ARCO VARA AS - NASDAQ OMX Baltic

More documents

Recommendations

Info

TALLINN 07 May 2007 COLLIERS INTERNATIONAL TALLINN Pärnu rd 102C Tallinn 11312 Estonia Ph. +372 6622 777 Fax +372 6622 771 APPRAISAL REPORT <strong>ARCO</strong> <strong>VARA</strong> PORTFOLIO A-2
TABLE OF CONTENTS Instructions Page A-4 Purpose of Appraisal A-4 Assumptions A-4 Compliance with Standards and Status of Appraisers A-5 Executive Summary A-6 Valuation Methodologies Discounted Cash Flow (DCF) Approach Sales Comparison Approach A-7 Valuation Summary by Countries A-7 Summary A-9 A-3
Page 1 and 2:
OFFERING CIRCULAR Offering of 34,45
Page 3 and 4:
The Combined Offering will be gover
Page 5 and 6:
neither subject to Section 13 or 15
Page 7 and 8:
TABLE OF CONTENTS SUMMARY .........
Page 9 and 10:
SUMMARY This summary should be read
Page 11 and 12:
GROUP STRUCTURE Arco Vara AS, a com
Page 13 and 14:
to increase the number of new Offer
Page 15 and 16:
SUMMARY OF THE CONSOLIDATED FINANCI
Page 17 and 18:
RISK FACTORS An investment in the O
Page 19 and 20:
In addition, the government and mun
Page 21 and 22:
find changes in customer preference
Page 23 and 24:
from interest rate fluctuations. Se
Page 25 and 26:
Contractual risks A dispute may ari
Page 27 and 28:
staff will increase. Future success
Page 29 and 30:
existing competitive advantages, no
Page 31 and 32:
subject to the discretion of the Co
Page 33 and 34:
their transition process is far fro
Page 35 and 36:
Group fails to achieve new competit
Page 37 and 38:
CANCELLATION OF COMBINED OFFERING T
Page 39 and 40:
By submitting a Purchase Order an i
Page 41 and 42:
Any remaining Offer Shares that can
Page 43 and 44:
Priit Hainoja 15,500 Total 1,550,00
Page 45 and 46:
INSTRUCTIONS TO INVESTORS IN ESTONI
Page 47 and 48:
SUBMISSION OF PURCHASE ORDERS INSTR
Page 49 and 50:
BACKGROUND TO THE COMBINED OFFERING
Page 51 and 52:
USE OF PROCEEDS The aggregate net p
Page 53 and 54:
CAPITALIZATION AND INDEBTEDNESS The
Page 55 and 56:
The International Monetary Fund (IM
Page 57 and 58:
• Class D: Lowest quality office
Page 59 and 60:
The table below compares prime offi
Page 61 and 62:
on apartments. Developers increasin
Page 63 and 64:
The table below summarises the rece
Page 65 and 66:
prestigious districts, such as the
Page 67 and 68:
The following table summarises the
Page 69 and 70:
570,000 m 2 between 2003 and 2006,
Page 71 and 72:
Office property market King Sturge
Page 73 and 74:
The following table outlines genera
Page 75 and 76:
Project Consolidated project book v
Page 77 and 78:
originate from the new target marke
Page 79 and 80:
HISTORY The Group was founded in 19
Page 81 and 82:
EEK million 2004 audited % EEK mill
Page 83 and 84:
Country 2004 2005 2006 31 March 200
Page 85 and 86:
Any small scale development project
Page 87 and 88:
Name of the company 2004 (EEK m) 20
Page 89 and 90:
tends to be smoother in Latvia than
Page 91 and 92:
In addition to 21 projects specifie
Page 93 and 94:
project is also expected in 2007. T
Page 95 and 96:
RESIDENTIAL DEVELOPMENT PROJECTS Ti
Page 97 and 98:
Laeva office building project in Ta
Page 99 and 100:
The property in TOP Pirita includes
Page 101 and 102:
Enerpoint office property in Kuress
Page 103 and 104:
The construction division has a sup
Page 105 and 106:
prescribed by IFRS, such investment
Page 107 and 108:
Human resource management principle
Page 109 and 110:
Name / Location Description Intende
Page 111 and 112:
Page 113 and 114:
Page 115 and 116:
the Group nor does it consider it l
Page 117 and 118:
ENVIRONMENTAL ISSUES As a result of
Page 119 and 120:
The shareholders’ meeting can pas
Page 121 and 122:
If a party breaches its obligations
Page 123 and 124:
Shareholders’ agreement in relati
Page 125 and 126:
transactions of the Group, see Note
Page 127 and 128:
expiring on 31 December 2007. Inter
Page 129 and 130:
• Loan agreement between Arco Inv
Page 131 and 132:
SELECTED FINANCIAL DATA The followi
Page 133 and 134:
Year ended 31 December Three months
Page 135 and 136:
ownership structures and disposals
Page 137 and 138:
a company owned by City of Riga. A
Page 139 and 140:
The Group’s future development de
Page 141 and 142:
Year ended 31 December Three months
Page 143 and 144:
evenue of the division for the firs
Page 145 and 146:
Total revenue from rental and prope
Page 147 and 148:
The Group recognised an EEK 7.5 mil
Page 149 and 150:
Operating expenses Marketing expens
Page 151 and 152:
were an increase in operating profi
Page 153 and 154:
As at 31 December 2006, Arco Vara A
Page 155 and 156:
Revenue from sales of other goods R
Page 157 and 158:
MANAGEMENT Pursuant to the provisio
Page 159 and 160:
more than two members, the Supervis
Page 161 and 162:
Kaido Kangur 1968 Head of Services
Page 163 and 164:
CORPORATE GOVERNANCE The Estonian F
Page 165 and 166:
165 Privador AS, Supervisory Counci
Page 167 and 168:
Each member of the Management Board
Page 169 and 170:
currently under compulsory liquidat
Page 171 and 172:
DEVELOPMENT Name % Registered offic
Page 173 and 174:
CHANGES IN THE SHARE CAPITAL Since
Page 175 and 176:
For the description of transactions
Page 177 and 178:
The rights attaching to any class o
Page 179 and 180:
obligation to make the mandatory ta
Page 181 and 182:
The supervisory council engages in
Page 183 and 184:
The public has access to certain in
Page 185 and 186:
established by law (such permission
Page 187 and 188:
TAXATION The following summary is b
Page 189 and 190:
In addition, as the current income
Page 191 and 192:
FEDERAL TAX CONSIDERATIONS IN UNITE
Page 193 and 194:
Treaty. For Estonian taxation on ga
Page 195 and 196:
GENERAL UNDERWRITING The Company an
Page 197 and 198:
ely upon the truth and accuracy of
Page 199 and 200:
document in respect of the Offer, u
Page 201 and 202:
non-U.S. plan, and such acquisition
Page 203 and 204:
DEFINITIONS AND GLOSSARY “CAB”
Page 205 and 206:
INDEX TO FINANCIAL STATEMENTS F-1 P
Page 207 and 208:
CONSOLIDATED INCOME STATEMENT in th
Page 209 and 210:
CONSOLIDATED CASH FLOW STATEMENT in
Page 211 and 212:
NOTES TO THE CONSOLIDATED INTERIM C
Page 213 and 214:
Property, plant and equipment (note
Page 215 and 216:
The decrease in the volume of the a
Page 217 and 218:
Disposals related to sale of subsid
Page 219 and 220:
13 Events after the balance sheet d
Page 221 and 222:
CONSOLIDATED INCOME STATEMENT in th
Page 223 and 224:
CONSOLIDATED CASH FLOW STATEMENT in
Page 225 and 226:
NOTES TO THE CONSOLIDATED FINANCIAL
Page 227 and 228:
3 Changes in the presentation and a
Page 229 and 230:
Estimation uncertainty The estimate
Page 231 and 232:
warranty provisions and other produ
Page 233 and 234:
Financial Reporting Standards may n
Page 235 and 236:
Investment property Investment prop
Page 237 and 238:
Expenses incurred on PPE after thei
Page 239 and 240:
subsequently measured at amortised
Page 241 and 242:
Accounting for investments in subsi
Page 243 and 244:
Segment investments into non-curren
Page 245 and 246:
Companies belonging to the Arco Var
Page 247 and 248:
7.2 Changes in the Group's ownershi
Page 249 and 250:
F-45 1.01.2005 Cash and cash equiva
Page 251 and 252:
In the autumn of 2006, Pennington K
Page 253 and 254:
1 Depreciation, amoritzation and im
Page 255 and 256:
Operating lease: Group as the lesse
Page 257 and 258:
The net realizable value of invento
Page 259 and 260:
1 Investments measured at fair valu
Page 261 and 262:
properties into investment property
Page 263 and 264:
o Forecasted aggressive growth in r
Page 265 and 266:
2 Other short-term and long-term lo
Page 267 and 268:
Total adjustment of revenue 3 903 -
Page 269 and 270:
32 Contingent liabilities in thousa
Page 271 and 272:
Risk management in Arco Vara Group
Page 273 and 274:
Interest-bearing receivables and li
Page 275 and 276:
35 Cash flows from operating activi
Page 277 and 278:
2006 2005 Sales revenue 249 1 829 P
Page 279 and 280:
As a part of the restructuring, the
Page 281 and 282:
41 Main statements of the Parent as
Page 283 and 284:
Cash Flow Statement 2006 2005 Cash
Page 285 and 286:
CONSOLIDATED AUDITED FINANCIAL STAT
Page 287 and 288:
CONSOLIDATED BALANCE SHEET for the
Page 289 and 290:
1 In 2005, purchase of investment p
Page 291 and 292:
2005 2004 Total dividends announced
Page 293 and 294:
More detailed information of subsid
Page 295 and 296: these new / revised standards and i
Page 297 and 298: Receivable from local municipalitie
Page 299 and 300: agreed, is concluded. Payments rece
Page 301 and 302: Interest income from receivables an
Page 303 and 304: characteristic (age, sort and level
Page 305 and 306: eviewed for impairment when events
Page 307 and 308: tax. A Group’s potential tax liab
Page 309 and 310: As of 31.12.2004 or for the year 20
Page 311 and 312: 8 Cost of sales in thousands of kro
Page 313 and 314: Weighted average number of ordinary
Page 315 and 316: Arco Maadehalduse OÜ Arco Manageme
Page 317 and 318: 4 In 2005, the Group purchased 20%
Page 319 and 320: Cash and cash equivalents -253 Othe
Page 321 and 322: 19 Long-term receivables in thousan
Page 323 and 324: Reclassifications from and to prope
Page 325 and 326: Amortisation charge 0 0 -263 -263 I
Page 327 and 328: Additional information on borrowing
Page 329 and 330: 29 Other long-term payables in thou
Page 331 and 332: counterparty to be able to use the
Page 333 and 334: The amount of cash and cash equival
Page 335 and 336: many real estate transactions are f
Page 337 and 338: The acquisition of ownership in the
Page 339 and 340: 38 Main statements of the Parent as
Page 341 and 342: Repayments of borrowings -142 693 -
Page 343 and 344: Opinion In our opinion, the consoli
Page 345: ANNEX A: COLLIERS INTERNATIONAL APP
Page 349 and 350: COMPLIANCE WITH STANDARDS AND STATU
Page 351 and 352: VALUATION METHODOLOGIES Discounted
Page 353 and 354: SUMMARY All information gathered ha
Page 355 and 356: Project Address Cadastral Gross Inc
Page 357 and 358: six-storey high 100% office buildin
Page 359 and 360: Project Address Cadastral Size, Net
Page 361 and 362: [THIS PAGE HAS INTENTIONALLY BEEN L
Page 363 and 364: [THIS PAGE HAS INTENTIONALLY BEEN L
show all

ARCO VARA AS - NASDAQ OMX Baltic

Create successful ePaper yourself

Delete template?

Save as template?