Optimum Asset Management S.A., German Branch

Optimum Asset Management S.A., German Branch

Berlin

Befreiender Jahresabschluss zum Geschäftsjahr vom 01.01.2023 bis zum 31.12.2023

Optimum Asset Management S.A.

Luxemburg/Luxemburg

Audited Financial Statements 31 December 2023

Optimum Asset Management S.A.

Société Anonyme

Luxembourg,Luxembourg

R.C.S. Luxembourg: B 158100

Table of Contents

Management Report of the Board of Directors

Audit report

Balance Sheet

Profit and Loss account

Notes to the financial statements

Management Report of the Board of Directors

According to the prevailing law and the mandate you have granted to us we are pleased to report the results for the financial year from 1 January 2023 to 31 December 2023 (the Financial Year).

We herewith submit the Company's financial statements, consisting of the Company's balance sheet, the profit and loss account, and the explanatory notes thereto regarding the Financial Year.

FINANCIAL HIGHLIGHTS IN 2023

The main purpose of Optimum Asset Management S.A. (the "Company") as an alternative investment fund manager, manager, gestionnaire de fonds d'investissement alternatifs (the "AIFM") is the creation, administration, portfolio management and risk management of alternative investment funds ("AIFs") within the meaning of the Luxembourg law of 12 July 2013 on alternative investment fund managers, as it may be amended from time to time (the "2013 Law") implementing Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on alternative investment fund managers.

In this respect, in accordance with Chapter 2 of the 2013 Law, the Company is acting as the alternative investment fund manager of Optimum Evolution Fund SIF (the "OEF SIF Fund"), a Luxembourg investment company with variable capital - specialised investment fund (société d'investissement à capital variable - fonds d'investissement spécialisé), registered with the Luxembourg Trade Register under B 142.852 and organised under the Luxembourg act dated 13 February 2007 relating to specialised investment funds (the "SIF Law") as amended. The latest version of the Offering Memorandum of the OEF SIF Fund was approved by the CSSF on 29 January 2024 with effect from 1 January 2024.

The Company is also acting as the alternative investment fund manager, in accordance with Chapter 2 of the 2013 Law, of Optimum German Real Estate Fund IV SCA SICAV RAIF (the "GREF IV Fund") a Luxembourg partnership limited by shares (société en commandite par actions) registered with the Luxembourg Trade Register under B 228.987 and organised under the provisions of the Luxembourg law of 23 July 2016 relating to reserved alternative investment funds, as amended from time to time (the "RAIF Law"). The latest version of the Offering Memorandum of the GREF IV Fund was approved by its General Partner and acknowledged by its AIFM on 1 January 2024 with effect from 1 January 2024.

With effect from 1 October 2023, the Company is also acting as the alternative investment fund manager, in accordance with Chapter 2 of the 2013 Law, of Optimum Real Estate Fund (the "OREF Fund") a Luxembourg public limited company (société anonyme), registered with the Luxembourg Trade Register under B221932 and organised under the provisions of the RAIF Law.

The OREF Fund, had initially appointed PANDOO Management, a Luxembourg public limited liability company (société anonyme), having its registered office at 31, rue de Hollerich, L-1741 Luxembourg, Grand Duchy of Luxembourg, registered with the Luxembourg RCS under number B 182.580 as its external alternative investment fund manager pursuant to the AIFM agreement entered into on 07 February 2018 (the "Former AIFM").

The latest version of the Offering Memorandum of the OREF Fund was approved by its board of directors and acknowledged by its AIFM on 1 August 2023 with effect from 1 October 2023.

The Board of Directors of the Company has reviewed and discussed the content of the financial statements for the Financial Year and the notes contained herein. Such notes were used as basis for the discussion and the analysis of the performance of the Company's business and its position in consideration of its size and of the principal risks the Company is exposed to during the Financial Year. The Board of Directors of the Company notes that during the Financial Year the Company did not undertake any activities in the field of research and development and did not purchase its own shares.

FINANCIAL RISKS

The Company's activities are exposed to a variety of financial risks: market risk, cash-flow risk and liquidity risk. The Company has minimized the effects of these risks by implementing risk management procedures. The Board of Directors of the Company is of the opinion that all material risks are identified and mitigated to the extent possible.

RESULTS/DISTRIBUTION

During the Financial Year under review the Company recorded a profit amounting to 797,803EUR (2022: profit of 2,970,020 EUR) and accumulated retained earnings of 4,307,722 were carried forward from previous financial years. 2,000,000 EUR were distributed to the sole shareholder on 14 July 2023.

DIRECTORS

During the Financial Year the Board of Directors consisted of:

FUTURE DEVELOPMENTS

The Company will continue the business activities as AIFM of OEF SIF Fund, GREF IV Fund and OREF Fund . The Company will evaluate new business opportunities to launch new AlFs in the near future.

Significant Events

The Company monitors the evolution of the geopolitical crisis caused by war in Ukraine and in Palestine. Although neither the Company's performance and going concern nor operations, at the date of this report, have been significantly impacted by the above, the Board of Directors continues to monitor the evolving situation and its impact on the financial position and results of the Company.

Independent auditor's report

To the Shareholder of Optimum Asset Management S.A.

4, Boulevard Royal, L-2449 Luxembourg

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Optimum Asset Management S.A. (the "Company"), which comprise the balance sheet as at 31 December 2023, and the profit and loss account for the yeah then ended, and the notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Company as at 31 December 2023, and of the results of its operations for the year then ended in accordance with Luxembourg legal and regulatory requirements relating to the preparation and presentation of the financial statements.

Basis for Opinion

We conducted our audit in accordance with the Law of 23 July 2016 on the audit profession (the "Law of 23 July 2016") and with International Standards on Auditing ("ISAs") as adopted for Luxembourg by the "Commission de Surveillance du Secteur Financier" ("CSSF"). Our responsibilities under the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSF are further described in the "responsibilities of the "reviseur d'entreprises agréé" for the audit of the financial statements" section of our report. We are also independent of the Company in accordance with the International Code of Ethics for Professional Accountants, including International Independence Standards, issued by the International Ethics Standards Board for Accountants ("IESBA Code") as adopted for Luxembourg by the CSSF together with the ethical requirements that are relevant to our audit of the financial statements, and have fulfilled our other ethical responsibilities under those ethical requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Other information

The Board of Directors is responsible for the other information. The other information comprises the information included in the management report annual report but does not include the financial statements and our report of the "réviseur d'entreprises agréé" thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report this fact. We have nothing to report in this regard.

Responsibilities of the Board of Directors for the financial statements

The Board of Directors is responsible for the preparation and fair presentation of these financial statements in accordance with Luxembourg legal and regulatory requirements relating to the preparation and presentation of the financial statements, and for such internal control as the Board of Directors determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Responsibilities of the "réviseur d'entreprises agréé" for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a report of the "reviseur d'entreprises agréé" that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSF will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Report on other legal and regulatory requirements

The management report is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

BALANCE SHEET Financial year from 01 01/01/2023 to 02 31/12/2023 (in 03 EUR

Optimum Asset Management S.A.

Luxembourg

ASSETS

The notes in the annex form an integral part of the annual accounts

CAPITAL, RESERVES AND LIABILITIES

The notes in the annex form an integral part of the annual accounts

PROFIT AND LOSS ACCOUNT Financial year from 01 01/01/2023 to 02 31/12/2023 (in 03 EUR

Optimum Asset Management S.A.

Luxembourg

The notes in the annex form an integral part of the annual accounts

Notes to the financial statement

(expressed in Euro)

1 General information

Optimum Asset Management S.A. (the "Company") was incorporated on 2 December 2010 and is organised under the laws of Luxembourg as a Société Anonyme for an unlimited period.

The registered office of the Company is established in Luxembourg, 4, Boulevard Royal, L-2449 Luxembourg, and the Company number with the Registre de Commerce is B 158100. The Company's financial year starts on 1 January and ends on 31 December except for the first financial year which started 2 December 2010 (date of incorporation) and ended 31 December 2011.

The purpose of the Company as an alternative investment fund manager is the creation, administration, portfolio management and risk management of alternative investment funds as defined under articles 1 (39) and 4 of the AIFM Law and in accordance with Annex I of the AIFM Law.

In this respect, the Company acts as the alternative investment fund manager (the AIFM) of the Optimum Evolution Fund S.A. SICAV-SIF (the "OEF SIF Fund") with effect from 1 March 2022, of the Optimum German Real Estate Fund IV SCA SICAV RAIF (the "GREF IV Fund") with effect from 1 April 2021 and of the Optimum Real Estate Fund SA SICAV RAIF (the "OREF Fund") with effect from 1 October 2023.

Since 1 October 2020, the Company has a branch in Germany under the name Optimum Asset Management S.A., German Branch pursuant to article 33 of the Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on alternative investment fund managers (the "German Branch"). This German branch is not an independent branch and does not have a separate bookkeeping. The German Branch has its own bank account and will make payments for services provided to the German Branch.

Since 18 July 2022 the Company has an establishment in UK under the name Optimum Asset Management S.A., UK Branch, registered with the UK Companies House under RB024975. This UK establishment is not an independent branch, does not have a separate bookkeeping, but has a separate bank account and makes its own payments.

The Company received its AIFMD license and is listed in the CSSF's register of authorized AIFM with CSSF Code A00002604. The approval was effective on 24 October 2019 and the license is valid and effective for Real Estate and Fund-of-Funds.

The OEF SIF Fund is an umbrella fund consisting of different segregated sub-funds (each a "Sub-Fund" and collectively the "Sub-Funds"). Each Sub-Fund has its own investment, subscription and profit allocation policies. The assets and liabilities of each Sub-Fund are segregated from the assets and liabilities of the other Sub-Funds. Each Sub-Fund has its own share class with allocated obligations and rights. There is cross-class liability between Sub-Funds.

At 31 December 2023 the OEF SIF Fund had 4 remaining Sub-Funds. One Sub-Fund, namely Optimum Evolution Fund SIF - Property I was effectively liquidated on 6 September 2023.

Optimum Evolution Fund SIF - Property II: Launch date 24 February 2011, Investment objective: The Sub-Fund will seek to achieve high risk adjusted returns from the acquisition of indirect real estate investment (i.e., ownership in properties through special purpose vehicles, Properties) which invests in residential and commercial Property in Germany, with a focus on Berlin.

Optimum Evolution Fund SIF - Multi Strategy I: Launch date 17 December 2012, Investment objective: The Sub-Fund will seek to create a multi-assets strategy in order to achieve long term returns by investing inter alia in bonds, equity, real estate, hedge funds, funds and fund of funds, close-ended, open-ended, listed and non-listed investment vehicles, private equity, structured bonds, equity and equity like securities. The Sub-Fund will build up a diversified portfolio of investments.

The Sub-Fund may invest in securities and Investment Structures which have limited or no liquidity in the secondary market. In such instances, the Sub-Fund's ability to liquidate its investment will be subject to the liquidity of the underlying portfolio of investments. In structuring the investments, special attention shall be devoted to a tax efficient implementation making use of equity, debt or hybrid structuring instruments, as the case may be. The Sub-Fund will put emphasis on active management in order to secure the best risk adjusted return throughout the term of the investments.

The Sub-Fund may invest in securities of any kind or form on an ancillary basis. The Sub-fund may, subject to investment restrictions, enter (directly or indirectly) into borrowing arrangements with credit institutions and other potential lenders for the purpose of leveraging its investments to seek to increase returns to Investors. The Sub-Fund will not be leveraged through the use of financial derivative instruments or other techniques and instruments such as securities lending, repurchase agreements or reverse repurchase agreements.

Optimum Evolution Fund SIF - USA Property I: Launch date 21 January 2013, Investment objective: To achieve high risk adjusted returns from a portfolio of real estate investments (Properties) carried out directly or indirectly via inter alia ; the investments in close-end and/or open-end listed and non-listed Investment Structures investing in real estate assets such as real estate funds and companies (including private or public Real Estate Investment Trusts or REITs) and; purchase of performing and non-performing mortgage loans to create exposure to the corresponding real estate asset. When investing into private equity real estate funds, private funds, secondary of real estate funds, opportunistic property funds, property hedge funds, hotel funds, joint ventures, co-investments, liquid securities, cash, mezzanine instruments, the Sub-Fund will seek to create a portfolio of Properties and related assets that are diversified by property type, geographic location, manager, investment strategy, investment style and time horizon in order to achieve a high level of risk diversification over an anticipated period of at least 4 years as of the date of the First Closing. In structuring the investments, special attention shall be devoted to a tax efficient implementation making use of equity, debt or hybrid structuring instruments, as the case may be. The Sub-Fund will have a primary focus on Investment Structures targeting retail, office, logistic, residential property as well as any other types of real estate assets mainly but not exclusively located in the New York, Miami, Los Angeles, Boston, Washington, San Francisco areas in the USA.

The Sub-Fund will put emphasis on active management in order to secure the best risk adjusted return throughout the term of the investments. The Sub-Fund further may invest on an ancillary basis in securities of any kind or form.

Optimum Evolution Fund SIF - Property III: Launch date 21 March 2014, Investment objective: The Sub- Fund will seek to achieve high risk adjusted returns from a portfolio of real estate investment (i.e., directly or indirectly purchase of properties through special purpose vehicles, Properties, the purchase of performing and non-performing mortgage loans to create exposure to the corresponding real estate assets). The Sub-Fund will have a primary focus on (Investment Structures targeting) retail, office, logistic, residential property as well as any other types of real estate assets mainly but not exclusively located in the Berlin area in Germany.

GREF IV Fund, is a Luxembourg corporate partnership limited by shares (société en commandite par actions) organized as an investment company with variable capital - reserved alternative investment fund (société d'investissement à capital variable -fonds d'investissement alternatif réservé), registered with the Luxembourg Trade Register under B 240.075 and governed by Chapter 3 of the Luxembourg law of July 23, 2016 on reserved alternative investment funds, as amended from time to time (the "2016 Law").

The GREF IV Fund was established on 29 November 2019 for an unlimited duration and consists of one sub-Fund, (the "Master Sub-Fund"). The investment objective of the Master Sub-Fund is to provide attractive risk-adjusted returns for the Investors from capital invested in a diversified portfolio of multifamily residential and commercial properties in Germany, with a particular primary focus on Berlin.

OREF Fund, is a Luxembourg reserved alternative investment fund (société d'investissement à capital variable - fonds d'investissement alternatif réservé) organized as an investment company with variable capital (société d'investissement à capital variable) in accordance with the law of 23 July 2016 on Reserved Alternative Investment Funds (the "RAIF Law"). The OREF Fund is an Alternative Investment Fund within the meaning of Article 1 of the law of 12th July 2013 on Alternative Investment Fund Manager (the "AIFM Law"), registered with the Luxembourg Trade Register under B 221.932 and governed by the 2016 Law.

The OREF Fund was incorporated in Luxembourg on 7 February 2018 with an unlimited duration and under the form of a public limited liability company (société anonyme) with an initial share capital of EUR 30,000. The Fund has an umbrella structure with only one sub-fund, Optimum Real Estate Fund - USA II (the "Sub- Fund USA II") as at 31 December 2023.

2 Summary of significant accounting policies

Basis of preparation

The financial statements have been prepared in accordance with Luxembourg legal and regulatory requirements under the historical cost convention.

Accounting policies and valuation rules are, besides the ones laid down by the law of 19 December 2002, as amended determined and applied by the Board of Directors.

The preparation of financial statements requires the use of certain critical accounting estimates. It also requires the Board of Directors to exercise its judgment in the process of applying the accounting policies. Changes in assumptions may have a significant impact on the financial statements in the period in which the assumptions changed. The Board of Directors believes that the underlying assumptions are appropriate and that the financial statements therefore present the financial position and results fairly. The Board of Directors makes estimates and assumptions that affect the reported amounts of assets and liabilities in the next financial year.

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Financial assets

Shares in affiliated undertakings and participating interests are valued at purchase price including the expenses incidental thereto.

In case of a durable depreciation in value according to the opinion of the Board of Directors, value adjustments are made in respect of financial fixed assets, so that they are valued at the lower figure to be attributed to them at the balance sheet date. These value adjustments are not continued if the reasons for which the value adjustments were made have ceased to apply.

Debtors

Debtors are valued at their nominal value. They are subject to value adjustments where their recovery is compromised. These value adjustments are not continued if the reasons for which the value adjustments were made have ceased to apply.

Cash and cash equivalents

Cash at bank and in hand and short-term deposits which are held to maturity are carried at cost. Cash and cash equivalents are defined as cash on hand, demand deposits and short-term, highly liquid investments readily convertible to known amounts of cash and subject to insignificant risk of changes in value.

Prepayments

This asset item includes expenditure incurred during the financial period but relating to a subsequent financial year.

Provisions

Provisions are intended to cover losses or debts of which the nature is clearly defined and which, at the date of the balance sheet, are either likely to be incurred or certain to be incurred but uncertain as to their amount or as to the date on which they will arise.

Provisions may also be created in order to cover charges which have their origin in the financial period under review or in a previous financial period, the nature of which is clearly defined and which at the date of the balance sheet are either likely to be incurred or certain to be incurred but uncertain as to their amount or as to the date on which they will arise.

Creditors

Creditors are stated at their Reimbursement values. Where the amount of repayable on account is greater than the amount received, the difference is shown as an asset and is written off over the period of the debt based on linear method.

Net turnover

The net turnover comprises the amounts derived from the sale of products and the provision of services falling within the Company's ordinary activities, after deductions of sales rebates and value added tax and other taxes directly linked to the turnover.

Foreign currency translation

The Company maintains its accounts in Euro (EUR). Transactions expressed in currencies other than EUR are translated into EUR at the exchange rate effective at the time of the transaction.

Formation expenses and fixed assets expressed in currencies other than EUR are translated into EUR at the exchange rate effective at the time of the transaction. At the balance sheet date, these assets remain translated at historical exchange rates.

Cash at bank is translated at the exchange rate effective at the balance sheet date. Exchange losses and gains are recorded in the profit and loss account of the financial year.

Other assets and liabilities are translated separately respectively at the lower or at the higher of the value converted at the historical exchange rate or the value determined on the basis of the exchange rates effective at the balance sheet date. The unrealised exchange losses are recorded in the profit and loss account. The realised exchange gains are recorded in the profit and loss account at the moment of their realisation. Consequently, only realised exchange gains and losses and unrealised exchange losses are reflected in the profit and loss account.

Where there is an economic link between an asset and a liability, these are valued in total according to the method described above and only the net unrealised loss is recorded in the profit and loss account.

3 Debtors

The Management fees receivable is composed of EUR 15,855,448 (2022: EUR 16,096,922) of receivable from the Sub-Funds of Optimum Evolution Fund SIF and of EUR 10,195,864 (2022: EUR 18,961,728) of receivable from third parties (refer to Note 7).

The Other debtors are mainly composed of receivables from a related party, Optimum Asset Management USA LLC, amounting to EUR 2,100,000 (refer to Note 14), an escrow deposit related to a legal dispute and amounting to EUR 2,000,000 and advance setup costs of an AIF in pre-marketing not yet launched amounting to EUR 2,000,000.

4 Cash at bank and in hand

An amount of EUR 95,273 (31 December 2022: EUR 95,273) is restricted by the bank in relation to the lease of the office located at 4 Boulevard Royal, L-2449 Luxembourg.

5 Capital and reserves

The subscribed capital amounts to EUR 500,000 and is divided into 4,000 shares with a nominal value of EUR 125 fully paid up as at 31 December 2023.

Distributions

As per the resolutions of the sole shareholder of the Company dated 30 June 2023 approving the 2022 annual accounts, a distribution in the amount of EUR 2,000,000 was approved and to be paid out on or about 14 July 2023 out of the Company's profit carried forward.

Legal reserve

Luxembourg companies are required to allocate to a legal reserve a minimum of 5% of the annual net income, until this reserve equals 10% of the subscribed share capital. This reserve may not be distributed.

Other reserves - special reserves

As from the year 2011, the Company reduced the net wealth tax liability in accordance with paragraph 8a of the Net wealth tax law. In order to comply with the law, the Company decided to allocate to the non-distributable reserve for net wealth tax (under "Other reserves") an amount that corresponds to five times the amount of reduction of the net wealth tax. This reserve is non-distributable for a period of five years following the one during which the net wealth tax was reduced. The overview of the total net wealth tax reserves is as follows: EUR 10,600 from the year 2018, EUR 123,950 from the year 2019, EUR 178,625 from the year 2020, EUR 203,575 from the year 2021, EUR 32,100 from the year 2022 and EUR 147,450 from the year 2023.

6 Creditors

The amount due after more than one year is composed of a bonus provision for an amount of EUR 19,013,947 (2022: EUR 22,576,324), a provision for litigation risks amounting to EUR 1,329,139 (2022: EUR 6,628,482) and finders' distribution agreements signed with related and third parties for an amount of EUR Nil (2022: EUR 12,624,256). The parties have the right to receive a percentage of the Sub-Fund Property II and Property III performance fees received by the Company.

Under the same finders' distribution agreements signed with related and third parties, those parties have the right to receive a percentage of the Sub-Fund Property II, Property III and USA Property I management fees received by the Company.

The amount of those fees in relation to services rendered in funds raising and management of investment projects and payable on an annual basis, were the main component of the caption Trade creditors and amounted to EUR 3,903,150 (2022: EUR 3,920,528).

The other creditors within one year amounting to EUR 1,235,756 (2022: EUR 1,068,273) is mainly composed of tax liabilities and other liabilities. The other liabilities are mainly composed of payroll liabilities in the amount of EUR 4,253 (2022: EUR 1,588). The tax liabilities amounting to EUR 1,231,502 (2022: EUR 1,066,686) are mainly resulting from tax accruals recorded towards the Luxembourg Tax Authorities.

7 Deferred Income

As at 31 December 2023, the deferred income amounts to EUR 30,587,592 (2022: EUR 40,783,455) and results out of one of transaction effectively closed in December 2021. It will compensate the Company over 5 years, starting in 2022 and relates to fees that the manager expected to receive in the future had the transaction not occurred. The amount is payable and becomes due over 5 years payable in 5 equal annual instalments due at each anniversary of the closing starting from the 1st anniversary of such closing. The first tranche was paid to the Company subsequent to year end and therefore together with the second tranche considered to be short-term and EUR 20,391,727 (2022: EUR 30,587,591) are considered to be long-term receivables (refer to Note 3).

8 Net turnover

Performance fees:

No performance fees were charged to the Sub-Funds during the financial year. The Company reversed Performance fees accrued for the Subfunds Property II and Property III in the amount of EUR 10,529,559 (2022: EUR 1,965,632 less EUR 2,238,085 adjustment related to 2021 fees recharged to one of the Sub-Funds).

Management fees:

Management fees charged to the Sub-Funds during the year amounts to EUR 19,038,089 (2022: 18,121,480 EUR). The amount outstanding at the reporting date (refer to note 3) in respect of management fees was EUR 15,855,448 (2022: EUR 16,096,922).

Income from reversal of provisions:

As a result of the reversal of the previously accrued performance fees, the Company reversed a provision for amounts owed to brokers engaged for distributions.

Under the terms of the management agreement the AIFM is paid a management fee in respect of each of the Sub- Funds and AIF under management as follows:

Management fees are payable monthly in arrears.

Performance fees:

The Fund shall pay to the External AIFM out of the assets of the Sub-Fund a performance fee as follows:

No performance fee will be paid on net profits attributable to the Sub-Fund if there is a net loss attributable to the Sub-Fund or class, until the loss has been fully recouped.

The performance fee with respect to the Sub-Fund will be accrued yearly but will only be paid to the External AIFM upon the liquidation of the Sub-Fund. Performance fees accrued to the External AIFM on a yearly basis shall be refundable or adjusted year on year should there be a subsequent occurrence of a reduction in Net Asset Value after the end of the period to which the relevant accrued performance fee relates.

For sub-fund Optimum Evolution Fund SIF - MULTI STRATEGY I, no performance fee will be paid to the External AIFM.

For Optimum German Real Estate Fund IV SCA SICAV RAIF, the Sub-Fund shall pay, out of its assets, the Performance Fee equal to or more than an IRR of 6% (the Hurdle). The AIFM shall not receive any Performance Fee where the Distributions are equal to or less than an IRR of 6% (the Hurdle).

Where the Net Distributable Amount is above the Hurdle, the Sub-Fund shall allocate the Net Distributable Amount in excess of the Hurdle on a 50%-50% basis to Distributions to the Limited Shareholders and Performance Fee to the AIFM (the Catch-Up), until the AIFM has received a Performance Fee equal to 15% of the Net Distributable Amount allocated in aggregate pursuant to the Hurdle.

The Sub-Fund shall allocate the Net Distributable Amount in excess of points a. and b. above on an 85%-15% basis to Distributions to the Limited Shareholders and Performance Fee to the AIFM, respectively. For the avoidance of doubt, the AIFM shall not be entitled in any case to receive a Performance Fee in excess of 15% of the Net Distributable Amount.

The Performance Fee with respect to the Sub-Fund shall be payable only upon liquidation of the Sub-Fund.

For Optimum Real Estate Fund, the Sub-Fund shall pay, out of its assets, the Performance Fee equal to or more than an IRR of 7% (the Hurdle). The AIFM shall not receive any Performance Fee where the Distributions are equal to or less than an IRR of 7% (the Hurdle).

The OREF Fund shall pay to the External AIFM, out of the assets of the Sub-Fund a performance fee as follows:

The Performance Fee shall be calculated on the increase in the Net Asset Value of the relevant Class expressed in USD (adjusted as worded above), during such Fiscal Year attributable to the relevant Class, provided that the relevant Class achieves a performance of not less than the Hurdle Rate.

9 Other external expenses

The Company signed finder's distribution agreements with several parties. The fees charged in relation to the finder's distribution agreements are composed of an amount of EUR 609,000 (2022: EUR 150,000) concerning signed agreements with related parties and of an amount of 1,713,848 EUR (2022: EUR 1,302,771) concerning signed agreements with third party companies. The debt negotiation fees are resulting from an agreement with a related party, terminated with effective date 1 March 2024 whereby fixed fees of 120,000 EUR (2022: 720,000 EUR) and no variable fee (2022: nil EUR) have been charged during the financial year.

10 Staff costs

The Company including the German Branch and UK establishment employed an average of 34 employees during the financial year (2022: 32). As at 31 December 2023, the Company employed 34 employees (2022: 32).

The wages and salaries are mainly composed of a bonus accrual amounting to 2,869,289 EUR (2022: 3,658,333 EUR) in relation to a future bonus payments subject to future performances. During the year the company reversed about 6,891,453 EUR of variable compensation accrued in prior years as a result of reversal of accrued performance fees of the sub-funds Property II and Property III (Ref. Note 3).

11 Tax

The tax on profit or loss and other taxes not shown under items 1 to 16 of the Company for the financial year is broken down as follows:

12 Remuneration of the Members of the Board of Directors

The Board of Directors received EUR 37,584 of Directors fees for the financial year 2023 (2022: EUR 37,418).

13 Off Balance Sheet Commitments and Contingencies

There is nothing to report other than an ongoing litigation with a third party previously engaged by the Company to identify investors. The parties achieved a settlement agreement and the Company paid EUR 7.0 million to the counterparty in 2023. The parties also decided to finalise the dispute via an arbitration, whose outcome is expected by the end of 2024. In this regard, the Company deposited EUR 2.0 million in an escrow account, but Management does not expect to pay more than the amount provided for.

14 Related Parties Transaction

Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making significant financial or operational decisions. Details of the fees charged by the Company to the funds under management during the year and the amounts payable to the Company at the reporting date are disclosed in note 3 and note 8. Furthermore, the Company signed finder's distribution agreements with related parties and details of the fees charged to the Company are disclosed in note 9.

The Company entered into a cost sharing agreement with a related party which will compensate for variable compensation paid to staff for activities and objectives set for the Sub-Funds dedicated to investments in the United States.

15 Subsequent events

There are no subsequent events that require disclosure in these Financial Statements.