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A SUPERB INVESTMENT OPPORTUNITY EDINBURGH’S PREMIER CITY CENTRE LEISURE DESTINATION OMNI | GREENSIDE PLACE | EDINBURGH | EH1 3AA

A SUPERB INVESTMENT OPPORTUNITY EDINBURGH’S PREMIER … Centre... · a superb investment opportunity edinburgh’s premier city centre leisure destination ... executive summary

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A SUPERB INVESTMENT OPPORTUNITY EDINBURGH’S PREMIER CITY CENTRE LEISURE DESTINATIONOMNI | GREENSIDE PL ACE | EDINBURGH | EH 1 3A A

01

CONTENTSExecutive Summary 03Edinburgh 04Connectivity 06Tourism 08Location 10Description 14Floor Plans 16Accommodation & Tenancies 18Income Analysis 22Tenant Covenants 22Financials 24Asset Management 25Market Commentary 26Entertainment Offering 28Investment Transactions 30Proposition and Further Information 32

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03

EXECUTIVE SUMMARY— Edinburgh, the capital city of Scotland, is a major

administrative, retail and tourist destination with a growing and affluent catchment population.

— A rare opportunity to acquire Edinburgh’s premier city centre leisure destination, situated in the popular east end.

— Providing 219,227 sq.ft. (20,367 sq.m.) of prime leisure accommodation comprising 9 leisure units, health club, hotel and 12 screen cinema, as well as benefitting from a multi-storey subterranean car park with 990 spaces.

— Occupiers include Vue Cinemas, Nuffield Health, JD Wetherspoon, Slug and Lettuce, Nando’s, Frankie and Benny’s and The Glasshouse (part of the Marriott Autograph collection).

— Total current income of £5,830,635 per annum, including rent cover over two vacant units, and net income is estimated to be £5,194,947 per annum.

— We estimate 52.63% of total current income is secured against 5A 1 D&B rated covenants and 79.54% of the income includes geared rent reviews.

— Exceptional overall weighted average unexpired lease term of 21.87 years to lease expiries and 21.02 years to breaks.

— Significant potential to build upon the successful leasing programme through short-, medium- and long-term asset management opportunities.

— Heritable interest (Scottish equivalent of English Freehold).

Offers are sought in excess of £75,200,000 (Seventy Five Million Two Hundred Thousand Pounds Sterling), subject to contract and exclusive of VAT for our client’s Heritable interest.

A purchase at this level would reflect a net initial yield of 6.50% allowing for purchaser’s costs of 6.29%.

04

EDINBURGHEDINBURGH IS SCOTLAND’S CAPITAL CITY AND ITS PRINCIPAL FINANCIAL AND ADMINISTRATIVE CENTRE, HOUSING BOTH THE SCOTTISH PARLIAMENT AND THE SCOTTISH GOVERNMENT.

Edinburgh is recognised as a globally important business centre, the UK’s second largest and Europe’s fourth largest financial centre, by equity assets under management.

The population of the city is 487,500, increasing to 1.3m within the Lothians, Fife and Scottish Borders catchment area. It is the most prosperous regional city in the UK and its’ workforce is one of the most highly educated.

Edinburgh is consistently ranked as one of the UK’s most competitive large cities, based on factors such as; skills, productivity and qualifications, and has the second highest gross value added per resident of any of the 133 ‘NUTS3’ regions of the UK, with GVA per resident of £38,000 compared to an UK average of £20,699. These factors have led to Edinburgh being voted the UK’s best city for the second year running by The Telegraph.

Google eTown Awards recently recognised the city as the second most tech-savvy in the UK with Edinburgh’s rapidly expanding and innovative technology sector being home to international success stories such as Rockstar North, FanDuel, Cirrus Logic and Skyscanner

There are eight universities and further education colleges in Edinburgh, with almost 80,000 students in the city. The University of Edinburgh was ranked 24th in the World University Rankings by The Times in 2015/16. In the past five years, more than 80 spin-out companies have come from The University of Edinburgh, with 95% of which are still active.

EDINBURGH IS THE MOST PROSPEROUS REGIONAL CITY IN THE UK AND ITS’ WORKFORCE IS ONE OF THE MOST

HIGHLY EDUCATED.04

THE EDINBURGH PLAYHOUSE: THE UK’S LARGEST OPERATIONAL THEATRE IS ADJACENT TO OMNI, PROVIDING A FURTHER MAJOR DRAW TO THE LOCATION

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EDINBURGH IS THE MOST VISITED TOURIST AND COMMERCIAL DESTINATION IN THE UK AFTER LONDON, WITH AN EXCEPTIONAL TRANSPORT AND COMMUNICATIONS NETWORK CONNECTING IT BOTH INTERNATIONALLY AND WITH OTHER CITIES THROUGHOUT THE UK.

ROAD RAIL

The city centre is served by Edinburgh Waverley and Haymarket rail stations. Edinburgh Waverley Station, the principal rail station is no more than a 3-minute walk from OMNi. Edinburgh Waverley is Scotland’s second busiest rail station with in excess of 21 million entries/exits in the year to December 2015 (ORR).

Both Edinburgh Waverley and Haymarket rail stations have benefitted from recent multi-million pound refurbishment and upgrading programmes to keep pace with increased passenger demand.

Edinburgh Waverley provides direct train services to and from London via the East Coast Main Line and also provides easy access to and from other key English towns and cities, as well as providing services to all major cities.

Edinburgh benefits from direct access to the national motorway network. The city is served by the M8 and M9 from the West (Glasgow and Livingston), the M90/A9 from the North (Aberdeen and Inverness) and the A1 and A7 from the South/South East (East Lothian, the Borders and Newcastle).

Edinburgh’s principal bus station is located within a 250-metre walk OF OMNi, and provides services across the UK and Europe.

CONNECTIVITY

A THREE-MINUTEWALK FROMWAVERLEY RAILSTATION

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TRAM AIR

The city’s new tram system began operating in May 2014, connecting Edinburgh Airport with Edinburgh Park, Haymarket Station and Princes Street, with services terminating at York Place. The York Place Tram Halt is located less than 100 metres from OMNi.

In its second full year of operation, 5.38 million passenger journeys were recorded on Edinburgh trams, representing an increase of over 9% on the previous year. Given this success, it is widely anticipated that the tram route will be extended from York Place down Leith Walk in the future.

Edinburgh Airport is located only 8 miles from the city centre and is Scotland’s busiest airport and the UK’s sixth busiest.

Passenger numbers in 2015 increased by 9.4% to 11.13 million, representing an average of 30,495 passengers per day.

The terminal offers both business and leisure travellers access to 32 airlines with a choice of over 173 routes to 122 destinations throughout Europe, and further afield to North America and the Middle East.

9.4%

Global Infrastructure Partners purchased Edinburgh Airport for £800m in April 2012 and have since secured deals with American Airlines, Etihad Airways and Qatar Airways among others, to increase the number of flights and destinations served.

RAILGlasgow 45 mins

Newcastle 1 hrs 23 mins

York 2 hrs 25 mins

Leeds 3 hrs

Manchester 3 hrs 15 mins

Birmingham 4 hrs 20 mins

London 4 hrs 21 mins

WALKYork Place Tram Halt 1 min

St Andrew Square Bus Station

2 mins

Princes Street 3 mins

Waverley Station 3 mins

George Street 4 mins

Chambers Street 7 min

Edinburgh Castle 10 mins

Exchange District 15 mins

AIR London 1 hrs 10 mins

Amsterdam 1 hrs 20 mins

Paris 1 hrs 30 mins

Frankfurt 1 hrs 55 mins

Munich 2 hrs 15 mins

Rome 3 hHrs

Istanbul 4 hrs 20 mins

New York 6 hrs 30 mins

Doha 7 hrs 20 mins

Toronto 7 hrs 30 mins

Abu Dhabi 7 hrs 30 mins

Chicago 8 hrs 35 mins

TRAVEL TIMES

£800m

08

MICHELINSTARREDRESTAURANTSEdinburgh is a bustling and vibrant city, steeped in history and host to a variety of internationally-renowned festivals throughout the year. The leisure offering is ever-expanding, catering for both the local population and visitors. Edinburgh has some of the best bars and restaurants in the UK, with four Michelin Starred restaurants - more than any other UK city outside of London. (VisitScotland).

2ND HIGHESTHOTEL OCCUPANCYEdinburgh will have the 2nd highest hotel occupancy rate in Europe in 2016. (PwC European Cities Hotel Forecast 2015/2016).

EDINBURGHBENEFITS FROMCROSS-APPEALEdinburgh benefits from its cross-appeal, attracting both business and leisure travellers across key sectors that include technology and software, financial services and life sciences.

£1.3 BILLIONMore than £1.3 billion of visitor spend in Edinburgh in 2014. (VisitScotland).

£300mThe economic value of business tourism to the city region is estimated to be in excess of £300m per annum. (Invest in Edinburgh).

TOURISMEdinburgh benefits from having two UNESCO World Heritage Sites within its boundaries: The Old Town and the neo-classical New Town.

With the nearby Forth Rail Bridge also designated as a World Heritage Site by UNESCO in July 2015, the city is a major tourist destination, attracting around 3.45 million visitors every year.

The city boasts the second highest hotel occupancy rate in Europe, thanks in part to the Edinburgh Festival. It is the world’s largest performing arts festival and the oldest continually running film festival, attracting 4.5 million attendees every year. These events add an estimated £280m per annum to the local economy.

The Glasshouse - OMNi EdinburghNational Monument on Calton Hill

Edinburgh Castle fireworks

A POPULARCONFERENCEDESTINATIONGlobal consultant HVS London (2014) identified Edinburgh as the UK’s most popular conference destination outside of London.

TOURISM IN EDINBURGH 2014/15

Tourism in Edinburgh (2014) UK visitors Overseas visitors Total visitors

Visits (000s) 2,594 1,623 4,217

Expenditure (£m) 569 755 1,324

Av. nights stayed 2.4 5.2

2014 vs. 2015 September 2014 September 2015

Edinburgh room occupancy 92.70% 91.90%

Average daily room rate £127.54 £135.26

Revenue per available room £118.21 £124.26

There has been significant recent investment in city amenities and visitor attractions. This includes the £47m refurbishment of the National Museum of Scotland, which last year became the most visited attraction outside of London; the £37m refurbishment of the Commonwealth Pool, which reopened in Spring 2012 and was used in the 2014 Commonwealth Games; the £295m upgrade of Waverley rail station; the creation of the £25m Haymarket Interchange; and the recent £60m extension of the Edinburgh International Conference Centre.

Edinburgh International Conference Centre

The National Museum of Scotland The Commonwealth PoolEdinburgh Festival

(VisitScotland) Invest in Edinburgh

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10

LOCATIONEDINBURGH ST JAMES WAVERLEY RAIL STATIONEDINBURGH’S OLD TOWN PRINCES STREET THE CUBEEDINBURGH CASTLE THE BALMORAL HOTEL

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PREMIUM LEISURE AND ENTERTAINMENT CENTRE LOCATED AT THE HEART OF EDINBURGH

OMNi occupies a prominent position within the east end of Edinburgh’s city centre. The property is highly visible, located adjacent to a major roundabout which connects the area with Leith Street/Princes Street to the South East, York Place/Queen Street to the West and Leith Walk, the principal arterial route to the north of the city.

CALTON SQUARE JOHN LEWIS THE PLAYHOUSE THEATREEDINBURGH’S NEW TOWN

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A VIBRANTPART OFTHE CITY

OMNi is a short walk from Edinburgh Waverley Rail Station, St Andrew Square Bus Station and the York Place Tram Halt - and further benefits from its location adjacent to the Playhouse Theatre (Scotland’s largest theatre), and the John Lewis Partnership (JLP) which forms part of the St James Centre.

This regeneration is set to continue with TH Real Estate’s proposed £850m redevelopment of the St James Centre. Site-enabling works commenced in January 2016 and demolition of the existing centre is scheduled to commence in Quarter 4 2016. The new scheme, to be known as Edinburgh St James, is due to launch in 2020. JLP will continue to trade throughout the re-development works.

The developer anticipates that the new centre comprising more than 850,000 sq.ft. of retail, dining and leisure space with further hotel and residential accommodation, is expected to extend Edinburgh’s shopper catchment by 20% and boost the city’s retail sector from its current rank of 13th in the UK to 8th. (Source: CACI).

It is intended that the leisure offer will incorporate a 214 bedroom luxury hotel, (a management agreement has recently been signed with W Hotels to create the first W in Scotland), a six-screen cinema (rumoured to be Everyman Cinemas) and up to 30 restaurants. The redevelopment will replace the existing bridge link between St James and the Nottingham Terminal (which provides access to OMNi car park) with a new and improved pedestrian crossing.

The redevelopment will incorporate a reconfiguration of the existing Picardy Place Roundabout to form a more efficient and effective road layout, better placed to deal with the significant traffic volumes through this junction. It is intended that the reconfiguration works will commence late 2017 and will incorporate scope to extend the tram line from the existing stop at York Place onto Leith Walk in future.

When complete, Edinburgh St James will undoubtedly strengthen the east end of the city centre still further, and radically change retail and leisure habits. In addition, the redevelopment of the south side of St Andrew Square by Standard Life Investments and Peveril Securities to comprise a 195,000 sq.ft. mixed use development incorporating 110,000 sq.ft. of offices, pre-let to Standard Life Investments, TK Maxx and Dishoom, STK Rebel, Big Easy, Busaba Eathai and Drake & Morgan will add to the vibrancy of the area.

The shift of the leisure and retail pitch towards the east end of the city represents future opportunities for OMNi. Other significant developments in close proximity include:

— The development of a 240 bedroom Courtyard by Marriot hotel at Baxter’s Place.

— The completion of student residence accommodation (530 bedrooms) at Shrub Place and Murano Place, with the benefit of Nominations Agreement from Edinburgh University.

— The development of student residence accommodation (220 bedrooms) at Haddington Place by Harrison Developments (funded by M&G).

THE SURROUNDING AREA HAS BENEFITTED FROM SIGNIFICANT REGENERATION WHICH HAS TRANSFORMED THE AREA INTO A VIBRANT PART OF THE CITY.

The Playhouse Theatre

St Andrew Square Tram Halt

John Lewis - part of Edinburgh St James

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AERIAL VIEW KEY01. CALTON HILL02. EDINBURGH WAVERLEY RAIL STATION03. BALMORAL HOTEL04. CALTON SQUARE05. EDINBURGH PLAYHOUSE THEATRE06. MARRIOT HOTEL DEVELOPMENT07. EDINBURGH ST JAMES (LAUNCH IN 2020)

08. JOHN LEWIS09. ST ANDREW SQUARE10. GEORGE STREET11. ST ANDREW SQUARE BUS STATION12. NATIONAL PORTRAIT GALLERY13. THE CUBE14. YORK PLACE TRAM HALT

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LEITH WALK EDINBURGH

PLAYHOUSE THEATREUPPER GREENSIDE LANE

GREENSIDE R

OW

HOTEL

LEIT

H ST

REET

LEIT

H ST

REET

YORK PLACE

CALTON SQUARE

NOTTINGHAM TERMINALNOTTINGHAM TERMINAL

MULTI-STOREY CAR PARK

PICARDY PLACE

FOOTBRIDGE

STATUE

BANK 18 TO 221 & 2

61

59

1

TBC

SM

TBC

EL SUB STA

Completed towards the end of 2002, OMNi comprises a development of five above-street levels, and five below, consisting of approximately 20,367 sq.m. (219,227 sq.ft.) of leisure accommodation anchored by a 12-screen multi-plex VUE cinema. The scheme incorporates a number of bars and restaurants, as well as a health and fitness club let to Nuffield Health, and a luxury 81-room five star hotel let to RW Greenside Place Ltd trading as The Glasshouse. The scheme also benefits from a 990 space car park, which is let to and operated by Q Park Limited.

The primary elevations are fully glazed, making this a prominent landmark property adjacent to the busy Picardy Place interchange.

DESCRIPTION The ground floor mall at Level +0 provides easy access to the bars and restaurants at this level. The cinema is accessed by the stairs/lift from this floor.

The health and fitness club has an entrance off the ground floor mall down to lower basement levels, with additional direct access from the car park at Level -1.

Access to and from the lower level car park is via lifts which emerge within the ground floor mall and via Nottingham Terminal on the opposite side of Greenside Row.

15

It is understood that the VUE at OMNi is the second best-performing cinema in Edinburgh and accounts for c. 21% of gross box office sales. The cinema currently sits in the top quartile of all cinemas in the UK and Ireland.

The health club lease was recently assigned to Nuffield Health and will in due course be re-branded and refurbished to accord with corporate standards.

In terms of recent leasing activity, Unit 9 is under offer to Coffee Republic and Unit 6 and Unit 7 are available to let. A marketing update in relation to the available accommodation can be provided upon request.

The Glasshouse roof terrace Vue cinema foyer

16

LIFT

LIFT

LIFT

FIRELIFT

FIRELIFT

FIRELIFT

T

O PRINCES STREET

TO THE PLAYHOUSE

LEITH STREETKEY RESTAURANTS/BARS HOTEL VACANT CINEMA GYM

KEY RESTAURANTS/BARS HOTEL ROOF TOP GARDEN ROOF CINEMA GYM PARKING

FLOOR PLANSGROUND FLOORLEVEL PLAN

N

4

3

21.5 MEZZANINE

1

G

-1

-2

-3

-4

17

AUDITORIUM 5

AUDITORIUM 6

AUDITORIUM 7

AUDITORIUM 8

AUDITORIUM 1

AUDITORIUM 2

AUDITORIUM 9

AUDITORIUM 10

AUDITORIUM 11

AUDITORIUM 12

AUDITORIUM 3

AUDITORIUM 4

FLOOR PLANSFIRST FLOOR THIRD FLOOR

KEY HOTEL ROOF TOP GARDEN

KEY HOTEL CINEMA AUDITORIUM

18

ACCOMMODATION & TENANCIES Accommodation & tenancies Rent review Break options Irrecoverable costs (p/a) (based upon 2015/2016 service charge budget)

Unit / demiseArea(sq.ft.)

EPC rating

Tenant Trading name Lease from Lease to Current rent (p/a) Current rent (p.s.f.) Next rent review Review basisSubsequent rent review

Option typeNext break date

Option expiry date

Notice period

Who ContributionVacant rates

Ins S/C shortfall Comments

Cinema 53,850 GVue Entertainment Ltd (Co. No. 04699504) and Vue Cinemas UK Ltd (Co. No. 03263230) (Guaranteed by Vue Entertainment Holdings Ltd (Co. No. 04698095).

Vue 15/11/2002 29/02/2028 1,238,082.96 22.99 01/03/2018Greater of (i) passing, (ii) OMR and (iii) passing at 3% p/a compounded.

01/03/2023Tenant option to extend at 01/03/2028 and 01/03/2038 for plus 10 years on 1 year’s notice.

01/03/2038 12 Tenant £45.42

The Service Charge cannot exceed 20% of the passing rent for the same year. There is a maximum contribution towards advertising and promotion of the centre in any financial year. Contribution to Managing agent’s fees capped at 6%.

Health Club - primary rent 55,563 G Nuffield Health (Co. No. 00576970) Nuffield Health 29/10/2001 27/11/2039 641,362.95 11.54 19/11/2017Open Market at 19/11/2017 and then RPI 1-4% p/a from 19/11/2018.

19/11/2018 £50,349 £38,561.45

Service Charge cap of £151,047.73 exc VAT + increasing annually in line with RPI increases, with next increase from 28/11/2016. Contribution from landlord is in relation to car parking.

Health Club - secondary rent N/A Nuffield Health (Co. No. 00576970) Nuffield HealthRent commencement date 19/11/2002

Secondary rent ceases to be payable on 17/11/2027.

730,474.00 19/11/2017 Greater of RPI or 2% p/a compounded. 19/11/2022

Hotel Level 1/2/3 58,248 G RW Greenside Place LtdThe Glasshouse, Autograph Collection

01/10/2002 30/09/2068 680,859.00 11.69 01/10/2017RPI p/a compounded save at 01/10/2037 when open market. Not upwards only at 2037.

01/10/2022Service Charge cap of £2.48 p.s.f. increased annually, with next increase from 01/10/2016.

Theme Bar Ground 11,300 G Edinburgh Capital Ltd Cosmo 04/03/2013 03/03/2028 165,000.00 14.60 04/03/2018 RPI: 1% to 3% p/a compounded. 04/03/2023 £19,499.98 (TBC)

Service Charge in any Financial Year is to be capped at the lower of the calculated service charge for the Theme Bar and 103% of the Service Charge payable by the Tenant in the previous Financial Year.

Unit 1 Ground 5,245 G J D Wetherspoon PLC Lloyds No1 09/09/2002 08/09/2027 162,500.00 30.98 09/09/2017 Open Market 09/09/2022

Unit 1 External area N/A J D Wetherspoon PLC Lloyds No1 06/08/2007 08/09/2027 7,631.00 09/09/2017Greatest of (i) passing, (ii) OMR or (iii) RPI.

09/09/2022 Fixed Break 06/08/2017 06/08/2017 6Tenant/ Landlord

Unit 2 Ground 4,050 G Nando’s Chickenland Ltd Nandos 27/09/2013 27/09/2033 120,000.00 29.63 27/09/2018 Open Market 27/09/2023 Fixed Break 27/09/2028 27/09/2028 6 Tenant £49.56Nando’s is not obliged to contribute towards costs relating to the Cinema Service Charge weighting.

Unit 3 Ground 4,800 G The Restaurant Group (UK) Ltd Frankie & Benny’s 21/01/2003 02/10/2036 140,000.00 29.17 03/10/2016 Open Market 03/10/2021 Fixed Break 03/10/2026 03/10/2026 12 Tenant

Unit 4 Ground 4,800 G The Restaurant Group (UK) Ltd The Filling Station 03/10/2011 02/10/2036 140,000.00 29.17 03/10/2016 Open Market 03/10/2021 Fixed Break 03/10/2026 03/10/2026 6 Tenant

Unit 5 Ground 5,211 G Arianna Properties Ltd Tony Macaroni’s 07/10/2002 06/10/2027 145,000.00 27.83 07/10/2017 Open Market 07/10/2022 Fixed Break 07/10/2017 07/10/2017 6 Tenant

Unit 6 Ground 5,653 F VACANT - Quoting Rental £167,000 p/a 29.54£75,964 £15,417 £35,437.95 Both units formed part of the former Walkabout space.

Unit 7 Ground 3,266 F VACANT - Quoting Rental £98,500 p/a 30.15

Unit 8 Ground 5,700 G Stonegate Pub Company Ltd Slug & Lettuce 06/05/2002 06/05/2037 161,500.00 28.33 06/05/2017 Open Market 06/05/2022

Unit 9 Ground 1,541 E+UNDER OFFER to CR Scotland (East) Ltd trading as Coffee Republic. Guaranteed by CR (IOM) Limited (Co. No. SC539830)

Coffee Republic 15 years 50,000.00 32.45 Open Market Fixed Break Year 10 6 Tenant

ATM 0 N/A Royal Bank of Scotland plc Royal Bank of Scotland New licence under negotiation 8,500.00 Rolling Break 26/06/2016 26/06/201690 days Tenant/

Landlord

RBS trade this ATM on a 5-year licence agreement. Currently negotiating new 5-year licence at £8,500.00 p/a exclusive of VAT.

Car Park 0 TBC Q-Park Ltd (Guaranteed by Q-Park NV) Q Park 06/10/2013 05/10/2048 1,160,888.00 06/10/2017 RPI; 2.5% - 4% p/a 06/10/2018 £527,182.39Service Charge cap of £26,960.77 p/a exclusive of VAT, increased annually in line with RPI, with next increase from 28/11/2016. Personal to current tenant.

Roof Mast 0 N/A Vodafone Ltd 01/05/2011 30/04/2026 13,336.73 01/05/2021Greatest of (i) passing, (ii) OMR or (iii) RPI.

Rolling Break Anytime 6 TenantLandlord redevelopment break option at any time on 12 months’ notice.

Substation 0 N/A S P Distribution Ltd 16/10/2001 15/10/2061 1.00

219,227

Total current rent £5,565,135.64Irrecoverable costs (assuming fully let and based upon 2015/2016 budget)

£50,349 - - £585,338.80

Total (including rent cover on units 6 and 7)

£5,830,635.64

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ACCOMMODATION & TENANCIES Accommodation & tenancies Rent review Break options Irrecoverable costs (p/a) (based upon 2015/2016 service charge budget)

Unit / demiseArea(sq.ft.)

EPC rating

Tenant Trading name Lease from Lease to Current rent (p/a) Current rent (p.s.f.) Next rent review Review basisSubsequent rent review

Option typeNext break date

Option expiry date

Notice period

Who ContributionVacant rates

Ins S/C shortfall Comments

Cinema 53,850 GVue Entertainment Ltd (Co. No. 04699504) and Vue Cinemas UK Ltd (Co. No. 03263230) (Guaranteed by Vue Entertainment Holdings Ltd (Co. No. 04698095).

Vue 15/11/2002 29/02/2028 1,238,082.96 22.99 01/03/2018Greater of (i) passing, (ii) OMR and (iii) passing at 3% p/a compounded.

01/03/2023Tenant option to extend at 01/03/2028 and 01/03/2038 for plus 10 years on 1 year’s notice.

01/03/2038 12 Tenant £45.42

The Service Charge cannot exceed 20% of the passing rent for the same year. There is a maximum contribution towards advertising and promotion of the centre in any financial year. Contribution to Managing agent’s fees capped at 6%.

Health Club - primary rent 55,563 G Nuffield Health (Co. No. 00576970) Nuffield Health 29/10/2001 27/11/2039 641,362.95 11.54 19/11/2017Open Market at 19/11/2017 and then RPI 1-4% p/a from 19/11/2018.

19/11/2018 £50,349 £38,561.45

Service Charge cap of £151,047.73 exc VAT + increasing annually in line with RPI increases, with next increase from 28/11/2016. Contribution from landlord is in relation to car parking.

Health Club - secondary rent N/A Nuffield Health (Co. No. 00576970) Nuffield HealthRent commencement date 19/11/2002

Secondary rent ceases to be payable on 17/11/2027.

730,474.00 19/11/2017 Greater of RPI or 2% p/a compounded. 19/11/2022

Hotel Level 1/2/3 58,248 G RW Greenside Place LtdThe Glasshouse, Autograph Collection

01/10/2002 30/09/2068 680,859.00 11.69 01/10/2017RPI p/a compounded save at 01/10/2037 when open market. Not upwards only at 2037.

01/10/2022Service Charge cap of £2.48 p.s.f. increased annually, with next increase from 01/10/2016.

Theme Bar Ground 11,300 G Edinburgh Capital Ltd Cosmo 04/03/2013 03/03/2028 165,000.00 14.60 04/03/2018 RPI: 1% to 3% p/a compounded. 04/03/2023 £19,499.98 (TBC)

Service Charge in any Financial Year is to be capped at the lower of the calculated service charge for the Theme Bar and 103% of the Service Charge payable by the Tenant in the previous Financial Year.

Unit 1 Ground 5,245 G J D Wetherspoon PLC Lloyds No1 09/09/2002 08/09/2027 162,500.00 30.98 09/09/2017 Open Market 09/09/2022

Unit 1 External area N/A J D Wetherspoon PLC Lloyds No1 06/08/2007 08/09/2027 7,631.00 09/09/2017Greatest of (i) passing, (ii) OMR or (iii) RPI.

09/09/2022 Fixed Break 06/08/2017 06/08/2017 6Tenant/ Landlord

Unit 2 Ground 4,050 G Nando’s Chickenland Ltd Nandos 27/09/2013 27/09/2033 120,000.00 29.63 27/09/2018 Open Market 27/09/2023 Fixed Break 27/09/2028 27/09/2028 6 Tenant £49.56Nando’s is not obliged to contribute towards costs relating to the Cinema Service Charge weighting.

Unit 3 Ground 4,800 G The Restaurant Group (UK) Ltd Frankie & Benny’s 21/01/2003 02/10/2036 140,000.00 29.17 03/10/2016 Open Market 03/10/2021 Fixed Break 03/10/2026 03/10/2026 12 Tenant

Unit 4 Ground 4,800 G The Restaurant Group (UK) Ltd The Filling Station 03/10/2011 02/10/2036 140,000.00 29.17 03/10/2016 Open Market 03/10/2021 Fixed Break 03/10/2026 03/10/2026 6 Tenant

Unit 5 Ground 5,211 G Arianna Properties Ltd Tony Macaroni’s 07/10/2002 06/10/2027 145,000.00 27.83 07/10/2017 Open Market 07/10/2022 Fixed Break 07/10/2017 07/10/2017 6 Tenant

Unit 6 Ground 5,653 F VACANT - Quoting Rental £167,000 p/a 29.54£75,964 £15,417 £35,437.95 Both units formed part of the former Walkabout space.

Unit 7 Ground 3,266 F VACANT - Quoting Rental £98,500 p/a 30.15

Unit 8 Ground 5,700 G Stonegate Pub Company Ltd Slug & Lettuce 06/05/2002 06/05/2037 161,500.00 28.33 06/05/2017 Open Market 06/05/2022

Unit 9 Ground 1,541 E+UNDER OFFER to CR Scotland (East) Ltd trading as Coffee Republic. Guaranteed by CR (IOM) Limited (Co. No. SC539830)

Coffee Republic 15 years 50,000.00 32.45 Open Market Fixed Break Year 10 6 Tenant

ATM 0 N/A Royal Bank of Scotland plc Royal Bank of Scotland New licence under negotiation 8,500.00 Rolling Break 26/06/2016 26/06/201690 days Tenant/

Landlord

RBS trade this ATM on a 5-year licence agreement. Currently negotiating new 5-year licence at £8,500.00 p/a exclusive of VAT.

Car Park 0 TBC Q-Park Ltd (Guaranteed by Q-Park NV) Q Park 06/10/2013 05/10/2048 1,160,888.00 06/10/2017 RPI; 2.5% - 4% p/a 06/10/2018 £527,182.39Service Charge cap of £26,960.77 p/a exclusive of VAT, increased annually in line with RPI, with next increase from 28/11/2016. Personal to current tenant.

Roof Mast 0 N/A Vodafone Ltd 01/05/2011 30/04/2026 13,336.73 01/05/2021Greatest of (i) passing, (ii) OMR or (iii) RPI.

Rolling Break Anytime 6 TenantLandlord redevelopment break option at any time on 12 months’ notice.

Substation 0 N/A S P Distribution Ltd 16/10/2001 15/10/2061 1.00

219,227

Total current rent £5,565,135.64Irrecoverable costs (assuming fully let and based upon 2015/2016 budget)

£50,349 - - £585,338.80

Total (including rent cover on units 6 and 7)

£5,830,635.64

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21

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INCOME ANALYSIS TENANT COVENANTSOMNi BENEFITS FROM AN EXCEPTIONAL OVERALL WEIGHTED AVERAGE UNEXPIRED LEASE TERM OF 21.87 YEARS TO LEASE EXPIRIES AND 21.02 YEARS TO BREAK EVENTS.

INCOMEPROFILE BYCOVENANT

5A 1 £3,070,050.91 52.63% 4A 1 £161,500.00 2.77% 2A 1 £1,305,888.00 22.40% N1 £133,336.73 2.29% N2 £165,000.00 2.83% N3 £680,859.00 11.68% O - £50,000.00 0.86% Guarantee £265,500.00 4.55%

22.40%

2.77%

2.29%

2.83%

11.68% 0.86%4.55%

52.63%

INCOMEPROFILE BYSECTOR

Restaurant £1,091,631.00 18.72% Cinema £1,238,082.96 21.23% Hotel £680,859.00 11.68% Gym £1,371,836.95 23.53% Car Parking £1,160,888.00 19.91% Misc. £21,836.73 0.37% Guarantee £265,500.00 4.55%

11.68%

23.53%

21.23%

0.37%4.55%

19.91%

18.72%

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TENANT COVENANTSThe below schedule summarises financial and other information in relation to the various tenants and in part is based on information obtained via Dun and Bradstreet.

Unit/demise Tenant(Guarantor) Activity Trading as Year end Turnover Profit (Loss)

before taxTangible net worth

D&B rating

Annual rent(OMRV)

Annual rent as % of total

Comments

CinemaVue Entertainment Ltd and Vue Cinemas UK Ltd (Vue Entertainment Holdings Ltd)

Cinemas - -

Vue26/11/2015 26/11/2015 26/11/2015

£283,094,000.00 - -

£30,531,000.00 - -

£317,685,000.00 £12,456,000.00 (£127,480,000.00)

5A1 3A1 (5A1)

£1,238,082.96 21.23%

Vue has 85 state-of-the-art cinemas throughout the UK and Ireland (eight in Scotland) totalling 813 screens. The Vue group spans 10 countries with 211 sites, 1,875 screens and 8,500 staff.

Health Club (primary rent)

Nuffield HealthOperation of sports facilities

Nuffield Health 31/12/2015 £767,500,000.00 £3,900,000.00 £48,700,000.005A1 (5A1)

£641,362.95 11.00%Nuffield Health is a not-for-profit organisation which re-invests all profits back in to their gyms, medical centres, hospitals and staff. Through corporate acquisitions and organic growth, Nuffield Health operates 112 gyms, 31 hospitals and multiple clinics, medical centres and well being gyms around the country.Health Club

(secondary rent)Nuffield Health

Operation of sports facilities

Nuffield Health 31/12/2015 £767,500,000.00 £3,900,000.00 £48,700,000.005A1 (5A1)

£730,474.00 12.53%

Hotel R W Greenside Place Ltd HotelsThe Glasshouse, Autograph Collection

31/12/2014 £3,422,000.00 £1,858,000.00 (£3,068,000.00) N3 £680,859.00 11.68%

The share capital in RW Greenside Place Ltd has recently been acquired by Malaysia-based YTL Hotels.

The company’s current portfolio in the UK includes the Gainsborough Bath Spa, part of the Leading Hotels of the World collection, and Muse Bray Cottages, a collection of three bespoke private residences in Berkshire. YTL Hotels now has 29 assets across Australia, Japan, Malaysia, Indonesia, Thailand, China, France, Spain and the UK.

Theme Bar Ground

Edinburgh Capital Ltd Licensed premises Cosmo 31/03/2015 - - (£42,554.00) N2 £165,000.00 2.83%International buffet style restaurant trading as a SPV. Cosmo trade from 16 locations in the UK.

Unit 1 Gd plus External Area

J D Wetherspoon plc Public houses & bars Lloyds No1 26/07/2015 £1,513,923,000.00 £58,732,000.00 £192,896,000.00 5A1 £170,131.00 2.92%Bar restaurant and hotel group currently trading from more than 970 locations in the UK.

Unit 2 Gd Nando’s Chickenland Ltd Licensed restaurants Nando’s 22/02/2015 £517,849,000.00 £64,663,000.00 (£261,779,000.00) N1 £120,000.00 2.06%Family restaurant trading from 339 locations in the UK (1,094 worldwide).

Unit 3 Gd The Restaurant Group (UK) Ltd Licensed restaurantsFrankie & Benny’s

28/12/2014 £483,722,000.00 £73,487,000.00 £98,199,000.00 5A1 £140,000.00 2.40%Family restaurant trading from 263 locations in the UK. Forms part of The Restaurant Group with in excess of 500 UK locations.

Unit 4 Gd The Restaurant Group (UK) Ltd Licensed restaurantsThe Filling Station

28/12/2014 £483,722,000.00 £73,487,000.00 £98,199,000.00 5A1 £140,000.00 2.40%Forms part of The Restaurant Group with in excess of 500 restaurants in the UK.

Unit 5 Gd Arianna Properties Ltd Licensed restaurants Tony Macaroni’s 31/01/2015 £12,182,223.00 £1,809,951.00 £6,119,287.00 2A1 £145,000.00 2.49%Italian themed restaurant with 12 trading locations throughout Scotland.

Unit 6 Gd Vacant - - - - - (£167,000.00) 2.86%

Unit 7 Gd Vacant - - - - - (£98,500.00) 1.69%

Unit 8 Gd Stonegate Pub Company Limited Public houses & bars Slug & Lettuce 27/09/2015 £64,645,000.00 £1,532,000.00 £31,353,000.00 4A1 £161,500.00 2.77%Family bar restaurant with Stonegate Pub Company who operate from over 660 locations throughout the UK.

Unit 9 Gd Under Offer to CR Scotland (East) Ltd Coffee Republic - - - - - £50,000.00 0.86%Coffee operator trading from 25 locations in the UK & Ireland.

ATM Royal Bank of Scotland plc Banking servicesRoyal Bank of Scotland

31/12/2015 £16,392,000,000.00 (£3,153,000,000.00) £35,327,000,000.00 5A1 £8,500.00 0.15%

Car Park Q-Park Ltd (Q-Park NV) Car park operator Q-PARK 31/12/2015 £64,049,631.00 £835,734.00 £2,506,495.00 2A1 £1,160,888.00 19.91%

Established in the Netherlands in 1998, Q-Park is an independent international car parking operator based in Maastricht. The company operate from 10 countries across Europe with in excess of 3,500 car parks under their management.

Mast Vodafone Limited Phone mast N1 £13,336.73 0.23%

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SERVICE CHARGEARRANGEMENTSA service charge is in place to cover the costs of maintaining the common parts of the scheme. These costs are shared between the occupiers of OMNi and the adjacent office building by reference to floor areas and benefit. The budget for the year to 28 November 2016 is £1,321,805, which reflects less than £6.00 p.s.f. for the mall restaurant units.

Due to caps within certain leases there is a non-recoverable element of service charge cost which is expected to be c. £585,339 for the current year. The budget for the 2016/2017 year is being prepared and is expected to include some additional costs relating to works under a planned maintenance programme. Further details can be provided on request.

ASSUMED ANNUAL INCOMEIn respect of vacant accommodation at purchase, our client is willing to provide rent cover for a period of up to 24 months at the rental value set out in the schedule and offer vacant rates and void service charge cover for a period of up to 18 months with effect from completion. In addition our client will cover any outstanding rent free due under the proposed lease to Coffee Republic.

Including rent cover, the assumed annual rent at purchase will be £5,830,635 per annum.

Based upon the 2015/2016 service charge budget, the non-recoverable element of service charge is estimated to be £585,339.

In addition the landlord is obliged to contribute £50,349 to the health club in relation to car parking. Under deduction of this amount the net income is estimated to be £5,194,947.

FINANCIALS

PLAYHOUSECafe HABANA

PLAYHOUSE

ASSET MANAGEMENTOPPORTUNITIESSHORT-TERM

Secure complementary occupiers within Units 6 and 7. This is an active initiative and discussions are ongoing with various parties at present.

Introduction of mall income initiatives (commercialisation). Kiosks may be introduced to allow for additional income from the mall over the short- to medium-term.

Improve signage for scheme and directional signage for car park.

SHORT- / MEDIUM-TERM

Build upon recent letting of Unit 9 to Coffee Republic at £32.45 p.s.f. and seek to improve rental tone within mall.

Explore additional space for the hotel operator to allow them to consider a F&B offering (perhaps at Level 1)

Consider introduction of digital advertising screen on the front elevation, both to enhance profile and generate income.

Make use of the internal common areas to introduce interactive experiences such as indoor climbing.

Potential to renegotiate / eliminate the fit-out rental being paid by Nuffield on the health club space.

MEDIUM-TERM

Consider redevelopment of the Nottingham Terminal to enhance profile / prominence and incorporate additional income-generating opportunities.

Reconfiguration / re-gear of the cinema may be explored. Consider a reconfiguration of the screens and potential down size to allow for additional F&B or leisure space (e.g. trampoline or table tennis) to be incorporated.

Extend the cinema lease term. As part of the reconfiguration of the cinema, explore a lease extension to 20-25 years (current lease expires 2028).

Take advantage of the enhanced footfall generated by the St James Development and offer complementary uses.

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MARKET COMMENTARY

HOTEL MARKETHotel demand in Edinburgh is supported by the exceptionally strong leisure market. 2015 marked the second-highest year on record for global hotel transactions topping $85 billion, posting a confounding growth rate of 50% on the prior year. This is a figure which far exceeds that seen in other real estate sectors. The EMEA hotel market will continue in its stride, with a projected $25 billion in hotel trades in 2016, driven by single-asset transactions, with an increasing share in secondary markets. The Edinburgh luxury segment has witnessed strong growth to RevPAR over the last three years, with many hotels experiencing improved trading fundamentals as a result of a number of strategic investments and rebranding projects.

Hotel companies made headlines in 2015 announcing purchases of other parent companies such as Marriott International’s merger with Starwood Hotels & Resorts, and more consolidation is ongoing. Even with mergers and acquisitions announced in 2015, the lodging industry remains considerably more fragmented than other large consumer industries in terms of the market share controlled by the top brands. We expect to see more consolidation among operators and real estate owners alike, whether portfolio transactions or public-to-private trades.

LEISURE MARKETThe resilient performance of the leisure market has driven appetite for the sector, as investors seek to capitalise on rental and capital growth, driven by a strengthening occupational market and low vacancy rates. The quality of the covenants and the depth of occupational demand has resulted in equivalent yields for high quality prime assets being driven down to 5.00%. Investors are particularly attracted to the length of income the sector provides, often with significant proportions being linked to inflation. Total returns are forecast to be 8.2% for the next five years (Source: RealFor) which makes leisure the second best performing sub-sector behind Central London retail.

Demand for strong leisure locations significantly outweighs supply in the occupational market, as operators expand offers in both the cinema and restaurant sectors. The UK cinema box office witnessed a record-breaking year in 2015, grossing £1.24 billion, a 15.26% year-on-year increase thanks to an impressive film reel, with blockbusters such as Star Wars and James Bond. Technology is continuing to transform the cinema market with a drive towards immersive sound.

The UK’s restaurant market in 2015 saw the strongest sales growth since 2008. Growth was up 2.8% which translated to a total value of £85.3 billion. Shifts will continue in the sector as major chains develop and the pop-up market sector continues to expand, driven by the ever-increasing demand for variety from the consumer.

The Glasshouse Hotel

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EDINBURGH’S LEISURE ANDENTERTAINMENT OFFERING EDINBURGH CITY CENTRE BENEFITS FROM AN ESTABLISHED LEISURE AND ENTERTAINMENT OFFERING THAT CONTINUES TO EVOLVE AND EXPAND THROUGH THE DEVELOPMENT OF NEWAND EXISTING ATTRACTIONS.

The redevelopment of Edinburgh St James and the completion of 6-8 St Andrew Square will further enhance Edinburgh’s retail and leisure offer and attract much of the leisure spend towards the east end of the city. OMNi is well positioned to take advantage of this shift, as custom gravitates along George Street, through St Andrew Square and Edinburgh St James and into the Old Town.

Leisure demand within the retail core of the city has been encouraging where Edinburgh has benefited from the attractions of new entrants to the Scottish market. The new entrants include Dishoom, STK Rebel, Big Easy, Busaba Eathai and Drake & Morgan, who have recently secured pre-lets within the South St Andrew Square development, with Miller & Carter reported to have taken space on Frederick Street.

COMING SOON TO EDINBURGH...

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2. FOUNTAIN PARKENTERTAINMENT CENTREFountain Park is West of Edinburgh city centre and features a 13-screen Cineworld cinema, Virgin Active gym, Genting Casino, Tenpin Bowling Alley, with current bars and restaurants including McCowans Brewhouse, Pizza Hut, Mr Basra’s World Cuisine and Nando’s and pre-lets to Frankie & Bennys, Chiquito, Filling Station and Bella Italia and Adventure Golf and Laser operator under offer. The complex comprises a floor area of 232,886 sq.ft. with a footfall of 2.6 million. Based upon 2015 data, the Cineworld at Fountain Park is Edinburgh’s best performing cinema, accounting for in excess of 30% of box office revenue.

3. OCEAN TERMINALOcean Terminal is one of Europe’s largest shopping and leisure centres, located to the North of the city centre on the waterfront next to the Royal Yacht Britannia in Leith. The centre has over 85 stores, including Debenhams, French Connection, New Look and Superdry as well as six restaurants. Leisure facilities include a 12-screen Vue Cinema, beauty spa, gym and soft play area. The complex comprises a floor area of 232,886 sq.ft. In 2015, the VUE at Ocean Terminal was Edinburgh’s third best performing cinema, accounting for c. 18% of box office revenue.

1. FORT KINNAIRDFort Kinnaird is a large outdoor retail park located off the A1 in the South East of Edinburgh, It opened in 1989 and it is currently the second largest retail park in the UK. Work began in late 2013 on a £24m extension to the park, which included a seven-screen Odeon Cinema, seven restaurants: Ed’s Easy Diner, Pizza Express, Five Guys, Nando’s, TGI Friday’s, Frankie & Benny’s and Chiquito. Caffe Nero and a children’s play area were also part of this redevelopment. The total floor area of the park comprises some 600,000 sq.ft.

In addition to OMNi other purpose built leisure schemes serving Edinburgh include:-

FORT KINNAIRD

OCEAN TERMINAL

2.5 MILES FROM OMNi

5.5 MILES FROM OMNi

3

2

1

EDINBURGH15 MINS20 MINS30 MINS

FOUNTAIN PARK

2.2 MILES FROM OMNi

DRIVE TIMES

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SIGNIFICANT INVESTMENTTRANSACTIONS IN SCOTLAND

SPRINGFIELD QUAY,GLASGOWIn December 2014, DTZIM purchased the Odeon-anchored leisure scheme on the outskirts of Glasgow for £55.15m, which equated to a NIY of 6.55%. The Quay is located next to the River Clyde, close to Glasgow City Centre and comprises some 248,900 sq.ft. of restaurants, a casino, bingo hall, bowling, cinema and hotel facilities.

CINEWORLDRENFREW STREET,GLASGOWIn December 2015, Standard Life Investments purchased the seven-storey Cineworld cinema on Renfrew Street for £30.20m, which equated to 5.90%. Cineworld comprises some 127,738 sq.ft. including retail and restaurant accommodation, with an unexpired lease term at the time of sale of 20.4 years.

QUARTERMILE 4,EDINBURGHIn June 2016, Triuva purchased the multi-let office investment of QM4, located in Edinburgh’s up-and-coming tech district of Quartermile for £68.00m, reflecting a NIY of 5.21%. Let to FanDuel and Cirrus Logic for 15 years, the building is due to be completed before the end of 2016.

ATRIA ONE & TWO,MORRISON STREET,EDINBURGHIn March 2016, Deka purchased two multi-let office investments located in Edinburgh’s Exchange District for £105.50m, reflecting a NIY of 5.30%. Atria One & Two were let to a variety of international tenants including PwC, Brewin Dolphin, Alliance Trust, AON, EICC, with an unexpired lease term at the time of sale of 16.15 years.

WAVERLEYGATE,WATERLOO PLACE,EDINBURGHIn September 2016, Triuva purchased this multi-let office, in close proximity to OMNi, with tenants including Amazon, NHS and H&M. The purchase price of £63.00 million reflects a NIY 5.70%. At the point of sale, the unexpired lease term was 5.20 years.

SCOTLAND CONTINUES TO ATTRACT SIGNIFICANT UK AND OVERSEAS INVESTMENT. NOTABLE LARGE TRANSACTIONS INCLUDE:

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PRICINGWe are instructed to seek offers in excess of £75,200,000 (Seventy Five Million Two Hundred Thousand Pounds Sterling), subject to contract and exclusive of VAT for our client’s Heritable interest.

A purchase at this level would reflect a net initial yield of 6.50%, allowing for purchaser’s costs of 6.29%.

FURTHER INFORMATIONFor further information or to arrange an accompanied inspection, please contact the joint selling agents:

RYDEN7 Exchange Crescent Conference Square Edinburgh EH3 8AN

Ford Swanson E [email protected] T 0131 473 3236

Nick Armstrong E [email protected] T 0131 473 3223

JLL7 Exchange Crescent Conference Square Edinburgh EH3 8LL

Chris Macfarlane E [email protected] T 0131 243 2201

Mark Smith E [email protected] T 0207 087 5349

Colin Campbell E [email protected] T 0131 301 6789

Ryden and JLL for themselves and for the vendors or lessors of this property whose agents they are give notice that: (I) the particulars are set out as a general outline only for the guidance of intending purchasers or lessees, and do not constitute, nor constitute part of an offer or contract; (II) all descriptions, dimensions, references to condition and necessary permissions for use and occupation, and other details are given in good faith and are believed to be correct but any intending purchaser or tenants should not rely on them as statements or representations of fact but satisfy themselves by inspection or otherwise as to the correctness of each of them; (III) no person in the employment of Ryden and JLL have any authority to make or give any representation or warranty whatsoever in relation to this property. Date of preparation of details: October 2016.

VATThe property has been elected for VAT and therefore VAT will be payable on the purchase price. However it is anticipated that the sale will be treated as a Transfer Of a Going Concern (TOGC)

TENUREHeritable Interest (the Scottish equivalent of English Freehold). The demise incorporates the OMNi leisure complex together with the underground multi-storey car park leased to Q Park Limited and rights to utilise the adjacent curtilage. There is a Deed of Conditions.

Further information can be made available upon request.

GREENSIDE PL ACE | EDINBURGH | EH 1 3A A