L AT I O N S Currency 1 GBP Country United Kingdom Exchange rate Average exchange Exchange rate on 31.12.2003 rate for 2003 on 2002 in € in € in € 1.4188 1.4455 1.5373 10.9256 100 SEK Sweden 11.0132 11.0966 100 HUF Hungary 0.3810 0.3946 0.4232 100 PLN Poland 21.2680 22.7500 24.8694 Currency translation differences are credited or debited to revenue reserves without going through the income statement. Currency translation 96.97 Accounting and Financial statements are prepared in accordance with the IVG Group’s accounting and valuation poli- valuation policies cies for each Group company included in the consolidated financial statements. Financial statements prepared to other countries’ requirements are adapted where the requirements materially differ from Group accounting and valuation policies. The income statement is presented using the type-of-expenditure format. Intangible assets are valued at acquisition cost less amortization. The maximum estimated useful life of building and exploitation rights – reported under patents, trademarks, licences and similar rights – is 10 years. Salt rights have an unlimited useful life. Property, plant and equipment is valued at the cost of acquisition or construction and, if depleting, reported net of depreciation. Costs of producing self-constructed assets also include apportioned overheads. Earlier write-downs allowed solely for tax purposes and temporary depreciation differences credited to special tax-allowable reserves were reversed as from 1 January 2003 following partial repeal of Sec. 308 of the German Commercial Code. The carrying amounts of the affected assets are now stated in accordance with Commercial Code valuation rules. The resulting €56.7 million revaluation difference was credited to reserves without going through the income statement. This matched a €51.9 million increase in fixed assets, a €21.0 million increase in provisions for deferred taxes, and a €25.8 million decrease in special tax-allowable reserves. As a general rule, buildings throughout the Group are depreciated on a straight-line basis, assuming a normal useful life of either 50 or 66.67 years. Movable assets are normally depreciated over the shortest useful life permissible for tax purposes, using either the straight-line method or else the declining-balance method subsequently switching to straight-line; first-half-year additions are depreciated for a full year and second-half additions by half the first-year depreciation allowance. Low-value assets are written off in the year of acquisition. They are recorded as additions in the fixed assets movement schedule and normally recorded as disposals after their assumed useful life of four years has elapsed. Shares in affiliated companies and other participating interests are recorded on the balance sheet at the lower of acquisition cost or fair value. Shareholdings accounted for by the equity method are included in the consolidated financial statements using the book-value method stipulated in Sec. 312 (1) 1 of the Commercial Code. As a general rule, associated companies apply IVG’s accounting and valuation principles. 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information Loans to employees – including interest-free and low-interest loans – are reported at nominal value. Long-term loans to affiliated companies or to companies linked via participating interests are reported less any impairment losses. Inventories are valued at the lower of their cost of acquisition or construction required for tax purposes or current market value. Raw materials and supplies are normally valued at average acquisition cost less any write-downs. Finished goods, work in progress and work not yet billed are valued at cost of construction. In addition to unit material and production costs, cost of construction is normally also taken to include apportioned material and production overheads and depreciation charges. The lower of cost or net realizable value measurement principle is applied. Specific allowances are recognized to account for identifiable risks in respect of receivables and other assets. General bad-debt risk is adequately allowed for by means of a lump-sum write-down on receivables. Own shares are reported at the lower of acquisition cost or fair value. Provisions for pensions and similar obligations are reported at actuarial present value using a discount rate of 6%, as stipulated by Sec. 6a of the German Income Tax Act (Einkommensteuergesetz). The provisions are calculated using Prof. K. Heubeck’s 1998 actuarial tables. Semiretirement pension obligations are reported at actuarial present value (applying a 5.5% discount rate) in analogy to Sec. 6a of the German Income Tax Act; employees not having signed a semiretirement pension agreement are included in accordance with the estimated probability of semiretirement being taken. The payroll backlog is reported at nominal value. Provisions for taxes comprise deferred taxes as provided by Sec. 274 and net deferred taxes from single-entity financial statements as provided by Sec. 306 of the Commercial Code. All tax liabilities or assets arising during the financial year are fully accounted for in the consolidated financial statements, based on the tax regulations applying to individual Group companies. Other provisions account for all identifiable risks and uncertain obligations to the full extent necessary, in line with prudent business judgement. Liabilities are reported at the amount due. Turnover is reported once supplies of goods and/or services have been completed and risk has passed to the customer. Turnover in project development is not reported on the income statement until contractual performance is complete or a distinct part of the work already performed for, or delivered to, the customer can be billed. 98.99 II. Notes to the Consolidated Balance Sheet and Income Statement for the 2003 financial year Consolidated Balance Sheet Movements in individual fixed asset categories (disclosed in the Consolidated Fixed Asset Schedule) are accounted for on the basis of historical cost of acquisition or construction. 1. Intangible assets Acquisition and production costs reported for intangible assets and property, plant and equipment are and property, plant and historical costs, in some cases originating from the deutschmark-denominated opening balance of equipment 1948. Intangible assets consist of goodwill and patents, trade marks, licences and similar rights. Property, plant and equipment consists of real estate; technical equipment, plant and machinery; other fixtures and fittings, tools and equipment; and advance payments made and construction in progress. 2. Financial assets The decrease in shares in affiliated companies compared with the previous year is a result of previously unconsolidated companies being reported as consolidated companies for the first time. The changes in shares in associated companies are substantially due to reclassification of Wert-Konzept Berlin Holding GmbH & Co. Beteiligungs KG, Berlin, as a fully consolidated company. Shares in equity-accounted associated companies totalled €23.3 million at the balance sheet date and included €9.3 million in amortized goodwill. Other participating interests decreased due to repayment of the capital in BBPI Berlin Brandenburg International Partner GmbH & Co. KG, Berlin. The long-term loans to companies linked via participating interests chiefly relate to a loan granted to TARDIS Verwaltungsgesellschaft mbH & Co. KG, Munich, in connection with the previous year’s saleand-leaseback transaction pertaining to MEDIA WORKS MUNICH. Other long-term loans include a deposit lodged by IVG Logistik GmbH to finance property, plant and equipment (€9.9 million), housing loans provided to employees, and a payment moratorium granted to the purchaser in the sale of the Talis group (€6.2 million). In connection with the stake in FDV, loans totalling €26.6 million were granted in 2003 to FDV Venture’s subsidiary. The sale-and-leaseback deal with Tardis Verwaltungsgesellschaft mbH & Co. KG gave rise to a debt of €10.7 million. 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information The raw materials and supplies item (€0.2 million) relates to operations such as tank farms. Most of the 3. Inventories Group’s work in progress (€139.3 million) is in project development. The increase is due to the merging of Tercon Bau GmbH (€73.7 million) and to first-time inclusion of XXTRA (€23.9 million) and IVG Hungaria Kft. (€14.4 million). Finished goods (€8.0 million) primarily consist of land up for sale in Kleinmachnow. 4. Receivables and R E C E I VA B L E S other assets m 31.12.2003 Trade receivables (of which: amount not due for more than 1 year) 31.12.2002 102.1 69.2 (7.1) (4.3) Receivables from affiliated companies 32.5 64.9 (of which: amount not due for more than 1 year) (0.0) (0.0) Receivables from companies linked via participating interests (of which: amount not due for more than 1 year) 100.2 47.6 (8.1) (19.0) Other assets 143.8 146.9 (of which: amount not due for more than 1 year) (21.9) (10.4) 378.6 328.6 Trade receivables primarily increased due to enlargement of the consolidated Group. Most of the receivables from affiliated companies result from Group financial transactions. The receivables from companies linked via participating interests are mainly short-term loans by IVG Immobilien AG to the investment fund company Wert-Konzept Beteiligungs- und Verwaltungs GmbH Euroselect Sieben KG (€48.9 million) and to Leibniz-Kolonnaden mbH & Co. KG (€25.5 million) for the purposes of funding capital investment. Other assets include indirect interests in Wohnen am Märchenviertel KG K.u.K. Grundverwaltungs GmbH & Co. (€39.5 million). This item also includes shares in affiliated unconsolidated companies (€89.9 million). 100.101 5. Securities available for sale 5.1 Own shares IVG Immobilien AG once again issued shares to employees to promote employee savings in 2003. The IVG VALUE programme continues to be as well received as ever, with 61,600 no-par-value shares issued to employees in 2003. To this end, 50,800 no-par-value shares were purchased in several blocks during 2003. 41,751 no-par-value shares (2002: 52,551), constituting 0.036% of capital stock, remained in the Group’s ownership on 31 December 2003. 5.2 Other securities These include units in two real estate funds (€0.1 million). 6. Liquid assets These are mostly liquid funds of IVG Immobilien AG and of companies not yet included in the cash clearing system. 7. Prepaid expenses This item consists of payments made that will not be recognized as expense until later financial years. It also contains deferred discounts on long-term bank loans (€0.7 million). 8. Shareholders’ equity 8.1 Subscribed capital The capital stock of IVG Immobilien AG is €116,000,000.00, divided into 116 million no-par-value shares. Categories of authorized capital in existence at the balance sheet date: Class I authorized capital for issue by 30 May 2005 as new no-par-value shares payable in cash €24 milion by AGM resolution of 31 May 2000 Class II authorized capital for issue by 26 May 2004 as new shares payable in cash €9 million by AGM resolution of 27 May 1999 Class III authorized capital for issue by 30 May 2005 as new registered no-par-value shares payable in cash or in non-cash assets €24 million by AGM resolution of 31 May 2000 IVG Immobilien AG also has by resolution of 23 May 2002 €30 million in conditional capital (to expire on 22 May 2007) for the event of a convertible bond or warrant-linked bond issue and by resolution of 27 May 1999 and 23 May 2002 a total of €5,848,856 in conditional capital for rights issues under share options schemes. SIRIUS Beteiligungsgesellschaft mbH and WCM Beteiligungs- und Grundbesitz-AG have made all disclosures required by the German Securities Trading Act (Wertpapierhandelsgesetz). A dependent parties report in respect of WCM has been prepared in accordance with Sec. 312 of the German Stock Corporations Act. 8.2 Additional paid-in capital Additional paid-in capital remains unchanged at €458.9 million. 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information 8.3 Revenue reserves €0.4 million was credited to other revenue reserves from IVG Immobilien AG’s net income for the year; the reserve for own shares was reduced by €0.1 million to reflect the decrease in holdings of such shares over the year to 31 December 2003. The repeal of Sec. 308 (3) of the Commercial Code resulted in a €56.7 million increase in revenue reserves as from 1 January 2003 (see page 96/97). A further €19.5 million was transferred from consolidated net income to other revenue reserves. 8.4 Negative consolidation difference First-time inclusion of companies acquired in the lucky buy of the POLAR group gave rise to a negative consolidation difference of 36.4 million which is being released to income over the remaining estimated useful life of the acquired non-monetary assets. Amounts released to income for asset disposals in 2003 added €4.4 million to other operating income. 8.5 Consolidated net income IVG Immobilien AG’s consolidated net income available for distribution was €39.4 million in 2003. The Board of Management and Supervisory Board will propose to the Annual General Meeting on 27 May 2004 that a dividend of €0.34 (2001: €0.34) per no-par-value share be distributed out of this sum. 8.6 Minority interests Minority interests in the equity of consolidated subsidiaries total €45.6 million and mostly consist of stakes in POLAR Kiinteistöt Oyj, Helsinki, Stodiek Europa Immobilien AG, Bonn, and K.u.K. Zweite Grundverwaltungs-GmbH & Co. Spreespeicher KG, Berlin. The share of net income accruing to minority shareholders is a positive €7.1 million. Provisions for all pension commitments are measured in accordance with actuarial principles. Provisions for taxes have primarily been recognized for the current year, earlier years, and deferred taxes (€54.1 million). Other provisions cover matters such as personnel expenses, outstanding suppliers’ invoices, omitted maintenance work, anticipated losses on pending transactions, restructuring and potential litigation costs. €6.5 million is also included for land rehabilitation and other environmental measures. Additional provisions of €10.2 million (2002: €12.3 million) are made for previously unrecognized losses recognized on consolidation; €2.1 million of these provisions was reversed or used in the 2003 financial year. 9. Provisions 102.103 10. Liabilities LIABILITIES m Up to Up to More than Total as at 1 year to 5 years to 5 years to Total as at 31.12.03 maturity maturity maturity 31.12.02 8.5 8.5 1,881.5 415.2 883.1 583.2 1,906.1 Advance payments received for orders 73.1 69.5 3.0 0.6 15.3 Trade accounts payable 33.4 29.8 3.2 0.4 23.9 Liabilities to affiliated companies 20.7 20.7 Bonds Bank loans Liabilities to companies linked via participating interests 7.3 7.3 Other liabilities 101.2 97.1 (of which: tax liabilities) (20.7) (20.7) (0.8) (0.8) 2,125.7 648.1 (of which: for social security) 0.0 16.2 12.9 3.4 0.7 132.0 (37.9) (0.7) 892.7 584.9 2,106.4 The nonconvertible bonds of POLAR Kiinteistöt Oyj, Helsinki, are interest-bearing (12 months Helibor +2%; 2003: 4,772%; 2004: 4,307%). The bonds mature on 31 December 2004. The bank loans are secured by mortgages on real estate of €594.8 million, pledged shares of €84.9 million and a pledged fixed-term deposit of €18.4 million. 11. Deferred income This item is mostly earnings charged to future periods under a sale-and-leaseback transaction covering the majority of MWM Businesspark, forfaited rents for storage caverns secured by title in IVG-owned storage cavern sites, and advance rent payments. 12. Contingent liabilities CONTINGENT LIABILITIES m 31.12.03 31.12.02 Guarantees 291.2 355.6 Other contingent liabilities 185.5 242.5 476.7 598.1 The guarantees consist of obligations IVG Immobilien AG has entered into with third parties on behalf of affiliated companies. The other contingent liabilities include IVG’s share of joint-and-several debt obligations to leasing companies which IVG subsidiary undertakings use to finance some of their investment; rent guarantees unlikely to be called up; letters of comfort; and longer-term contingent liabilities, discounted at 5.5%, comprising option-writer’s liabilities arising out of redemption rights for fund investors. 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information 13. Other financial O T H E R F I N A N C I A L O B L I G AT I O N S obligations m 31.12.03 31.12.02 Due 2004 (31.12.02: 2003) 26.9 35.7 Due 2005 – 2008 (31.12.02: 2004 – 2007) 30.5 53.4 Due after 2008 (31.12.02: due after 2007) 32.8 14.0 90.2 103.1 18.5 16.5 Obligations from rental and leasing agreements Undertaking to contribute capital Loan obligation 0.0 25.9 108.7 145.5 Lease payments on longer-term obligations are discounted at 5.5%. Besides the above, there is another financial obligation of €61.0 million (discounted at 5.5%; 11 years) resulting from a letter of comfort issued by IVG Immobilien AG for the MWM tenancy. The international focus of its operating business exposes IVG to interest rate and currency risk. These 14. Derivative financial risks are hedged using derivative financial instruments. Risk of default and market risk were negligible instruments both in the year under review and the financial year preceding it. The derivative financial instruments current as at the balance sheet date were as follows: NOMINAL AMOUNT m 31.12.03 31.12.02 Interest-rate swaps 629.4 432.5 Foreign exchange interest swaps 117.1 164.2 746.5 596.7 The nominal volume of the hedging contracts in the table is not netted out. It is the total of all buy and sell amounts underlying the contracts. 104.105 Consolidated Income Statement 1. Turnover Turnover includes net rental income, prepayments of ancillary costs by tenants, and revenue from sales of development projects. In accordance with the German Commercial Code, book gains on the sale of portfolio properties are recognized not as turnover but as other operating income. Turnover is deemed to have been realized when performance has been rendered and the risk passed on. Turnover in project development is not reported in the income statement until contractual performance is complete or a distinct part of the work has been handed over to the customer. A breakdown by divisions and regions is presented in the segment information. 2. Net increase in inven- The changes in these inventories (€6.0 million) result from various domestic project developments. tories of finished goods, work in progress and work not yet billed 3. Other operating income O T H E R O P E R AT I N G I N C O M E m Disposals of property, plant and equipment 2003 2002 64.8 191.6 (includes €4.3 million – nil in 2002 – from the release of negative consolidation difference into income) Foreign exchange gains 25.3 0.1 Release of provisions 12.1 13.7 Recovered personnel expenses 3.6 0.0 Transfers from special tax-allowable reserves 0.0 7.1 21.5 13.4 127.3 225.9 Other Intra-Group book gains were neutralized in 2002 by applying special depreciation allowances (€112.4 million) and transfers to special tax-allowable reserves (€14.0 million) as provided by Sec. 273 of the Commercial Code and Sec. 6b of the German Income Tax Act (EStG). Amortized accumulated intercompany profits were eliminated in 2003 as part of the adjustments made following the partial repeal of Sec. 308 of the Commercial Code. 4. Material expenses Material expenses (€116.9 million) are chiefly raw materials and supplies, production inputs for the completion of orders, and purchased services. They break down on a segmental basis to €34.8 million for portfolio management, €81.8 million for project development and €0.3 million for non-core operations. 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information 5. Personnel expenses PERSONNEL EXPENSES m 2003 2002 Wages and salaries 46.5 43.2 Social insurance levies, and costs of retirement pensions and other benefits 10.4 8.9 (of which: for retirement pensions) (3.3) (3.1) 56.9 52.1 Personnel expenses primarily increased due to enlargement of the consolidated Group (see p. 93). The wages and salaries item includes employer’s matching contributions to the employee-loan asset participation model for employee wealth creation. The total cost in the 2003 financial year was €40,000 (2002: €42,000). The costs of retirement pensions and other welfare benefits include the pension entitlements of employees whose contracts are with IVG Immobilien AG arising from a special contributory agreement with the state pension agency Versorgungsanstalt des Bundes und der Länder (VBL). The contribution rate applicable in 2003 was 7.86% of the wages and salaries covered by this supplementary plan (€16.57 million); 6.45% is payable by the employer and 1.41% by the compulsorily insured employees. The employer must also pay an adjustment levy comprising 1.60% of wages and salaries covered by the supplementary plan. According to VBL information, 645 former employees will be entitled to or are already receiving supplementary pensions. 6. Depreciation and D E P R E C I AT I O N write-downs on intan- m Scheduled depreciation Write-downs Special depreciation allowances permitted by tax law The write-downs include impairment losses recognized for goodwill. 2003 2002 gible assets, property, 45.4 43.1 2.3 1.2 plant and equipment 0.0 113.5 47.7 157.8 106.107 7. Other operating Other operating expenses consist of these items: expenses O T H E R O P E R AT I N G E X P E N S E S m 2003 2002 Lease rentals payable 20.1 13.6 Maintenance and upkeep 19.7 17.0 Auditing, consultancy and legal fees 18.2 13.3 Cost of external services 8.2 7.7 Ground rents or lease payments 7.4 3.9 Communication and marketing 6.3 5.3 Data processing 4.0 4.2 Transfer to special tax-allowable reserves 0.0 17.6 Other expenses* 60.2 70.5 144.1 153.1 2003 2002 * This sub-item includes allocations to provisions, write-downs on assets, foreign exchange losses, losses on disposals of fixed assets, financial service charges, property levies, etc. 8. Income from participating interests I N C O M E F R O M PA R T I C I PAT I N G I N T E R E S T S m Income from non-consolidated affiliated companies 5.5 1.5 Income from associated companies 0.3 -5.7 Income from other participating interests 3.6 9.1 9.4 4.9 Income from non-consolidated affiliated companies includes income from project developments. 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated fixed asset schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information 9. Financial earnings FINANCIAL EARNINGS m 2003 Income from long-term loans (of which: from affiliated companies) 2002 4.2 14.2 (0.0) (0.2) Other interest and similar income 31.4 21.4 (of which: from affiliated companies) (2.3) (2.1) Write-downs on financial assets and securities available for sale Interest and similar expenses (of which: to affiliated companies) -2.7 -3.8 -122.6 -127.7 (-1.3) (-3.2) -89.7 -95.9 10. Taxation TA X AT I O N m 2003 2002 Income taxes 20.8 26.1 Other taxes 12.6 14.5 33.4 40.6 The provision for deferred taxes was reversed in the amount of €0.8 million to account for changes in accounting treatment in respect of subsidiary financial statements prepared for incorporation into the consolidated accounts; €0.3 million of deferred taxes was attributable to consolidation. Provisions for deferred taxes recognized in earlier years were reversed in the amount of €11.4 million. 108.109 V. Other information Total remuneration of The members of the Supervisory Board and the Board of Management are listed on pages 127 to 128. the Supervisory Board and Board of The remuneration paid to members of the Board of Management of IVG Immobilien AG in the 2002 Management, and financial year was €2,102,000, comprising €936,000 in salaries and €1,166,000 in performance-linked loans granted bonuses. Remuneration paid at IVG Immobilien AG to retired members of the Board of Management, general managers and their surviving dependants was €560,000. A provision of €5,345,000 has been made for pension obligations to former members of the Board of Management, general managers and their surviving dependants. Total remuneration paid to members of the Supervisory Board at IVG Immobilien AG amounted to €141,800 in the 2003 financial year. No advances or loans had been granted to members of the Board of Management or the Supervisory Board as at 31 December 2003. 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information Key data on share options schemes to date and the options issued under them are shown in the table below. IVG IMMOBILIEN AG SHARE OPTION SCHEMES AS APPROVED BY THE ANNUAL GENERAL MEETING 2003 scheme 2002 scheme 2001 scheme 2000 scheme 1999 scheme 30.06.2003 26.07.2002 14.06.2001 16.06.2000 10.06.1999 Valid for 5 years 5 years 7 years 7 years 7 years Blocking period 2 years 2 years 3 years 3 years 3 years €7.63 €10.28 €14.127 €14.696 €15.02 49 52 35 30 27 Number of options issued 749,250 766,350 410,497 377,298 403,256 of which: to members of the Board of Management 274,050 274,050 147,707 138,075 162,748 5% 5% 7.4% 6.5% 5% – – outperform outperform outperform EPIX EPIX EPIX €1.42 €1.47 €3.33 €3.59 €2.63 2002 scheme 2001 scheme 2000 scheme 1999 scheme Issue date Base price (€) Participants in year of issue Performance threshold, absolute (percentage share price gain per year) Performance threshold, relative Value of options at date of issue IVG IMMOBILIEN AG SHARE OPTION SCHEMES 2003 scheme as at 1 January 1999 – Issued in 1999 403,256 Exercised in 1999 Expired in 1999 Number as at 31 December 1999 403,256 Issued in 2000 377,298 Exercised in 2000 Expired in 2000 18,083 Number as at 31 December 2000 377,298 Issued in 2001 385,173 410,497 Exercised in 2001 Expired in 2001 Number as at 31 December 2001 Issued in 2002 48,327 49,729 410,497 328,971 335,444 410,497 327,245 766,350 Exercised in 2002 Expired in 2002 1,726 Number as at 31 December 2002 Issued in 2003 766,350 335,444 749,250 Exercised in 2003 Expired in 2003 Number as at 31 December 2003 749,250 20,100 7,575 6,904 9,042 746,250 402,922 320,341 326,402 110.111 Corporate governance Corporate governance refers to the entire system by which a company is managed and monitored, its corporate principles and guidelines, and the system of internal and external controls and supervision to which the company’s operations are subjected. Good, transparent corporate governance ensures that our company will be managed and monitored in a responsible manner geared towards value creation. This fosters the confidence of investors, employees, business associates and the general public in IVG’s management and supervision. The Board of Management and the Supervisory Board of IVG Immobilien AG jointly issued, in accordance with Sec. 161 of the German Stock Corporations Act, a new declaration of conformity with the recommendations of the German Corporate Governance Code. The declaration is published on the IVG website, www.ivg.de, where shareholders can access it at any time. Board of Management The Board of Management of IVG Immobilien AG is responsible for the preparation, completeness and declaration integrity of the consolidated financial statements, the Group Management Report and other information provided in the annual report. The consolidated financial statements of the IVG Group were prepared in accordance with the German Commercial Code (Handelsgesetzbuch – HGB), Stock Corporations Act (Aktiengesetz – AktG), and Principles of Orderly Accounting (Grundsätze ordnungsmässiger Buchführung – GoB), collectively also known as »German GAAP«. The Group Management Report contains an analysis of the Group’s net asset position, financial position and the results of its operations, and further disclosures required by the German Commercial Code (Sec. 315). An effective internal management and control system ensures the completeness and reliability of data for consolidated financial statements and internal reporting. This includes Group-wide financial reporting directives, a risk management system as required by the German Control and Transparency Act (Gesetz zur Kontrolle und Transparenz im Unternehmensbereich – KonTraG), an integrated approach to financial control as part of value-oriented management, plus internal audits. The Board of Management is thus able to identify material risks at an early stage and to take timely action as needed. Acting by resolution of the IVG Immobilien AG Annual General Meeting of 27 May 2003, the Supervisory Board appointed PwC Deutsche Revision Aktiengesellschaft, Wirtschaftsprüfungsgesellschaft, Düsseldorf, to audit the annual financial statements of IVG Immobilien AG for the 2003 financial year. PwC have audited, confirmed and issued a clean auditors’ certificate in respect of the consolidated financial statements prepared by the Board of Management in accordance with German requirements. The consolidated financial statements, Group Management Report, audit report and risk management system were discussed in detail with the chief auditor by the full Supervisory Board at its meeting to approve the financial statements. 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 122 Other information Related parties are the Supervisory Board, the Board of Management, managerial employees, close relatives of the foregoing three groups, Sirius GmbH of Wackerow and its subsidiaries, WCM AG of Frankfurt and its subsidiaries, unconsolidated subsidiaries of IVG and equity-accounted IVG companies. A dependent parties report has been prepared in respect of the relationship with Sirius GmbH and WCM AG (see Group Management Report). There were no business dealings with either company or any of their subsidiaries. Information on related party dealings with members of the Supervisory Board and Board of Management is provided in the section on total remuneration, above. There were no business dealings with close relatives of members of the Supervisory Board or Board of Management. Business dealings with managerial employees and their close relatives were not materially significant. All business dealings with unconsolidated subsidiaries and equity-accounted entities (inclusion in global cash management, general project contracts, etc.) were conducted at arm’s length. They comprised €10.2 million in services rendered (income) and €12.1 million in services received (expense). Bonn, 16 March 2004 Eckart John von Freyend Bernd Kottmann Dirk Matthey Related party dealings 112.113 Consolidated Cash Flow Statement The cash flow statement is based on information from the accounting records and from the balance sheet and income statement derived from them in accordance with the German Commercial Code (HGB). It is presented in vertical format and reports cash flows classified by operating, investing and financing activities; comparative figures from the previous period are included. On the grounds of materiality, purchases of and proceeds from disposals of intangible assets are not reported separately from purchases of and proceeds from disposals of property, plant and equipment. Cash used for or provided by operating activities is quantified indirectly; that is, based on consolidated net income for the year. The figures for cash used for or provided by investing and financing activities are quantified by the direct method. All consolidated enterprises are included in the cash flow statement using the same consolidation method by which they are included in the consolidated financial statements. For enterprises accounted for using the equity method, the cash flow statement includes only (a) cash flows between such enterprises and the Group and (b) cash flows from the acquisition or disposal of investments in such enterprises. All cash flows are disclosed without netting. Cash and cash equivalents consist of liquid funds (cash in hand and short-term deposits at banks). €18.4 million of cash and cash equivalents is pledged as security. Effects of consolidation changes are eliminated; their effect on cash and cash equivalents is shown separately. E F F E C T O N C A S H A N D C A S H E Q U I VA L E N T S €m Cash and cash equivalents Acquisitions of Disposals of consolidated consolidated companies companies 4.2 0.0 Other assets 603.4 23.6 Debts 534.2 20.5 Interest received was €33.6 million (2002: €25.6 million). Interest paid was €118.3 million (2002: €114.5 million). 76 Group Management Report 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 112 Consolidated Cash Flow Statement 122 Other information C O N S O L I D AT E D C A S H F L O W S TAT E M E N T €m 2003 2002 Net income for the period. before extraordinary items 66.5 70.4 +/– Depreciation and write-ups/write-downs on fixed assets 50.3 161.5 +/– Other non-cash items -34.7 22.2 -62.9 -180.7 -3.4 -12.3 +/– Inventories (decrease/increase) 34.1 60.4 +/– Receivables and other assets (decrease/increase) 93.9 8.8 -99.8 108.1 44.0 238.4 – Profits from the disposal of fixed assets +/– Increase/decrease in provisions Changes in current assets and liabilities +/– Trade accounts payable/other liabilities (increase/decrease) Cash provided by operating activities Proceeds from the disposal of property, plant and equipment/intangible fixed assets 236.9 283.3 Cash used for investments in property, plant and equipment/intangible fixed assets -119.2 -217.0 Proceeds from the disposal of financial assets 150.2 38.6 Cash used for investments in financial assets -107.5 -128.1 Proceeds from the disposal of consolidated companies Cash used for investments in consolidated companies Cash provided by/used for investing activities 3.1 0.6 -124.7 -19.4 38.8 -42.0 Payments made to IVG shareholders and other equity partners -39.4 -39.4 Proceeds from new borrowing 160.8 104.9 Proceeds from other financial operations 71.0 0.0 Payments to service existing loans -358.3 -150.8 Cash used for financing activities -165.9 -85.3 -83.1 111.1 Net change in cash and cash equivalents Cash and cash equivalents generated by consolidation changes 5.7 0.1 Cash and cash equivalents at the start of the period 131.4 20.2 Cash and cash equivalents at the end of the period 54.0 131.4 114.115 Key figures by segment SEGMENTS €m Intersegmental External Total operating Operating Assets turnover turnover performance earnings (at book value) 2003 2002 2003 2002 2003 2002 2003 2002 2003 2002 business parks 0.9 1.6 246.1 236.8 339.4 427.6 180.4 152.8 2,752.9 2,448.8 Logistics real estate 0.0 0.0 48.2 46.9 48.4 47.2 15.8 16.9 60.8 62.4 ment total 0.9 1.6 294.3 283.7 387.8 474.8 196.2 169.7 2,813.7 2,511.2 Project Development 1.3 2.6 87.0 160.6 117.4 113.9 5.3 49.1 373.5 310.0 Investment Funds 0.3 0.0 11.9 0.0 14.1 0.0 1.0 0.5 14.0 9.4 Non-core business 0.0 0.0 17.4 25.4 21.0 59.1 -7.4 23.9 27.4 34.2 -2.5 -4.2 0.9 1.5 5.4 -10.0 -20.9 -54.5 112.2 122.8 0.0 0.0 411.5 471.2 545.7 637.8 174.2 188.7 3,340.8 2,987.6 Office properties/ Portfolio Manage- Corporate functions/ consolidation Group The activities of the IVG Group are Portfolio Management, Project Development and Investment Funds. Other segment information is reported under Non-Core Operations and Corporate Functions/Consolidation. The Portfolio Management segment contains the mainstream real estate portfolio management business. In addition to office properties and business parks, this also includes the logistics properties segment (storage caverns and tank farms). The Project Development segment comprises property developments for IVG and third parties. The Investment Funds segment is reported separately for the first time in 2003. IVG will expand this segment over the coming years. Comparative figures for the other segments have been adjusted to account for it. The Non-Core Operations segment mainly incorporates the remaining operations of the former Rail business sector. The figures reported under Corporate Functions/Consolidation cover Group level activities (such as Legal, Tax, Finance, Corporate Development) plus consolidation effects. 76 Group Management Report Liabilities 87 88 90 92 93 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements 112 Consolidated Cash Flow Statement 114 Key figures by segment Depreciation Income from asso- Income from other and write-downs ciated companies participating interests Investment 122 Other information Employees 2003 2002 2003 2002 2003 2002 2003 2002 2003 2002 2003 2002 1,078.0 936.6 39.0 147.0 0.0 -0.3 0.0 4.2 474.2 189.6 377 348 72.0 7.9 4.2 4.7 0.0 0.0 0.0 0.0 6.2 3.0 1,150.0 944.5 43.2 151.7 0.0 -0.3 0.0 4.2 480.4 192.6 377 348 126.6 93.4 3.9 4.5 -2.2 -1.7 6.4 6.4 46.6 79.4 150 125 4.1 0.0 0.4 0.0 0.7 0.6 0.0 0.0 2.5 1.2 40 5 10.4 14.1 0.7 2.8 1.8 -4.6 0.0 0.0 0.9 12.4 40 126 1,129.3 1,262.7 2.2 2.6 0.0 0.3 2.7 0.0 34.8 72.7 110 146 2,420.4 2,314.7 50.4 161.6 0.3 -5.7 9.1 10.6 565.2 358.3 717 750 The operating earnings item is net income from ordinary activities excluding net interest, minus other taxes. The assets item is total assets less loans to affiliated companies, receivables from affiliated companies, and liquid funds. The liabilities item includes, without liabilities to affiliated companies, provisions for pensions, other provisions, and deferred income. The investment item also includes investments in financial assets. The average number of employees in 2003 was 717. The IVG Group had 33 trainees as at 31 December 2003 (31 December 2002: 33). Regions GEOGRAPHICAL SEGMENTS €m Other External turnover Assets (at book value) Investment Operating earnings UK France Benelux Germany Finland countries 9.6 19.8 57.6 280.4 7.6* 36.5 Group 411.5 134.9 252.4 719.5 1,501.1 345.3 387.6 3,340.8 1.5 1.1 45.7 173.5 333.0 10.5 565.3 25.1 23.1 35.8 54.3 12.5 23.4 174.2 * 1.11. – 31.12.2003 The segmental breakdown into regions reflects the geographical location of IVG’s real estate holdings. 116.117 Changes in shareholders’ equity Changes in the capital of the IVG Group are shown below in the Statement of Changes in Shareholders’ Equity. S TAT E M E N T O F C H A N G E S I N S H A R E H O L D E R S ’ E Q U I T Y €m Currency Reserve for Use of translation Other own shares net income differences changes 31.12.2003 Subscribed capital 116.0 Additional paid-in capital 458.9 Revenue reserves 225.1 Changes during the financial year 31.12.2002 116.0 458.9 -0.1 0.5 -6.4 83.9 147.2 32.0 0.0 Negative consolidation difference 32.0 Consolidated net income available for distribution* 39.4 Minority interests 39.1 30.6 8.5 6.5 7.1 -0.6 Minority share in net income Total minority capital Total shareholders’ equity 39.4 45.6 917.0 -0.1 0.5 -6.4 37.7 7.9 153.6 769.4 * All net income available for distribution was distributed in 2002. Reserve for own shares: Issues of shares to Group employees under the IVG VALUE programme have reduced the number of own shares held and with it the reserve for own shares. Use of net income: €0.5 million of IVG Immobilien AG net income was credited to other revenue reserves. Currency translation differences: Currency translation differences arise, among other things, on the translation of the shareholders’ equity of foreign subsidiaries at historical exchange rates. Other changes in revenue reserves: These mostly represent adjustments following the repeal of Sec. 308(3) of the German Commercial Code (HGB) plus consolidated net income from subsidiaries credited to revenue reserves to bring IVG Group net income available for distribution into line with IVG AG net income available for distribution. 76 Group Management Report 87 88 90 92 93 112 114 116 117 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements Consolidated Cash Flow Statement Key figures by segment Changes in shareholders’ equity Summary of majors shareholdings S U M M A R Y O F M A J O R S H A R E H O L D I N G S A S AT 3 1 . 1 2 . 2 0 0 3 122 Other information 5 ShareCompany Proportion Voting holders’ Net of capital rights equity income held in % in % Country in €,000 in €,000 I. Affiliated companies (consolidated as per German Commercial Code Sec. 271(2)) Kouvolan valtakatu 28 Koy, Kuovola 100.00 100.00 Fi 1,032 -4 3 POLAR Kiinteistöt Oyj, Helsinki 85.07 85.07 Fi 185,724 46,091 3 IVG Beteiligungs GmbH, Bonn 100.00 100.00 D -40 -140 Ferenda Oy, Helsinki 100.00 100.00 Fi 3 0 3 Oululn Myllykiinteistöt Oy, Oulu 100.00 100.00 Fi 862 -23 3 Suomen Osakaskiinteistöt Oy, Helsinki 100.00 100.00 Fi 16,140 -447 3 POLAR-Rakennus Oy, Helsinki 100.00 100.00 Fi -2,938 -80 3 Helsingin Vuorikatu 20 Koy, Helsinki 100.00 100.00 Fi 1,078 -40 3 Hollolan Ostospaikka Koy, Hollola 100,00 100.00 Fi 5,049 -299 3 54.30 54.30 Fi 1,834 -1 3 Järvenpään Helsinginportti Koy, Jarvenpää 100.00 100.00 Fi 188 -55 3 Kalustaja Koy, Vantaa 100.00 100.00 Fi -2,080 -1 3 Kilometri Koy, Espoo 100.00 100.00 Fi 119 -6 3 Kilon Helmi Koy, Espoo 100.00 100.00 Fi 5,461 -141 3 Kilon Timantti Koy, Espoo 100.00 100.00 Fi 5,141 -154 3 Kivikukkaro Koy, Turku 100.00 100.00 Fi 15,127 -361 3 Kornetintie 6 Koy, Helsinki 100.00 100.00 Fi -351 -220 3 Kuopion Satama 4 Koy, Kuopio 100.00 100.00 Fi 1,570 -105 3 Kutomotie 6 Koy, Helsinki 100.00 100.00 Fi 3,377 -220 3 Lappeenrannan Lentäjäntie 17-19 Koy, Lappeentranta 100.00 100.00 Fi 1,164 -192 3 Larvalankatu 13 Koy, Kokkola 100.00 100.00 Fi 3,593 -266 3 Lastupolku Koy, Espoo 100.00 100.00 Fi 1,048 -61 3 Malmin Kauppatie 8 Koy, Helsinki 100.00 100.00 Fi 5,309 -196 3 Nittylänpolku 16 Koy, Helsinki 100.00 100.00 Fi 2,831 -74 3 Nova Koy, Turku 100.00 100.00 Fi -240 -23 3 Pakkalan Kartannkoski 12 Koy (Leija), Vantaa 100.00 100.00 Fi -196 -322 3 Pakkalan Kartannkoski 3 Koy, Vantaa 100.00 100.00 Fi 12,029 -390 3 Jamsän Forum Koy, Jämsä Pasilanraitio 5 Koy, Helsinki 91.60 91.60 Fi 9,447 114 3 Plaza Forte Koy, Vantaa 100.00 100.00 Fi 13,522 -261 3 Pitkänsillankatu 1-3 Koy, Kokkola 100.00 100.00 Fi 1,411 -190 3 87.90 87.90 Fi 3,545 -12 3 Satomalmi Koy, Helsinki Scifin Alfa Koy, Espoo 100.00 100.00 Fi 7,275 -155 3 Seinäjoen Kino Koy, Seinäjoki 89.90 89.90 Fi 3,457 -54 3 Sinimäentie 10 Koy, Espoo 76.90 76.90 Fi 1,082 -53 3 Sisustaja Koy, Vantaa 100.00 100.00 Fi 10,337 -45 3 Solartalo 2001 Koy, Helsinki 100.00 100.00 Fi 4,516 -169 3 Solartalo 2002 Koy, Helsinki 100.00 100.00 Fi 4,516 -169 3 Solartalo 2003 Koy, Helsinki 100.00 100.00 Fi 4,516 -169 3 Solartalo 2004 Koy, Helsinki 100.00 100.00 Fi 4,516 -169 3 Solartalo 2005 Koy, Helsinki 100.00 100.00 Fi 4,516 -169 3 Sörnäisten Rantatie 25 Koy, Helsinki 100.00 100.00 Fi 8,482 -281 3 Tapiontuuli Koy, Espoo 100.00 100.00 Fi 3,823 -201 3 Teerikukonkuja 5 Koy, Espoo 100.00 100.00 Fi 2,442 -114 3 Turun Kalevantie 25 Koy, Turku 100.00 100.00 Fi 968 -91 3 Vallilan Solar 1 Koy, Helsinki 100.00 100.00 Fi 1,599 0 3 Vallilan Solar 2 Koy, Helsinki 100.00 100.00 Fi 1,599 0 3 Vallilan Solar 3 Koy, Helsinki 100.00 100.00 Fi 1,599 0 3 Vallilan Solar 4 Koy, Helsinki 100.00 100.00 Fi 1,599 0 3 Vanha Talvitie 11 Koy, Helsinki 100.00 100.00 Fi 1,367 -182 3 60.00 60.00 Fi 5,614 18 3 Vilhonkatu 5 Koy, Helsinki 100.00 100.00 Fi -2,196 -138 3 Ässätalo Koy, Helsinki 100.00 100.00 Fi 1,599 0 3 22.30 22.30 Fi 4,053 -71 3 Vantaanportin Liiketilat Oy, Vantaa F-Medi Koy 118.119 S U M M A R Y O F M A J O R S H A R E H O L D I N G S A S AT 3 1 . 1 2 . 2 0 0 3 5 ( C O N T I N U AT I O N ) Share- Company Vantaanportin Liikekskus Koy Proportion Voting holders’ Net of capital rights equity income in €,000 held in % in % Country in €,000 21.40 21.40 Fi 30,432 204 D 696,192 39,820 IVG Immobilien AG , Bonn TERCON Immobilien Projektentwicklungsgesellschaft mbH, Munich 3 80.00 80.00 D 10,458 4,636 IVG Management GmbH Bonn 100.00 100.00 D 59,869 4,657 MMD Bauträgergesellschaft mbH, Bonn 100.00 100.00 D 961 -208 100.00 100.00 D -4,144 -5,323 94.59 94.59 D -4,676 2,098 4 IVG Immobilien GmbH & Co. Bonn XIV – Objekt Heltorfer Strasse – KG, Bonn 100.00 100.00 D 3,730 3,377 4 IVG Immobilienentwicklungsgesellschaft mbH & Co. 100.00 100.00 D 1,481 185 4 IVG Management GmbH & Co. Liebenau VIII – Objekt Bornlitz – KG 100.00 100.00 D 774 151 4 Liebenau II – Objekt Dörverden – KG, Liebenau 100.00 100.00 D 102 7 4 Liebenau III – Objekt Liebenau – KG, Liebenau 100.00 100.00 D 1,188 -10 4 IVG Management GmbH & Co. Liebenau IX – Objekt Clausthal – KG 100.00 100.00 D 138 25 4 Bonn XIII – Objekt Düsseldorf Karl-Arnold-Platz KG, Bonn 100.00 100.00 D 51 1,160 4 Liebenau IV – Objekt Dragahn-KG, Liebenau 100.00 100.00 D -191 -40 4 Liebenau V – Objekt Bremen-Blumenthal-KG, Liebenau 100.00 100.00 D -126 -26 4 Bonn II – Objekt Bad Godesberg-KG, Bonn 100.00 100.00 D 390 82 4 Liebenau VI – Objekt Leese-KG, Liebenau 100.00 100.00 D 80 -6 4 München II – Objekt Unterpfaffenhofen-KG 100.00 100.00 D 157 37 4 München XII – Objekt Rosenheim-KG 100.00 100.00 D 1,239 29 4 München III – Objekt Ottobrunn-KG 100.00 100.00 D 15,505 2,210 4 München IV – Objekt Dornach-KG 100.00 100.00 D 3,000 2,645 4 – Objekt Hamburg Raboisen 6 – KG, Hamburg 100.00 100.00 D 48 428 4 IVG-Immobilien-GmbH & Co. München VI – Objekt Puchheim-KG, Munich 100.00 100.00 D 10,456 1,611 4 München VIII – Obj. Rosenh./Anz.Str.-KG 100.00 100.00 D 1,000 5,550 4 IVG Nordostpark I GmbH & Co. KG, Munich 100.00 100.00 D 2,940 -57 4 IVG Nordostpark II GmbH & Co. KG, Munich 100.00 100.00 D 5,000 116 4 IVG Nordostpark III GmbH & Co. KG, Munich 100.00 100.00 D 3,535 -142 4 IVG Nordostpark IV GmbH & Co. KG, Munich 100.00 100.00 D 3,150 -62 4 IVG Businesspark Media Works Munich I GmbH & Co. KG, Munich 100.00 100.00 D 4,819 -167 4 München X – Objekt Nürnberg-KG, Munich 100.00 100.00 D 26,523 8,937 4 IVG Businesspark Media Works Munich II GmbH & Co. KG 100.00 100.00 D 14,653 -347 4 IVG Businesspark vor München I GmbH & Co. KG 100.00 100.00 D 16,591 -585 4 IVG Businesspark vor München II GmbH & Co. KG 100.00 100.00 D 24,222 -778 4 IVG Businesspark vor München III GmbH & Co. KG 100.00 100.00 D 6,688 -281 4 IVG Businesspark vor München IV GmbH & Co. KG 100.00 100.00 D 8,394 1,026 4 IVG Businesspark vor München V GmbH & Co. KG 100.00 100.00 D 14,361 444 4 IVG Management GmbH & Co. Liebenau X – Objekt Hessisch-Lichtenau-KG 100.00 100.00 D -530 -20 4 IVG Management GmbH & Co. Liebenau XI – Objekt Lippoldsberg-KG 100.00 100.00 D 43 95 4 IVG Immobilienverwaltung Bonn GmbH & Co. – Objekt Langen KG, Bonn 100.00 100.00 D 373 -2,447 4 Frankfurt Flughafen KG, Bonn 100.00 100.00 D 51 504 4 Bremerhaven KG 100.00 100.00 D 1,607 -709 4 IVG Management GmbH & Co. Liebenau XII – Objekt Fienerode-KG, Liebenau 100.00 100.00 D 1,608 18 4 Bonn XII – Objekt Dortmund Westfalendamm-KG, Bonn 100.00 100.00 D 34,345 771 4 Bonn VII – Objekt Dortmund, Stockholmer Allee-KG, Bonn 100.00 100.00 D 337 742 4 Bonn VI – Objekt Düsseldorf – Grafenberg-KG, Bonn 100.00 100.00 D 5,362 -1,717 4 Bonn IV – Objekt Düsseldorf, Hohenzollernwerk-KG, Bonn 100.00 100.00 D -91 -133 4 Bonn V – Objekt Homburg/Saar-KG, Bonn 100.00 100.00 D 26 -37 4 Kassel VII – Objekt Hannover-KG 100.00 100.00 D 3,611 -110 4 Hamburg I – Objekt Essener Str.-KG 100.00 100.00 D 4,729 1,299 4 Tercon Bau, formerly JOBAU Immobilienmanagement GmbH, Jena (formerly JENOPTIK Bauentwicklung GmbH, Jena ) BURG Grundstücksverwaltung GmbH & Co. Ristamos KG, Berlin – Objekt Hamburg Glinde – KG, Hamburg IVG Immobilienentwicklungsgesellschaft mbH & Co. 76 Group Management Report 87 88 90 92 93 112 114 116 117 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements Consolidated Cash Flow Statement Key figures by segment Changes in shareholders’ equity Summary of majors shareholdings S U M M A R Y O F M A J O R S H A R E H O L D I N G S A S AT 3 1 . 1 2 . 2 0 0 3 5 122 Other information ( C O N T I N U AT I O N ) Share- Company Proportion Voting holders’ Net of capital rights equity income held in % in % Country in €,000 in €,000 Hamburg II – Objekt Tarpen-KG 100.00 100.00 D -294 -361 4 Hamburg V – Objekt Habichtstr.-KG 100.00 100.00 D 6,740 42 4 100.00 100.00 D 696 2,820 4 – Objekt Hamburg Ferdinandstraße 18 KG, Hamburg 100.00 100.00 D -535 -118 4 IVG Schönefeld Mittelstraße GmbH & Co KG 100.00 100.00 D 7,000 77 4 IVG Schönefeld Entwicklungs GmbH & Co. KG 100.00 100.00 D 473 -24 4 IVG Businesspark Micropolis Ost Verwaltungs GmbH & Co. KG 100.00 100.00 D 7,980 -1 4 IVG Businesspark Micropolis Ost Grundstücks GmbH & Co. KG 100.00 100.00 D 2,048 -32 4 IVG Management GmbH & Co. Berlin IX – Objekt Wohnpark Lückstraße-KG 100.00 100.00 D 8,400 134 4 IVG Management GmbH & Co. Bonn XV – Objekt Zanderstr. 1 und 3 KG, Bonn 100.00 100.00 D 144 -6 4 IVG Management GmbH & Co. Berlin X – Objekt Wohnpark Roonstraße-KG, Berlin 100.00 100.00 D 12,375 227 4 Kassel VIII – Objekt Fuldabr.-Ostr.-KG 100.00 100.00 D 1,433 468 4 Kassel IX – Objekt Waldau-KG 100.00 100.00 D 3,032 668 4 Kassel XI – Obj. Lohfeld./Forstbachweg-KG 100.00 100.00 D 2,022 380 4 Kassel X – Objekt Lohfeld./Otto-H.Str.-KG 100.00 100.00 D 5,430 1,097 4 Dresden I – Objekt Klotzsche West-KG 100.00 100.00 D 6,966 -1,158 4 Dresden II – Objekt Klotzsche Ost-KG 100.00 100.00 D 1,159 95 4 Kassel XII – Obj.Fuldabr./-Crumb.Str.-KG 100.00 100.00 D 3,107 506 4 Kassel XIII – Objekt Falderbaumstr.-KG 100.00 100.00 D 791 8 4 Berlin II – Objekt Streitstraße-KG 100.00 100.00 D 2,676 -4,464 4 Bonn X – Objekt Wiesbaden-KG, Bonn 100.00 100.00 D 35 714 4 Berlin IV – Objekt Montanstr.-KG 100.00 100.00 D 1,130 619 4 Berlin V – Objekt Freiheit-KG 100.00 100.00 D 294 358 4 Berlin VI – Objekt Hallerstr.-KG 100.00 100.00 D 11 -8 4 Berlin VII – Objekt Haller./Morsestr.-KG 100.00 100.00 D 13,415 -304 4 IVG Immobilien Kapitalanlagegesellschaft mbH, Bonn 100.00 100.00 D 4,368 -624 4 IVG Immobilienentwicklungsgesellschaft mbH & Co. – Glockengießerwall 19 KG, Hamburg 100.00 100.00 D 50 1,558 4 94.70 94.70 D 8,978 484 4 Párizs 2000 Investitions und Immobilien – Vertriebs GmbH, Budapest 100.00 100.00 HU 2,961 -112 3 IVG Promotion SARL, Paris 100.00 100.00 F -281 -291 3 IVG Logistik GmbH, Bonn 100.00 100.00 D 100,196 IVG Objekt Museumsmeile Bonn GmbH, Bonn (formerly IVG Flugtanklager Service GmbH) 100.00 100.00 D 132 -132 IVG InfoTec GmbH & Co KG, Bonn 100.00 100.00 D 3,072 90 4 IVG Schienenfahrzeuge GmbH & Co Güterwagen KG, Bonn 100.00 100.00 D 2,555 205 4 IVG Schienenfahrzeuge GmbH & Co Kesselwagen KG, Bonn 100.00 100.00 D 1,022 119 4 IVG Tanklager Silesia, Radzionków, Polen 100.00 100.00 Pl 1,954 -2,049 Berlin VIII - Objekt Neue Spreespeicher Cuvryhof KG, Schönefeld (formerly Hamburg III -Objekt Lübeck- KG), Bonn IVG Immobilienentwicklungsgesellschaft mbH & Co XXTRA Liegenschaften GmbH & Co. KG, Nuremberg Stodiek Europa Immobilien AG, Bonn 94.43 94.43 D 90,582 6,307 Property Security Belgium SA, Brussels 100.00 100.00 B 13,504 770 Stodiek Immobilien- und Verwaltungs GmbH, Bonn 100.00 100.00 D 26 - Stodiek Wohnpark Kaarst GmbH & Co KG, Bonn 100.00 100.00 D -389 38 4 Stodiek Ariane I S.A., Luxembourg 100.00 100.00 Lux 3,790 168 3 Stodiek Ariane II S.A., Luxembourg 100.00 100.00 Lux 3,501 148 3 Stodiek Ariane III S.A., Luxembourg 100.00 100.00 Lux 2,764 79 3 Stodiek ESPANA S.A., Madrid, Spain 100.00 100.00 E 10,663 545 3 Stodiek Immobilien GmbH & Co. – Objekt München I-KG, Bonn 100.00 100.00 D 51 443 4 Stodiek Italia S.r.l., Mailand 100.00 100.00 I 8,596 356 3 Stodiek Lisboa – Promocao e Construcao de Imóveis, S.A., Lisboa 100.00 100.00 P 537 302 3 Stodiek France SAS, Paris 100.00 100.00 F -626 -425 3 Stodiek Immobiliare S.r.l., Milan 100.00 100.00 I 15,119 2,283 3 SCI 121/123 Rue D‘ Aguesseau, Paris 100.00 100.00 F 1,126 1,910 3 Stodiek Inmobiliaria, S.A., Madrid 100.00 100.00 E 9,226 4,534 3 Stodiek Portugal – Sociedade Imobiliaria, S.A., Lisbon 100.00 100.00 P 2,577 105 3 12.76 15.00 Fi 0 0 3 Tamperen Koskenranta 120.121 S U M M A R Y O F M A J O R S H A R E H O L D I N G S A S AT 3 1 . 1 2 . 2 0 0 3 5 ( C O N T I N U AT I O N ) Share- Company Proportion Voting holders’ Net of capital rights equity income in €,000 held in % in % Country in €,000 IVG European Real Estate S.A., Brussels 100.00 100.00 B 67,731 -189 3 IVG European Properties AB, Göteborg 100.00 100.00 S 10,991 -1,945 3 Asticus AB, Göteborg (S) 100.00 100.00 S 136,676 -375 3 Ada SA, Brussels 100.00 100.00 B 7,690 -2,442 3 Asticus Belgium II SA, Brussels 100.00 100.00 B 524,509 14,698 3 Asticus Belgium SA, Brussels 100.00 100.00 B 395,590 -15 3 Asticus Europe GIE, Brussels 100.00 100.00 B 0 0 3 Beaulieu SPV SA, Brussels 100.00 100.00 B -760 -807 3 Beeda SA, Brussels 100.00 100.00 B 5,683 -45 3 Bolet SA, Brussels 100.00 100.00 B 3,101 -58 3 Bonne Odeur SA, Brussels 100.00 100.00 B 34,191 -33 3 Bosquet Immobilière SA, Brussels 100.00 100.00 B 45,260 988 3 Ceda SA, Brussels 100.00 100.00 B 5,697 -45 3 Demot SPV SA, Brussels 100.00 100.00 B 88 -3 3 Ekster SA, Brussels 100.00 100.00 B 54,836 4,686 3 Gertrud SA, Brussels 100.00 100.00 B 21,010 568 3 Groenhoek SA, Brussels 100.00 100.00 B 25,118 308 3 Hibou SA, Brussels 100.00 100.00 B 55,642 630 3 Immobilière Groenveld SA, Brussels 100.00 100.00 B 13,384 565 3 IVG Brusssels SA, Brussels 100.00 100.00 B 112,619 1,050 3 Kobben SA, Brussels 100.00 100.00 B 36,206 1,640 3 Kolla SA, Brussels 100.00 100.00 B 24,358 825 3 Korpen SA, Brussels 100.00 100.00 B 221,520 959 3 Madou Plaza SA, Brussels 100.00 100.00 B 27,595 -1,707 3 Praten SA, Brussels 100.00 100.00 B 2,767 3,518 3 Slot SA, Brussels 100.00 100.00 B 16,075 721 3 Spannen SA i.L., Brussels 100.00 100.00 B 59,464 -37 3 Spoor SA, Brussels 100.00 100.00 B 11,365 525 3 Storken SA i.L., Brussels 100.00 100.00 B Svanen SA, Brussels 100.00 100.00 B -6,438 -298 3 Valen SA, Brussels 100.00 100.00 B 140,120 95 3 Varla SA, Brussels 100.00 100.00 B 1,725 32 3 Zesmeer SA, Brussels 100.00 100.00 B 39,090 -1,919 3 Cabrera SA, Luxembourg 100.00 100.00 Lux -8,672 -408 3 Edison SA, Luxembourg 100.00 100.00 Lux -1,464 -86 3 Morella SA, Luxembourg 100.00 100.00 Lux -7,328 -308 3 Sanara SA, Luxembourg 100.00 100.00 Lux 3,810 315 3 Serenade SA, Luxembourg 100.00 100.00 Lux 0 0 3 Sierra SA, Luxembourg 100.00 100.00 Lux -2,799 65 3 Thomas SA, Luxembourg 100.00 100.00 Lux 1,415 353 3 Aranäs International NV, Amsterdam 100.00 100.00 NL 23,104 -127,955 3 Auletta BV, Amsterdam 100.00 100.00 NL 0 0 3 Bygg Bouw BV, Amsterdam 100.00 100.00 NL 0 0 3 Daler BV, Amsterdam 100.00 100.00 NL 0 0 3 Sophia Antipolis BV, Amsterdam 100.00 100.00 NL 0 0 3 Stockned Holding BV, Amsterdam 100.00 100.00 NL 60,144 67,182 3 Swedium BV, Amsterdam 100.00 100.00 NL 0 0 3 Zevenazur BV, Amsterdam 100.00 100.00 NL 0 0 3 Zevenhaven BV, Amsterdam 100.00 100.00 NL 0 0 3 Zevenshop BV, Amsterdam 100.00 100.00 NL 0 0 3 Zevenspant BV, Amsterdam 100.00 100.00 NL 0 0 3 IVG Immobilière SAS, Paris (formerly Asticus International SAS) 100.00 100.00 F 115,734 29,732 3 C:ie Foncière Chaveaux Lagarde, Paris 100.00 100.00 F 11 -4 3 C:ie Foncière De Bassano, Paris 100.00 100.00 F -2,781 -5,169 3 C:ie Foncière Etoile, Paris 100.00 100.00 F 15 -2,447 3 3 76 Group Management Report 87 88 90 92 93 112 114 116 117 Consolidated Financial Statements Consolidated Balance Sheet Consolidated Fixed Asset Schedule Consolidated Income Statement Notes to the IVG Consolidated Financial Statements Consolidated Cash Flow Statement Key figures by segment Changes in shareholders’ equity Summary of majors shareholdings S U M M A R Y O F M A J O R S H A R E H O L D I N G S A S AT 3 1 . 1 2 . 2 0 0 3 5 122 Other information ( C O N T I N U AT I O N ) Share- Company Proportion Voting holders’ Net of capital rights equity income in €,000 held in % in % Country in €,000 C:ie Foncière Malesherbes 14, Paris 100.00 100.00 F 11 -4 3 C:ie Foncière Malesherbes 16, Paris 100.00 100.00 F 35 20 3 C:ie Foncière Vendôme, Paris 100.00 100.00 F 5,241 560 3 IVG Asticus (GMS) Ltd, London 100.00 100.00 UK 23,974 24,553 3 Asticus (Marlborough) Ltd, London 100.00 100.00 UK 283 0 3 Asticus (Mayfair) Ltd, London 100.00 100.00 UK 25,851 0 3 IVG Asticus Real Estate Limited, London 100.00 100.00 UK 54,355 -3,323 3 Brooksave Ltd, London 100.00 100.00 UK 0 0 3 IVG Asticus (Lombard) Limited 100.00 100.00 UK -875 -1,132 3 Asticus International AB, Göteborg 100.00 100.00 S 89,836 707 3 IVG Real Estate Stockholm AB, Göteborg 100.00 100.00 S 530 1,011 3 Bürohaus Schönefeld GRISO Verwaltungsgesellschaft mbH & Co. KG, Munich 100.00 100.00 D -3,823 3 4 Infopark RT (Hungary) 100.00 100.00 HU 15,123 86 3 IVG Hungária Ingatlanfejlesztesi KFT Budapest 100.00 100.00 HU 1,390 -3,070 3 Infopark B Épitési Terület Kft, Budapest 100.00 100.00 HU 5,453 -1,721 3 Infopark I Épitési Terület Kft, Budapest 100.00 100.00 HU 436 390 3 IHC Immobilien AG, Luxembourg 100.00 100.00 Lux 698 -470 3 Société Immobilière de la place de la Madeleine S.A.S, Paris 100.00 100.00 F 8,541 -117 3 Société Immobilière 173–175 Boulevard Haussmann S.A.S, Paris 100.00 100.00 F 42,151 -203 3 IVG Real Estate Belgium, Brussels 100.00 100.00 B 74,912 -3,679 3 Batipromo S.A., Brussels 100.00 100.00 B 84,150 4,996 3 Bonn Kft. , Budapest (Hungary) 100.00 100.00 HU 1,370 -318 3 88.46 88.46 D 10,778 -7,598 4 IVG Media Works Munich Vermietgesellschaft mbH (vorm.UN Ulrich Nack GmbH, Bonn) 100.00 100.00 D 219 182 Wert-Konzept-Berlin Holding GmbH & Co. Beteiligungs KG, Berlin 100.00 100.00 D 2,700 781 4 IVG Italia S.r.l., Milan 100.00 100.00 I 11,078 777 3 FORSET Verwaltungsgesellschaft mbH & Co. Vermietungs KG, Munich 100.00 100.00 D 26 2,960 4 REM Gesellschaft für Stadtbildpflege und Denkmalschutz mbH, Berlin 100.00 100.00 D 137 0 Berlin Konzept Immobilien Verwaltungs GmbH, Berlin 100.00 100.00 D 21 0 Wert-Konzept ImmobilienFonds GmbH, Cologna 100.00 100.00 D 2,483 20 Architekturbüro Reinhard Müller GmbH, Berlin 100.00 100.00 D 157 0 Wert-Konzept Immobilienfonds Verwaltungsgesellschaft mbH, Berlin 100.00 100.00 D 18 -7 BOTAGRUND Verwaltungs GmbH, Berlin 100.00 100.00 D 1,163 147 98.13 98.13 D 5,680 746 4 IVG Service GmbH & Co. Berlin – Objekt Potsdam-KG, Bonn 100.00 100.00 D 5,000 43 4 IVG Service GmbH & Co. Berlin – Objekt Teltow-KG, Bonn 100.00 100.00 D 5,000 295 4 IVG Service GmbH & Co. Berlin – Objekt Großziethen-KG, Bonn 100.00 100.00 D 4,000 215 4 92.50 92.50 D 2,278 531 4 CI Projektmanagement GmbH, Cologne 50.00 50.00 D 515 328 FDV Venture S.A., Luxembourg 30.00 30.00 Lux 24,878 -6,026 Fernleitungs-Betriebsgesellschaft mbH, Bonn 49.00 49.00 D 29 3 HANNOVER HL Leasing GmbH & Co KG, Munich 25.00 25.00 D 2 Hannover HL Leasing Verwaltungs-GmbH, Munich 25.00 25.00 D 2 K.u.K. Zweite Grundverwaltungs-GmbH & Co. Spree- Speicher KG, Berlin FvH Grundstücksverwaltungs-GmbH & Co. Hardenbergstraße 26 KG, Berlin Johs. Uckermann GmbH & Co. Grundstücksentwicklung KG II. Associated companies (valued by the equity method, German Commercial Code Sec. 311/312) 1 Net income as at 31.12.2002 2 Results not disclosed, as per Sec. 286 (3) 2 of the German Commercial Code 3 As disclosed in the financial statements prepared for consolidation purposes 4 Sec. 264b HGB 5 The complete summary of major shareholdings will be deposited at the German Commercial Registry 1 122.123 Other information 76 Group Management Report 87 Consolidated Financial Statements 122 Other information 123 Report of the Auditors of the Consolidated Financial Statement Report of the Auditors of the Consolidated Financial Statements »We have audited the consolidated financial statements presented by IVG Immobilien AG, Bonn (comprising the consolidated balance sheet, consolidated income statement, notes to the consolidated financial statements, consolidated cash flow statement, segment information and statement of changes in shareholders’ equity) and the group management report for the business year from 1 January to 31 December 2003. The preparation of the consolidated financial statements and the group management report in accordance with German commercial law are the responsibility of the company’s Board of Management. Our responsibility is to express an opinion on the consolidated financial statements and the group management report based on our audit. We conducted our audit of the consolidated annual financial statements in accordance with Sec. 317 of the German Commercial Code (HGB) and German generally accepted standards for the audit of financial statements promulgated by the Institut der Wirtschaftsprüfer (IDW). Those standards require that we plan and perform the audit such that misstatements materially affecting the presentation of the net assets, financial position and results of operations in the consolidated financial statements in accordance with German principles of proper accounting and in the group management report are detected with reasonable assurance. Knowledge of the business activities and the economic and legal environment of the company and evaluations of possible misstatements are taken into account in the determination of audit procedures. The effectiveness of the accounting-related internal control system and the evidence supporting the disclosures in the consolidated financial statements and the group management report are examined primarily on a test basis within the framework of the audit. The audit includes assessing the annual financial statements of the companies included in consolidation, the determination of the companies to be included in consolidation, the accounting and consolidation principles used and significant estimates made by the company’s Board of Management, as well as evaluating the overall presentation of the consolidated financial statements and the group management report. We believe that our audit provides a reasonable basis for our opinion. Our audit has not led to any reservations. In our opinion, the consolidated financial statements give a true and fair view of the net assets, financial position and results of operations of the group in accordance with German principles of proper accounting. On the whole the group management report provides a suitable understanding of the group’s position and suitably presents the risks of future development.« Düsseldorf, 16 March 2004 PwC Deutsche Revision Aktiengesellschaft Wirtschaftsprüfungsgesellschaft Brebeck ppa. Leifels (German Chatered Accountant) (German Chatered Accountant) 124.125 Report of the Supervisory Board Dear Reader, On this and the following pages, the Supervisory Board reports on its activities in the 2003 financial year, describing its constant communication with the Board of Management and the focal points of Supervisory Board meetings including its scrutiny of the annual and consolidated financial statements. The Supervisory Board performed its duties over the 2003 financial year as stipulated by law and by the IVG Articles of Association. It monitored the Board of Management in managing the company and followed the running of the company’s affairs. The Supervisory Board was directly involved in all fundamental decisions. The Board of Management has provided the Supervisory Board with full, regular, timely, written reporting on all matters relating to the company’s business, covering in particular corporate, personnel and financial planning, the Group’s situation including appraisal of the risk position and risk management, and progress on investment projects. The Board of Management explained all significant current transactions with reference to reports at Supervisory Board meetings. The Chairman of the Supervisory Board was also kept informed of significant transactions by the Board of Management outside of Supervisory Board meetings. Supervisory Board and In accordance with the Industrial Constitution Act (Betriebsverfassungsgesetz) of 1952, the Supervi- committee meetings sory Board is composed of four shareholder representatives and two employee representatives. The Supervisory Board’s Personnel Committee is empowered to take decisions affecting the contracts of the members of the Board of Management of IVG Immobilien AG, and regarding all other personnel matters referred to the Supervisory Board by statutory requirement. No other committees have been formed. Six Supervisory Board meetings were held in the 2003 financial year, with one member unable to attend at four meetings. An occasion for the Personnel Committee to meet did not arise. Main topics discussed by the At each of its meetings, the Supervisory Board discussed the turnover, earnings and financial position together with personnel changes within the Group and the various segments. Supervisory Board At its 13 November 2003 meeting, the Supervisory Board covered the amended German Corporate Governance Code and the guidelines of the German Real Estate Industry Corporate Governance Initiative. The Supervisory Board and the Board of Management broadly agree with the recommendations and suggestions and have adapted the Terms of Reference of both the Supervisory Board and Board of Management accordingly. The Declaration of Conformity with the Code is published on the IVG website, www.ivg.de. The Supervisory Board plans to consider the Code’s recommendation regarding regular examination of the efficiency of its activities during the course of 2004. 76 Group Management Report 87 Consolidated Financial Statements 122 Other information 123 Report of the Auditors of the Consolidated Financial Statement 124 Report of the Supervisory Board At its November meeting, the Supervisory Board dealt in detail with the medium-term plans for the years 2004 to 2006, the investment, finance and human resources plans derived from them, and the long-term corporate strategy. New additions and acquisitions in the portfolio were discussed at several meetings. The acquisition of approximately 85% of shares in POLAR Kiinteistöt Oyj (Helsinki, Finland) was successfully completed. The Supervisory Board also approved developments in Munich, Berlin and Budapest. The Board of Management provided information at Supervisory Board meetings on the progress and abandonment of negotiations to privatize Berlin’s airports system and the building of the new Berlin-Brandenburg International airport (BBI). Opportunities to sell and realize value gains were taken in various regional markets. The Supervisory Board approved the sale of properties or business interests in Barcelona, Brussels, Dornach, Frankfurt, Lisbon, Madrid, Stockholm and Wroclaw. The Supervisory Board held in-depth discussions at its meeting on 28 March 2003 regarding the company’s authorization to purchase its own shares. The proposed resolution was adopted with a large majority at the 17th Annual General Meeting on 27 May 2003. The Supervisory Board adopted further resolutions relating to the 2003 share options plan based on the resolution of the Annual General Meeting of 23 May 2002 and on the appointment of executive officers and holders of Prokura, or registered power of attorney under German commercial law. The annual financial statements of IVG Immobilien AG and the consolidated financial statements for the Annual financial year ended 31 December 2003 as submitted by the Board of Management have been duly audited, to- statements gether with the Company Management Report and the Group Management Report for the 2003 financial year, by PwC Deutsche Revision Aktiengesellschaft, Wirtschaftsprüfungsgesellschaft, of Düsseldorf, who have awarded a clean auditors’ certificate in each case. The chief auditor was present at our meeting to discuss the company’s and the consolidated financial statements on 26 March 2004. He gave an extensive account of the conduct and findings of the audit, and was available to provide additional information. The Supervisory Board has scrutinized the two sets of financial statements, the Management Report and the proposed appropriation of net income. It concurs with the findings of the audit and, following the conclusive findings of its own examination, it has no objections to any of these documents and reports. The report on relations with affiliated companies prepared by the Board of Management for the year 2003 in compliance with Sec. 312 of the German Stock Corporations Act (AktG) was supplied to the Supervisory Board along with the auditor’s appraisal of it. The Supervisory Board has itself examined the Board of Management’s report, and has approved it together with the auditor’s findings. The auditor’s certificate for the Board of Management’s dependent company report reads as follows: 126.127 »Having examined and appraised this report as by duty bound, we hereby confirm that the facts stated in the report are correctand the Company did not render unduly high remuneration in any of the legal transactions documented in the report.« In its conclusive findings from its own examination, the Supervisory Board has no objections to make to the Board of Management’s declaration on relations with affiliated companies covering the financial year 2003. At its meeting on 26 March 2004, the Supervisory Board issued its approval of the financial statements prepared by the Board of Management, which are therefore deemed final. It also concurred with the Board of Management’s proposed appropriation of net income, and finalized the motions to be put to the Annual General Meeting. Composition of the On the shareholders’ side, Franz-Josef Seipelt resigned his seat on the Supervisory Board with effect from Supervisory Board 31 January 2003. He was succeeded as shareholder representative by Dr Michael Albertz, appointed by court order effective 1 February 2003. The Supervisory Board would like to express its gratitude to the retiring member for his constructive and authoritative input. The Supervisory Board wishes also to thank the Board of Management, the Group’s employees and their employee representatives for their work in the 2003 financial year. Bonn, 26 March 2004 On behalf of the Supervisory Board Roland Flach Chairman 76 Group Management Report 87 Consolidated Financial Statements 122 Other information 123 Report of the Auditors of the Consolidated Financial Statement 124 Report of the Supervisory Board 127 Supervisory Board/ Board of Management Supervisory Board/Board of Management Roland Flach MATERNUS-Kliniken AG Chairman NB Beteiligungs AG* Chief Executive Officer of WCM Beteiligungs- RSE Grundbesitz und Beteiligungs-AG* und Grundbesitz-AG WCM Beteiligungs- und Grundbesitz-AG Kronberg im Taunus (in abeyance from 4.6.2003 under Sec. 105 (2) of the German Stock Corporations Act) Notification of seats on other supervisory boards as per Sec. 285 (10) of the German Commercial Code: Dr. Michael Albertz (from 1 February 2003) Gladbacher Aktienbaugesellschaft AG* Deputy Chairman of the Executive Board, Corpus GEHAG GmbH* Immobiliengruppe GmbH & Co. KG Gemeinnützige Eisenbahn-Wohnungsbau-Gesell- Cologne schaft mbH Wuppertal* (Chairman) KHS Maschinen- und Anlagenbau AG* (Chairman) Notification of seats on other supervisory boards as KHS Inc.* (Chairman) per Sec. 285 (10) of the German Commercial Code: Klöckner-Werke AG* (Chairman) DGAG Deutsche Grundbesitz AG MAAG Holding AG (Vice President of the Advisory Board) Rainer Antons MATERNUS-Kliniken AG Mechanical engineering master craftsman NB Beteiligungs AG* (Chairman) IVG Logistik GmbH, Etzel Office RSE Grundbesitz und Beteiligungs-AG* Friedeburg RSE Projektmanagement AG* (Chairman) YMOS AG* (Chairman) * WCM Group companies Notification of seats on other supervisory boards as per Sec. 285 (10) of the German Commercial Code: None Karl-Ernst Schweikert Stellv. Vorsitzender Wilhelm Friedrich Corneli Deputy Chairman Salaried corporate lawyer Member of the Board of Management of WCM IVG Immobilien AG Beteiligungs- und Grundbesitz-AG under Bonn Sec. 105 (2) of the German Stock Corporations Act, Männedorf (Switzerland) Notification of seats on other supervisory boards as per Sec. 285 (10) of the German Commercial Code: Notification of seats on other supervisory boards as None per Sec. 285 (10) of the German Commercial Code: BHE Beteiligungs-AG* Dr. Manfred Lennings Bremische Gesellschaft für Stadterneuerung, Industrial consultant Stadtentwicklung und Wohnungsbau mbH* Essen (Chairman) Gladbacher Aktienbaugesellschaft AG* Notification of seats on other supervisory boards as (Chairman) per Sec. 285 (10) of the German Commercial Code: Gemeinnützige Eisenbahn-Wohnungsbau- Bauunternehmung E. Heitkamp GmbH Gesellschaft mbH Wuppertal* Deilmann-Haniel GmbH KHS Maschinen- und Anlagenbau AG* Deutsche Post AG Kieler Wohnungsbaugesellschaft mbH* ENRO AG Klöckner-Werke AG* Gildemeister AG (Chairman) MAAG Holding AG Heitkamp-Deilmann-Haniel GmbH (Chairman) Supervisory Board 128.129 Franz-Josef Seipelt Gladbacher Aktienbaugesellschaft AG* Member of the Board of Management of WCM (Chairman) Beteiligungs- und Grundbesitz-AG KHS Maschinen- und Anlagenbau AG* Frankfurt (until 31 January 2003) Klöckner KHS Inc., Waukesha, USA* MATERNUS-Kliniken AG Notification of seats on other supervisory boards as MPI International Inc., Rochester Hill, USA* per Sec. 285 (10) of the German Commercial Code YMOS AG* (until 31 January 2003): Allboden Allgemeine Grundstücks-AG* * WCM Group companies Bartelt Inc., Sarasota, USA Board of Management Dr. Eckart John von Freyend Dr. Bernd Kottmann Chief Executive Officer Portfolio Management Bad Honnef Pech, Wachtberg Notification of seats on other supervisory boards as Notification of seats on other supervisory boards as per Sec. 285 (10) of the German Commercial Code: per Sec. 285 (10) of the German Commercial Code: BONN-INNOVA GmbH & Co. Venture Beteili- Bonn Kft.* gungs KG Infopark Fejlesztési Rt.* Gerling Konzern Lebensversicherungs AG IT Immobilien Beteiligungsgesellschaft mbH* HANNOVER HL Leasing GmbH & Co. KG Parisz Kft.* IABG Industrieanlagen-Betriebsgesellschaft mbH POLAR Kiinteistöt Oyj, Helsinki* (Chairman) TERCON Immobilien Projektentwicklungs Infopark Fejlesztési Rt.* GmbH* IVG Immobilien Kapitalanlagegesellschaft mbH* POLAR Kiinteistöt Oyj, Helsinki* (Chairman) * IVG Group companies SIBRA Beteiligungs AG* (Chairman) Stodiek Europa Immobilien AG* (Chairman) Dr. Dirk Matthey TERCON Immobilien Projektentwicklungs Chief Financial Officer GmbH* (Chairman) Bad Godesberg, Bonn UTH United Technologies Holding GmbH VNR Verlag für die Deutsche Wirtschaft AG Notification of seats on other supervisory boards as per Sec. 285 (10) of the German Commercial Code: * IVG Group companies HANNOVER HL Leasing GmbH & Co. KG POLAR Kiinteistöt Oyj, Helsinki* SIBRA Beteiligungs AG* Stodiek Europa Immobilien AG* TERCON Immobilien Projektentwicklungs GmbH* * IVG Group companies 76 Group Management Report Dr. Klaus Asche Chief Executive, LIBRA Unternehmensberatung GmbH, Hamburg Dr. Ralf Bethke Chairman of the Board of Executive Directors, K + S Aktiengesellschaft, Kassel Dr. Hans-Georg Brodach Senior Vice President ABB Europe Ltd., Brussels 87 Consolidated Financial Statements 122 Other information 123 Report of the Auditors of the Consolidated Financial Statement 124 Report of the Supervisory Board 127 Supervisory Board/ Board of Management Dr. Gert Haller Retired State Secretary, Chairman of the Management Board, Wüstenrot + Württembergische AG, Stuttgart Dr. Volker Hassemer Member of the Berlin Landtag, former Managing Director, Partner für Berlin – Gesellschaft für Hauptstadtmarketing mbH, Berlin Dr. Gerold Bezzenberger Lawyer and notary, Berlin Dr. Karl Kauermann Chairman of the Board of Management, Berliner Volksbank eG, Berlin Udo Cahn von Seelen Former Chairman of the Board of Management, Energie-Aktiengesellschaft Mitteldeutschland, Kassel Peter Kobiela Member of the Board of Managing Directors, Landesbank Hessen-Thüringen, Frankfurt am Main Karl-Hans Caprano Managing Director, Technoform Caprano + Brunnhofer GmbH & Co. KG, Fuldabrück Thies J. Korsmeier Former Member of the Board of Management, Deutsche Shell AG, Hamburg Chairman of the Board, Verband SchmierstoffIndustrie e.V., Hamburg Dr. Karl-Joachim Dreyer Spokesman of the Board of Management, Hamburger Sparkasse, Hamburg Wolfgang Egger Chairman of the Board of Management, Patrizia Immobilien AG, Augsburg Dr. Dierk Ernst Managing Partner, TERCON Immobilien Projektentwicklungs GmbH, Munich Dipl.-Volkswirt Wolfgang Fink Chairman of the Management Board, Allianz Immobilien GmbH, Stuttgart Dr. Roland Fleck Nonelected councillor and Deputy Mayor for Economic Affairs, Nuremberg Dr. Christoph Franz Former CEO and Chairman of the Management Board, DB Reise & Touristik Aktiengesellschaft, Frankfurt Dr. Heinrich Kraft Chairman of the Advisory Board, ECE Projektmanagement GmbH, Hamburg Jorma Laakkonen Former Senior Executive, Nordea Bank, Espoo (Finland) Dr. Thomas Kurze Chairman of the Advisory Board of VBV Vermögens-Beratungs- und Verwaltungsgesellschaft mbH, Berlin Jan-Henrik Kulp Former CFO, UPM-Kymmene Group, Helsinki Klaus Laminet Managing Partner, INVESTA Projektentwicklungsund Verwaltungs-GmbH, Munich Georg Lewandowski Lord Mayor of the City of Kassel, Kassel Werner Gegenbauer President, Berlin Chamber of Industry and Commerce, Berlin Dr. Walter Lohmeier Chief Executive Manager, Kassel Chamber of Industry and Commerce, Kassel Dr. Joachim Grünewald Retired Parliamentary State Secretary, Olpe Dr. Johannes Ludewig Executive Director, GEB – Gemeinschaft der Europäischen Bahnen; retired State Secretary, Brussels Advisory Committee 130 Dr. Klaus Lukas Chairman of the Executive Board, Kasseler Sparkasse, Kassel Paul Marcuse Chief Executive Officer, AXA Real Estate Investment Managers Limited, London Dr. Werner Martin Lawyer, Berlin Dr. Lutz Mellinger Former Member of the Corporates and Real Estate Group Divisional Executive, Deutsche Bank AG, Frankfurt am Main Prof Peter Niehaus Former spokesman of the Management Board, Siemens Real Estate, Munich Dr. Gerhard Niesslein Chairman of the Managing board, DeTeImmobilien Deutsche Telekom Immobilien und Service GmbH, Frankfurt am Main Dr. Claus Nolting Former Member of the Board of Managing Directors, Bayerische Hypo- und Vereinsbank AG, Munich Dr. Klaus Riebschläger Lawyer, Berlin Dr. Jochen Scharpe Member of the Executive Management, Siemens Real Estate GmbH & Co. OHG, Munich Dipl.-Kfm. Fried Scharpenack Former Member of the Board of Management, IVG Immobilien AG, Essen Dr. Udo Schlitzberger Chief Executive of the Council of the Administrative District of Kassel, Kassel Alfred Schmidt Retired Minister of State, Kassel Dr. Manfred Schmidt Chairman of the Supervisory Board, Philips GmbH, Hamburg Prof Dr Karl-Werner Schulte Head of Department, ebs European Business School, Oestrich-Winkel Erich K. Schulthess Chairman of the Board of Management, Schulthess Holding AG, Zurich Lars G. Öberg Chairman of the Board, AB Rännilen, Stockholm Klaus-Werner Sebbel Managing Partner, Inventis GmbH & Co. KG, Munich Dr. Andreas Odefey Managing Partner, BPE Capital Partners GmbH, Hamburg Thilo von Trott zu Solz Chief Executive, Wirtschaftsförderung Region Kassel GmbH, Kassel Dr. Jens Odewald Chairman of the Administrative Board, Odewald & Compagnie GmbH, Berlin Dr. Henning Voscherau Notary, Retired Mayor and President of the Senate of the Free Hansa City of Hamburg, Hamburg Dr. Karl Ohl Lawyer, Kronberg im Taunus Paul Orchard-Lisle Former Chairman and CEO, Healey & Baker Investment Advisors, Cushman & Wakefield, London Dr. Klaus Rauscher Chairman of the Management Board, Vattenfall Europe AG, Berlin Dr. Theo Waigel Lawyer and Former Federal Minister of Finance, Munich Claus Wisser Member of the Supervisory Board, AVECO Holding AG, Frankfurt am Main Eckhard Ziegert Former Member of the Board of Management, Esso AG, Hamburg Organizational Structure Dr. Eckart John von Freyend Chief Excecutive Officer Dr. Bernd Kottmann Chief Operating Officer Dr. Dirk Matthey Chief Financial Officer Fund Management Portfolio Management Finance Project Development Project Development Investor Relations Affiliates and Associates Portfolio Group Controlling Corporate Development/IT Customer Relationship Accounting/Taxes Communication/Marketing Management Legal/Insurance Organization/Internal Audit Branch Offices Personnel Berlin Budapest Frankfurt Helsinki Milan Paris Brussels Düsseldorf Hamburg London Munich Stockholm Imprint Published by Financial calendar 31 March 2004 Analysts’ conference IVG Immobilien AG Zanderstrasse 5/7 13 May 2004 Interim report, 1 January–31 March 2004 27 May 2004 Annual general meeting fiscal year 2003 11 August 2004 Interim report, 1 January–30 June 2004 53177 Bonn Germany Concept and Design Kirchhoff Consult AG, Hamburg 16 November 2004 Interim report, 1 January–31 September 2004 16 November 2004 Analysts’ conference fiscal year 2004 Printing Mediahaus Biering GmbH, Munich Photographers Gerd Rettinghaus, Düsseldorf (Properties) Gaby Gerster, Frankfurt (People) Horst Kløver, Berlin (Titel) This annual report is also available in German. 31 May 2005 Annual general meeting fiscal year 2004 ANNAUL REPORT 2003 IVG Immobilien AG Zanderstrasse 5/7 53177 Bonn Germany Phone: +49 (0)228 / 844-137 Fax: +49 (0)228 / 844-372 Email: investor.relations@ivg.de Public Relations Phone: +49 (0)228 / 844-300 Fax: +49 (0)228 / 844-338 Email: info@ivg.de Internet: www.ivg.de IVG IMMOBILIEN AG Investor Relations