PFI Sets Interest Rate for Bond Offer

NZX and media
announcement
—
10 November 2017






PFI SETS INTEREST RATE FOR BOND OFFER

NZX listed industrial property landlord Property for Industry Limited (PFI) has announced that, following
a successful bookbuild for its offer of senior secured fixed rate 7-year bonds, $100 million of bonds have
been allocated to participants in the bookbuild process. This includes oversubscriptions of $25 million
(which is 100% of the amount available for oversubscription).

The interest rate has been set at 4.59% per annum. This reflects a margin of 1.65% per annum above
the 7 year swap rate. The bonds are expected to be quoted on the NZX Debt Market under the ticker
code PFI010.

The offer will open Monday, 13 November 2017 and is scheduled to close on Friday, 24 November 2017.
As announced previously, there is no public pool available for the offer.

A copy of the final terms sheet for the offer is attached.

Further details of the offer are contained in the Product Disclosure Statement (PDS) for the bonds. The
PDS is available through
www.pfibondoffer.co.nz or by contacting a Joint Lead Manager, and must be
obtained by investors before they decide to acquire any bonds.

Arranger and Joint Lead Manager
Forsyth Barr

Phone: 0800 367 227

Joint Lead Managers
Bank of New Zealand Deutsche Craigs


Phone: 0800 284 017 Phone: 0800 226 263

ENDS

NZX and media
announcement
—
10 November 2017






ABOUT PFI & CONTACT

PFI is New Zealand’s only listed company specialising in industrial property. PFI’s portfolio of 92 properties located in Auckland,
Hamilton, Mount Maunganui, New Plymouth, Napier, Wellington, Nelson, Blenheim and Christchurch is leased to 148 tenants.

For further information please contact:

SIMON WOODHAMS CRAIG PEIRCE
General Manager Chief Financial Officer and Company Secretary
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Phone: +64 9 303 9652 Phone: +64 9 303 9651
Email: woodhams@pfi.co.nz Email: peirce@pfi.co.nz
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Property for Industry Limited
Shed 24, Prince’s Wharf, 147 Quay Street, Auckland 1010
PO Box 1147, Shortland Street, Auckland 1140
—
www.propertyforindustry.co.nz

ATTACHMENTS
Final terms sheet

---

Property
For
Industry
Limited
JOINT LEAD
MANAGERS:
$100,000,000 SENIOR SECURED
FIXED RATE 7 YEAR BONDS
DATED: 10 NOVEMBER 2017
FINAL
TERMS
SHEET.

PROPERTY FOR INDUSTRY LIMITED

FINAL TERMS SHEET

02
FINAL TERMS SHEET.
for an issue of $100,000,000 senior secured fixed rate 7 year bonds
This terms sheet should be read together with the Product Disclosure Statement (PDS) dated 2 November 2017 for the offer of
senior secured fixed rate 7 year bonds by Property for Industry Limited, which is available at www.pfibondoffer.co.nz and can also
be obtained from the Joint Lead Managers or your usual financial adviser. Investors must obtain a copy of the PDS before they
apply for Bonds.
Issuer
Property for Industry Limited (PFI)
Description
Senior secured fixed rate bonds (Bonds)
Guarantee and
security
P.F.I. Property No. 1 (PFI Property) has guaranteed the payments due on the Bonds.
The Bonds are secured by first ranking mortgages (the Mortgages) granted by PFI Property
as Guarantor over various properties (the Mortgaged Properties).
The Security Trustee holds the Mortgages for all creditors entitled to their benefit, which
currently includes (in addition to the Supervisor and the Bondholders) the PFI Group’s banks
and their facility agent, on an equal ranking basis.
Financial covenant
PFI agrees to ensure that the total principal amount of all outstanding borrowed money
secured by the Mortgages is not more than 50% of the total value of all Mortgaged Properties
(the Loan to Value Ratio).
A breach of the Loan to Value Ratio which is not remedied within (approximately) 13 months of
that breach being disclosed to the Supervisor in a director’s report will be an Event of Default.
Refer to the PDS and the Trust Documents for more detail on covenants.
Purpose
The proceeds of the offer are expected to be used to repay existing bank debt.
No credit rating
The Bonds will not be rated.
Issue amount
$100,000,000.
No public pool
All Bonds have been reserved for subscription by clients of the Joint Lead Managers, Primary
Market Participants and other persons invited to participate in the bookbuild.
Issue price
$1.00 per Bond, being the Principal Amount of each Bond.
Interest Rate
4.59% per annum, being the sum of the Swap Rate and the Issue Margin.
The Interest Rate is greater than the minimum interest rate for the offer of 4.55%.
Issue Margin
1.65% per annum.
Swap Rate
The mid-market swap rate for an interest rate swap from the Issue Date to the Maturity Date
(adjusted to a quarterly basis as necessary) as calculated by PFI in conjunction with the Joint
Lead Managers on the Rate Set Date.
Interest Payment
Dates
Quarterly in arrear in equal amounts on 28 February, 28 May, 28 August and 28 November each
year (or if that day is not a Business Day, the next Business Day) until and including the Maturity
Date, with the first Interest Payment Date being 28 February 2018.
Early bird interest
PFI will pay interest calculated on a daily basis at the Interest Rate on application money, in
respect of accepted applications, from (and including) the date that application money is
received into the bank account for the offer to ( but excluding) the Issue Date. Early bird interest
will be paid (less any withholding tax required to be deducted) as soon as practicable and, in any
event, within 5 Business Days of the Issue Date.

PROPERTY FOR INDUSTRY LIMITED

FINAL TERMS SHEET

03
Record Date
5.00pm on the date that is 10 days before the relevant Interest Payment Date or, if that is not a
Business Day, the immediately preceding Business Day.
Distribution stopper
PFI is not permitted to make any distribution if an Event of Default is continuing or if it would result
in an Event of Default. Full details of the Events of Default are set out in the Trust Documents.
Brokerage
0.50% brokerage plus 0.50% on firm allocations paid by PFI.
ISIN
NZPFIDT010C2
Quotation
Application has been made to NZX for permission to quote the Bonds on the NZX Debt Market
and all the requirements of NZX relating to that quotation that can be complied with on or before
the date of distribution of the PDS have been duly complied with. However, the Bonds have not
yet been approved for trading and NZX accepts no responsibility for any statement in the PDS.
NZX is a licensed market operator, and the NZX Debt Market is a licensed market, under the
Financial Markets Conduct Act 2013.
NZX ticker code PFI010 has been reserved for the Bonds.
Minimum application
amount and
denominations
$5,000 and multiples of $1,000 thereafter.
Governing law
New Zealand.
Business Days
Auckland and Wellington.
Arranger and
Organising Participant
Forsyth Barr Limited
Joint Lead Managers
Bank of New Zealand, Deutsche Craigs Limited and Forsyth Barr Limited
Supervisor
Public Trust
Security Trustee
New Zealand Permanent Trustees Limited
Securities Registrar
Computershare Investor Services Limited
Selling restrictions
PFI does not intend that the Bonds be offered for sale, and no action has been taken or will be
taken to permit a public offering of Bonds, in any jurisdiction other than New Zealand. Bonds
may only be offered for sale or sold in conformity with all applicable laws and regulations in any
jurisdiction in which they are offered, sold or delivered. This terms sheet may not be published,
delivered or distributed in or from any country other than New Zealand.
By subscribing for or otherwise acquiring any Bonds, each Bondholder agrees to indemnify,
among others, PFI, the Supervisor and the Joint Lead Managers for any loss suffered as a result
of any breach by the Bondholder of these selling restrictions.
Documentation
The terms of the Bonds, and other terms key to the offer of the Bonds, are set out in:
• The Product Disclosure Statement dated 2 November 2017 for the offer of the Bonds;
• The Master Trust Deed, as supplemented by the Supplemental Deed, each dated 2 November
2017 between PFI and the Supervisor (Trust Documents);
• The Cross Guarantee and Indemnity dated 1 May 2015 from PFI and PFI Property
(as Guarantors); and
• The Security Trust Deed dated 1 May 2015 (as amended) made between (among others)
PFI Property and PFI.
You should read these documents. Copies may be obtained from the Disclose Register at
www.companiesoffice.govt.nz/disclose. Bondholders are bound by, and are deemed to have notice
of, the Trust Documents.

The dates set out in this terms sheet are indicative only and are subject to change. PFI may, in its absolute discretion and without
notice, vary the timetable (including by opening or closing the offer described in this terms sheet early, accepting late applications
and extending the Closing Date). PFI reserves the right to cancel the offer described in this terms sheet and the issue of the Bonds,
in which case all application monies received will be refunded (without interest) as soon as practicable.
Capitalised terms used but not defined in this Terms Sheet have the meanings given to them in the PDS.
10.00AM
F R IDAY
10 NOVEMBER
2017
T U E S DAY
28 NOVEMBER
2017
F R IDAY
10 NOVEMBER
2017
WEDNESDAY
29 NOVEMBER
2017
M O N DAY
13 NOVEMBER
2017
THURSDAY
28 NOVEMBER
2024
F R IDAY
24 NOVEMBER
2017
BOOKBUILD DATE
ISSUE DATE
RATE SET DATE
EXPECTED QUOTATION
OPENING DATE
MATURITY DATE
CLOSING DATE
IMPORTANT DATES.
PROPERTY FOR INDUSTRY LIMITED

FINAL TERMS SHEET

04