Investore Property Limited – FY18 Interim Results
IMMEDIATE – 22 November 2017
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Investore Property Limited (NS)
Unaudited results for announcement to the market
Reporting Period Six months to 30 September 2017
Previous Reporting Period Six months to 30 September 2016
Amount (NZ$000s)Percentage change
Revenue from ordinary activities $22,15366.4%
Profit (loss) from ordinary
activities after tax attributable to
security holders
$11,620 397.6%
Net profit (loss) attributable to
security holders
$11,620 397.6%
Interim Dividend Amount per security
(NZ$)
Imputed amount per security
(NZ$)
$0.0186$0.0052
Record Date 6 December 2017
Dividend Payment Date19 December 2017
Other Financial Information
30 September 2017
(NZ$)
30 September 2016
(NZ$)
Net tangible assets per share
1.551.47
Adjusted net tangible assets per share¹
1.541.47
Basic earnings/(loss) per share
0.04440.0179
Diluted earnings/(loss) per share
0.04440.0179
Basic distributable profit² after tax per
share
0.03970.0566
Diluted distributable profit² after tax per
share
0.03970.0566
Comments:
Investore has been designated as a “Non-Standard” (NS) issuer listed on
the NZX Main Board. A copy of the waivers granted by NZX in respect of
Investore can be found at www.nzx.com/companies/IPL.
The financial information for this announcement has been extracted from
the unaudited interim financial statements of Investore Property Limited
and further commentary is set out in the accompanying announcement.
¹ Excludes the after tax fair value of interest rate derivatives.
² Distributable profit is a non-GAAP financial measure adopted to assist Investore and its investors in assessing Investore’s profit available
for distribution. It is defined as profit/(loss) before income tax adjusted for non-recurring and/or non-cash items (including non-recurring
adjustments for incentives payable to anchor tenants for lease extensions) and current tax. Further information, including the calculation
of distributable profit and the adjustments to profit after income tax, is set out in note 5 to the interim financial statements for the six
months ended 30 September 2017.
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Notice of event affecting securities
1
Investore Property Limited
2211
Jennifer WhooleyDirectors' Resolution
09 912 269009 912 26932017
Enter N/A if not
applicable
Ordinary Shares of Investore Property LimitedNZIPLE0001S3
In dollars and cents
Retained Earnings
$0.013370
$0.005230
$$0.005200
$
$NZ$0.002359
$4,868,956
Date Payable
19 December 2017
6 December 201719 December 2017
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Interim Results
For the six months ended
30 September 2017
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Agenda & Contents
Page
Welcome
Philip Littlewood –SIML Chief Executive
Highlights3
Financial Performance6
Jennifer Whooley –SIML Chief Financial Officer
Capital Management10
Portfolio Overview12
Philip Littlewood –SIML Chief Executive
Development Project16
Asset Management Initiative18
Acquisitions20
Conclusion22
Appendix24
2
Highlights
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Highlights
4
¹ Distributable profit is a non-GAAP financial measure adopted by Investore Property Limited (Investore) to assist Investore andits investors in assessing Investore’s profit available for distribution. It is
defined as profit/(loss) before income tax adjusted for non-recurring and/or non-cash items (including non-recurring adjustmentsfor incentives payable to anchor tenants for lease extensions) and
current tax. Further information, including the calculation of distributable profit and the adjustments to profit before income tax, is set out in note 5 to the interim financial statements for the six months
ended 30 September 2017.
Financial Performance
•Net rental income of $22.2m ($13.3m)
•Corporate expenses of $2.7m ($2.0m)
•Profit before other income and income tax of $13.6m ($3.9m)
•Profit after income tax of $11.6m ($2.3m), up $9.3m
•Distributable profit¹ before income tax of $13.1m ($8.4m)
•Distributable profit after income tax of $10.4m ($7.4m), up $3m
•Annual cash dividend guidance of 7.46cps for the year ended
31 Mar 2018 (FY18)
•1.86cps cash dividend declared for the quarter ended
30 Sep 2017
•Loan to value ratio (LVR) 39.4% (39.5% as at 31 Mar 2017)
Profit after income tax
$11.6m, up $9.3m
Distributable profit
1
after
income tax
$10.4m, up $3m
Annual cash dividend
guidance for FY18
7.46cps
(Prior six month period to 30 Sep 2016 figures in brackets)
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Highlights
5
¹ Contract rental is the amount of rent payable by each tenant, plus other amounts payable to Investore by that tenant under theterms of the relevant lease as at 30 September 2017, annualised for the 12
month period on the basis of the occupancy level for the relevant property as at 30 September 2017, and assuming no default by the tenant.
Portfolio
•Total portfolio value of $662.7m ($660.4m)
•Net Tangible Assets (NTA) backing per share of $1.55 ($1.55)
•No lease expiries remaining in FY18
•FY19 lease expiries at 3.0% of the portfolio contract rental
1
•Occupancy at 99.9% (99.8%)
•Weighted average lease term (WALT) 13.8 years (14.3 years)
Acquisitions
•12 Heaton Street, Timaru, for $0.4m
•Post 30 Sep 17 -6 & 8 Heaton Street, Timaru, for $1.0m
•Post 30 Sep 17 -Agreement to purchase three Bunnings properties in
Hamilton, Rotorua and Palmerston North, for $78.5m at an initial yield of
6.13% from Stride Property Limited, subject to Investore shareholder
approval
NTA per share
$1.55
FY18
No lease expiries remaining
FY19
Lease expiries 3.0%
(As at 31 Mar 2017 figures in brackets)
Financial Performance
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Financial Performance
7
¹ Other income/(expenses) includes net change in fair value of investment properties.
Values in the table above are calculated based on the unaudited numbers in the interim financial statements for each respective financial period and may not sum accurately due to rounding.
Actual
30 Sep
2017
$m
Actual
30 Sep
2016
$m
Change
$m%
Net rental income22.213.38.866.4
Corporate expenses(2.7)(2.0)(0.8)(38.6)
Profit before net finance expenses, other income/(expenses) and
income tax19.411.38.171.3
Net finance expenses(5.9)(7.5)1.621.8
Profit before other income/(expenses) and income tax13.63.99.7252.1
Other income/(expenses)¹1.2(0.9)2.1223.9
Profit before income tax14.72.911.8404.6
Income tax expense(3.1)(0.6)(2.5)(432.3)
Profit after income tax attributable to shareholders11.62.39.3397.6
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Distributable Profit
8
¹ Distributable profit is a non-GAAP financial measure adopted by Investore Property Limited (Investore) to assist Investore andits investors in assessing Investore’s profit available for distribution. It is
defined as profit/(loss) before income tax adjusted for non-recurring and/or non-cash items (including non-recurring adjustmentsfor incentives payable to anchor tenants for lease extensions) and current tax.
Further information, including the calculation of distributable profit and the adjustments to profit before income tax, is set out in note 5 to the interim financial statements for the six months ended 30
September 2017.
Values in the table above are calculated based on the unaudited numbers in the interim financial for each respective financial period and may not sum accurately due to rounding.
Actual
30 Sep
2017
$m
Actual
30 Sep
2016
$m
Change
$m
%
Profit before income tax14.72.911.8404.6
Non-recurring and non-cash adjustments:
-Net change in fair value of investment properties(1.2)0.9(2.1)(223.9)
-Spreading of fixed rental increases(0.5)(0.3)(0.2)(77.9)
-Refinancing cost amortisation0.10.3(0.2)(58.6)
-Finance expense -swap break expense0.03.7(3.7)(100.0)
-One-offtransactioncosts0.00.9(0.9)(100.0)
Distributable profit¹ before income tax13.18.44.856.9
Current tax expense(2.7)(1.0)(1.8)(184.2)
Distributable profit after income tax10.47.43.040.3
Adjustments to funds from operations:
-Maintenance capitalexpenditure(0.1)(0.5)0.585.4
Adjusted Funds From Operations (AFFO)10.36.93.450.2
Weighted average number of shares (millions)261.8130.9
Basic and diluted distributable profit after tax per share –weighted (cents)3.975.66
AFFO basic and diluted distributable profit after taxper share
-weighted(cents)3.945.25
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Financial Summary
9
¹ Excludes the after tax fair value of interest rate derivatives.
Unaudited
As at
30 Sep
2017
Audited
As at
31 Mar
2017
Property value ($m)662.7660.4
Bank debt drawn ($m)261.0261.0
Bank loan to value ratio39.4%39.5%
Equity ($m)405.1405.0
Shares on issue (millions)261.8261.8
NTA per share$1.55$1.55
AdjustedNTA¹ per share$1.54$1.54
Capital Management
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Capital Management
11
1
The unexpired leased term in a property or portfolio, assuming the property or portfolio is fully leased. This is weighted bythe income applicable to each lease and a current market rental with nil term for
vacant space.
Covenant
As at
30 Sep
2017
Loan to Value Ratio
(Bank Debt / Property Values)
≤ 65%39.4%
Interest Cover Ratio
(EBIT / Interest and Financing Costs)
≥ 1.75x3.4x
Fully Leased Unexpired Term
1
> 6.0 years13.8 years
As at
30 Sep
2017
Bank facility limit (ANZ, BNZ, CBA, Westpac)$370m
Bank debt drawn$261m
Weighted average cost of debt (incl. margins & line
fees)
4.47%
Weighted average interest rate on current swaps
(excl. margins & line fees)
2.48%
Weighted maturity of facility2.7 years
Weighted average hedging duration
(incl. forward starting swaps)
3.8 years
% of drawn debt hedged88%
Key Transactions:
• $30m additional interest rate hedging entered into, with a weighted average rate
of 2.73% and initial weighted average tenor of 5.5 years
• $20m of interest rate hedging expired in the period, at a weighted average
rate of 2.18%
Portfolio Overview
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Portfolio Summary
13
¹ Contract Rental is the amount of rent payable by each tenant, plus other amounts payable by that tenant under the terms of therelevant lease as at 30 September 2017, annualised for the 12 month period
on the basis of the occupancy level for the relevant property as at 30 September 2017, and assuming no default by the tenant.
Overview
As at
30 Sep
2017
Properties39
Tenants74
Net Lettable Area (m
2
)174,702
Occupancy Rate (byarea)99.9%
WALT(years)13.8
Portfolio Value$662.7m
Portfolio lease expiry profile¹
Tenant diversification based on Contract Rental
1
As at 30 Sep 2017
Geographic diversification based on Contract Rental
1
As at 30 Sep 2017
0.0%
3.0%
1.2%
4.8%
2.2%
0.2%
0.7%
4.3%
0.4%
3.5%
9.7%
29.8%
4.6%
35.2%
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Remaining Lease Expiries FY18 & FY19
14
As at 30 September 2017, 1.16% of contract rental expiries remain in FY20.
FY18
Property
Tenant
Net Lettable
Area (m
2
)
% of
Contract
Rental
Nil
FY19
Property
Tenant
Net Lettable
Area (m
2
)
% of
Contract
Rental
Corner Anglesea & Liverpool StreetsCountdown5,2652.0
Balance1,2941.0
6,5593.0
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Portfolio Occupancy
1
99.9%
15
Totals in the table above may not sum accurately due to rounding.
1.
Leased area as a proportion of the total net lettable area.
Property
As at 30 Sep 2017
Occupancy (%)
Vacancy (m
2
)
Total area (m
2
)
3 -7 Mill Lane, Warkworth
98.0 763,815
Corner Hanson Street, John Street & Adelaide Road,
Wellington
98.7644,881
Corner Fernlea Avenue & Roberts Line97.6883,611
Other
100.0-162,395
Total InvestmentProperties
99.9228174,702
Development Project
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Development Project
17
Mitre 10, Corner Te Irirangi Drive & Bishop Dunn Place, Auckland
•$3m premises extension to be completed in July 2018
•1,300m² development consisting of an extension to the trade warehouse, new inwards goods area and canopy
Mitre10, Corner Te IrirangiDrive & Bishop Dunn Place, Auckland
Asset Management Initiative
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Asset Management Initiative
Adjoining properties acquisitions
•Settlement of 12 Heaton Street, Timaru, for $0.4m
•Settlement of 6 & 8 Heaton Street, Timaru, for $1.0m post 30 Sep 17
•Properties located immediately adjacent to existing Countdown property in Timaru
•Opportunity to develop further large format retail property
1.12 Heaton Street
2.6 & 8 Heaton Street
3.Opportunity for area to be redeveloped
4.Timaru Countdown
5.The Warehouse (not owned by IPL)
Acquisitions
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Acquisitions
Bunnings properties –subject to shareholder approval
•Agreement to purchase three Bunnings properties in Hamilton, Rotorua and Palmerston North,
for $78.5m at an initial yield of 6.13%
•100.0% occupancy
•Long WALT of 11.75 years
•Dependable income streams, with net rental of $4.81m p.a. with a fixed 2.5% p.a. rental uplift
•Provides a further retail format and tenant mix to the portfolio
•Settlement scheduled for 28 February 2018
21
Bunnings, Corner Tremaine Avenue and Railway Road, Palmerston North
Conclusion
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Conclusion
23
Execution of Strategy
•Agreement to purchase three Bunnings properties in Hamilton,
Rotorua and Palmerston North for $78.5m subject to shareholder
approval
•Planning to dispose up to three properties to provide balance sheet
capacity for future activities
•Board exploring capital management initiatives, which include possible
share buy-back and bond offering
•Acquisition of adjoining properties at 12 Heaton Street and 6 & 8
Heaton Street, Timaru
•Mitre 10, corner Te Irirangi Drive & Bishop Dunn Place, Auckland,
development commenced
•Annual cash dividend guidance for FY18 of 7.46cps
Three Bunnings assets due
for acquisition
$78.5m
Exploring possible share
buy-back and bond offering
Annual cash dividend
guidance for FY18
7.46cps
Appendix
Investore Property Limited –Interim Results Presentation for the six months ended 30 September 2017
Appendix 1
25
Important Notice: The information in this presentation is an overview and does not contain all information
necessary to make an investment decision.It is intended to constitute a summary of certain information relating
to the performance of Investore for the six months ended 30 September 2017. Please refer to Investore’s
Interim Report 2017 for further information in relation to the six months ended 30 September 2017. The
information in this presentation does not purport to be a complete description of Investore. In making an
investment decision, investors must rely on their own examination of Investore, including the merits and risks
involved. Investors should consult with their own legal, tax, business and/or financial advisors in connection with
any acquisition of securities.
No representation or warranty, express or implied, is made as to the accuracy, adequacy or reliability of any
statements, estimates or opinions or other information contained in this presentation, any of which may change
without notice. To the maximum extent permitted by law, Investore, Stride Investment Management Limited and
their respective directors, officers, employees, agents and advisers disclaim all liability and responsibility
(including without limitation any liability arising from fault or negligence on the part of Investore, Stride
Investment Management Limited and their respective directors, officers, employees, agents and advisers) for
any direct or indirect loss or damage which may be suffered by any recipient through use of or reliance on
anything contained in, or omitted from, this presentation.
This presentation is not a product disclosure statement or other disclosure document.
Thank you
Level 12, 34 Shortland Street
Auckland 1010, New Zealand
PO Box 6320, Wellesley Street
Auckland 1141, New Zealand
P+64 9 912 2690
Winvestoreproperty.co.nz
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Interim Report
For the six months ended
30 September 2017
Profit after
income tax
$11.6m, up $9.3m
1
Cash dividend
guidance for FY18
7. 4 6 c p s
Investment
property values
$663m
Bank loan to
value ratio
39.4%
Occupancy
99.9%
WALT
3
13.8 yea rs
Distributable profit
2
after income tax
$10.4 m, up $3.0m
1
1. Compared to prior six month period to 30 September 2016.
2. Distributable profit is a non-GAAP measure and consists of profit/(loss) before income tax, adjusted for non-recurring and/
or non-cash items (including non-recurring adjustments for incentives payable to anchor tenants for lease extensions)
and current tax. Further information including the calculation of the distributable profit and the adjustments to profit
before income tax, is set out in note 5 to the Interim Financial Statements on page 19.
3. Weighted Average Lease Term (WALT).
ContentsHighlights
1 Highlights
2 About Investore
8 Chairman’s Report
10 Manager's Report
12 Interim Financial Statements
32 Corporate Directory
1Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore has been designated as "Non-Standard" (NS) by NZX.
Investore Property
Limited (Investore) is
performing in line with
forecasts set out at the
time of listing and
delivering solid results
to shareholders.
Investore occupies a unique position in
the New Zealand publicly-listed property
sector with its sole focus on standalone
large-format retail properties. Initially
incorporated in 2015 as a subsidiary of
Stride Property Limited (Stride), Investore
was strategically demerged from Stride
and listed on the NZX Main Board
securities market in July 2016. Since
then, the performance of Investore’s
investment properties has been in line
with the prospective financial information
contained in Investore’s Product
Disclosure Statement at the time of its
IPO. The portfolio is managed by Stride
Investment Management Limited (SIML), a
company forming part of Stride Property
Group, which is listed on the NZX.
Investore has been designated as
a “Non-Standard” (NS) issuer by
NZX Limited (NZX). A copy of the
waivers granted by NZX in respect
of Investore can be found at
www.nzx.com/companies/IPL.
Further waivers granted by NZX which
relate to Investore can be found at
www.nzx.com/companies/SPG.
Through its portfolio of quality standalone
large-format retail properties, Investore
provides shareholders with stable
and enduring returns from a segment
of the property sector that plays a
significant role in the day-to-day lives
of New Zealanders. Anchor tenants are
nationally recognised tenants that seek
long-term leases in visible and easily
accessible urban locations. They typically
occupy more than 50% of the net lettable
area of the property, and are supported
by a small number of specialty tenants at
each property.
The anchor tenants are nationally
recognised retailers operating in the
grocery, bulk goods retailing, general
merchandise, hardware and home
maintenance, and convenience retailing
sectors. Consumer demand for these
products is consistent and current
growth projections, particularly in New
Zealand’s urban areas, are encouraging
for Investore’s shareholders.
The resilient and stable rental income,
derived from standalone large format
retail properties, can be reliably forecast
over the medium to long-term and is more
resistant to changes in the wider market.
This makes Investore a particularly
attractive investment option for those
seeking returns balanced with constancy
and steadiness.
About Investore
3Investore Property Limited | Interim Report for the six months ended 30 September 20172Investore Property Limited | Interim Report for the six months ended 30 September 2017
The physical distribution is well placed
to take advantage of the continuing
population shift into regional New
Zealand, as well as benefiting from the
rapid population growth of the main
centres.
Major tenants include:
– General Distributors (Countdown)
– Foodstuffs
– Mitre 10
– The Warehouse
Specialty retailers comprise the balance
of tenancies.
The illustration on page 4 highlights the
geographic diversification of Investore’s
property portfolio, with an emphasis on
the rapidly growing greater Auckland
region, the urban areas of Wellington and
Christchurch, and a strong representation
in developing regions.
Typically, Investore’s properties:
– have an anchor tenant occupying more
than 50% of the net lettable area,
usually more than 2,000m
2
– feature no more than 15 specialty
tenants
– all have long weighted-average lease
terms ( WALT )
– are low-maintenance, single floor,
large, free-standing and rectangular
on a concrete slab
– have easy vehicle access and ample
car parking facilities; and
– have leases structured to provide
stable income, net of operating costs.
Tenant diversification of Investore Portfolio
based on Contract Rental
1
as at 30 September 2017
Geographic diversification of Investore Portfolio
based on Contract Rental
1
as at 30 September 2017
General Distributors (Countdown)
81%
Foodstuffs
6%
Specialty
6%
Mitre 10
4%
The Warehouse
3%
Auckland
33%
Other North Island
13%
Waikato
8%
Wellington
18%
Canterbury
13%
Otago
8%
Other South Island
7%
1. Contract Rental is the amount of rent payable by each tenant, plus other amounts payable by that tenant under the
terms of the relevant leases as at 30 September 2017, annualised for the 12 month period on the basis of the occupancy
level for the relevant propert y as at 30 September 2017, and assuming no default by the tenant.
5Investore Property Limited | Interim Report for the six months ended 30 September 20174Investore Property Limited | Interim Report for the six months ended 30 September 2017
6 and 8 Heaton St
Timaru Countdown
12 Heaton St
Timaru Countdown and
adjoining properties
67Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore Property Limited | Interim Report for the six months ended 30 September 2017
Investore’s portfolio is in
excellent shape and the
company is poised to take
advantage of the positive
market conditions for new
investment opportunities
in the foreseeable future.
Investore has now been a listed entity
for over a year. The results for the first
half of the FY18 financial year are in
line with forecasts set out at the time
of listing.
During the period, refurbishments
were carried out by the tenant on
five properties located at Rangiora,
Upper Hutt, Timaru, St James Hamilton,
and Kaiapoi. SIML is working with
the tenant to co-ordinate and where
appropriate fund refurbishments subject
to a corresponding increase in rental
income. To date, one refurbishment
has been completed costing $728,000
with a corresponding rental increase
of $76,806 per annum.
Investore recently completed the
development of two new retail units
in Invercargill and new development
opportunities exist for recently acquired
sites adjacent to an existing property
in Timaru.
Post balance date, Investore announced
the acquisition of three Bunnings
properties at Hamilton, Rotorua and
Palmerston North, for $78.5 million.
The acquisition of the Bunnings
properties will provide diversification to
the tenant mix, with Bunnings equating
to 10% of the portfolio contract rental,
and the new twelve year lease terms will
provide a higher proportion of structured
growth into Investore’s portfolio with
fixed 2.5% per annum rental uplifts.
The acquisition remains subject to
shareholder approval, with the meeting
expected to occur early in 2018.
In combination with this proposed
acquisition, Investore is considering
a range of capital management
initiatives, which include options
around the implementation of a share
buy-back scheme and a bond issue,
and repositioning of the portfolio
to enhance shareholder returns by
optimising its capital structure.
An important feature of Investore’s
corporate structure is its Board of
Directors, which includes Independent
Directors Mike Allen and Kate Healy.
At Investore’s Annual Meeting of
Shareholders, held on 8 September
2017, the shareholders approved
amending Investore’s Constitution to
permit the appointment of another
independent director to increase the
independent representation on the
Board for the benefit of shareholders
and the company, and this process has
now commenced.
The Board of Investore confirms
guidance for the company’s annual cash
dividend for FY18 at 7.46cps. This is in
line with the indicative range provided
in the disclosure information prior to
Investore’s listing. The second quarterly
dividend of 1.86cps is due to be paid on
19 December 2017.
I look forward to reporting our full year’s
results to you at the conclusion of the
F Y18 year.
Mike Allen
Chairman
Chairman’s Report
9Investore Property Limited | Interim Report for the six months ended 30 September 20178Investore Property Limited | Interim Report for the six months ended 30 September 2017
Investore Property
Limited has grown
from a strong beginning,
managed by professionals
with extensive experience
in the property sector.
Manager’s Report
Philip Littlewood
Chief Executive Officer
Stride Investment Management Limited
Stride Investment Management
Limited (SIML) has actively supported
the growth of Investore since its strategic
divestment from Stride Property Limited,
and continues to see significant potential
for the company. SIML, as Manager,
is pleased that Investore’s shareholders
are receiving returns in line with the
forecasts when Investore listed on the
NZX in July 2016. A key part of SIML’s
role is to actively manage the properties
to increase their value and income growth
prospects. This programme compliments
the improvements made by tenants
themselves and continues to be a key
factor in lifting the overall value of
Investore’s property portfolio.
The company’s net rental income was
$22.2 million, corporate expenses were
contained to $2.7 million, and profit
before other income and income tax was
$13.6 million for the six months to 30
September 2017. Investore will provide
a comparison of its FY18 results against
the prospective financial information
contained in the Product Disclosure
Statement dated 10 June 2016, when it
releases its annual results for the full year
ended 31 March 2018.
Long weighted average lease terms
(WALT) are a feature of this sector of the
property market and, at 30 September
2017, more than two thirds of the leases
in Investore’s property portfolio run until
2033 or beyond.
These are very positive fundamentals on
which to build for the future. As further
investment opportunities arise, they will
be evaluated and presented to the Board
of Investore. In the meantime, the existing
portfolio will be regularly reviewed
and rebalanced to ensure that its
performance is consistent with Investore’s
primary investment objective.
11Investore Property Limited | Interim Report for the six months ended 30 September 201710Investore Property Limited | Interim Report for the six months ended 30 September 2017
Statement of Comprehensive Income
Interim Financial Statements
13 Statement of Comprehensive Income
14 Statement of Changes in Equity
15 Statement of Financial Position
16 Statement of Cash Flows
17 Notes to the Financial Statements
31 Independent Review Report
32 Corporate Directory
Notes
Unaudited
6 Months
30 Sep 17
$000
Unaudited
6 Months
30 Sep 16
$000
Audited
12 Months
31 Mar 17
$000
Rental income323,39514,21437,398
Direct property operating expenses(1,242)(901)(2,384)
Net rental income22,15313,31335,014
Less corporate expenses
Management fees expense12(2,011)(695)(2,653)
Administration expenses(730)(433)(1,113)
Transaction costs–(850)(889)
Total corporate expenses(2,741)(1,978)(4,655)
Profit before net finance expenses, other income/
(expenses) and income tax19,41211,33530,359
Finance income46 35 93
Finance expense(5,897) (3,839) (9,716)
Finance expense – swap break expense9–(3,680) (3,680)
Net finance expenses4(5,851) (7,484) (13,303)
Profit before other income/(expenses) and income tax13,561 3,85117,056
Other income/(expenses)
Net change in fair value of investment properties71,157(934) 13,720
Profit before income tax
14,718 2,917 30,776
Income tax expense8(3,098)(582)(2,260)
Profit after income tax attributable to shareholders11,6202,33528,516
Other comprehensive income:
Items that may be reclassified subsequently to
profit or loss
Movement in cash flow hedges, net of tax(1,291)1,0564,058
Total comprehensive income after tax attributable
to shareholders10,329 3,39132,574
Basic and diluted earnings per share (cents)114.44 1.79 15.12
For the six months ended 30 September 2017
The attached notes form part of and are to be read in conjunction with these financial statements.
13Investore Property Limited | Interim Report for the six months ended 30 September 201712Investore Property Limited | Interim Report for the six months ended 30 September 2017
For and on behalf of the Board of Directors, dated 22 November 2017:
Mike Allen Kate Healy
Chairman Director
For the six months ended 30 September 2017
Statement of Changes in Equity
Notes
Share
capital
$000
Retained
earnings
$000
Cash flow
hedge
reserve
$000
Tot a l
$000
Balance 31 Mar 16 (Audited)–2,074(2,050)24
Transactions with shareholders:
Issue of shares11387,615––387,615
Capital raising expenses11(5,368)––(5,368)
Dividends paid–(9,817)–(9,817)
Total transactions with shareholders
382,247(9,817)–372,430
Other comprehensive income:
Movement in cash flow hedges, net of tax––4,058 4,058
Total other comprehensive income––4,058 4,058
Profit after income tax– 28,516 –28,516
Total comprehensive income– 28,516 4,058 32,574
Balance 31 Mar 17 (Audited)382,24720,7732,008405,028
Transactions with shareholders:
Dividends paid–(10,261) –(10,261)
Total transactions with shareholders–(10,261) –(10,261)
Other comprehensive income:
Movement in cash flow hedges, net of tax––(1,291) (1,291)
Total other comprehensive income––(1,291) (1,291)
Profit after income tax–11,620–11,620
Total comprehensive income–11,620(1,291) 10,329
Balance 30 Sep 17 (Unaudited)382,247 22,132717405,096
Balance 31 Mar 16 (Audited)–2,074(2,050)24
Transactions with shareholders:
Issue of shares11387,615 ––387,615
Capital raising expenses11(5,366) ––(5,366)
Dividends paid–(1,205) –(1,205)
Total transactions with shareholders382,249 (1,205) –381,044
Other comprehensive income:
Movement in cash flow hedges, net of tax––1,056 1,056
Total other comprehensive income––1,056 1,056
Profit after income tax–2,335 –2,335
Total comprehensive income–2,335 1,056 3,391
Balance 30 Sep 16 (Unaudited)382,249 3,204 (994) 384,459
As at 30 September 2017
Statement of Financial Position
The attached notes form part of and are to be read in conjunction with these financial statements.The attached notes form part of and are to be read in conjunction with these financial statements.
Notes
Unaudited
30 Sep 17
$000
Unaudited
30 Sep 16
$000
Audited
31 Mar 17
$000
Current assets
Cash and cash equivalents2,4893,4264,377
Trade and other receivables1,226323412
Prepayments43414480
Current tax asset–234–
Other current assets696151404
4,8454,2785,273
Non-current assets
Investment properties7662,680642,825 660,430
Derivative financial instruments9899–2,714
Property, plant and equipment243
Deferred tax asset8688769538
664,269643,598663,685
Total assets669,114 647,876668,958
Current liabilities
Trade and other payables122,7471,8832,273
Current tax liability905–1,404
Derivative financial instruments9–1412
3,6521,8973,689
Non-current liabilities
Bank borrowings10260,366260,153260,241
Derivative financial instruments9–1,367–
260,366261,520260,241
Total liabilities264,018263,417263,930
Net assets405,096384,459405,028
Share capital11382,247382,249382,247
Retained earnings22,1323,20420,773
Reserves717(994) 2,008
Equity405,096384,459405,028
1415Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore Property Limited | Interim Report for the six months ended 30 September 2017
For the six months ended 30 September 2017
Notes to the Financial Statements
For the six months ended 30 September 2017
Statement of Cash Flows
Notes
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Cash flows from operating activities
Rent received22,43913,73035,940
Interest received463593
Interest paid(5,742)(3,409)(9,067)
Operating expenses (including goods and services tax)(4,415)(2,807)(6,593)
Income tax paid(3,222)(1,200)(2,175)
Net cash provided by operating activities6
9,106 6,34918,198
Cash flows from investing activities
Capital expenditure on investment properties(284)(1,191)(3,387)
Acquisition of investment properties(449)(268,310)(268,398)
Property, plant and equipment purchased–(4)(4)
NZX bond–(75)(75)
Net cash applied to investing activities
(733) (269,580)(271,864)
Cash flows from financing activities
Dividends paid(10,261)(1,205)(9,817)
Proceeds from equity issued–185,000185,000
Capital raising expenses–(5,366)(5,368)
Repayment of bank borrowings–(160,000)(160,000)
Drawdown of bank borrowings–261,000261,000
Refinancing of bank borrowings–(898)(898)
Finance expense – swap break expense9–(3,680)(3,680)
Advance from related party–3,3963,396
Repayment of advance from related party–(11,624)(11,624)
Net cash (applied to)/provided by financing activities(10,261) 266,623258,009
Net (decrease)/increase in cash and cash equivalents held(1,888) 3,3924,343
Opening cash and cash equivalents4,3773434
Closing cash and cash equivalents2,4893,4264,377
Note 1: Accounting Policies
Reporting entity
The unaudited interim financial statements (‘financial statements’) presented are those of Investore Property
Limited (Investore). Investore is domiciled in New Zealand and is registered under the Companies Act 1993.
Investore is also an FMC reporting entity under Part 7 of the Financial Markets Conduct Act 2013. The financial
statements of Investore have been prepared in accordance with the requirements of Part 7 of the Financial
Markets Conduct Act 2013 and the NZX Main Board Listing Rules.
Investore was incorporated on 1 October 2015 as a subsidiary company of Stride Property Limited (Stride).
Investore was established to invest in large format retail property throughout New Zealand.
On 11 July 2016, Stride distributed shares in Investore to Stride shareholders and Investore issued shares to
investors in connection with its initial public offer (IPO). Investore entered into a listing agreement with NZX
Limited (NZX) and its ordinary shares were quoted, and commenced trading on the main board equity security
market of NZX, on 12 July 2016. Investore’s ticker code is IPL.
The financial statements were approved for issue by the Board of Directors (the Board) on 22 November 2017.
Basis of preparation
The interim financial statements have been prepared in accordance with New Zealand Generally Accepted
Accounting Practice (NZ GAAP), New Zealand International Accounting Standard 34 (NZ IAS 34): Interim
Financial Reporting and International Accounting Standard 34 (IAS 34): Interim Financial Reporting. The interim
financial statements do not contain all the disclosures normally included in an annual financial report, and
should be read in conjunction with the 2017 annual financial statements. The interim financial statements have
been prepared using the New Zealand Dollar functional and reporting currency and have been rounded to the
nearest thousand dollars ($000), unless stated otherwise.
The interim financial statements have been prepared under the historical cost convention, as modified by the
revaluation of certain classes of assets and liabilities as identified in the specific accounting policies below and
the accompanying notes.
The interim financial statements include additional comparative information beyond that required under
NZ IAS 34 and IAS 34 and has been provided for information purposes for the shareholders.
Significant accounting policies, estimates and judgements
The same accounting policies and methods of computation are followed in the interim financial statements as
compared with the most recent annual financial statements.
The attached notes form part of and are to be read in conjunction with these financial statements.
17Investore Property Limited | Interim Report for the six months ended 30 September 201716Investore Property Limited | Interim Report for the six months ended 30 September 2017
Notes to the Financial Statements (continued)Notes to the Financial Statements (continued)
For the six months ended 30 September 2017
Note 2: Operating Segments
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision-maker. The chief operating decision-maker has been identified as the Board, as it makes all
key strategic resource allocation decisions (such as those concerning acquisition, divestment and significant
capital expenditure). Investore is reported as a single operating segment, being large format retail properties.
Investore’s revenue streams are earned from investment properties owned in New Zealand, with no specific
exposure to geographical risk. One tenant, General Distributors Limited (Countdown), contributes 81% of
Investore’s portfolio contract rental as at 30 September 2017 (30 Sep 2016: 82%, 31 Mar 2017: 82%).
Note 3: Rental Income
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Rental income22,847 13,906 36,542
Spreading of fixed rental increases548 308 856
23,395 14,214 37,398
Note 4: Net Finance Expenses
Interest income is recognised on a time-proportional basis using the effective interest rate.
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Finance income
– Bank interest income46 35 93
Finance expense
Interest expense:
– Bank borrowings interest(5,897) (3,715) (9,592)
– Other finance expenses–(124) (124)
(5,897) (3,839) (9,716)
Swap break expense (note 9)–(3,680) (3,680)
Net finance expenses(5,851) (7,484) (13,303)
Note 5: Distributable Profit
Investore’s dividend policy is to target a cash dividend to shareholders that is between 95% and 100% of its
distributable profit. Distributable profit is a non-GAAP measure and consists of profit/(loss) before income tax,
adjusted for non-recurring and/or non-cash items (including non-recurring adjustments for incentives payable
to anchor tenants for lease extensions) and current tax as follows:
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Profit before income tax 14,718 2,917 30,776
Non-recurring and non-cash adjustments:
– Net change in fair value of investment properties(1,157) 934(13,720)
– Spreading of fixed rental increases(548) (308) (856)
– Refinancing cost amortisation125 302454
– Depreciation1––
– Finance expense – swap break expense–3,680 3,680
– One-off transaction costs–850889
Distributable profit before income tax13,139 8,375 21,223
Current tax expense (2,746) (966) (3,580)
Distributable profit after income tax10,393 7,409 17,643
Pre-demerger distributable profit after income tax–2,9122,912
Post-demerger distributable profit after income tax10,3934,49714,731
Distributable profit after income tax10,3937,40917,643
Adjustments to funds from operations:
– Maintenance capital expenditure(79) (542) (1,350)
Adjusted Funds From Operations (AFFO)10,3146,86716,293
Weighted average number of shares for purpose of basic and
diluted distributable profit per share (000)261,772130,886188,619
Basic and diluted distributable profit after income tax per
share – weighted (cents)3.97 5.66 9.35
AFFO basic and diluted distributable profit after income tax
per share – weighted (cents)3.94 5.25 8.64
1819
For the six months ended 30 September 2017
Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore Property Limited | Interim Report for the six months ended 30 September 2017
Note 6: Statement of Cash Flows Reconciliation
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Reconciliation of profit after income tax attributable to
shareholders to net cash flows from operating activities:
Profit after income tax attributable to shareholders11,6202,335 28,516
Add/(less) non-cash items:
Movement in deferred tax (note 8)352 (384) (1,320)
Net change in fair value of investment properties(1,157) 934(13,720)
Amortisation of borrowing costs125(596) (446)
Depreciation1––
Spreading of fixed rental increases(548) (308) (856)
10,393 1,98112,174
Add/(less) activity classified as investing activity:
Movement in working capital items relating to investing activities187–(180)
10,5801,98111,994
Add activities classified as financing activity:
Refinancing of bank borrowings–898898
Finance expense – swap break expense–3,6803,680
10,5806,55916,572
Movement in working capital:
Increase in trade and other receivables(814) (211) (300)
(Increase)/decrease in prepayments and other current assets(646)22(167)
Increase in trade and other payables4859171,393
(Decrease)/increase in tax payable(499) (938) 700
Net cash provided by operating activities9,1066,34918,198
Note 7: Investment Properties
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Opening balance660,430287,000287,000
Acquisitions430––
Reduction in purchase price(711)––
Property acquisition costs19910937
Subsequent capital expenditure8071,1913,567
Spreading of fixed rental increases548308856
Net change in fair value1,157 (934) 13,720
Stride Property Group investment properties transferred–86,95086,950
SCA investment properties acquired–267,400267,400
Closing balance662,680642,825660,430
On 19 July 2017, Investore acquired the property at 12 Heaton Street, Timaru, for $430,000. This site is
immediately adjacent to the property already owned by Investore at the corner of Victoria & Browne Streets,
Timaru. The combined sites are reported as ‘corner Victoria & Browne Streets, Timaru’.
Subsequent to balance date, Investore acquired the properties at 6 and 8 Heaton Street, Timaru, for $957,280
(note 14) .
When Investore purchased the property at 35a St Johns Road, Auckland, there was an amount held in retention,
relating to an operating expense recovery shortfall. The retention had a release period of 24 months from
the date of the agreement, and elapsed on 22 September 2017, resulting in a reduction in the purchase price.
The retention of $711,168 was outstanding as at 30 September 2017, and has been recorded in trade and
other receivables.
Capital expenditure consists of fit-outs and other physical enhancements to the investment properties,
with ownership of such capital amounts being retained by Investore.
Capital expenditure commitments contracted for
As at 30 September 2017, Investore had the following major commitments:
– $2,971,452 (30 Sep 2016: $1,404,455, 31 Mar 2017: $nil) in total for various capital expenditure works to
be undertaken on a number of investment properties over the next twelve months.
Subsequent to balance date, Investore has committed to a further $1,933,646 in total for various capital
expenditure works to be undertaken on a number of investment properties in this financial period.
2021
For the six months ended 30 September 2017For the six months ended 30 September 2017
Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore Property Limited | Interim Report for the six months ended 30 September 2017
Notes to the Financial Statements (continued)Notes to the Financial Statements (continued)
Notes to the Financial Statements (continued)Notes to the Financial Statements (continued)
Note 7: Investment Properties (continued)
Valuation basis
The Board has reviewed the fair value of the investment properties as at 30 September 2017 on an asset by
asset basis after considering recent comparable transactional evidence of market sales and leasing activity
and is satisfied that there has been no significant change to the overall carrying value, other than the following
investment property which was subject to an independent valuation due to the acquisition of the adjacent site
and significant capital expenditure works undertaken.
Va luer
Unaudited
30 Sep 17
$000
Audited
31 Mar 17
$000
Corner Victoria & Browne Streets, TimaruSavills11,2108,960
This valuation was performed by an independent registered valuer, Savills (NZ) Limited (Savills), who holds an
annual practising certificate with the Valuers Registration Board and is a member of the New Zealand Institute
of Valuers. The valuation is dated effective 30 September 2017. Valuers are engaged on terms ensuring no
valuer values the same investment property for more than three consecutive years.
With regard to this investment property, the valuer took into account:
– occupancy (leased area as a proportion of the total net lettable area) (100% at balance date);
– average lease term (weighted average lease term (WALT) at balance date is 16.72 years); and
– discount rate (7.79%).
The capitalisation rate was 6.04%.
Investment property measurements are categorised as Level 3 in the fair value hierarchy as inputs for the
valuations are not based on observable market data. During the period, there were no transfers of investment
properties between levels of the fair value hierarchy.
Note 8: Income Tax
Current and deferred tax is calculated on the basis of the laws enacted or substantively enacted at the
reporting date.
The income tax expense is represented by
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Current tax(2,746) (966) (3,580)
Deferred tax(352) 384 1,320
Income tax expense per the statement of
comprehensive income(3,098) (582) (2,260)
Profit before income tax14,718 2,917 30,776
Prima facie income tax using the company tax rate of 28% (4,121) (817) (8,618)
Adjustment to income tax due to:
Net change in fair value of investment properties324 (261) 3,842
Non-taxable income154 87 240
Depreciation935 801 1,767
Non-deductible expenses(7) (227) (262)
Temporary differences(31) (45) (45)
Finance expenses – swap break expense–(504) (504)
Current tax expense(2,746) (966) (3,580)
Depreciation(383) 329 1,276
Other31 55 44
Deferred tax (charged)/credited to profit or loss(352) 384 1,320
Income tax expense per the statement of
comprehensive income(3,098) (582) (2,260)
Gross movement in net deferred tax liability
Opening balance
538 796 796
(Charged)/credited to profit or loss
(352) 384 1,320
Credited/(charged) to other comprehensive income
502 (411) (1,578)
Closing balance
688 769 538
2223
For the six months ended 30 September 2017For the six months ended 30 September 2017
Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore Property Limited | Interim Report for the six months ended 30 September 2017
Notes to the Financial Statements (continued)Notes to the Financial Statements (continued)
Note 8: Income Tax (continued)
Audited
12 Months
31 Mar 17
$000
Recognised
in profit
or loss
$000
Recognised
in other
comprehensive
income
$000
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Deferred tax assets
Depreciation on investment
properties1,264 (383) –881 329
Other temporary differences 54 31 –85 53
Derivative financial instruments––––387
1,318 (352) –966 769
Deferred tax liabilities
Derivative financial instruments(780) – 502 (278) –
(780) – 502 (278) –
Note 9: Derivative Financial Instruments
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Total active interest rate derivative contracts (notional)230,000190,000220,000
At 30 September 2017, the fixed interest rates ranged from 2.19% to 3.01% (30 Sep 2016: 2.18% to 2.54%,
31 Mar 2017: 2.18% to 3.01%), and the weighted average interest rate was 2.48% (30 Sep 2016: 2.33%,
31 Mar 2017: 2.42%). Gains and losses recognised in the cash flow hedge reserve in equity (note 11) on interest
rate derivative contracts as at 30 September 2017 will be reclassified in the same period in which
the hedged forecast cash flows affect profit or loss, until the repayment of the bank borrowings.
As at 30 September 2017, the fair value of the interest rate derivatives was $899,351 (30 Sep 2016:
($1,381,012), 31 Mar 2017: $2,702,054).
The fair values of interest rate derivatives are determined from valuations prepared by independent treasury
advisors using valuation techniques classified as Level 2 in the fair value hierarchy (30 Sep 2016: Level 2, 31
Mar 2017: Level 2). These are based on the present value of estimated future cash flows based on the terms
and maturities of each contract and the current market interest rates as at balance date. Fair values also
reflect the current creditworthiness of the derivative counterparties. The valuations were based on market
rates at 30 September 2017 of between 1.96%, for the 90-day BKBM, and 3.27%, for the 10-year swap rate
(30 Sep 2016: 2.20% and 2.44%, 31 Mar 2017: 2.00% and 3.45%).
As at 30 September 2017, the percentage of drawn debt hedged was 88% (30 Sep 2016: 73%, 31 Mar 2017: 84%).
On 12 July 2016, Investore broke interest rate swaps with a notional value of $110 million for a cost of $3,679,860.
Note 10: Bank Borrowings
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Non-current
Facility drawn down261,000 261,000 261,000
Borrowing costs(634) (847) (759)
Total borrowings260,366 260,153 260,241
Facility drawn down261,000 261,000 261,000
Undrawn facility available109,000 109,000 109,000
Total facility available370,000 370,000 370,000
Weighted average interest rate for debt (inclusive of current
interest rate derivatives, margins and line fees) at balance date4.47%4.36%4.40%
Investore’s bank facility consists of Facility A for $165 million expiring 9 June 2019, Facility B for $165 million
expiring 9 June 2021 and Facility C for $40 million expiring 9 June 2020. Investore’s secured borrowings
are via syndicated senior secured facilities with ANZ Bank New Zealand Limited, Bank of New Zealand,
Commonwealth Bank of Australia and Westpac New Zealand Limited. The bank security on the facilities is
managed through a security agent who holds a first registered mortgage on all the investment properties
owned by Investore and a registered first ranking security interest under a General Security Deed over
substantially all the assets of Investore. The interest rate on the facility was 2.94% as at 30 September 2017
(30 Sep 2016: 3.27%, 31 Mar 2017: 3.05%).
Investore's debt facilities are subject to the following key covenants:
– The bank loan to value ratio (LVR) will not exceed 65%. Investore's debt margins are structured to increase if
the LVR exceeds 55%, with a further step up if the LVR exceeds 60%. If the LVR exceeds 65%, Investore's
facility agreement permits Investore time to resolve the LVR breach by way of asset disposals or raising
additional equity.
– The ratio of earnings before interest and tax to total interest and financing costs must be greater than 1.75
times. Investore received a waiver from the syndicate to exclude the cost of $3,679,860 for breaking the
interest rate swaps from this ratio on the 30 September 2016 and 31 March 2017 calculation dates.
– The WALT is at all times greater than six years.
Investore has been compliant with bank covenants during the relevant periods.
2425
For the six months ended 30 September 2017For the six months ended 30 September 2017
Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore Property Limited | Interim Report for the six months ended 30 September 2017
Notes to the Financial Statements (continued)Notes to the Financial Statements (continued)
Note 11: Equity
Share Capital$000
Opening balance 31 Mar 16 (Audited)–
Issue of shares387,615
Capital raising expenses(5,366)
Balance 30 Sep 16 (Unaudited)382,249
Capital raising expenses(2)
Balance 31 Mar 17 (Audited)382,247
Current period transactions–
Closing balance 30 Sep 17 (Unaudited)382,247
Number of shares on issue
Shares
000
Opening balance 31 Mar 16 (Audited)–
Issues of shares to Stride shareholders prior to the demerger91,114
Issue of shares to Stride prior to demerger46,496
New capital raised on market124,162
Closing balance 30 Sep 16 (Unaudited)261,772
Closing balance 31 Mar 17 (Audited)
261,772
Closing balance 30 Sep 17 (Unaudited)261,772
There is only one class of shares, being ordinary shares, and they rank equally with each other. All issued shares
are fully paid and have no par value.
Investore has appointed Stride Investment Management Limited (SIML) as its exclusive provider of ongoing
real estate investment management services. The management agreement between Investore and SIML and
Investore’s Constitution each provide that, for such time as SIML is the manager of Investore, SIML will have the
right to appoint two directors to the Investore Board. Tim Storey and John Harvey have been appointed to the
Investore Board by SIML under this right.
Ordinarily, all directors of a company that has its shares quoted on the NZX Main Board would be elected
by shareholders by way of ordinary resolution, but NZX has issued a waiver to Investore which permits SIML
to have the right to appoint two directors to the Investore Board. NZX has also issued a waiver to allow the
directors appointed by SIML to vote on resolutions of the Board to the extent that those directors are restricted
from voting on the grounds that they are “interested” (as defined in the Companies Act 1993) in the matter
solely due to being directors of SIML but for no other reason. The chairperson of the Board is a director elected
by shareholders not associated with SIML.
Note 11: Equity (continued)
The Investore Board proposed to amend Investore’s Constitution at the Annual Meeting of Shareholders,
held on 8 September 2017, to allow for an additional independent director to be appointed. These amendments
were approved by shareholders at the Annual Meeting and Investore’s Constitution was amended. A copy of the
amended Constitution is available on Investore’s website.
In summary, the key amendments made to the Constitution were to provide that:
– the Board will consist of a minimum of four directors and a maximum of five directors;
– where the Board consists of four directors, at least two of the directors must be independent of SIML;
– where the Board consists of five directors, at least three of the directors must be independent of SIML;
– the quorum for meetings of the Board will be three directors, irrespective of whether the directors have been
appointed by SIML or by shareholders; and
– written resolutions of the Board will be valid if signed by 75% or more of the directors.
An issuer which does not comply with all of the requirements of the NZX Listing Rules may be granted listing
with the designation ‘Non-Standard’ or ‘NS’. A term of the waiver granted to Investore to permit SIML to have
the right to appoint two directors was that Investore would be given a Non-Standard Designation upon its listing
and the quotation of its shares.
As at 30 September 2017, Stride has a cornerstone shareholding in Investore of 19.9%, being 52,091,786
shares. Stride is not subject to any escrow arrangements that prevent it from selling or otherwise disposing
of any shares that it holds. However, Stride advised Investore in June 2016 that it had no present intention to
sell or otherwise dispose of any of the 19.9% shareholding in Investore. Other than in the case of a proposed
transaction affecting Investore shareholders generally, Stride does not intend to review its optimal shareholding
level in Investore until 1 April 2018 at the earliest.
2627
For the six months ended 30 September 2017For the six months ended 30 September 2017
Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore Property Limited | Interim Report for the six months ended 30 September 2017
Notes to the Financial Statements (continued)Notes to the Financial Statements (continued)
Note 11: Equity (continued)
Basic and diluted earnings per share
Basic and diluted earnings per share amounts are calculated by dividing profit after income tax attributable to
shareholders by the weighted average number of shares on issue.
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Profit after income tax attributable to shareholders11,620 2,335 28,516
Weighted average number of shares for purpose of basic and
diluted earnings per share261,772 130,886 188,619
Basic and diluted earnings per share – weighted (cents)4.44 1.79 15.12
Reserves
Cash flow hedge reserve
Opening balance2,008 (2,050) (2,050)
Movement in fair value of interest rate derivatives(1,793) (583) 2,788
Tax on fair value movement502 (411) (780)
Reclassification to profit or loss – swap break expense–2,050 2,050
Closing Balance717 (994) 2,008
Note 12: Related Party Disclosures
The following transactions with a related party took place
Unaudited
6 months
30 Sep 17
$000
Unaudited
6 months
30 Sep 16
$000
Audited
12 months
31 Mar 17
$000
Stride Investment Management Limited (SIML)
Asset management fee expense(1,816) (618) (2,386)
Building management fee expense(195) (77) (267)
Management fee expense(2,011)(695)(2,653)
Accounting fee expense(125) (55) (180)
Project management fee expense(7) (39)(131)
Leasing fee expense(29) –(137)
Maintenance fee expense(9) –(10)
Stride Property Limited
Advance repaid to parent (prior to initial public offering)–(11,624) (11,624)
Demerger dividend paid–(1,205) (1,205)
The following balance was payable to a related party
Stride Investment Management Limited(5) (1) (37)
Stride Property Limited–(217)–
The management services are provided under a management agreement between SIML and Investore dated
10 June 2016, (as amended by way of deed of amendment dated 8 September 2017 (Deed of Amendment)).
SIML and Investore entered into the Deed of Amendment in connection with the changes approved to
Investore’s Constitution at the Investore Annual Meeting on 8 September 2017.
Investore does not have any employees. Accordingly, there are no senior managers of Investore who have
a relevant interest in the shares of Investore.
2829
For the six months ended 30 September 2017For the six months ended 30 September 2017
Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore Property Limited | Interim Report for the six months ended 30 September 2017
Report on the interim financial statements
We have reviewed the accompanying interim financial statements of Investore Property Limited (the “Company”) on
pages 13 to 30, which comprise the statement of financial position as at 30 September 2017, and the statement of
comprehensive income, the statement of changes in equity and the statement of cash flows for the six month period
ended on that date, and a summary of significant accounting policies and other explanatory notes.
Directors’ responsibility for the interim financial statements
The Directors of Investore Property Limited are responsible on behalf of the Company for the preparation and
presentation of these interim financial statements in accordance with New Zealand Equivalent to International
Accounting Standard 34 Interim Financial Reporting (NZ IAS 34) and International Accounting Standard 34 Interim
Financial Reporting (IAS 34), and for such internal control as the Directors determine is necessary to enable the
preparation of financial statements that are free from material misstatement, whether due to fraud or error.
Our Responsibility
Our responsibility is to express a conclusion on the accompanying interim financial statements based on our review.
We conducted our review in accordance with the New Zealand Standard on Review Engagements 2410 Review of
Financial Statements Performed by the Independent Auditor of the Entity (NZ SRE 2410). NZ SRE 2410 requires us to
conclude whether anything has come to our attention that causes us to believe that the interim financial statements,
taken as a whole, are not prepared in all material respects, in accordance with NZ IAS 34 and IAS 34. As the auditor
of the Company, NZ SRE 2410 requires that we comply with the ethical requirements relevant to the audit of the
annual financial statements.
A review of financial statements in accordance with NZ SRE 2410 is a limited assurance engagement. The auditor
performs procedures, primarily consisting of making enquiries, primarily of persons responsible for financial and
accounting matters, and applying analytical and other review procedures. The procedures performed in a review are
substantially less than those performed in an audit conducted in accordance with International Standards on Auditing
(New Zealand). Accordingly, we do not express an audit opinion on these interim financial statements.
We are independent of the Company. Other than in our capacity as auditor we have no relationship with, or interests
in, the Company.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that these interim financial
statements of the Company are not prepared, in all material respects, in accordance with NZ IAS 34 and IAS 34.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our review work has been undertaken so that
we might state to the Company’s shareholders those matters which we are required to state to them in our review
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility
to anyone other than the Company and the Company’s shareholders, as a body, for our review procedures, for this
report, or for the conclusion we have formed.
For and on behalf of:
Chartered Accountants, Auckland
22 November 2017
Note 13: Contingent Liabilities
Investore has no contingent liabilities at balance date (30 Sep 2016: $nil, 31 Mar 2017: $nil).
Note 14: Subsequent Events
On 8 November 2017, Investore acquired the properties at 6 and 8 Heaton Street, Timaru, for $957,280.
These properties are immediately adjacent to the properties already owned by Investore at 12 Heaton Street
and the corner of Victoria & Browne Streets, Timaru.
On 13 November 2017, Investore agreed with Stride to purchase three Bunnings properties at Hamilton,
Rotorua and Palmerston North, for $78.5 million. This transaction is subject to Investore shareholder approval
and a special meeting of shareholders will be arranged. If approved, the effective date for the settlement of the
proposed acquisitions is expected to be 28 February 2018.
On 22 November 2017, Investore declared a cash dividend for the period 1 July 2017 to 30 September 2017
of 1.86 cents per share, to be paid on 19 December 2017 to all shareholders on Investore’s register at the
close of business on 6 December 2017. This dividend will carry imputation credits of 0.5200 cents per share.
This dividend has not been recognised in the financial statements.
There have been no other material events subsequent to balance date.
Notes to the Financial Statements (continued)
3031Investore Property Limited | Interim Report for the six months ended 30 September 2017Investore Property Limited | Interim Report for the six months ended 30 September 2017
To the shareholders of Investore Property Limited
Independent Review Report
For the six months ended 30 September 2017
Corporate Directory
Board of Directors
Mike Allen (Chairman)
Kate Healy
Tim Storey
John Harvey
Registered Office
Level 12, 34 Shortland Street
Auckland 1010
PO Box 6320, Wellesley Street
Auckland 1141, New Zealand
T +64 9 912 2690
W investoreproperty.co.nz
Manager
Stride Investment
Management Limited
Level 12, 34 Shortland Street
Auckland 1010
PO Box 6320, Wellesley Street
Auckland 1141, New Zealand
T +64 9 912 2690
W strideproperty.co.nz
Auditor
PricewaterhouseCoopers
PricewaterhouseCoopers Tower
Level 22, 188 Quay Street
Private Bag 92162, Auckland 1142
Share Registrar
Computershare Investor
Services Limited
Level 2, 159 Hurstmere Road, Takapuna
Private Bag 92119
Victoria Street West
Auckland 1142
T +64 9 488 8777
F +64 9 488 8787
Legal Advisers
Bell Gully
Level 21, Vero Centre
48 Shortland Street
PO Box 4199, Auckland 1140
Level 21, ANZ Centre
171 Featherston Street
PO Box 1291, Wellington 6140
Bankers
ANZ Bank New Zealand Limited
Bank of New Zealand
Commonwealth Bank of Australia
Westpac New Zealand Limited
32Investore Property Limited | Interim Report for the six months ended 30 September 2017
Investore Property Limited
Level 12 , 34 Shortland Street
Auckland 1010
PO Box 6320
Wellesley Street
Auckland 1141, New Zealand
T + 64 9 912 2690
F + 64 9 912 2693
W investoreproperty.co.nz
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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