Goodman NZ/Announcement
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GMT strategy focused on Auckland industrial property

Full Year Results28 May 2018GNZReal Estate

Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz

nzx release+

GMT strategy focused on Auckland industrial property

Date 28 May 2018

Release Immediate


Goodman (NZ) Limited, the manager of Goodman Property Trust (“GMT” or

“Trust”) is pleased to announce the Trust’s financial results for the year ended 31

March 2018.

The successful execution of the Trust’s asset sales programme and the reallocation of

capital into its growing development pipeline is focusing investment in the strongly

performing Auckland industrial market. This strategy is strengthening the balance sheet

and contributing to GMT’s strong financial and operational results.

Highlights for the period include:

+ A statutory profit of $207.2 million before tax (including look-through

1

valuation gains

of $106.3 million), compared to $220.5 million (including look-through valuation gains

of $114.7 million) previously.

+ Operating earnings

2

of $119.1 million before tax or 9.25 cents per unit, compared to

$121.7 million achieved in the previous period.

+ Cash distributions of 6.65 cents per unit, representing around 95% of GMT’s cash

earnings

3

of 6.99 cents per unit.

+ Contracted asset sales of $243.9 million, with a further $323.9 million conditionally

sold post balance date.

+ Commencement of seven new development projects with a total project cost of

$164.8 million.

+ Greater balance sheet capacity with a look through loan to value ratio

4

of 25.0%,

expected to reduce to less than 20% after settlement of all contracted sales.

+ Extension to the retail bond programme, with two $100 million issues.

+ A 6.5% increase in net tangible assets, from 130.4 cents per unit, to 138.9 cents per

unit at 31 March 2018.

Business transformation

Keith Smith, Chairman of Goodman (NZ) Limited said, “We have pursued a disciplined

growth strategy over the last five years, selling assets to fund the Trust’s development

projects. It has rebalanced the portfolio and deleveraged the balance sheet, transforming

GMT and positioning it for sustainable long-term growth.

With the development programme well advanced and asset disposals largely complete

(once contracted sales settle) the Board is extremely pleased with the progress that has

been achieved.”


1

A non-GAAP measure that includes GMT’s proportionate share of Wynyard Precinct Holdings Limited, the joint venture

with GIC that owns the VXV Portfolio.


2

Operating earnings is a non-GAAP financial measure included to provide an assessment of the performance of GMT’s

principal operating activities. Calculation of operating earnings is set out in GMT’s Profit or Loss statement.


3

A non-GAAP measure of free cash flow that adjusts operating earnings after tax for interest costs capitalised to

development land and maintenance related capital expenditure. The calculation is set out on page 50 of the Annual

Report.

4

Refer to note 3.5 of GMT’s financial statements for further information.

Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz


Following completion of current development projects and contracted sales, GMT’s $2.2

billion portfolio will be 99% invested in Auckland industrial property.

Chief Executive Officer, John Dakin said, “We’re divesting our remaining office assets

and developing high-quality estates such as Highbrook Business Park in East Tamaki. It

is a deliberate strategy that reflects the positive investment characteristics of this type of

property and the strong growth profile of the country’s largest city.”

Keith Smith said, “The Directors are equally satisfied with the Trust’s operational and

financial performance. Positive leasing results and strong valuation gains have

contributed to a substantial profit of $207.2 million before tax.”

Further information on the financial result is provided in the Trust’s 2018 Annual Report

which was released today. A copy of the report has been provided to the NZX and an

online version will be available later this morning at www.goodmanreport.co.nz.


Demand led development

Economic growth, demographic changes, technological advances and the development

of online retailing, are all contributing to the strong demand for logistics and warehouse

space in Auckland.

John Dakin said, “The Trust’s position as the largest owner and developer of industrial

property in New Zealand means it is uniquely placed to benefit from these trends.”

They are also contributing to GMT’s leasing results with over 200,000 sqm of space

secured on new or extended terms since 31 March 2017. This leasing success has

helped maintain portfolio occupancy at over 98% and extended the weighted average

lease term beyond six years.

To meet current and forecast demand the Trust is undertaking a greater level of

development activity. The seven projects announced during the year, which include 24

new warehouse facilities, have a total project cost of $164.8 million.

This strong momentum has continued into the new financial year with two additional

development projects, total cost of $54.1 million, announced in May 2018. The design-

build commitments add to the large volume of work currently under way, with the

combined value of these projects now exceeding $230 million.

John Dakin said, “We have made tremendous progress with our development

programme over the last five years, investing more than $670 million and creating assets

that improve an already high-quality portfolio.”

Balance sheet strength

Disposals have provided the balance sheet capacity to fund the intensification of the

Trust’s development programme.

During the year, three sales totalling $243.9 million were contracted.

Post balance date, it was also announced that the VXV Portfolio had been conditionally

sold to Blackstone, a global investor and fund manager. GMT’s 51% share in the joint

venture that owns the VXV office assets had a gross sale price of $323.9 million.

John Dakin said, “This is a defining transaction for our business, it completes a

repositioning programme that firmly establishes GMT as the country’s leading provider of

high-quality industrial space.

With almost $1.2 billion of asset disposals and contracted sales since 2013 the

investment focus is now almost exclusively on Auckland industrial property. It’s the sector

and market that we believe will deliver the best long-term risk adjusted returns.”

Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz


With a loan to value ratio expected to be below 20% following completion of the

contracted sales, the Trust retains substantial balance sheet capacity.

Keith Smith said, “GMT has the means to complete its development programme and

pursue new investment opportunities while still maintaining a very prudent level of

gearing.”

Future focus

The current business strategy has enhanced the portfolio, improved earnings quality and

reduced gearing to a historically low level.

The Board expects to achieve cash earnings of around 7.0 cents per unit in FY19, a

similar level to last year. Cash distributions of 6.65 cents per unit are expected to be

paid.

Keith Smith said, “We view the portfolio repositioning as transformative for GMT.

Reinvesting in our development programme will drive future growth and continue to lift

the quality of our assets.

The execution of this investment strategy means that the business is focused and well

positioned for sustainable growth.”

For additional information please contact:

John Dakin Andy Eakin

Chief Executive Officer Chief Financial Officer

Goodman (NZ) Limited Goodman (NZ) Limited

(09) 375 6063 (09) 375 6077

(021) 321 541 (021) 305 316


James Spence

Director Investment Management

Goodman (NZ) Limited

(09) 903 3269

(021) 538 934

Attachments provided to NZX:

1. Goodman Property Trust and GMT Bond Issuer Limited Annual Report 2018

2. GMT Annual Result Presentation

3. NZX Appendix 1

About Goodman Property Trust:

GMT is an externally managed unit trust, listed on the NZX. It has a market capitalisation of around $1.8 billion, ranking it

in the top 20 of all listed investment vehicles. The Manager of the Trust is a subsidiary of the ASX listed Goodman Group,

Goodman Group is also the Trust’s largest investor with a cornerstone unitholding of 21%.

GMT is New Zealand’s leading industrial and business space provider. It has a substantial property portfolio, with a value

of $2.2 billion after recently contracted sales, which accommodates around 180 customers. The Trust holds an investment

grade credit rating of BBB from Standard & Poor’s.

---

Goodman Property Trust Annual Report 2018
GMT Bond Issuer Limited Annual Report 2018

Chairman’s report 14
Management report 18

Our strategy 24

Doing right by our people 30

Doing good in our community 32

Sustainability 36

Property portfolio 40

Board of Directors and management team 46

Financial summary 49

Goodman Property Trust Financial Statements 55

GMT Bond Issuer Limited Financial Statements 101

Other information 113

This document comprises the Annual Reports of Goodman

Property Trust and GMT Bond Issuer Limited for the

year ended 31 March 2018 and contains the information

required to be disclosed pursuant to the Listing Rules.

+ The Units in Goodman Property Trust are listed on

the NZX with the code of GMT.

+ Bonds issued by GMT Bond Issuer Limited,

a wholly-owned subsidiary of Goodman Property

Trust, are listed on the NZDX with the codes of

GMB020, GMB030, GMB040, and GMB050.

Operating earnings

Operating earnings are a non-GAAP financial measure

included to provide an assessment of the performance

of GMT’s principal operating activities. Calculation

of operating earnings is as set out in GMT’s Profit

or Loss statement.

Cash earnings

Cash earnings is a non-GAAP measure that assesses

free cash flow, on a per unit basis, after adjusting for

certain items. Calculation of GMT’s cash earnings is

set out on page 50.

Look-through

A non-GAAP measure that includes GMT’s proportionate

share of Wynyard Precinct Holdings Limited, the joint

venture with GIC that owns the VXV Portfolio.

Between them, Robyn and Evan have 25 years’

experience in the property industry, with

20 of those years in various property roles

at Goodman. With that scope of knowledge

and expertise to call on, customers at

Highbrook know they are in good hands.

Evan Sanders

Portfolio Manager, Highbrook

Robyn Barfoot

Asset Manager, Highbrook

COVER

Goodman Property Trust Annual Report 2018

GMT Bond Issuer Limited Annual Report 2018

We work smarter to
make industrial property

perform better

1

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Keryn has been working with the Highbrook
portfolio for more than eight years. She brings

experience and knowledge which ensure

customers such as NZ Post are provided

with the best service. Goodman developed

NZ Post’s purpose-built facility in 2007.

Keryn Diamond

Building Manager, Highbrook

Geoff Kirk

Operations Leader, Mailroom, NZ Post

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Drawing on
our experience

We think about property every day and

use our expertise to deliver the best

property solutions for our customers

3

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Our business is
strengthened by the

successful companies

that choose our high-

quality properties

More than 200 leading businesses have chosen Goodman as their property provider.

Superior facilities, a commitment to customer service and the ability to accommodate

changing business requirements help create long-term partnerships. These relationships

create value for our investors and make us the leader in high-quality industrial space.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Customer Profile
ACCO is a supplier of stationery and

art-related consumer products.

The business has just moved into a

new facility at Highbrook Business

Park to support its growth, having

previously occupied smaller buildings

elsewhere in the portfolio.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

5

Strategic locations
The Highbrook interchange and bridge

across the Otara Creek was a catalyst for the

development of the world-class business park

on the Waiouru peninsula. With up to 30,000

vehicle movements a day along Highbrook

Drive and direct access to SH1, it’s one of

Auckland’s best business locations.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

We invest in key locations across
Auckland, close to infrastructure,

transport networks and consumers

We’ve focused on the industrial property sector and have chosen to

maximise our presence in Auckland to better serve businesses in

time-critical sectors. We use the experience and expertise of our people

to manage and develop strategic land investments into valuable assets

such as Highbrook Business Park.

$2.7bn

Property portfolio at 31 March 2018

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Financial highlights
A successful year

$ 2 0 7. 2 m

Profit before tax

$243.9 m

Contracted asset sales

$164.8 m

New development projects – total project cost

$106.3 m

Look-through portfolio revaluation


(1)

8

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

A successful year
This year, we’ve sold assets

and  reinvested in our

development  programme.

This capital recycling means we

have one of the lowest geared

balance sheets in the sector. It

also means we’re well placed

to look for new opportunities.

The growth in value of our

underlying portfolio reinforces

our  view that industrial property

in  Auckland will deliver strong

returns over the long-term.

6.6 5cpu

Cash distributions

138.9cpu

Net tangible asset backing

Cash earnings

6.99cpu25.0

Look-through loan to value ratio


(1)


(2)

%

(1)

Includes GMT’s proportionate share of WPH.

(2)

Refer to note 3.5 of the Financial Statements for further information.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Growth in e-commerce is
driving demand for well-

located and operationally

efficient logistics space

10

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Retail Sales
Online sales currently represent around

7% of total retail sales in New Zealand.

It’s a growing trend, with 10%-15% typical

in the more mature US and UK markets.

CourierPost is the largest of the five

NZ Post subsidiaries now located at

Highbrook. The national parcel delivery

service occupies a 20,000 sqm sorting

and distribution centre tailored to its

specific requirements. Designed as

New Zealand’s first Green Star rated

industrial facility, it accommodates a

highly automated parcel sorting system

that is capable of processing up to

120,000 items a day.

Parcel volumes at this facility have

increased around 33% over the last

five years, reflecting not only the

growth in the city but also the impact

of e-commerce and online retailing.

CourierPost

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Purpose, pillars, approach
What drives us

We’re a company that always looks forward.

Long-term plans ensure we make the most of changes

in market conditions without being impulsive and

remain focused on the needs of our customers.

Profitability starts with discipline and balancing

our core business drivers with the requirements

of  our  proven own

+

develop

+

manage strategy.

New Zealand’s largest industrial

property business

With a market capitalisation of $1.8 billion

and a corporate credit rating of BBB from

Standard & Poor’s, GMT has grown to

become one of New Zealand’s largest

listed property investors. It is a high-quality

business built around a substantial property

portfolio, a wide customer base and a proven

development capability.

We have a diverse group of investors that

is predominantly New Zealand-based but

also includes global investment funds and

a sovereign wealth investor.

Managed by the ASX-listed Goodman

Group, also GMT’s largest investor,

the business benefits from the global

perspective and expertise that this strong

relationship provides.

Our own+develop+manage business model

represents our core business functions with

the customer as our central focus.

Own

We aim to own the very best industrial assets,

in key locations, putting our customers close

to consumers in growing markets.

Develop

Value-adding development capability and

strategic land holdings allow us to build a

portfolio of real quality, with facilities tailored to

our customers’ unique business requirements.

Manage

We manage all aspects of our business

directly, taking responsibility for our customer

and stakeholder relationships.

12

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Purpose, pillars, approach (continued)
Our business model is supported by

the four strategic pillars that shape our

business practices. This ensures that our

stakeholders and their expectations are

front of mind and that the targets we set

are consistent with our corporate values.

+ Sustainable Development

+ Asset Management

+ Corporate Performance

+ People and Community

Business model

Working together

Our vision, business model and strategic

pillars all come together to provide a clear

and integrated plan for how we continue

to use and prioritise the resources we have

available and the goals we set for ourselves

and our partners. Most importantly, they help

ensure that everything we do revolves around

our vision to be a true leader in quality

business spaces.

“ Our vision is to be

the leading provider

of high-quality

industrial space.”

You can read more about each component

later in this report:

+ Own page 24

+ Develop page 26

+ Manage page 28

John Dakin

Chief Executive Officer

Sustainable Development

Future-proof portfolio

Leader in quality

industrial space

Corporate Performance

Stakeholder partnerships

Asset Management

Superior product and service

People and Community

Thriving culture and neighbourhoods

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Chairman’s report
Concentrating

our efforts

Focusing on the industrial property

sector in Auckland puts us at the

heart of a substantial and critically

important part of the economy.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Over the last five years we have successfully
repositioned our business, concentrating

investment in the rapidly growing and

supply-constrained Auckland industrial

market. A development-led growth strategy

and successful sales programme have

underpinned this transformation.

With $0.7 billion of new development projects

and almost $1.2 billion of asset disposals and

contracted sales since 2013, we are confident

that the Trust’s portfolio now represents the

very best quality industrial property.

Our quality focus extends beyond the

physical characteristics of the assets we

own. It also includes the valued relationships

we share with customers, investors, our

own people and the communities where

we operate.

With our development programme well

advanced and asset sales now largely

complete, the Board is extremely pleased

with the progress that has been achieved.

The Directors are equally satisfied with

the Trust’s operational and financial

performance. Positive leasing results have

maintained occupancy above 98% and

also contributed to a statutory profit of

$207.2 million before tax.

We will pay cash distributions totalling

6.65 cents per unit this year, with

$85.5 million to be distributed to our

almost 10,000 investors. This is consistent

with earlier guidance.

With a strong balance sheet and a

portfolio focused on the best performing

property sector, the Board is confident

that the business is well positioned for

sustainable long-term growth.

Industrial focus

Industrial property provides the built

infrastructure that businesses need to

operate.

Our properties directly support the

260 companies that lease space in our

portfolio and are the daily workplace for

their 20,000 employees.

It is also an important part of the supply chain,

ensuring goods are stored efficiently and

can be quickly distributed to meet demand,

whenever and wherever that may be.

We also believe industrial property is likely

to provide the best risk-adjusted returns

over the long-term.

These positive investment characteristics are

reflected in another strong valuation result for

GMT this year. The $106.3 million or 4% uplift

in the value of the portfolio (on a look-through

basis) contributed to the 6.5% increase in

GMT’s net tangible asset backing, to $1.39

per unit at 31 March 2018.

The evolution of e-commerce and online

retailing is contributing to the strong demand

for warehousing and distribution space

across Auckland. Sustained economic

growth together with demographic changes

are adding to the requirement for large

logistics facilities located close to consumers.

GMT’s position as the largest owner

and developer of industrial property in

New Zealand means it is uniquely placed

to benefit from rising e-commerce and the

rapidly growing population in the country’s

largest city.

Chairman’s report (continued)

01.

Beijer Ref is a new

customer in the

7,503 sqm warehouse

at 27 Pukekiwiriki Place.

The air conditioning and

HVAC supplier has taken

an eight-year lease over

the recently completed

facility at Highbrook

Business Park.

01

Our development programme has been

accelerated to meet this demand. At the same

time, diminishing greenfield opportunities and

competition for land for residential conversion

means that strategic brownfield sites are

becoming more desirable. This emerging

trend is reflected in our investment strategy as

we look to secure a future pipeline.

Corporate reporting

This year we extended the breadth of the

commentary within our annual report to

provide a broader overview of our business.

This approach allows stakeholders to assess

performance on measures that matter to them.

It’s a story we are proud to tell, and this

report includes additional information

about our business model, the current

investment strategy and achievements in

our sustainability programme.

15

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

All of these areas receive attention from
the Board and, as a responsible corporate

citizen, we want to secure a positive

mandate for the things we do.

We conducted a survey to determine

our material factors this year, asking a

representative group of our stakeholders to

identify and prioritise the items they believe

we should focus on. The comprehensive

results, detailed on page 38, included

16 factors. The most significant being:

+ Customer relationships

+ Sustainable development

+ Resilient property portfolio

+ Capital structure and financial results

+ Health, safety and wellbeing.

These key areas are well aligned with our

business priorities and underpin this year’s

reporting focus.

The Board believes that strong governance

structures provide transparency and lead to

better decision making. Governance is an

area of continual refinement and I’m pleased

to note that as a business we comply with the

eight principles of the recently updated NZX

Corporate Governance Code.

Our performance against these guidelines

is described throughout this report and more

specifically in the Corporate Governance

summary section on page 114.

Better property sector representation

The drive for better and more equitable

outcomes for our stakeholders underpins our

submissions to local and central government.

We undertake this work both directly as

an individual business and collectively

through our various industry memberships.

John Dakin was confirmed as the new

President of the Property Council of

New Zealand’s governing National Council

in April 2018. It is a voluntary position that

offers opportunities to provide industry

leadership on a range of topics.

Chairman’s report (continued)

GMT’s position as the largest owner

and developer of industrial property in

New  Zealand means it is uniquely placed

to benefit from rising e-commerce and

the rapidly growing population in the

country’s largest city. ”


John’s appointment is extremely positive,

ensuring our interests on matters such as

regional growth, transport policy and taxation

are represented at the highest level.

He has also expressed his desire to make the

industry’s leading body more contemporary,

with improvements required across the sector

in the areas of inclusion and diversity.

Investor forums

This year’s Annual Meeting is to be held

at 1:30pm on 4 July 2018 at Eden Park in

Auckland. The Board encourages investor

participation at all its forums and so we

have selected a meeting venue that is easily

accessible by both public transport and

private motor vehicle. A live webcast will be

broadcast for those who are unable to attend.

The formal business will include the election

of one Independent Director. Further details

will be contained in the Notice of Meeting,

which is expected to be distributed on

or around 12 June 2018. Please take the

opportunity to vote, either using the forms

you receive or through the online portal.

Recognising that our investors are located

throughout the country, the Board and

management team also intend to conduct a

national roadshow later this year. Please take

the opportunity to attend this biennial event

and engage directly with those responsible

for managing your investment.

Future focus

Our business strategy has continued to

enhance the portfolio, adding to the financial

strength of GMT, improving the quality

of its earnings and reducing gearing to a

historically low level.

The conditional sale of GMT’s interests in the

VXV Portfolio, following its 31 March balance

date, has completed the repositioning of

the portfolio with the investment focus now

almost exclusively on Auckland industrial

property. The transaction will also provide

additional balance sheet capacity, reducing

the loan to value ratio from an already

low 25% to less than 20% of total assets.

Consequently the Trust has the means to

complete its development programme and

pursue new investment opportunities while

still maintaining a very prudent level of debt.

The Board expects to achieve cash earnings

of around 7.0 cents per unit in FY19, a similar

level to last year. Cash distributions of

6.65 cents per unit are expected to be paid.

We view the portfolio repositioning as

transformative for GMT. It’s a positive

outcome that outweighs the short-term

reduction in earnings growth as a result of

asset disposals and balance sheet de-

leveraging. Reinvesting in our development

programme will drive future growth and

continue to lift the quality of the portfolio.

The execution of this investment strategy

means that the business we share is

extremely well positioned.

On behalf of the Board

Keith Smith – Chairman and Independent Director

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

$323.9m
asset price

GMT’s 51% share of the $635 million

gross sale price. The portfolio includes

seven low-rise office buildings

located in Auckland’s VXV Precinct,

neighbouring the Wynyard Quarter.

The divestment of GMT’s interest in the

VXV Portfolio, owned within its Wynyard

Precinct joint venture, was announced

following it’s 31 March 2018 balance date.

The conditional sale is a defining

transaction for the Trust. It completes

a five-year sales programme that

will have recycled almost $1.2 billion

of capital when this transaction

settles. The Trust’s portfolio has been

extensively repositioned over this

time with the sale of office assets and

the progression of the development

programme focusing investment in

the Auckland industrial market.

The transaction reflects a passing

yield of 6.6% and will add around

two and a half cents per unit to

net tangible asset backing when it

settles, expected to be in late 2018.

VXV Portfolio

sale

17

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Management report
Customer

focused

We invest ahead of demand, meeting

our customers’ requirements for

high-quality, efficient space in

proven locations across Auckland.

For some years now we have been focusing

our investment strategy in the markets that

we expect to deliver the strongest returns.

We have also committed to owning the very

best property portfolio.

Adopting a long-term view means we invest

for tomorrow as much as today and seek

to build positive and lasting relationships

with all our customers. We believe these

factors make GMT a more sustainable and

resilient business.

Progression of our development programme,

continuing asset sales and selective

acquisitions are all having a positive impact,

refining the portfolio and deleveraging the

balance sheet.

Financial performance

The Trust has delivered strong financial

results over the last three years while the

portfolio has been transformed with asset

sales and new development commitments.

Further details on this year’s financial

performance is provided on page 49.

01.

Standing left to right

in the reception

area of the of the

Goodman office

are Chief Financial

Officer, Andy Eakin

and Chief Executive

Officer, John Dakin.

Highlights include:

+ Profit before tax of $207.2 million (including

property valuation gains of $106.3 million),

compared to $220.5 million (valuation

gains of $114.7 million) previously

+ Operating earnings after tax of

$101.6 million and cash earnings of

6.99 cents per unit, consistent with

earlier guidance

+ Extension to the Goodman+Bond

programme, with two $100 million retail

bond issues

+ A loan to value ratio of 25.0% at 31 March

2018, on a look-through basis, including

contracted sales at that date.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

260+ customers
lease space in our portfolio, employing around 20,000 people

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Management report (continued)
Customer relationships

The focus on superior customer service is a

key point of difference for our business. We

work hard at maintaining these professional

relationships because they underpin demand

for space within the portfolio. Superior

service delivery also builds loyalty, so that

our customers approach us first when their

property requirements change.

We have achieved positive leasing results

over the last 12 months with 201,623 sqm

of space, representing around 18% of

the portfolio, secured on new or revised

terms. An impressive 130,574 sqm of these

transactions are repeat business with

existing customers.

This leasing success has maintained portfolio

occupancy at over 98% and helped extend

the weighted average lease term to beyond

six years.

Sustainable development

The progression of our development

programme has helped build a portfolio of

enviable quality, literally building by building,

since 2004. Around 80% of the portfolio has

been developed since then, creating assets

that set the benchmark for industrial and

commercial property.

It is also creating value, with $21.0 million

of this year’s valuation gains attributable to

recently completed projects.

New requirements from existing customers

make up a sizable proportion of our ongoing

work. This trend has continued over the

last 12 months with three of the seven new

development projects pre-committed by

existing customers. The seven projects,

which include 24 new warehouse facilities,

have a total project cost of $164.8 million.

Strong customer demand has continued

into the new financial year with two further

projects, with a total cost of $54.1 million,

announced in May.

All our developments are completed to a

consistently high standard. They incorporate

sustainable design elements and are

constructed using materials and building

processes that minimise waste and other

environmental impacts. Energy saving

technology and low flow water fittings also

means these buildings are operationally

efficient.

The additional investment required to meet

this high-quality specification reflects our

commitment to a low carbon and sustainable

future. The benefits are both immediate

and longer term, combining productivity

gains and reduced operating costs for our

customers with higher investment returns

for our Unitholders and better environmental

outcomes for our communities.

Investment portfolio metrics

Rentable

area (sqm)

Average

age (years)

Customer

number

Occupancy

%

Weighted

average lease

term (years)

Industrial portfolio972,515 12.317199.35.8

Office portfolio138,729 11.99394.57.1

Total portfolio

as at 31 March 20181,111,244 12.326498.26.1

Total portfolio

after contracted sales964,228 12.217699.25.6


Note: Portfolio statistics includes leasing transactions signed after 31 March 2018.

Asset recycling

Asset disposals have provided the balance

sheet capacity that is funding the rapid build-

out of the Trust’s development pipeline. During

the year three further sales were secured.

Totalling $243.9 million, they included:

+ The three level office building at 7 Show

Place in Addington, Christchurch for

$14.5 million

+ The recently completed Steel & Tube

development in Hornby, Christchurch

for $20.4 million

+ The conditional sale of Central Park

Corporate Centre for $209 million.

Following our financial year-end, it was

also announced that the VXV Portfolio had

been conditionally sold to Blackstone, a

sophisticated global investor. GMT’s 51%

share in the joint venture that owns the office

assets was sold based on an asset price of

$323.9 million.

The disposal is a particularly significant

transaction for the Trust. It is the largest of

the asset disposals and its settlement later in

2018 will complete a substantial rebalancing

of the portfolio that has focused investment

in the Auckland industrial sector.

Following completion of all current

developments and contracted sales, the

Trust’s Auckland industrial weighting will

increase to around 95%, while remaining

land holdings will represent approximately

5% of the total portfolio.

People and community

Our committed and hardworking team

of more than 60 people continues to

deliver the positive business outcomes

that are the foundation of our operating

results. Developing talent within this team

and providing the tools and flexibility for

individuals to perform their roles to the

highest standard is always a priority.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Management report (continued)
The move to an activity-based working style,

in a Green Star designed office space within

the VXV Portfolio, has been the catalyst for

some wider business improvements. We

have formalised our commitment to being

an equitable and diverse business and

extended our inclusion and diversity policy

to specifically focus on gender, ethnicity and

age. To broaden representation, we have

updated key policies and processes and,

where appropriate, set targets for the future.

Our new workspace, which is designed to

enhance productivity, is also facilitating new

wellbeing initiatives for our employees. The

focus is on our collective health with lifestyle

advice, physical activities, medical checks

and immunisations all being offered.

We’re also pleased to report that Goodman

is engaging with our wider communities more

than ever before. You can learn more about

these initiatives in the Community report on

page 32.

Workplace safety is another focus area. As

a business, we are committed to minimising

harm and mitigating risk with the aim of being

free of serious harm accidents. We insist

on best practice from our employees and

contractors so were disappointed to record

one serious injury during the year, the first in

three years.

The incident involved a tradesman working

at one of our estates and resulted from

procedures not being followed. A serious leg

laceration meant the individual was off work

for almost a week. Extra training and safety

inductions have been implemented to ensure

this type of accident doesn’t occur again.

01.

John Dakin at the

Highbrook Open Day

in March 2018. The

event was hosted at

the Showroom Units on

Highbrook Drive with

investors able to meet

staff, inspect the new

facility and take a bus

tour around the estate.

01

0203

03.

Air New Zealand renewed

its lease at 185 Fanshawe

Street in Auckland’s VXV

Precinct during the year.

02.

DHL is a long-term

customer that occupies

our largest warehouse.

It was the first facility

developed at Highbrook

in 2005 and the latest

five-year lease extension

will extend DHL’s

occupation of the site

to almost 20 years.

Outlook

The strength of our customer relationships

continues to underpin our business success.

It drives leasing results and supports our

development programme. Both activities

have created significant value over the last

12 months, adding to the rental cashflows

generated by the Trust and the strong

revaluation gains that are being achieved.

Taking advantage of the positive operating

environment and intensifying the

development programme remains our key

focus. Funded through asset sales, it is

a disciplined approach to growth that is

enhancing the portfolio and helping to create

a sustainable and resilient business that

delivers value for all our stakeholders.

John Dakin – Chief Executive Officer

Andy Eakin – Chief Financial Officer

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

850,000 sqm
High quality space

Around 80% of the portfolio has been

developed since 2004, creating a modern

industrial portfolio of unrivalled quality.

Our development programme is

concentrated in key Auckland locations

where supply is constrained. It is creating

high-quality facilities to meet customer

demand for warehouse and distribution

space close to consumers.

We have over $230 million of projects

currently in progress. It’s a large volume

of work that is supported by a low

vacancy rate and strong economic

growth. We are focused on the

timely delivery of these projects and

progressing the balance of our value-

adding development programme.

We have a further 22.1 ha of land

available which is expected to support

a further 116,000 sqm of industrial

and commercial development.

Creating value

22

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Ben and Gary have worked on many
projects together. Here they apply their

depth of knowledge and expertise to

the Gateway development at Highbrook.

Ben Shaw

Project Manager

Gary Mundy

Director, Mundy Construction

23

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Our strategy
own

Taking ownership

of opportunities

We identify and acquire our assets prudently and

with a clear view of their potential. Our proven

experience in industrial property helps us see

investment opportunities that will cater for the

market not just today but years ahead.

We invest in industrial property based on its

return profile, the depth of the market and the

unique growth drivers for this type of asset.

Our $2.7 billion property portfolio is

predominantly located in Auckland.

We’ve deliberately focused on the country’s

biggest city because urbanisation and

growing e-commerce is increasing demand

for logistics and warehousing facilities close

to consumers. It’s a global trend that we

expect to continue to drive future growth.

Our capital allocation reflects not just the

strong growth profile of the supercity but also

the positive investment characteristics we’ve

identified for industrial property.

These include:

+ Flexibility of design

+ A growing logistics sector

+ Lower lifecycle costs

+ High land component

+ More liquid investment market.

With estates in the key industrial suburbs

of East Tamaki, Henderson, Mangere,

Otahuhu, Penrose and Wiri, we’ve been able

to achieve a level of scale across a portfolio

of exceptional quality that helps attract and

retain customers.

We have re-thought the modern workplace

and changed perceptions of how industrial

property is presented and used. Few property

owners have the Auckland-wide footprint we

provide and even fewer can offer the benefits

of being located in a large masterplanned

estate such as Highbrook Business Park.

Award-winning design, consistent

landscaping, clear signage, recreational

facilities, public infrastructure and business

support services help create exceptional

work environments for the companies that

partner with us.

The attractiveness of those environments is

reflected in our investment returns too, with

the portfolio generating over $465 million of

valuation gains over the last five years. That’s

an average rate of growth of 4% per annum,

which has added around 36 cents to our net

tangible asset backing.

The properties within our estates are modern,

highly specified and operationally efficient.

They’re well located, designed to meet the

requirements of a variety of end users and

can accommodate businesses that need

access to air, port, rail and road freight

networks.

Our top 10 customers represent almost

30% of our portfolio income. We have long-

term contractual arrangements with these

businesses – the largest of whom include

NZ Post Group, Fletcher Building, Fonterra,

DHL and Coda. The average term of these

relationships, from original lease start to

future expiry, is 17 years.

24

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Our strategy (continued)
own

00

02

00

By developing lasting relationships with

our customers, we can accommodate their

changing needs and continue to create

long-term value for our investors.

The portfolio is regularly reviewed to ensure

it is delivering the returns we expect. Any

properties that are assessed as non-strategic

or have less growth potential are divested.

In fact, we’ve substantially repositioned

the portfolio over the last five years with

almost $1.2 billion of asset disposals

and contracted sales.

The sale of Central Park Corporate Centre

during the year and the post balance date

disposal of GMT’s interest in the VXV

Portfolio largely completes our disposal

programme. These conditional sales signal

the divestment of all GMT’s significant office

assets with the Trust now almost exclusively

focused on Auckland industrial property.

This disposal programme, which has

achieved an average yield of 7.1%, has

provided us with the balance sheet capacity

to fund our development activity.

Continually renewing and extending the

portfolio, this development programme has

progressively transformed the business,

contributing to the strong investment returns

we have achieved.

It’s a strategy we will continue to pursue,

delivering critical business infrastructure to

a growing city, while creating a portfolio of

unrivalled quality.

02.

AB Equipment is a new

customer at Highbrook.

The industrial equipment

supplier committed

to a new 2,929 sqm

warehouse that was

being developed on an

uncommitted basis,

well ahead of the

project completing.

01.

Central Park Corporate

Centre was conditionally

sold during the year for

$209 million. It follows

the earlier sale of the

Trust’s other Greenlane

office estates, Millennium

and Connect.

01

25

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Our strategy
develop

Banking on our

development programme

Our development programme focuses on producing

the very best industrial properties. The strength of

the portfolio we have developed has underpinned

the success of GMT and continues to position the

Trust for long-term growth.

Goodman’s development capability is a

powerful wealth creation advantage for our

business. We provide customers with tailored

facilities that help their businesses prosper.

GMT has accelerated its development

programme in recent years, taking advantage

of strong property market conditions.

Around 80% of the portfolio has been

developed since 2004. Converting

strategically located land holdings into income

producing assets has helped create a high-

quality portfolio of real scale, with substantial

estates such as Highbrook Business Park.

Consistent with our ownership strategy,

this value-adding business activity is

focusing GMT’s investment in the Auckland

industrial market.

The consumer catchment within a 20-minute

truck drive of any of our Auckland estates is

estimated to have purchasing power of more

than $13 billion.

This proximity to a significant consumer base

is one of the key attractions for customers

looking to locate their business within a GMT

owned estate.

NZ Post Group was one of the first businesses

to move to a design-built facility at Highbrook

and is now GMT’s largest customer.

Convenience to motorways and on-site

amenity were important attractions for this

delivery and e-commerce logistics company.

Like many gateway cities, Auckland’s

infrastructure is struggling to cope with

unprecedented growth and traffic congestion

is one of the issues impacting businesses.

Larger logistics operators are using integrated

transport hubs as a way of reducing reliance

on road transport networks.

Strategically located throughout the city, our

portfolio includes rail options at Savill Link in

Otahuhu for this type of customer. Savill Link

is situated on the former site of the Otahuhu

Railway Workshops and provides sidings that

allow direct access to freight services along

the main trunk line.

Coda and Mainstream are two businesses

that have chosen to locate at Savill Link to

take advantage of the rail infrastructure it

offers and both have then expanded these

facilities to accommodate business growth.

26

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Our strategy (continued)
develop

New requirements from existing customers

make up a significant proportion of our

development programme. Seven new

projects were announced this year. With

a total project cost of $164.8 million, it

represents the greatest volume of new

work announced since 2009.

The projects, which are predominantly

at Highbrook Business Park, utilise

13.1 hectares of development land and

are expected to provide:

+ 63,468 sqm of rentable area across

24 new warehouse facilities

+ Almost $10 million of annual revenue once

fully leased and income-producing

+ Yield on additional spend of 8.3%

+ Valuation gains of between 10% and

15% once completed.

Two further development precommitments,

with a total project cost of $54.1 million,

were secured after the year end.

The projects include:

+ A design-built warehouse facility of

14,050 sqm for Australasian packaging

specialist NCI at Savill Link in Otahuhu

+ A 5,417 sqm warehouse expansion

for national carrier and existing

customer, Move Logistics at

Highbrook Business Park.

The new commitments add to the large

volume of work currently under way with

the total value of these projects now

$233.0 million.

Following the completion of these current

projects, GMT’s investment in the Auckland

industrial sector will increase to 95% of total

property assets, while its land weighting will

reduce to below 5%.

We expect the Trust’s remaining land holdings

will support a further 116,000 sqm of industrial

and commercial development.

Our long-term vision and tailored approach

to development provides our customers with

quality facilities to match their requirements,

ensuring their businesses operate efficiently

and cost effectively.

02.

Sarah Mundy

Machine Operator,

Mundy Construction.

Sarah is a contractor on

the Gateway development

at the entry to Highbrook,

one of seven projects

currently under way. As

well as being a heavy

machine operator

she is the site Health

and Safety Officer.

02

01

01.

The changing property

requirements of

Spicers have been

accommodated with

a new design-built

solution at Highbrook.

The paper and stationary

supplier is an existing

customer at the estate.

27

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Our strategy
manage

Designed to be

market-leading

Focusing on the detail and directly managing all

our business functions using our own people,

differentiates GMT as a premium property provider

and enables us to continue to deliver on the  things

our customers really care about.

Our dedicated team of portfolio managers,

property managers and support staff focuses

on delivering superior customer service.

Regular site visits from building managers

support this service focus, providing an

immediate point of contact should a building

issue arise.

Engineering capability within the business

also ensures that we optimise the operational

efficiency of the portfolio and that our

customers’ facilities are working as intended.

The amenity available at our larger estates

provides a true Goodman point of difference.

Highbrook for example offers serviced

The results are evident in our customer

satisfaction surveys and the positive leasing

results and high retention rates we achieve

when leases come up for renewal.

Over 200,000 sqm of space was secured on

new or revised terms in the last 12 months

and the limited amount of vacant space

within the portfolio has been further

reduced. Occupancy is at 98% and with

very few expiries due in the next few years

the weighted average lease term has been

extended to 6.1 years.

The most significant of our new deals is the

renewal of logistics provider DHL’s lease at

Highbrook Business Park. The company

has occupied the 31,631 sqm warehouse

facility since it was constructed in 2005 and

the latest five-year extension will extend its

occupation of the key site to almost 20 years.

Other major leasing transactions include:

+ Linfox Logistics renewing its lease over

26,201 sqm of warehouse and office

space at Westney Industry Park in Wiri

for a further four years

+ Cottonsoft doubling its space requirement

at Highbrook leasing the 16,973 sqm

warehouse facility at 55 Business Parade

North, from April 2018

+ Air New Zealand renewing its lease, over

185 Fanshawe Street in the VXV Precinct,

out to 2027.

The strong demand from customers is also

driving higher rental rates and we expect our

cashflows to grow over the next few years as

rents are raised to new market levels.

accommodation, banking facilities, a

conference centre, childcare, cafés and bars,

convenience retail, a gymnasium and other

business support services. Set within an

exceptional natural environment that features

esplanade reserves, walking tracks and

public spaces it sets the standard for modern

business parks anywhere in the world.

The extensive landscaping and careful

maintenance of all our properties means our

customers and their employees are working

in attractive and productive environments.

Employee satisfaction, together with health

and wellbeing, have been shown to contribute

to business productivity and are increasingly

important considerations in a modern and

progressive workplace.

In today’s tight labour market it is another

factor that helps businesses attract and

retain staff.

It all starts with the design features and

quality fittings our development managers

incorporate into each new building project

and extends through to the use of native

plants and grasses in the landscaping.

It continues throughout our estates with

standardised signage and wayfinding.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Our strategy (continued)
manage

While we pride ourselves on how we manage

both our customer relationships and property

portfolio, equal focus is given to the fiscal

management of the Trust. We take a long-

term investment view and manage prudently

to ensure we maintain a strong balance sheet

that supports sustainable growth well into

the future.

We’ve taken advantage of the strong

investment market to sell larger office

assets, focusing the portfolio in the preferred

Auckland industrial sector. It’s a disciplined

approach that has funded the development

programme over the last five years without

the need for additional capital.

Converting our strategic land holdings in

high-quality, income-producing assets has

progressively transformed the portfolio.

It has also improved the alignment between

the cash earnings we generate and the

distributions we pay.

With a look-through loan to value ratio of

just 25% at 31 March 2018, and less than

20% after adjusting for subsequent sales,

we have the funding capacity to complete

the development programme and pursue

any additional investment opportunities

that may arise.

It’s a conservative level well below the

maximum of 50% permitted under our Trust

Deed and debt facility covenants.

Remaining focused on our current strategy

and managing our customer relationships,

property portfolio and financial position

will ensure this business continues to thrive

and that we remain New Zealand’s leading

industrial space provider.

01

02.

High-quality landscaping

differentiates GMT’s

property portfolio.

Shane Everett, (shown

on the left) is the

Landscaping and Building

Manager responsible

for the presentation of

all GMT’s estates.

01.

Briar Clark is Goodman’s

Building Services

Co-ordinator. Her

responsibilities include

managing the service

desk which provides

customers with a

24/7 helpline for any

building related issue.

02

29

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Doing right by our people
Inspiring people

We pride ourselves on having a delivery-focused

culture. Our people are how we continue to excel,

consistently delivering projects that make a tangible

difference to businesses in Auckland and beyond.

Diversity

GMT’s results are a powerful endorsement

for the positive outcomes that a talented

and diverse team performing a wide range

of tasks can deliver. We celebrate individual

differences, and have updated our inclusion

and diversity policy this year introducing

targets across gender, ethnicity and age.

On average, our team is 37 years old, tertiary

educated and has been with Goodman

for 5.5 years. We are a team that includes

10 different ethnicities and has speakers of

nine languages.

To ensure we continue to broaden

representation within the business, we have

adopted new recruitment practices, including

blind CVs and panel interviews. We have also

raised our ability to hire diversely through

unconscious bias training.

These new policies help ensure we are

always employing the best person. Career

development, mentoring, and succession

planning then give future leaders of the

business every opportunity to progress.

A long-term incentive plan, flexible working

options and generous parental leave

arrangements are also offered to encourage

people to stay with the business as their

career develops or circumstances change.

We are striving for equal gender

representation across all levels of the

business. Of the 67 employees and directors

included in the table alongside, 41.8% are

female and 58.2% are male. The differing

targets for 2023 reflect the five year

objectives formalised in the Inclusion and

Diversity Policy of Goodman (NZ) Limited,

which can be found on our website.

Board composition

The skill set of our Board members is carefully

balanced with commercial, property, capital

market and financial expertise, all relevant

to the effective and informed governance

of GMT.

Our four Independent Directors have

an average tenure of almost 10 years.

Their depth of experience means they

have a comprehensive understanding of

the business.

Gender diversity

Total

persons

FemaleMale

2018 2023 20182023

Board728.6%>40%71.4%<60%

Executive728.6%>40%71.4%<60%

Managerial1216.7%>35%83.3%<65%

Other staff4153.7%50%46.3%50%

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Doing right by our people (continued)
Health and wellbeing

We recently adopted a new activity-based

working style. It provides greater flexibility for

employees, changing the way individuals can

work. The new approach is also facilitating

a greater focus on health and wellbeing.

A range of initiatives are being undertaken,

some of which are also made available to our

customers, business partners and the public.

They include:

+ Annual flu vaccines and skin checks

+ Men’s and women’s health seminars

+ Touch rugby and boot camp fitness

options at Victoria Park

+ Run & Walk Events at Highbrook Business

Park, including the Lead Up Series to the

ASB Auckland Marathon and the Waipuna

Conference Suites Fun Run

+ Visits from the mobile blood bank and

breast cancer awareness caravan within

the VXV business community

+ Lunch time yoga classes.

Scholarship winner

Goodman invests in emerging talent and has

awarded a scholarship to an outstanding

undergraduate property student since 2006.

This year’s recipient is Taraani Mohammed,

a third year student of the University of

Auckland. Taraani was inspired to pursue a

career in property after participating in the

Shadow a Leader day with John Dakin.

01.

Taraani Mohammed is the

current Goodman scholarship

recipient. She also works part-

time in the business gaining

valuable experience while

she completes her studies.

01

03.

The opening of the new

Goodman office included

a blessing from Nga ̄ ti

W h a ̄ t u a O

̄

r a ̄ k e i M a r a e .

02.

Goodman staff

participated in the

Waipuna Conference

Suites Fun Run-Walk at

Highbrook again this year,

with four top 10 finishers

in the 10km run through

the park reserves.

03

02

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Doing good in the community
Community

Engaging with and supporting various groups in the

communities where we operate is fundamental for

a business focused on long-term relationships and

sustainable growth.

The Goodman Foundation supports social

initiatives that aim to improve the quality of life,

health and education, and standard of living

of the people within our neighbourhoods. It is

funded by the Manager with no direct costs

borne by the Trust.

Through the Foundation and other fundraising,

we have provided almost $400,000 of financial

support over the last 12 months. We have

also contributed to local organisations through

the donation of equipment, volunteering and

in-kind programmes.

Our relationships with KiwiHarvest, Cerebral

Palsy Society of NZ, Duffy Books in Homes,

The Rising Foundation, The Hearing House

and the Second Nature Charitable Trust are

continuing to make a meaningful difference

to our communities.

This year we also added Great Potentials

and the Tania Dalton Foundation to our

list of partnerships.

Further contributions were made to

ADC New Zealand, Cure Kids, Diabetes

New Zealand, Life Centre Trust, Middlemore

Hospital Audiology, Movember, Multiple

Sclerosis Society of New Zealand and

Ronald McDonald House.

Steptember

Steptember is the global fundraising initiative

of Cerebral Palsy Alliance where Goodman

is the exclusive global partner. It’s a month-

long event that gives participants a target

of walking 10,000 steps a day, while raising

money for local Cerebral Palsy charities.

In New Zealand, staff participated and

larger customers were invited to join. In total,

there were 492 individual entries, made up

of 23 teams from Goodman and another

100 from businesses within the portfolio.

The local Goodman team raised over

$25,000 for the charity.

Tania Dalton Foundation

Tania was an inspirational sportswoman

and Goodman is proud to be an inaugural

sponsor of the Foundation set up to continue

her legacy.

The aim of the charity is to deliver financial

and mentoring support to young Kiwi

athletes who face circumstantial hardship.

The programme will help these individuals

achieve their potential, develop as people

and make a difference in their communities.

Goodman is funding a three-year scholarship

for promising basketball player and

secondary school student Sharne Pupuke-

Robati from Auckland.

Movember

Men’s health was the focus in November

with Goodman participating in the

Movember challenge for the first time.

Employees were encouraged to support the

initiative by growing moustaches and raising

money for the charity.

They were also invited to attend a men’s

health seminar that covered a range of

topics including prostate and testicular

cancer, smoking, alcohol, weight and

cardiovascular risk.

The team raised over $30,000 – a great

success. In recognition of the effort,

Robert Dunne from Movember came to

the Goodman office to thank staff and to

present a certificate to Goodman for being

the highest fundraiser in the country.

KiwiHarvest

KiwiHarvest is a food rescue organisation

that collects and redistributes perishable

food that would otherwise be consigned

to landfill. The food is delivered to charities

and social organisations for redistribution to

those in need.

For the 2017 calendar year the food

rescue charity collected and redistributed

568,334 kgs of food, the equivalent of

1,623,811 meals, to 192 recipient agencies.

It’s an exceptional effort made possible

through contributions from 180 food donors

and 200 volunteers.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

01.
KiwiHarvest is a food

rescue organisation that

collects surplus food and

redistributes it to social

agencies. The Goodman

Foundation is a key

sponsor of its Auckland

service which is located

at Central Park Corporate

Centre in Greenlane.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

03.
The Life Centre Trust is

behind the Christmas Box

initiative that provides

families in need with

Christmas hampers made

up of donated goods.

This year the charity

used warehousing space

provided by Goodman for

its annual packing day.

01.

John Dakin receiving

an award from Robert

Dunne of the Movember

Foundation. Goodman

staff raised more than

$30,000 in support of

men’s health in 2017,

making us the highest

fundraisers in the country.

03

01

04.

The Rising Foundation

is another charity that

receives our support.

It provides a mentoring

and development

programme for South

Auckland students

that helps individuals

realise their potential.

02.

The Goodman Foundation

is a sponsor of the

Second Nature charity

which runs the Wero

Waterpark in Manukau.

The facility provides

Auckland children with

whitewater sport and

recreational opportunities.

02

04

34

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

08.
The Hearing House is

a charity that provides

services for deaf

children and adults. The

Goodman Foundation

has contributed to

the extension and

redevelopment of the

Stichbury Bidwell Centre

in Epsom, where support

services are offered.

07.

The Goodman

Foundation is the global

sponsor of the Cerebral

Palsy Alliance and its

Steptember fundraising

initiative. New Zealand

staff raised over $25,000

for the charity in 2017.

06.

Duffy Books in Homes

encourages reading by

providing free books to

children in low decile

schools. The Goodman

Foundation sponsors

the initiative at Fairburn

School, Sir Edmund

Hillary Collegiate Junior

School and Wiri Central

School in South Auckland.

06

07

05

05.

Goodman also

sponsors the Tania

Dalton Foundation.

Sharne Pupuke-Robati

is one of the inaugural

scholarship recipients.

She is pictured above

with Tim Fitzsimmons,

Portfolio Manager,

presenting her award.

08

35

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Sustainability
Creating high-quality estates:

+ Strategic locations close to infrastructure,

consumers and transport

+ Industry-leading design

+ Sustainable features and technology

+ Flexibility of use

+ Low maintenance

+ Superior amenity.

As a long-term investor, we seek to future-

proof our portfolio. We have formalised

this commitment by adopting a base-build

specification for new buildings that targets

a high-quality design rating.

We work collaboratively with our customers

and consultants on new projects,

incorporating the latest technology and

design features to improve the operational

performance of our property portfolio.

We carefully manage the construction

process to reduce the environmental impact

and require our contractors to minimise

waste. Sustainably-sourced building

materials add to the quality of our buildings

while smart management systems maximise

energy efficiency and workplace functionality.

Workplace amenity is another focus. At

Highbrook Business Park we provide

public spaces and recreational opportunities,

enhancing the health and wellbeing of

our customers, employees and the wider

community.

We showcased another aspect of our

development capability this year, completing

a new fitout for our Auckland office. Designed

to achieve a 5 Green Star Interior rating it sets

the benchmark for modern workplaces.

Sustainable Development

Future-proof portfolio

Asset Management

Superior product and service

Functional and efficient business premises:

+ Facilities optimised for

customers’ businesses

+ Ongoing investment

+ Superior customer service

+ Energy efficient fittings

+ Waste management programmes.

Our aim is to deliver superior property

solutions to our customers. Maintaining our

properties to a high standard and ensuring

they are operationally efficient contributes

to the strong customer relationships that

underpins our high occupancy rates.

Our ability to manage our assets over their

lifecycle also improves their long-term

environmental and financial performance.

Ongoing energy monitoring across the

portfolio, through the Smart Power system,

provides detailed energy and carbon reporting

data that enables performance benchmarking

of our assets against industry targets.

The energy consumed in FY18 totalled

11, 479 M W h r

(1)

, 86% of which was electricity

with the balance being natural gas.

Our greenhouse gas emissions for FY18 have

been estimated at 1,577 tCO2, a decrease of

30% from the previous year. That continues

a five-year trend of falling emissions, largely

resulting from the divestment of office assets.

New energy efficiency initiatives together

with HVAC and building management system

upgrades have also contributed.

(1)

The calculations are derived from the property assets directly owned by the Trust and reflect energy consumption and carbon emissions

from the operational management of these assets.

Connecting business

and community

Our approach to corporate responsibility and sustainability is described under each of these four focus areas:

36

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Sustainability (continued)
Establishing positive relationships:

+ Customers

+ Investors

+ Consultants and contractors

+ Suppliers

+ Regulators and other stakeholders.

Recognising that our corporate performance

depends strongly on our choice of partners,

we prefer to work with proven businesses

and trusted groups.

We call the businesses we partner with

customers not tenants. That’s because tenant

implies a transactional relationship, whereas

our approach is to value and respect the

people we work with in long-term mutually

beneficial relationships.

We measure our impact, critically assessing

our performance and provide the investment

community and regulators, our customers

and community partners with balanced

information about our business activities.

Transparent and robust governance structures

give these stakeholders confidence in our

reporting and we engage regularly across a

variety of communication channels.

We are an active and respected industry

participant and work to advance the interests

of all our stakeholders. We are one of just

14 NZX entities participating in the Carbon

Disclosure Project and have contributed

data since 2009, demonstrating our

commitment to improving the environmental

performance of our business. The Trust

achieved a climate score of C in 2017. The

rating is consistent with the average of

participating NZX entities.

You can find out more about the rating

process and the Carbon Disclosure Project

at www.CDP.net.

Corporate Performance

Stakeholder partnerships

People and Community

Thriving culture and neighbourhoods

Developing and nurturing people:

+ Health, safety and wellbeing

+ Equitable and empowering workplace

+ Positive and supportive culture

+ Social initiatives through the

Goodman Foundation

+ Public spaces and recreational facilities.

The health, safety and wellbeing of our

people, our customers, our contractors

and the wider community is fundamental to

our business. Since the introduction of the

Health and Safety at Work Act 2015 we have

worked closely with staff and contractors

to develop a culture of greater safety

awareness. The increase in reported near

misses and incidents without injury reflects

the importance placed on proper processes,

vigilance and personal responsibility.

We support and develop our team, helping

them reach their potential, and contribute to

the creation of thriving communities through

our social initiatives.

Creating a flexible and diverse workplace

with a culture that inspires and challenges our

employees is equally important. We introduced

new health and wellbeing programmes this

year, reflecting a more holistic approach to

how we work. At the same time, we’ve moved

to a more activity based style of working

and revised our core employment practices.

We’ve also updated our diversity strategy

with specific targets to ensure we foster an

inclusive and transparent work environment

where all employees contribute.

We continue to support our communities

through the Goodman Foundation. See

pages 32 to 35 for a profile of the charities

and groups that benefit from our community

participation.

We understand that resources are scarce and need to be used efficiently.

We also acknowledge that business and community are interconnected.

Balancing these obligations improves our environmental, social and

financial performance and supports sustainable business growth.

37

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Reporting more
broadly

Business today is about striking the

right balance in everything we do.

In keeping with the NZX’s updated Corporate

Governance Code, we have extended

the commentary in this year’s Annual

Report to include more discussion of our

sustainability practices. To support this

focus, we commissioned an independent

assessment of the material factors influencing

our success.

Our approach to determining materiality

The assessment of GMT’s material

Environmental Social and Governance

(ESG) factors was carried out in line with a

Global Reporting Initiative (GRI) Standards

approach. Although we have not followed

the GRI Standards for this report, we felt it

was important to base what we have done

on an internationally acknowledged and

respected benchmark.

We identified 16 factors as material to our

business and these were mapped against

the four strategic pillars.

This assessment was then canvassed

with senior staff and selected stakeholders

including investors, customers, suppliers

and industry representatives. From there,

we developed a materiality matrix based on

the extent to which each factor influences

stakeholders’ decision-making and the

significance of those factors to our success.

The matrix to the right should be read in

conjunction with the legend alongside.

Sustainability (continued)

Importance to Goodmanhigh

high

highest

highest

Importance to other stakeholders

Material factors

8

9

14

1

12

11

5

15

3

13

7

16

10

2

4

6

38

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Sustainability (continued)
Mapping our materiality matrix back

against our business model

All 16 factors are important contributors to

the long-term performance of our business.

In terms of ranking, the most significant

factors for us were positioned in the upper

right quadrant. These factors had the

greatest influence on how our stakeholders

assessed us, and were also those we judged

most important for GMT economically,

environmentally and socially.

The high ranking of customer attraction and

retention is particularly satisfying. It convinces

us that we are making strong progress in our

bid to be the leader in quality business space

and that our integrated own+develop+manage

business model is keeping our stakeholder

expectations front of mind. The attractiveness

of our portfolio to customers directly aligns

with our vision to have valued stakeholder

partnerships and to contribute to thriving

cultures and communities.

Chart legend

Sustainable Development

1 Sustainable design

2 Building resilience and adaption

3 Building materials and supply chain

4 Biodiversity and habitat

Asset Management

5 Energy consumption

6 Carbon emissions and climate change

7 Water consumption

8 Waste management

Corporate Performance

9 Customer attraction and retention

10 Capital structure and financial results

11 Risk management

12 Corporate governance

People and Community

13 Diversity and workplace

14 Health and safety

15 Stakeholder engagement

16 Community and investment

01.

Goodman’s new office

space is expected

to achieve a 5 Green

Star Design rating.

The presence of sustainable design and

building resilience and adaptation in that

top quadrant reflects our commitment to

a future-proof portfolio. Securing the best

land at prices that make future growth and

development viable and sustainable, has

underpinned our business model and our

success for many years. By carefully choosing

where we develop and then insisting on

masterplanned industrial and office spaces

that are highly functional, well designed and

that meet high environmental standards, we

are developing assets that will work to all our

stakeholders’ advantage. Future-proofing

those designs by incorporating minimum

sustainability standards then maintaining

and managing our buildings ensures that our

assets remain valuable, desirable and relevant

to our customers.

Our ratings for health and safety confirm

our approach to people and community,

which is to always value and respect those

we work with, establishing long-term mutually

beneficial relationships. Mitigating risk is an

important part of doing that.

Finally, it’s good to see that other

stakeholders are as focused as we are on

strong financial performance. We see the

inclusion of capital structure and financial

results in the top quadrant as an assurance

for customers, suppliers and investors

that they are working with a business that

understands that financial sustainability

underpins all the other attributes.

01

39

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Property portfolio
Individually important,

collectively outstanding

01.

NZ Post’s mail sorting

facility at Highbrook

Business Park, one of

five NZ Post businesses

located at the estate.

40

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

01.
Turners Auctions has

anchored the Penrose

Industrial Estate for

more than 10 years.

02.

SuperCheap Auto is one

of the larger customers

at Savill Link in Otahuhu.

03.

Westney Industry Park

provides high-quality

warehouse space for

customers that require

an airport location,

such as DHL.

04.

The Crossing at

Highbrook is a town

centre style development

that provides amenity

and business services to

the companies located

within the business park.

00.

This is positional copy

only and is not meant to

be read as true from this

point onwards.

01

02

03

04

Property portfolio as at 31 March 2018

PropertyLocation

Portfolio

weightingKey customers

Highbrook Business ParkEast Tamaki46.5%DHL, NZ Post, Cottonsoft, Ford, Officemax

Savill LinkOtahuhu10.3%Coda, Toll, Steel & Tube, Mainstream

VXV PortfolioViaduct9.4%Conditionally sold post 31 March 2018

M20 Business ParkWiri8.2%Frucor, Bridgestone, Ingram Micro, Orora, ACC

Central Park Corporate CentreGreenlane7.1%Conditionally sold

The Gate Industry ParkPenrose6.4%Asaleo Care, Iron Mountain, Winstone Wallboards

Westney Industry ParkMangere4.2%Linfox, Fliway, Hellman Logistics

Penrose Industrial EstatePenrose2.2%Turners, George Weston Foods, Vehicle Safety Systems

The ConcourseHenderson1.7%Selwood Coating, Jay Cee Welding

Tamaki EstatePanmure1.3%The Tile Depot, Sue-E, Habitat for Humanity

Connect Industrial EstatePenrose1.1%Fletcher Steel, Tasman Insulation, Fletcher Concrete

Glassworks Industry ParkChristchurch1.0%Conditionally sold

Show Place Office ParkChristchurch0.6%Westpac, Southern Response, IAG

614 Great South RoadGreenlane0.2%Orthotic Centre

41

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

42
Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Key features include:
+ Direct access to SH1 via its own

motorway interchange

+ 18 km to the Auckland CBD and Port

and 21 km to Auckland Airport

+ Adjoins 40 hectares of parks and

esplanade reserves, with walking and

running tracks

+ High-quality and technically advanced

facilities sharing a consistent design

theme

+ 85 leading businesses employing over

5,000 people.

Highbrook is a world-class business park

on Auckland’s Waiouru Peninsula. With

a value of more than $1.2 billion, it is a

substantial estate that makes up around

50% of GMT’s investment portfolio.

Masterplanned to make the most of its

strategic location and outstanding natural

attributes, the 108 ha estate includes,

warehousing and distribution facilities,

commercial offices, cool stores, light

manufacturing businesses, showroom

warehouses, short stay accommodation,

hospitality options and convenience

retail stores. Around 80% complete,

with approximately 400,000 sqm of

space developed since 2006, it sets the

standard for modern business space and

work place amenity.

Highbrook

Business Park

43

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

03.
Kmart is one of GMT’s

larger customers at M20

Business Park in Wiri.

The retailer occupiers a

13,411 sqm warehouse

and distribution facility.

04.

The new warehouse

facility at M20 Business

Park in Wiri, leased to

Orora is typical of GMT’s

industrial assets.

02.

Rail siding within the

canopy space of Coda,

a specialist logistics

operator at Savill

Link in Otahuhu.

01.

New warehouse

development leased

to Potters, a specialist

building materials

and product supplier,

at The Gate Industry

Park in Penrose.

01

02

0304

44

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

$256m
2018 Valuation

With 11 customers and a current value of

$256 million, Savill Link is one of GMT’s

larger estates. It makes up around 10%

of the portfolio.

Located on the former railway workshop

site in Otahuhu, Savill Link accommodates

both medium and heavy industrial

uses. The estate currently provides over

105,000 sqm of modern warehouse

facilities, predominantly leased to large

logistics operators. Dedicated rail sidings

provide access to KiwiRail freight services

along the main truck line for logistics

specialists Mainstream and Coda.

Rail at

Savill Link

45

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Board of Directors
For full profiles of the directors

and management team see

goodmanreport.co.nz

Keith Smith

Chairman and Independent Director

John Dakin

Chief Executive Officer and Executive Director

Susan Paterson

Independent Director

Peter Simmonds

Independent Director

Gregory Goodman

Non-Executive Director

Phillip Pryke

Non-Executive Director

Leonie Freeman

Independent Director

46

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Management team
John Dakin

Chief Executive Officer and Executive Director

Andy Eakin

Chief Financial Officer

Anton Shead

General Counsel and Company Secretary

James Spence

Director – Investment Management

Jonathan Simpson

Head of Corporate Affairs

Kimberley Richards

Director – Investment Management

and Capital Transactions

Michael Gimblett

General Manager – Development

Mandy Waldin

Marketing Director

47

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Shown here presenting to other team
members. Part of Goodman’s point of

difference is its full service business

model. Support functions such as

finance and building supervision are

kept in house ensuring all facets of our

business are managed to a consistently

high standard.

Tanya Currie

Fund Accounting Manager

48

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

48

Financial summary
Financial

performance

A substantial portfolio revaluation

has been a significant contributor

to this year’s $207.2  million profit

before tax.

Fair value gains attributable to the Trust’s

property portfolio contributed $106.3 million,

on a look-through basis, to this year’s profit.

The gain reflects the quality of the assets,

rising market rentals and buoyant investment

market conditions.

The current strength in investor demand

is reflected in the firming of the portfolio

capitalisation rate over the last 12 months,

from 6.5% to 6.2%.

The 4.0% uplift in the value of the Trust’s

property portfolio follows the 5.4% or

$114.7 million, increase achieved last year.

Although still substantial the lower portfolio

revaluation is one of the main variances with

last year’s profit before tax of $220.5 million.

Adjusting for these fair value gains and

other cash and non-cash items provides the

reconciliation between statutory profit and

operating earnings.

Operating performance

Sustained customer demand, driven by low

vacancy rates and continued economic

growth, is being reflected in positive leasing

results and new development commitments.

Ongoing asset sales are providing the funding

capacity to progress this development activity.

The disposal of the Millennium Centre office

assets in 2017 is the main contributor to

the 3.1% reduction in net property income

this year, to $130.1 million. The lost income

from the sale was greater than the positive

contribution from completed developments

over the last 12 months.

When GMT’s proportionate share of the

Wynyard Precinct joint venture is included

however, net property income increased from

$147.2 million to $148.5 million. The full year

contribution of the Datacom building and the

acquisition of Bayleys House added revenue.

While revenue was largely unchanged on

a look-through basis, and administrative

expenses were consistent with the previous

year, net interest costs have increased in

both GMT and its Wynyard Precinct joint

venture. A lower level of capitalised borrowing

costs in GMT and the recent acquisitions

within the joint venture contributed to the

higher cost.

49

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Financial summary (continued)
As a result, operating earnings before tax

have reduced 2.1% to $119.1 million.

On a weighted average unit basis, this

equates to 9.25 cents per unit. Full year

cash distributions paid to Unitholders

have been maintained at 6.65 cents per

unit, which represents 95.1% of GMT’s

cash earnings.

Balance sheet

Focusing the Trust’s investment strategy in

the Auckland industrial sector has refined the

business and positioned it for sustainable

long-term growth. The progression of the

development programme and further asset

sales have continued to improve the quality

of the portfolio while strengthening GMT’s

balance sheet position.

Seven development projects were announced

during the year, requiring $118.5 million of

additional investment. Asset disposals,

including the conditional sale of Central Park

Corporate Centre, totalled $243.9 million.

Asset sales yet to complete are classified as

investment property contracted for sale in the

financial statements.

Adjusting for all contracted sales at 31 March

2018, the Trust had a loan to value ratio (LVR)

of just 25.6%. Including the Trust’s 51%

interest in the Wynyard Precinct joint venture,

look-through gearing is 25.0%.

The sale of the Wynyard Precinct joint

venture, contracted after the year end,

reduces GMT’s proforma 31 March 2018

gearing to less than 20%. The proforma

LVR represents around one third of the total

borrowings permitted under the Trust’s

debt covenants. The strong balance sheet

position provides substantial funding capacity

for future development and investment

opportunities while also providing significant

headroom should asset values fall.

While the fair value movements from GMT’s

portfolio revaluation are excluded from

operating earnings, they are the main drivers

of the 6.5% increase in net tangible asset

backing to 138.9 cents per unit (on a fully

diluted basis).

Cash earnings

Cash earnings is a non-GAAP measure that assesses free cash flow, on a per unit basis,

after adjusting for certain items.

The table below shows how the Trust’s cash earnings are calculated and how this compares

to the distributions it pays. It is a sustainable level with distributions representing 95.1% of

underlying cash earnings in 2018.

$ million 31 March 2018 31 March 2017

Operating earnings before tax119.1121.7

Tax on operating earnings (17.5) (15.7)

Operating earnings after tax

(1)

101.6106.0

Capitalised borrowing costs – land

(2)

(8.2) (11.4)

Maintenance capex


(3.3) (3.9)

Cash earnings 90.090.7

Cash earnings after tax (cpu)6.997.08

Distributions per unit (cpu)6.65 6.65

Distributions % of cash earnings95.193.9

(1)

Refer to note 4.2 of the Financial Statements

(2)

Refer to note 1.8 of the Financial Statements

The Manager currently uses the base management fee it earns to subscribe for new units in the

Trust. It is required to do so for a period of five years, ending 31 March 2019. Adding back the

base management fee in 2018 would reduce cash earnings by $8.3 million or around 0.6 cents

per unit.

50

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Financial summary (continued)
Taxation

A total tax expense of $13.2 million results

in an after-tax profit of $194.0 million, a

reduction of 9.3% from the $213.8 million

recorded in 2017.

The low tax expense of $6.7 million last

year was the result of a deferred tax release

following a reduction in the provision relating

to tax depreciation.

After tax operating earnings, which removes

the impact of deferred tax, reflects an

effective tax rate of 14.7%.

Overview

20182017% change

Profit before tax ($m) 207.2220.5(6.0)

Profit after tax ($m) 194.0213.8(9.3)

Operating earnings before tax ($m) 119.1121.7(2.1)

Operating earnings after tax ($m) 101.6106.0(4.2)

Look-through movement in fair value of investment

property ($m) 106.3114.7(7.3)

Operating earnings per unit before tax (cpu) 9.259.51(2.7)

Operating earnings per unit after tax (cpu) 7.898.28(4.7)

Cash earnings per unit (cpu) 6.997.08(1.3)

Cash distribution per unit (cpu) 6.656.65–

Assets for loan to value calculation ($m)

(1)

2,231.02,326.4(4.1)

Borrowings for loan to value calculation ($m)

(1)

571.3681.8(16.2)

Net tangible assets (cpu) 138.9130.46.5

Loan to value ratio (%) 25.629.3(12.6)

Look-through loan to value ratio (%) 25.030.6(18.3)

Management expense ratio (%) 0.460.444.5

(1)

Refer to note 3.5 of the Financial Statements for further information.

GMT Bond Issuer Limited

There were two further issues of

Goodman+Bonds during the year, each

of $100 million.

+ GMB040 were 7 year bonds issued in

May 2017 with an interest rate of 4.54%

+ GMB050 were 5.5 year bonds issued in

March 2018 with an interest rate of 4.0%.

The proceeds replaced existing bank

borrowings, extending the tenor and diversity

of the Trust’s debt facilities. The Trust now

has 68% of its debt drawn from non-bank

sources and these facilities had a weighted

average term of 4.5 years at 31 March 2018.

During the year, GMT Bond Issuer Limited

received $15.3 million of interest income and

incurred $15.3 million of interest expense.

The 36.6% increase on the previous year

reflects the impact of the GMB040 and

GMB050 bond issues during the year.

Standard & Poor’s has maintained the credit

rating of all Goodman+Bonds at BBB+.

This is one notch higher than the Trust’s

investment grade issuer rating of BBB.

51

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

$ million 20182017201620152014
Profit or loss

Net property income 130.1134.2133.8134.7127.8

Share of operating earnings before tax from joint ventures 10.38.46.34.44.0

Net interest costs (18.7)(18.0)(20.5)(24.1)(21.1)

Administrative expenses (2.6)(2.9)(2.6)(2.7)(9.6)

Operating earnings before other income / (expenses) and income tax 119.1121.7117.0112.3101.1

Movement in fair value of investment property 83.8114.7145.875.323.8

(Loss) / gain on disposal of investment property 0.5(4.3)(1.1)4.52.3

Share of other (expenses) / income and tax from joint ventures 20.6(1.4)(2.2)1.71.9

Movement in fair value of financial instruments (8.5)(2.5)(5.3)(15.3)19.1

Manager’s base fee expected to be reinvested in units (8.3)(7.7)(6.3)(6.4)–

Other items –––(1.2)(1.4)

Profit before tax 207.2220.5247.9170.9146.8

Current tax (16.5)(17.8)(17.8)(15.4)(7.8)

Deferred tax 3.311.13.024.2(4.9)

Profit after tax attributable to unitholders 194.0213.8233.1179.7134.1

Operating earnings before tax per unit (cpu) 9.259.519.419.168.36

Operating earnings after tax per unit (cpu) 7.898.287.887.997.68

Cash earnings per unit (cpu) 6.997.086.116.045.14

Cash distribution per unit (cpu) 6.656.656.656.456.25

Balance sheet

Investment property 2,231.02,249.32,275.32,095.72,039.8

Investment property contracted for sale238.67.743.8––

Investment in joint venture 114.370.763.259.154.5

Total assets 2,719.52,460.72,475.52,177.62,118.3

Borrowings for LVR calculation 571.3681.8753.2694.2734.2

Total liabilities 925.8785.8939.3800.9852.7

Unitholder funds 1,793.71,674.91,536.21,376.71,265.6

Loan to value ratio (%) 25.629.332.833.136.0

Look-through loan to value ratio (%) 25.030.633.934.235.9

NTA per unit (cpu) 138.9130.4120.4108.4100.4

Unit price at 31 March (cpu) 133.0120.5132.0119.596.0

Property portfolio

(1)

Net lettable area

(2)

(sqm) 1,111,244989,3001,040,991983,1821,034,996

Weighted average capitalisation rate (%) 6.26.56.957.57.9

Investment portfolio occupancy (%) 9898979697

Weighted average lease term (years) 6.15.85.75.15.5

Customers 264240281251254

Five year financial summary

(1)

Property portfolio metrics

includes GMT’s joint venture

interests. At 31 March 2018

it includes properties

contracted for sale.

(2)

Net of canopies and yard.

52

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Profit after tax
$ million

FY18

FY17

FY16

FY15

FY14

194.0

213.8

233.1

179.7

134.1

Operating earnings before tax

$ million

FY18

FY17

FY16

FY15

FY14

119.1

121.7

117.0

112.3

101.1

Cash earnings

cpu

FY18

FY17

FY16

FY15

FY14

6.99

7.08

6.11

6.04

5.14

Total assets

$ million

FY18

FY17

FY16

FY15

FY14

2,719.5

2,460.7

2,475.5

2,177.6

2,118.3

NTA per unit

cpu

FY18

FY17

FY16

FY15

FY14

138.9

130.4

120.4

108.4

100.4

Loan to value ratio (Look-through)

%

FY18

FY17

FY16

FY15

FY14

25.0

30.6

33.9

34.2

35.9

Equity

$ million

FY18

FY17

FY16

FY15

FY14

1,793.7

1,674.9

1,536.2

1,376.7

1,265.6

Development commitments (TPC)

$ million

FY18

FY17

FY16

FY15

FY14

164.8

97.0

148.7

108.8

98.2

Disposals

$ million

FY18

FY17

FY16

FY15

FY14

243.9

278.8

124.2

148.7

37.2

Five year financial summary (continued)

53

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

William and Bruno (standing left to
right) are responsible for securing

new development commitments from

customers. Together with the Project

Managers they also oversee the delivery

of these projects. With over $230 million

of work in progress it is the highest

volume of activity under way since 2009.

William Main

Development Director

Bruno Warren

Development Manager

William and Bruno (standing left to

right) are responsible for securing

new development commitments from

customers. Together with the Project

Managers they also oversee the delivery

of these projects. With over $230 million

of work in progress it is the highest

volume of activity under way since 2009.

54

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

54

Profit or loss 56
Balance sheet 57

Cash flows 58

Changes in equity 59

General information 60

Notes to the Financial Statements:

1. Investment property 62

2. Investment in joint venture 72

3. Borrowings 76

4. Units, earnings per unit and distributions 80

5. Derivative financial instruments 82

6. Administrative expenses 83

7. Debtors and other assets 84

8. Creditors and other liabilities 84

9. Tax 85

10. Related party disclosures 87

11. Commitments and contingencies 90

12. Other investments 91

13. Reconciliation of profit after tax to net cash flows 92

from operating activities

14. Financial risk management 93

15. Operating segments 95

Independent auditor’s report 96

Goodman Property Trust

Financial Statements

For the year ended 31 March 2018

The Board of Goodman (NZ) Limited, the Manager of Goodman Property

Trust, authorised these financial statements for issue on 28 May 2018.

For and on behalf of the Board:

Keith Smith

Chairman

Peter Simmonds

Chairman, Audit Committee

55

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

$ millionNote20182017
Property income1.1159.5165.6

Property expenses(29.4)(31.4)

Net property income130.1134.2

Share of operating earnings before tax from joint venture2.110.38.4

Interest

Interest income3.17.25.7

Interest cost3.1(25.9)(23.7)

Net interest cost(18.7)(18.0)

Administrative expenses6.1(2.6)(2.9)

Operating earnings before other income / (expenses) and tax119.1121.7

Other income / (expenses)

Movement in fair value of investment property1.583.8114.7

Disposal of investment property0.5(4.3)

Share of other income / (expenses) and tax from joint venture2.120.6(1.4)

Movement in fair value of financial instruments5.1(8.5)(2.5)

Manager’s base fee expected to be reinvested in units6.3(8.3)(7.7)

Profit before tax207.2220.5

Ta x

Current tax on operating earnings9.1(16.9)(15.2)

Current tax on non-operating earnings9.10.4(2.6)

Deferred tax9.13.311.1

Total tax(13.2)(6.7)

Profit after tax attributable to unitholders194.0213.8

There are no items of other comprehensive income, therefore profit after tax attributable to unitholders equals total comprehensive income attributable to unitholders.

CentsNote20182017

Basic earnings per unit after tax4.215.0616.70

Profit or loss

For the year ended 31 March 2018

56

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

$ millionNote20182017
Non-current assets

Stabilised properties1.62,043.52,025.7

Developments1.767.548.9

Land1.8120.0174.7

Investment in joint venture2.2114.370.7

Derivative financial instruments5.28.918.9

Other investments12–12.0

Deferred tax assets9.25.23.7

Total non-current assets2,359.42,354.6

Current assets

Investment property contracted for sale1.9238.67.7

Construction loan receivable1.10–65.1

Advances to joint venture10.2107.518.4

Debtors and other assets79.313.4

Cash4.70.9

Derivative financial instruments5.2–0.6

Total current assets360.1106.1

Total assets2,719.52,460.7

Non-current liabilities

Borrowings3.2823.6659.8

Derivative financial instruments5.218.718.2

Deferred tax liabilities9.230.632.4

Total non-current liabilities872.9710.4

Current liabilities

Borrowings3.2–45.0

Creditors and other liabilities849.227.6

Current tax payable3.72.8

Total current liabilities52.975.4

Total liabilities925.8785.8

Net assets1,793.71,674.9

Equity

Units4.11,408.71,398.7

Unit based payments reserve5.35.0

Retained earnings379.7271.2

Total equity1,793.71,674.9

Balance sheet

As at 31 March 2018

57

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

$ millionNote20182017
Cash flows from operating activities

Property income received160.9169.9

Property expenses paid(35.2)(33.2)

Interest income received13.61.0

Interest costs paid(23.9)(22.8)

Administrative expenses paid(2.6)(2.9)

Manager’s base fee paid(8.0)(7.0)

Net GST received0.5–

Tax paid(15.6)(19.5)

Net cash flows from operating activities1389.785.5

Cash flows from investing activities

Acquisition of investment properties(19.3)(7.6)

Proceeds from the sale of investment properties14.5309.5

Capital expenditure payments for investment properties(88.7)(119.4)

Holding costs capitalised to investment properties(13.3)(19.7)

Construction loan receivable repayment / (advances)65.1(43.6)

Investment in joint venture–(5.1)

(Advances to) / repayments from joint venture(102.4)5.1

Dividends received from joint venture0.54.6

Disposal / (acquisition) of other investments12.0(12.0)

Net cash flows from investing activities(131.6)111.8

Cash flows from financing activities

Proceeds from borrowings573.0300.5

Repayments of borrowings(449.0)(409.0)

Proceeds from the issue of units10.09.2

Distributions paid to unitholders(85.5)(85.0)

Settlement of derivative financial instruments(2.8)(13.2)

Net cash flows from financing activities45.7(197.5)

Net movement in cash3.8(0.2)

Cash at the beginning of the year0.91.1

Cash at the end of the year4.70.9

Cash flows

For the year ended 31 March 2018

58

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

$ millionUnits
Unit based

payments

reserve

Retained

earningsTotal

As at 1 April 20161,389.54.3142.41,536.2

Profit after tax––213.8213.8

Distributions paid to unitholders––(85.0)(85.0)

Manager’s base fee–9.9–9.9

Issue of units9.2(9.2)––

As at 31 March 20171,398.75.0271.21,674.9

Profit after tax––194.0194.0

Distributions paid to unitholders––(85.5)(85.5)

Manager’s base fee–10.3–10.3

Issue of units10.0(10.0)––

As at 31 March 20181,408.75.3379.71,793.7


There are no items of other comprehensive income to include within changes in equity, therefore profit after tax equals total comprehensive income.

Changes in equity

For the year ended 31 March 2018

59

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Reporting entity
Goodman Property Trust (“GMT” or the “Trust”) is a unit trust established on 23 April 1999 under the Unit Trusts Act 1960. GMT is domiciled in New Zealand. The Manager of the Trust is Goodman

(NZ) Limited (“GNZ”) and the address of its registered office is Level 2, 18 Viaduct Harbour Avenue, Auckland.

The financial statements presented are consolidated financial statements for Goodman Property Trust and its subsidiaries (the “Group”). GMT’s investment in Wynyard Precinct Holdings Limited is

accounted for as a joint venture using the equity method of accounting.

GMT is listed on the New Zealand Stock Exchange (“NZX”) and is an FMC reporting entity for the purposes of the Financial Markets Conduct Act 2013 and the Financial Reporting Act 2013.

The Group’s principal activity is to invest in real estate in New Zealand.

Basis of preparation and measurement

The financial statements of the Group 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.

The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”), comply with New Zealand equivalents to International Financial

Reporting Standards (“NZ IFRS”), other New Zealand accounting standards and authoritative notices that are applicable to entities that apply NZ IFRS. The Group is a for-profit entity for the

purposes of complying with NZ GAAP. The financial statements also comply with International Financial Reporting Standards (“IFRS”).

The financial statements have been prepared on the historical cost basis except for assets and liabilities stated at fair value as disclosed.

The financial statements are in New Zealand dollars, the Group’s functional currency, unless otherwise stated.

Basis of consolidation

The financial statements have eliminated in full all intercompany transactions, intercompany balances and gains or losses on transactions between controlled entities.

Significant estimates and judgements

Management is required to make judgements, estimates, and apply assumptions that affect the amounts reported in the financial statements. These have been based on historical experience and

other factors management believes to be reasonable. Actual results may differ from these estimates and the difference may be material. Estimates and underlying assumptions are reviewed on an

ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in the future periods affected.

The significant judgements made in the preparation of these financial statements are detailed in the following notes:

+ Investment property (note 1.5)

+ Derivative financial instruments (note 5.1)

+ Deferred tax (note 9.2)

Significant accounting policies

Significant accounting policies are disclosed in the relevant notes.

Changes in accounting policy

There have been no changes in accounting policies made during the financial year.

General information

For the year ended 31 March 2018

60

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

New accounting standards not yet effective
The following new standards have not been early adopted in these financial statements:

NZ IFRS 9

Financial Instruments

This standard will replace NZ IAS 39 Financial Instruments - Recognition and Measurement. It addresses the classification, measurement and recognition of

financial assets and financial liabilities, through a simplified mixed measurement model. It is required to be adopted by GMT in the financial statements for the year

ending 31 March 2019.

GMT has assessed the impact of this standard and no significant changes are expected to the recognition, classification and measurement of financial instruments

compared to existing accounting policies.

NZ IFRS 15

Revenue from Contracts

with Customers

This standard addresses the recognition of revenue from contracts with customers. It specifies the revenue recognition criteria governing the transfer of promised

goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. It is

required to be adopted by GMT in the financial statements for the year ending 31 March 2019.

GMT has assessed the impact of this standard and no significant changes are expected to the recognition and measurement of revenue compared to existing

accounting policies.

NZ IFRS 16

Leases

This standard will replace the current guidance in NZ IAS 17 Leases and will be adopted by GMT in the financial statements for the year ending 31 March 2020.

GMT is both a lessor and lessee of investment property.

As a lessor

GMT is a lessor of investment property leased to customers. For lessors, the accounting for leases under NZ IFRS 16 is similar to NZ IAS 17, with no significant

changes to the recognition and measurement of leases expected compared to existing accounting policies.

As a lessee

GMT’s exposure as a lessee is in respect of occupational ground leases at Westney Industry Park, and within GMT’s WPH joint venture. WPH was contracted for

sale after balance date, with settlement expected before 31 March 2019. As a lessee, NZ IFRS 16 requires the recognition of a ‘right-of-use asset’ representing the

fair value of the occupational ground leases and a lease liability reflecting the present value of future lease payments for the occupational ground leases.

GMT is currently assessing the financial impact of this change. There will be no change to cash flows recognised as a result of adoption of the new standard. Other

financial impacts are not expected to be material.

General information (continued)

For the year ended 31 March 2018

61

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements
For the year ended 31 March 2018

1. Investment property

Property income is earned from investment property leased to customers.

1.1 Property income

$ million20182017

Gross lease receipts145.9153.5

Service charge income19.820.5

Straight line rental adjustments1.41.1

Amortisation of capitalised lease incentives(7.6)(9.5)

Property income159.5165.6

Accounting policies

Property income from investment property leased to customers under operating leases is recognised on a straight-line basis over the term of the lease to the extent that future rental increases

are known with certainty. Accordingly, fixed rental adjustments are accounted for to achieve straight-line income recognition. Where lease incentives are provided to customers, the cost of

incentives is recognised over the lease term on a straight-line basis as a reduction to rental income.

Customers’ share of property operating expenses which are recoverable is recognised as service charge income.

1.2 Future contracted gross lease receipts

Gross lease receipts that the Trust has contracted to receive in future years are set out below. These leases cannot be cancelled by the customer.

$ million20182017

Year 1130.3133.6

Year 2126.1118.9

Year 3111.1108.2

Year 494.092.9

Year 576.576.0

Year 6 and later250.4257.6

Total future contracted gross lease receipts788.4787.2

1.3 Weighted average lease term

The weighted average lease term (“WALT”) represents the average lease term for leases existing at balance date which are weighted by the value of the gross lease receipts.

Years20182017

Weighted average lease term (years)6.15.8

62

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

1. Investment property (continued)

1.4 Total investment property

This table details the total investment property value.

20182017

$ million

Stabilised

propertiesDevelopmentsLandTotal

Stabilised

propertiesDevelopmentsLandTotal

Industrial

Highbrook Business Park, East Tamaki1,091.350.7101.01,243.0957.129.8132.01,118.9

Savill Link, Otahuhu237.86.511.9256.2216.04.713.4234.1

M20 Business Park, Wiri233.6–6.6240.2218.3–6.3224.6

The Gate Industry Park, Penrose189.5–0.5190.0164.28.30.4172.9

Westney Industry Park, Mangere119.8––119.8114.9––114.9

Penrose Industrial Estate, Penrose65.0––65.059.7––59.7

The Tamaki Estate, Panmure37.0––37.034.9––34.9

Connect Industrial Estate, Penrose31.8––31.830.9––30.9

Concourse Industry Park, Henderson14.810.3–25.1––––

Glassworks Industry Park, Christchurch–––––6.12.68.7

Office

Greenlane Office, Auckland

& Show Place, Christchurch22.9––22.9229.7–20.0249.7

Total investment property2,043.567.5120.02,231.02,025.748.9174.72,249.3

Significant transactions

In July 2017, GMT settled the acquisition of two adjoining industrial properties in Henderson, Auckland for $18.9 million.

In October 2017, GMT unconditionally contracted the sale of a property at Glassworks Industry Park for $20.4 million. Settlement occurred in April 2018.

In November 2017, Central Park, Greenlane was contracted for sale for $209.0 million. The disposal remains conditional on Overseas Investment Office consent.

In January 2018, 7 Show Place was sold for $14.5 million.

During the year ended 31 March 2018 nine developments were completed and were independently valued at a total of $130.6 million.

63

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

1. Investment property (continued)

1.5 Movement in fair value of investment property

Movement in fair value of investment property for the period is summarised below.

$ millionNote20182017

Stabilised properties1.689.1107.2

Developments1.721.020.5

Land1.8(5.6)(26.3)

Investment property contracted for sale1.9(20.7)13.3

Total movement in fair value of investment property83.8114.7

The movement in fair value of investment property contracted for sale represents the difference between contracted sale price and expected book value at the date of settlement.

Key judgement

The carrying value of stabilised properties, substantially completed developments and land is the fair value of the property as determined by an expert independent valuer. The carrying value of

investment property contracted for sale reflects the contracted sale price.

Fair value reflects the Board’s assessment of highest and best use of each property at the end of the reporting period. If the Board’s view of highest and best use has changed any impact on

value will be assessed by independent valuations. Management review the valuations performed by the independent valuers for financial reporting purposes. Discussions of valuation processes

and results are held between the Board, the Chief Executive Officer, the Chief Financial Officer, the Management Valuation Committee, and the independent valuers at least twice every year in

line with the Group’s reporting dates. Full independent valuations are completed for stabilised properties, developments held at fair value and land at least annually. Developments where fair

value is not able to be reliably determined are carried at cost less any impairment. Additionally, at each financial year end all major inputs to the independent valuation reports are verified and an

assessment undertaken of all property valuation movements by management.

The fair values presented are based on market values, being the estimated amount for which a property could be exchanged on the date of valuation between a willing buyer and a willing

seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion. If this information is not available, alternative

valuation methods are used, such as; recent prices on less active markets; the capitalisation method, which determines fair value by capitalising a property’s sustainable net income at a market

derived capitalisation rate with capital adjustments made where appropriate; or discounted cash flow projections (“DCF”), which discount estimates of future cashflows by an appropriate

discount rate to derive the fair value. The key assumptions used in the valuations are derived from recent comparable transactions to the greatest extent possible; however, all three of the

valuation methods rely upon unobservable inputs in determining fair value for all investment property.

Valuations reflect the following unobservable inputs, where appropriate: the quality of customers in occupation or responsible for meeting lease commitments or likely to be in occupation after

letting vacant accommodation, and the market’s general perception of their creditworthiness; the allocation of maintenance and insurance responsibilities between the Group and the customer;

and the remaining economic life of the property. When rent reviews or lease renewals are pending with anticipated reversionary increases, it is assumed that all notices and where appropriate

counter-notices have been served validly and within the appropriate time. All investment property is categorised as level 3 in the fair value hierarchy. Refer to note 14.6 for details of the hierarchy

and the Group’s transfer policy. During the year, there were no transfers of properties between levels of the fair value hierarchy.

64

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

1. Investment property (continued)

1.5 Movement in fair value of investment property (continued)

The key inputs used to measure fair value of stabilised properties and substantially completed developments are disclosed below:

Significant inputDescription

Fair value measurement

sensitivity to

increase in input

Fair value measurement

sensitivity to decrease

in inputValuation method

Market capitalisation rateThe capitalisation rate applied to the market rental to assess a property’s value.

Derived from similar transactional evidence taking into account location, weighted

average lease term, customer covenant, size and quality of the property.

DecreaseIncreaseCapitalisation

Market rentalThe valuer’s assessment of the net market income attributable to the property;

includes both leased and vacant areas.

IncreaseDecreaseCapitalisation & DCF

Discount rateThe rate applied to future cashflows; it reflects transactional evidence from similar

types of property assets.

DecreaseIncreaseDCF

Rental growth rateThe rate applied to the market rental over the 10 year cashflow projection.IncreaseDecreaseDCF

Terminal capitalisation rateThe rate used to assess the terminal value of the property.DecreaseIncreaseDCF

The following table discloses the weighted average quantitative information by asset class for stabilised properties and developments held at fair value (excludes investment property contracted

for sale):

2018

Market

capitalisation

rate %

Market rental

$ per sqm

Discount

rate %

Rental growth

rate %

Terminal

capitalisation

rate %

Industrial 6.11307.92.76.4

Office 8.82599.91.58.8

2017

Market

capitalisation

rate %

Market rental

$ per sqm

Discount

rate %

Rental growth

rate %

Terminal

capitalisation

rate %

Industrial 6.3 1158.82.76.4

Office 7.53198.52.27.8

Land is valued based on recent comparable transactions which had land values ranging between $230 per square metre (“psm”) and $650 psm for industrial land (2017: between $220 psm and

$650 psm) and between $850 psm and $1,500 psm for office land (2017: between $750 psm and $1,400 psm).

65

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

1. Investment property (continued)

1.6 Stabilised properties

$ million

Weighted

market

cap rate

%2018

Valuation

2017

Acquisitions

/ transfers

in

Net

expenditure

Disposals

/ transfers

out

Fair value

movement

Valuation

2018Valuer

Net lettable

area sqm

Occupancy

%

W A LT

years

Industrial

Highbrook Business Park, East Tamaki957.177.32.0–54.91,091.3Colliers, Savill390,4815.81005.8

Savill Link, Otahuhu216.016.81.3–3.7237.8CBRE106,5936.11007.6

M20 Business Park, Wiri218.3–2.0–13.3233.6JLL108,4196.4995.0

The Gate Industry Park, Penrose164.213.51.5–10.3189.5CBRE82,6766.31004.3

Westney Industry Park, Mangere114.92.61.1–1.2119.8CBRE105,7778.11007.1

Penrose Industrial Estate, Penrose59.7–0.7–4.665.0Colliers30,7366.5903.1

The Tamaki Estate, Panmure34.9–0.2–1.937.0Colliers19,4485.01002.1

Connect Industrial Estate, Penrose30.9–0.4–0.531.8CBRE21,9426.51001.6

Concourse Industry Park, Henderson–11.51.6–1.714.8Colliers9,2027.51003.4

Glassworks, Christchurch–20.4–(20.4)––

Office

Greenlane Office, Auckland

& Show Place, Christchurch229.7–16.7(220.5)(3.0)22.9Colliers, CBRE8,9968.8941.3

Total stabilised properties2,025.7142.127.5(240.9)89.12,043.5884,270

Acquisitionsreflect the purchase price and any associated transaction costs.

Transfers inrepresent the net book value transferred in to a category during the year.

Net expenditurecomprises capital expenditure, holding costs, straight line rental adjustments, leasing incentives and leasing costs paid, less any amortisation of leasing incentives

and leasing costs.

Fair value movementreflects the difference between the 31 March independent valuation and the net book value immediately prior to the valuation.

Disposalscomprise the net book value at the date of disposal for properties sold in the year.

Transfers outrepresent the net book value transferred out of a category during the year.


66

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

1. Investment property (continued)

1.6 Stabilised properties (continued)

$ million

Weighted

market

cap rate

%2017

Valuation

2016

Acquisitions

/ transfers

in

Net

expenditure

Disposals

/ transfers

out

Fair value

movement

Valuation

2017Valuer

Net lettable

area sqm

Occupancy

%

W A LT

years

Industrial

Highbrook Business Park, East Tamaki789.388.52.8–76.5957.1Colliers, Savill361,1245.9995.7

Savill Link, Otahuhu171.426.83.0–14.8216.0CBRE102,8846.41008.5

M20 Business Park, Wiri174.929.52.1–11.8218.3JLL105,7756.6995.6

The Gate Industry Park, Penrose153.0–1.1–10.1164.2CBRE77,1846.71003.7

Westney Industry Park, Mangere118.4–1.7–(5.2)114.9CBRE103,7358.01006.7

Penrose Industrial Estate, Penrose53.4–––6.359.7JLL30,7366.81003.5

The Tamaki Estate, Panmure31.1–1.3–2.534.9Colliers19,4485.31002.5

Connect Industrial Estate, Penrose27.8–1.3–1.830.9CBRE21,9426.81002.6

Glassworks & Southpark, Christchurch33.4–2.3(35.7)––

Office

Greenlane Office, Auckland

& Show Place, Christchurch

445.5–20.5(224.9)(11.4)229.7Colliers, CBRE55,7307.7883.5

Total stabilised properties1,998.2144.836.1(260.6)107.22,025.7878,558

Accounting policies

Stabilised properties are investment properties which are held to earn rental income. They are recorded initially at cost, including related transaction costs. After initial recognition, stabilised

properties are carried at fair value. A panel of expert independent valuers value the portfolio at least once each year, generally at 31 March. Fair values are based on estimated market values.

If this information is not available, alternative valuation methods such as recent prices in less active markets, the capitalisation method, or discounted cash flow projections are used.

Stabilised property that is being redeveloped is carried at fair value and holding costs are capitalised to the property during redevelopment. Expenditure is capitalised to a property when it is

probable that it will provide future economic benefits to the Group. All other repairs and maintenance costs are charged to Profit or Loss.

Any gain or loss arising from a change in fair value is recognised in Profit or Loss.

When sold, the net gain or loss on disposal of stabilised property is included in Profit or Loss in the period in which the sale occurred. The gain or loss on disposal is calculated as the difference

between the carrying amount of the stabilised property on the Balance Sheet and the proceeds from sale net of any costs associated with the sale.

67

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

1. Investment property (continued)

1.7 Developments

$ million

Market

cap rate

%

Committed

Occupancy

%2018

Valuation /

cost 2017

Transfers

in

Net

expenditure

Fair value

movement

Transfers

out

Valuation /

cost 2018Valuer

Lettable

area sqm

W A LT

years

At fair value

Highbrook Business Park, East Tamaki13.0–3.82.6(19.4)––––––

The Gate Industry Park, Penrose8.3–2.82.4(13.5)––––––

At cost

Highbrook Business Park, East Tamaki16.834.247.410.2(57.9)50.7At cost37,750–318.8

Concourse Industry Park, Henderson–8.61.7––10.3At cost11,098–––

Savill Link, Otahuhu4.74.510.63.5(16.8)6.5At cost8,500–––

Glassworks, Christchurch6.1–12.02.3(20.4)––––––

Westney Industry Park, Mangere––2.6–(2.6)––––––

Total developments48.947.380.921.0(130.6)67.557,348

68

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

1. Investment property (continued)

1.7 Developments (continued)

$ million

Market

cap rate

%

Committed

Occupancy

%2017

Valuation /

cost 2016

Transfers

in

Net

expenditure

Fair value

movement

Transfers

out

Valuation /

cost 2017Valuer

Lettable

area sqm

W A LT

years

At fair value

Highbrook Business Park, East Tamaki–4.36.52.2–13.0Savills7,5005.750–

The Gate Industry Park, Penrose–1.35.91.1–8.3CBRE4,9305.900–

M20 Business Park, Wiri21.0–0.8–(21.8)––––––

At cost

Highbrook Business Park, East Tamaki29.612.651.014.2(90.6)16.8At cost15,052–574.9

Savill Link, Otahuhu7.53.018.92.1(26.8)4.7At cost7,410–10015.0

Glassworks, Christchurch–4.31.8––6.1At cost9,600–10015.0

M20 Business Park, Wiri4.4–2.40.9(7.7)––––––

The Gate Industry Park, Penrose1.3–––(1.3)––––––

Total developments63.825.587.320.5(148.2)48.944,492

Accounting policies

Developments are properties that are being constructed for future use as stabilised property. They are classified as developments and initially recorded at cost of acquisition, construction or

development. All costs directly associated with the purchase and construction of developments and all subsequent capital expenditure for developments are capitalised.

Holding costs are capitalised if they are directly attributable to the acquisition or development of a property. The most significant component of holding costs is borrowing costs. Capitalisation

of borrowing costs commences when the activities to prepare the property for its intended use are in progress and expenditures and borrowing costs are being incurred. The amount capitalised

is determined by applying the weighted average cost of debt to borrowings attributed to the development. Capitalisation of borrowing costs will continue until the development of the property

is completed.

If the fair value of a development can be reliably determined during the course of its construction, then the development will be recorded at fair value in the same manner as stabilised properties.

69

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

1. Investment property (continued)

1.8 Land

$ million

2018

Valuation

2017Acquisitions

Net

expenditure

Disposals

/ transfers

out

Fair value

movement

Valuation

2018Valuer

Net land

area sqm

Highbrook Business Park, East Tamaki132.0–8.6(34.2)(5.4)101.0Colliers188,763

Savill Link, Otahuhu13.42.30.8(4.5)(0.1)11.9CBRE37,391

M20 Business Park, Wiri6.3–0.4–(0.1)6.6JLL18,770

The Gate Industry Park, Penrose0.4–0.1––0.5CBRE2,592

Glassworks, Christchurch2.6–0.5(3.1)––––

Greenlane Office, Auckland 20.0–0.8(20.8)––––

Selwood, Henderson–8.6–(8.6)––––

Total land174.710.911.2(71.2)(5.6)120.0247,516

Included within net expenditure is $8.2 million of capitalised borrowing costs (2017: $11.4 million).

$ million

2017

Valuation

2016Acquisitions

Net

expenditure

Disposals

/ transfers

out

Fair value

movement

Valuation

2017Valuer

Net land

area sqm

Highbrook Business Park, East Tamaki158.1–10.2(14.8)(21.5)132.0Colliers291,314

Savill Link, Otahuhu15.11.51.0(3.0)(1.2)13.4CBRE44,806

M20 Business Park, Wiri6.1–0.8–(0.6)6.3JLL18,770

The Gate Industry Park, Penrose0.5–0.2–(0.3)0.4CBRE2,592

Glassworks, Christchurch8.1–1.3(5.6)(1.2)2.6CBRE13,660

Greenlane Office, Auckland

& Show Place, Christchurch25.4–2.1(6.0)(1.5)20.0Colliers16,841

Total land213.31.515.6(29.4)(26.3)174.7387,983

Accounting policies

Land is recorded initially at cost, including related transaction costs. After initial recording, land is carried at fair value. Land is independently valued at least annually, with any changes in

valuation recognised in Profit or Loss.

70

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

1. Investment property (continued)

1.9 Investment property contracted for sale

$ million

2018

Carrying

value 2017

Transfers

in

Net

expenditure

Fair value

movementSettlements

Carrying

value 2018

Greenlane Office, Auckland –228.1–(20.3)–207.8

Glassworks, Christchurch7.723.5–(0.4)–30.8

Total investment property

contracted for sale7.7251.6–(20.7)–238.6

$ million

2017

Carrying

value 2016

Transfers

in

Net

expenditure

Fair value

movementSettlements

Carrying

value 2017

Glassworks, Christchurch–8.5–(0.8)–7.7

Connect Office, Penrose40.9–––(40.9)–

Connect Industrial Estate, Penrose2.9–––(2.9)–

Millennium Centre, Greenlane–195.9–14.1(210.0)–

Total investment property

contracted for sale43.8204.4–13.3(253.8)7.7

Accounting policies

Investment property contracted for sale is recorded at the contracted sale price, with this being the best indicator of fair value.

1.10 Construction loan

A construction loan was provided by GMT to The Fletcher Construction Company (Fanshawe Street) Limited, whose ultimate parent is Fletcher Building Limited. The advances made were used to

fund the development of the Datacom building acquired by a subsidiary of the Trust’s joint venture, Wynyard Precinct Holdings Limited. Acquisition occurred on completion of the building in May

2017, at which time the loan was repaid. The loan incurred a market rate of interest for a loan of its type and was guaranteed by Fletcher Building Limited.

Significant transactions

On 12 May 2017 the construction loan was repaid by The Fletcher Construction Company (Fanshawe Street) Limited.

71

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

2. Investment in joint venture

GMT owns 51% of Wynyard Precinct Holdings Limited (“WPHL” or the “joint venture”), with the remaining 49% owned by GIC, Singapore’s sovereign wealth fund. The shareholders’ agreement

of WPHL ensures that joint control is maintained via equal board representation, with GMT unable to unilaterally direct the joint venture. Properties owned by WPHL are managed by Goodman

Property Services (NZ) Limited (“GPSNZ”) on a similar basis to how GPSNZ manages GMT’s wholly owned properties.

Subsequent event

In May 2018, the shareholders of Wynyard Precinct Holdings Limited, the joint venture between GMT and GIC, agreed to the sale of all of the shares of WPHL to Blackstone for a purchase

price of $289.3 million, with the price based on a property portfolio value of $635.0 million. The transaction includes full repayment of shareholder loans advanced to the joint venture and is

expected to result in a gain of approximately $31.4 million on disposal of GMT’s equity accounted investment in WPHL. This gain is based on property valuations as at 31 March 2018. The sale

is conditional upon Overseas Investment Office approval and freehold land owner approval, and is expected to settle late in the 2019 financial year.

2.1 WPHL Profit or Loss

WPHLGMT share at 51%

$ million2018201720182017

Net property income36.025.4

Net interest costs(15.7)(8.8)

Administrative expenses(0.2)(0.2)

Operating earnings before other income / (expenses) and tax20.116.410.38.4

Other income / (expenses) and tax

Movement in fair value of investment properties44.2–

Movement in fair value of derivative financial instruments(0.6)1.1

Manager’s base fee(1.6)(1.1)

Income tax on operating earnings(1.3)(1.1)

Deferred tax(0.3)(1.7)

Other income / (expenses) and tax40.4(2.8)20.6(1.4)

Profit after tax 60.513.630.97.0

Accounting policies

The joint venture is accounted for using the equity method. Accounting policies of the joint venture are aligned with policies of GMT.

72

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

2. Investment in joint venture (continued)

2.2 WPHL Balance Sheet

WPHLGMT share at 51%

$ million2018201720182017

Non-current assets

Stabilised properties543.5324.1

Other assets0.42.7

Current assets2.52.0

Total assets546.4328.8

Non-current liabilities

Borrowings111.9111.8

Other liabilities6.75.5

Current liabilities

Borrowings–45.0

Advances from shareholders210.936.0

Other liabilities6.45.5

Total liabilities335.9203.8

Net assets210.5125.0

Share capital60.734.7

Retained earnings149.890.3

Total equity210.5125.0107.463.8

Goodwill6.96.9

Investment in joint venture114.370.7

73

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

2. Investment in joint venture (continued)

2.3 WPHL Stabilised properties

$ million

Market

cap rate

%

Occupancy

%

Office park

VXV Precinct Office Park, Auckland

Opening

valuationAcquisitions

Net

expenditure

Fair value

movementDisposals

Closing

valuationValuer

Net lettable

area sqmWALT years

Year ended 31 March 2018324.1151.024.244.2–543.5CBRE, Colliers88,2226.69910.0

Year ended 31 March 2017317.1–7.0––324.1CBRE, Colliers62,3667.31008.9

Significant transactions

During the year WPHL settled the acquisitions of the Datacom building for $88.3 million and Bayleys House for $62.3 million (excluding acquisition costs).

2.4 WPHL Borrowings

20182017

$ millionFacilityExpiryDrawnUndrawnFacilityExpiryDrawnUndrawn

Total bank facilities112.0September 2019112.0–157.0April 2017 – September 2019157.0–

WPHL’s bank facility is provided by Westpac New Zealand Limited (“Westpac”). At 31 March 2018 it had a weighted average term to expiry of 1.5 years (2017: 1.8 years). This facility is secured

over the assets and undertakings of the WPHL joint venture and is non-recourse to WPHL’s shareholders. The WPHL joint venture has given a negative pledge which provides that it will not

create or permit any security interest over its assets. The principal financial ratios which must be met are the ratio of earnings before interest and tax to interest expense, and the ratio of financial

indebtedness to the value of the property portfolio.

Significant transactions

During the year WPHL’s shareholders provided advances to the company of $45.0 million to enable it to repay $45.0 million of maturing bank borrowings to Westpac.

WPHL’s shareholders also advanced $155.9 million during the year to enable the company to purchase the Datacom building, purchase Bayleys House and fund other capital expenditure.

74

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

2. Investment in joint venture (continued)

2.5 WPHL Cash flows

WPHL

$ million20182017

Cash flows from operating activities

Property income received44.735.8

Property expenses paid(18.0)(15.0)

Net interest costs paid(15.7)(7.9)

Other operating cash flows(3.0)(3.2)

Net cash flows from operating activities8.09.7

Cash flows from investing activities

Acquisition of investment properties(150.0)–

Capital expenditure payments for investment properties(11.2)(1.6)

Net cash flows from investing activities(161.2)(1.6)

Cash flows from financing activities

Investments by shareholders–10.0

Proceeds from borrowings–4.0

Repayment of borrowings(45.0)(3.5)

Advances from shareholders200.9–

Repayments to shareholders–(10.0)

Distributions paid to shareholders(1.0)(9.0)

Net cash flows from financing activities154.9(8.5)

Net movement in cash 1.7(0.4)

Cash at the beginning of the year0.40.8

Cash at the end of the year2.10.4

75

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

3. Borrowings

3.1 Interest

$ million20182017

Interest income

Interest income7.25.7

Total interest income7.25.7

Interest costs

Interest expense(34.1)(37.5)

Amortisation of borrowing costs(4.1)(4.2)

Borrowing costs capitalised

(1)

12.318.0

Total interest cost(25.9)(23.7)

Net interest cost(18.7)(18.0)

(1)

Borrowing costs of $8.2 million were capitalised to land (2017: $11.4 million).

Accounting policies

Interest costs charged on borrowings are recognised as incurred. Costs associated with the establishment of borrowings are amortised over the term of the relevant borrowings.

76

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

3. Borrowings (continued)

3.2 Borrowings

$ million20182017

Current

Wholesale bonds–45.0

Total current borrowings–45.0

Non-current

Syndicated bank facility262.0293.0

Retail bonds400.0200.0

US Private Placement notes – New Zealand dollar amount on inception

(1)

156.8156.8

Total non-current818.8649.8

US Private Placement notes – foreign exchange translation impact

(1)

9.014.4

Unamortised borrowings establishment costs(4.2)(4.4)

Total non-current borrowings823.6659.8

Total borrowings823.6704.8

(1)

US Private Placement notes comprise $156.8 million for funds received at the borrowing date and $9.0 million for the foreign exchange translation impact (2017: $14.4 million). These borrowings are fully hedged and GMT takes no

currency risk on interest and principal payments.

Accounting policies

Borrowings are recorded initially at fair value, net of transaction costs. Subsequent to initial recognition, borrowings are carried at amortised cost using the effective interest method.

77

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

3. Borrowings (continued)

3.3 Composition of borrowings

Weighted

average

remaining

term (years)

Interest rate

%

$ million

2018Date issuedExpiry

Facility

drawn /

Amount

Undrawn

facility

Syndicated bank facilities–October 2019 – October 20212.5Floating262.0188.0

Retail bonds – GMB020December 2013December 20202.76.20100.0–

Retail bonds – GMB030June 2015June 20224.25.00100.0–

Retail bonds – GMB040May 2017May 20246.24.54100.0–

Retail bonds – GMB050March 2018September 20235.44.00100.0–

US Private Placement notesJune 2015June 20257.23.46US$40.0–

US Private Placement notesJune 2015June 20279.23.56US$40.0–

US Private Placement notesJune 2015June 203012.23.71US$40.0–

Weighted

average

remaining

term (years)

Interest rate

%

$ million

2017Date issuedExpiry

Facility

drawn /

Amount

Undrawn

facility

Syndicated bank facilities–October 2018 – October 20213.0Floating293.0307.0

Retail bonds – GMB020December 2013December 20203.76.20100.0–

Retail bonds – GMB030June 2015June 20225.25.00100.0–

Wholesale bondsSeptember 2010September 20170.47.5845.0–

US Private Placement notesJune 2015June 20258.23.46US$40.0–

US Private Placement notesJune 2015June 202710.23.56US$40.0–

US Private Placement notesJune 2015June 203013.23.71US$40.0–

As at 31 March 2018 a $450.0 million (31 March 2017: $600.0 million) syndicated bank facility was provided to the Trust by ANZ Bank New Zealand Limited, Bank of New Zealand, Commonwealth

Bank of Australia, Westpac New Zealand Limited (each providing $101.25 million; 31 March 2017: each providing $135.0 million) and The Hongkong and Shanghai Banking Corporation Limited

(providing $45.0 million; 31 March 2017: providing $60.0 million).

As at 31 March 2018, GMT’s borrowing facilities had a weighted average remaining term of 4.5 years (2017: 4.4 years), with 68% being drawn from non-bank sources (2017: 58%).

Significant transactions

In May 2017, GMT issued a new $100.0 million retail bond with a 7 year term expiring May 2024, paying an interest rate of 4.54%.

In September 2017, GMT repaid $45.0 million of wholesale bonds.

In March 2018, GMT issued a new $100.0 million retail bond with a 5.5 year term expiring September 2023, paying an interest rate of 4.00%.

78

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

3. Borrowings (continued)

3.4 Security and covenants

All borrowing facilities are secured on an equal ranking basis over the assets of the wholly-owned subsidiaries of Goodman Property Trust. A loan to value ratio covenant restricts total borrowings

incurred by the Group to 50% of the value of the secured property portfolio.

The Group has given a negative pledge to not create or permit any security interest over its assets. The principal financial ratios which must be met are the ratio of earnings before interest, tax,

depreciation and amortisation to interest expense, and the ratio of financial indebtedness to the value of the property portfolio. Further negative and positive undertakings have been given as to the

nature of the Group’s business.

3.5 Loan to value ratio calculation

The loan to value ratio (“LVR”) is a non-GAAP metric used to measure the strength of GMT’s Balance Sheet. The LVR calculation is set out in the table below. The GMT look-through LVR

incorporates GMT’s 51% share of WPHL and is the measure utilised by management when considering the Trust’s LVR.

20182017

$ millionGMT

WPHL

@ 51%

GMT

look-throughGMT

WPHL

@ 51%

GMT

look-through

Total borrowings823.657.1880.7704.880.0784.8

US Private Placement notes – foreign exchange translation impact(9.0)–(9.0)(14.4)–(14.4)

Cash(4.7)(1.1)(5.8)(0.9)(0.2)(1.1)

Investment property contracted for sale – settlement proceeds due(238.6)–(238.6)(7.7)–(7.7)

Borrowings for LVR calculation571.356.0627.3681.879.8761.6

Investment property2,231.0277.22,508.22,249.3165.32,414.6

Other investments–––12.0–12.0

Construction loan receivable–––65.1–65.1

Assets for LVR calculation2,231.0277.22,508.22,326.4165.32,491.7

Loan to value ratio %25.620.225.029.348.330.6

3.6 Weighted average cost of borrowings

The weighted average cost of borrowings is a non-GAAP measure that represents the weighted average interest rate paid on borrowings after all costs, taking account of the effect of interest rate

hedging.

20182017

Weighted average cost of borrowings %5.05.0

79

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

4. Units, earnings per unit and distributions

Issued units represent capital contributed to GMT by unitholders. Distributions are paid to GMT unit holders when approved by the Board of the Manager.

4.1 Issued units

Issued units

(million)

Value

($ million)

2018201720182017

Balance at the beginning of the year1,280.21,273.11,398.71,389.5

Manager’s base fee reinvested7.67.110.09.2

Balance at the end of the year1,287.81,280.21,408.71,398.7

Accounting policies

Units are classified as equity. If new units are issued in the year, any external costs, net of tax, directly attributable to the issue are deducted from the proceeds received.

GMT receives fund management services from GNZ and pays GNZ a management fee (the “base fee”). Other than in limited circumstances as set out in the Trust Deed, GNZ is required to use

its base fee to invest in newly issued units in GMT. The fee arrangements are considered a share based payment. GMT recognises fees for management services at the time those services are

provided. Fees are paid six monthly in arrears, and the proceeds immediately reinvested. The fee not yet paid and reinvested is reflected within the unit based payments reserve until such time

as it has been settled.

4.2 Earnings per unit

Earnings per unit is calculated as profit after tax divided by the weighted number of issued units for the year. Operating earnings is a non-GAAP financial measure included to provide an

assessment of the performance of GMT’s principal operating activities. The calculation of operating earnings before other income / (expenses) and tax is set out in Profit or Loss, with a

reconciliation of operating earnings after tax as follows:

$ million20182017

Operating earnings before other income / (expenses) and tax119.1121.7

Income tax on operating earnings(16.9)(15.2)

Income tax on operating earnings of joint venture(0.6)(0.5)

Operating earnings after tax101.6106.0

Weighted units for the Manager’s base fee reinvested are included as the services are rendered. There are no other weighted units.

Weighted units

million20182017

Issued units at the beginning of the year1,280.21,273.1

Manager’s base fee7.67.2

Weighted units1,287.81,280.3

80

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

4. Units, earnings per unit and distributions (continued)

4.2 Earnings per unit (continued)

cents per unit20182017

Operating earnings per unit before tax9.259.51

Operating earnings per unit after tax7.898.28

Basic and diluted earnings per unit after tax15.0616.70

4.3 Net tangible assets

Diluted units, comprising issued units plus deferred units not yet issued, are used to calculate net tangible assets per unit

Diluted units

million20182017

Issued units1,287.81,280.2

Deferred units for Manager’s base fee expected to be reinvested4.04.1

Diluted units1,291.81,284.3

20182017

Net tangible assets ($ million)1,793.71,674.9

Net tangible assets per unit (cents)138.9130.4

4.4 Distributions

2018 2017

Distributions relating to the period (cents per unit)6.656.65

Distributions paid in the period (cents per unit)6.656.65

Distributions relating to the period ($ million)85.585.0

Distributions paid in the period ($ million)85.585.0

Accounting policies

Distributions are recognised in equity in the period in which they are paid.

Subsequent event

On 28 May 2018 a cash distribution of 1.6625 cents per unit with 0.3180 cents per unit of imputation credits attached was declared. The record date for the distribution is 12 June 2018 and

payment will be made on 21 June 2018.

81

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

5. Derivative financial instruments

Derivative financial instruments are used to manage exposure to interest rate risks and foreign exchange risks arising from GMT’s borrowings.

5.1 Movement in fair value of financial instruments

$ million20182017

Interest rate derivatives(3.0)6.3

Cross currency interest rate derivatives relating to US Private Placement notes(10.9)(11.2)

Total movement in fair value of derivative financial instruments(13.9)(4.9)

Foreign exchange rate movement on US Private Placement notes5.42.4

Total movement in fair value of financial instruments(8.5)(2.5)

Accounting policies

Derivative financial instruments are initially recognised at fair value on the date a derivative contract is entered into and are subsequently measured at fair value at each reporting date. Derivative

financial instruments are classified as current or non-current based on their date of maturity.

Movements in the fair value of derivative financial instruments are recognised through Profit or Loss. GMT does not apply hedge accounting.

Key judgement

The fair values of derivative financial instruments are determined from valuations using Level 2 valuation techniques (2017: Level 2). These are based on the present value of estimated future

cash flows, taking account of the terms and maturity of each contract and the current market interest rates at reporting date. Fair values also reflect the creditworthiness of the derivative

counterparty and GMT at balance date. The valuations were based on market rates at 31 March 2018 of between 1.93% (2017: 1.99%) for the 90 day BKBM and 3.06% (2017: 3.46%) for the

10 year swap rate. There were no changes to these valuation techniques during the period.

5.2 Derivative financial instruments

$ million20182017

Cross currency interest rate derivatives

Non-current assets–9.7

Non-current liabilities(1.2)–

Interest rate derivatives

Current assets–0.6

Non-current assets8.99.2

Non-current liabilities(17.5)(18.2)

Net derivative financial instruments(9.8)1.3

82

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

5. Derivative financial instruments (continued)

5.3 Additional derivative information

20182017

Cross currency interest rate derivatives

Notional contract value as receiver ($ million)156.8156.8

Percentage of US Private Placement notes borrowings converted to floating rate NZD payments (%)100100

Weighted average term to maturity (years)9.510.5

Interest rate derivatives

Notional contract value as payer ($ million)495.0520.0

Notional contract value as receiver ($ million)200.0195.0

Percentage of borrowings fixed (%)6074

Interest rate range (%)2.7 – 5.02.7 – 5.0

Weighted average term to maturity (years)4.55.0

6. Administrative expenses

Administrative expenses are incurred to manage the operational activity of GMT. Excluded from administrative expenses categorised within operating earnings is the Manager’s base fee, which is

expected to be used to reinvest in GMT units when payment of the fee occurs.

6.1 Administrative expenses included within operating earnings

$ million20182017

Valuation fees(0.6)(0.6)

Auditor’s fees(0.2)(0.2)

Trustee fees(0.3)(0.3)

Other costs(1.5)(1.8)

Total administrative expenses included within operating earnings(2.6)(2.9)

6.2 Auditor’s fees

Auditor’s fees detailed below are in whole dollars.

$ million20182017

Audit and review of financial statements(0.2)(0.2)

Other assurance related services––

Total auditor’s fees(0.2)(0.2)

Other assurance related

services

Fees for other assurance related services of $7,000 (2017: $15,000) comprise work performed on the financial covenants of the bank facilities and the performance

fee calculation.

83

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

6. Administrative expenses (continued)

6.3 Administrative expenses incurred but not included within operating earnings

These expenses, while excluded from GMT’s non-GAAP operating earnings measure, are included in other income / (expenses) within Profit or Loss.

$ million20182017

Manager’s base fee expected to be reinvested in units(8.3)(7.7)

Total administrative expenses incurred but not included within operating earnings(8.3)(7.7)

7. Debtors and other assets

$ million20182017

Current

Debtors0.30.7

Prepayments0.21.3

Interest receivable2.38.0

Other assets6.53.4

Total debtors and other assets9.313.4

Accounting policies

Debtors and other assets are initially recognised at fair value and subsequently measured at amortised cost. They are adjusted for expected impairment losses. Discounting is not applied to

receivables where collection is expected to occur within the next twelve months.

A provision for impairment is recognised when there is objective evidence that GMT will be unable to collect amounts due. The amount provided is the difference between the carrying amount

and expected recoverable amount. There were no provisions for impairment in the year (2017: none).

8. Creditors and other liabilities

$ million20182017

Current

Creditors0.30.5

Interest payable7.15.3

Related party payables0.52.1

Accrued capital expenditure27.015.4

Other liabilities14.34.3

Total creditors and other liabilities49.227.6

Accounting policies

Creditors and other liabilities are initially recognised at fair value and subsequently measured at amortised cost. All payments are expected to be made within the next twelve months.

84

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

9. Ta x

9.1 Tax expense

$ million20182017

Profit before tax207.2220.5

Tax at 28%(58.0)(61.7)

Depreciation of investment property5.75.2

Movement in fair value of investment property23.532.1

Disposal of investment property0.61.3

Deductible net expenditure for investment property5.26.7

Share of joint venture net profit less dividends received8.62.0

Derivative financial instruments(2.4)(1.5)

Other(0.1)0.7

Current tax on operating earnings(16.9)(15.2)

Depreciation recovery income for property sold and settled(0.4)(6.3)

Settlement of derivative financial instruments0.83.7

Current tax on non-operating earnings0.4(2.6)

Current tax(16.5)(17.8)

Depreciation of investment property(0.4)(1.0)

Reduction of liability in respect of depreciation recovery income3.711.5

Deferred expenses(1.6)2.0

Derivative financial instruments1.5(1.5)

Borrowing issue costs0.10.1

Deferred tax3.311.1

Total tax(13.2)(6.7)

Current tax on operating earnings is a non-GAAP measure included to provide an assessment of current tax for GMT’s principal operating activities.

85

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

9. Tax (continued)

9.1 Tax expense (continued)

Accounting policies

Tax expense for the year comprises current and deferred tax recognised in Profit or Loss.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at balance date, and includes any adjustment to tax payable in

respect of previous years.

Deferred tax is provided in full using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their

tax bases. Deferred tax is not accounted for if it arises from the initial recognition of assets or liabilities in a transaction, other than a business combination, that affects neither accounting nor

taxable profit or loss and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future.

9.2 Deferred tax

$ million20182017

Deferred tax assets

Derivative financial instruments5.23.7

Total deferred tax assets5.23.7

Deferred tax liabilities

Investment properties – depreciation recoverable(21.5)(24.8)

Investment properties – deferred expenses(8.7)(7.1)

Borrowings issue costs(0.4)(0.5)

Total deferred tax liabilities(30.6)(32.4)

Net deferred tax(25.4)(28.7)

Key judgement

The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively

enacted at the balance date.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the

extent that it is no longer probable that the related tax benefit will be realised.

For deferred tax liabilities potentially arising on investment property measured at fair value there is a rebuttable presumption that the carrying amount of the investment property asset will be

recovered through sale. In estimating this deferred tax liability, the Group has made reference to the Manager’s experience of tax depreciation recovered when properties of a similar nature have

been sold.

86

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

10. Related party disclosures

As a Unit Trust, GMT does not have any employees. Consequently services that the Group requires are provided for under arrangements governed by GMT’s Trust Deed, or by contractual

arrangements. The Trust has related party relationships with the following parties.

EntityNature of relationship

Goodman (NZ) LimitedGNZManager of the Trust

Goodman Property Services (NZ) LimitedGPSNZProvider of property management, development management and related services to the Trust and to its joint venture

Goodman Investment Holdings (NZ) LimitedGIHUnitholder in GMT

Goodman LimitedGLParent entity of GNZ, GPSNZ, GIH & GWP

Goodman Industrial TrustGITProperty co-owner with GMT

Wynyard Precinct Holdings LimitedWPHLJoint venture between GMT and GIC, Singapore’s sovereign wealth fund

Goodman (Wynyard Precinct) LimitedGWPDeveloper of Bayleys House acquired by the WPHL joint venture

10.1 Transactions with related parties other than WPHL

Related

party

RecordedCapitalisedOutstanding

$ million201820172018201720182017

Manager’s base feeGNZ(9.4)(9.4)1.11.7(5.3)(5.0)

Manager’s performance feeGNZ––––––

Property management fees

(1)

GPSNZ(3.5)(3.4)–––(0.3)

Leasing feesGPSNZ(2.0)(1.3)––(0.4)(0.1)

Acquisition and disposal feesGPSNZ(0.3)(2.0)–––(1.2)

Minor project feesGPSNZ(0.7)(1.1)0.71.1––

Development management feesGPSNZ(4.9)(6.3)4.96.3–(0.4)

Total fees(20.8)(23.5)6.79.1(5.7)(7.0)

Reimbursement of expenses for services providedGPSNZ(1.5)(1.7)0.10.1(0.1)(0.1)

Total reimbursements(1.5)(1.7)0.10.1(0.1)(0.1)

Land acquisition – Savill LinkGIT(2.3)(1.5)2.31.5––

Total capital transactions(2.3)(1.5)2.31.5––

Issue of units for Manager’s base fee reinvestedGIH9.99.2––––

Total issue of units for Manager’s base fee reinvested9.99.2––––

Distributions paidGIH(18.0)(17.5)––––

Total distributions paid(18.0)(17.5)––––

(1)

Of the property management fees charged by GPSNZ, $3.1 million was paid by customers and was not a cost borne by GMT (2017: $3.3 million).

87

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

10. Related party disclosures (continued)

10.2 Transactions with WPHL

$ million

Related

party

RecordedCapitalisedOutstanding

201820172018201720182017

Investment in joint ventureWPHL(13.3)(5.1)––––

(Advances to) / repayments from joint ventureWPHL(89.1)5.1––(107.5)(18.4)

Interest income received from joint ventureWPHL5.81.5–––0.3

Funding fee received from joint ventureWPHL0.11.3–––1.9

Dividends received from joint ventureWPHL0.54.6––––

Advances to WPHL are unsecured and subordinated to WPHL’s bank debt. They are repayable on demand and incur a market rate of interest for advances of this type.

Significant transactions

Advances to the joint venture were provided in the period to enable WPHL to repay $45.0 million of maturing bank borrowings, settle the acquisition of the Datacom building for $88.3 million,

settle the acquisition of Bayleys House for $62.3 million and fund other capital expenditure. Bayleys House was acquired by a subsidiary of WPHL from Goodman (Wynyard Precinct) Limited.

10.3 Other related party transactions

Capital transactions

Capital transactions that occur with related parties can only be approved by the independent directors of GNZ, with non-independent directors excluded from the approval process.

No properties were acquired pursuant to the Co-ownership Agreement between GMT and Goodman Industrial Trust (2017: none). This agreement was approved by unitholders at a general meeting

held on 23 March 2004.

GMT purchased land at Savill Link for $2.3 million (2017: $1.5 million) that was co-owned via the Co-ownership Agreement between GMT and Goodman Industrial Trust.

In March 2015, GMT agreed to provide construction funding to facilitate the construction of the Datacom building acquired by the Trust’s joint venture. This funding was repaid in May 2017. Refer

to section 1.10 for further details.

Key management personnel

Key management personnel are those people with the responsibility and authority for planning, directing and controlling the activities of an entity. As the Trust does not have any employees or

Directors, key management personnel is considered to be the Manager. All compensation paid to the Manager is disclosed within this note.

At 31 March 2018, Goodman Group, GNZ’s ultimate parent, through its subsidiary Goodman Investment Holdings (NZ) Limited, held 273,248,744 units in GMT out of a total 1,287,781,937 units on

issue (31 March 2017: 268,169,407 units out of a total 1,280,222,885 units).

88

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

10. Related party disclosures (continued)

10.4 Explanation of related party transactions

Manager’s base fee

The Manager’s base fee is calculated as 0.50% per annum of the book value of GMT’s assets (other than cash, debtors and development land) up to $500 million, plus 0.40% per annum of the

book value of GMT’s assets (other than cash, debtors and development land) greater than $500 million.

With effect from 1 April 2014, for a period of five years, the Manager has agreed to use its base management fee to reinvest in GMT units, provided that the Independent Directors of GNZ consider

it in the best interests of GMT unitholders for the Manager to do so. The terms of the issue of such units were approved by Unitholders on 5 August 2014. The terms of issue are included in GMT’s

Trust Deed.

Manager’s performance fee

The Manager is entitled to be paid a performance fee equal to 10% of GMT’s performance above a target return (which is calculated annually on 31 March) and is capped at 5% of annual out

performance (except in a period in which GNZ ceases to hold office, or GMT terminates). The target return is equal to the annual return of a gross accumulation index created from NZX listed

property entities having a principal focus on investment in real property, excluding GMT, with the index being compiled by a suitably qualified and experienced person (currently Standard & Poor’s).

Any performance below the target return is carried forward indefinitely to future periods. GMT will not earn a performance fee on any performance in excess of the target return plus 5% per annum.

Any performance over that cap will be carried forward indefinitely to future periods (except in a period in which GNZ ceases to hold office, or GMT terminates). No performance fee is payable for

any year where GMT’s performance is less than 0%, however, any under or over performance is carried forward indefinitely to future periods.

The Manager is required to use performance fee proceeds to reinvest in GMT units in accordance with the terms of the Trust Deed. The issue price for these units is equal to the higher of market

price and the net asset value per unit.

At 31 March 2018 a performance fee deficit of $1.1 million (2017: deficit of $16.0 million) was carried forward to include in the calculation to determine whether a performance fee is payable in

future periods.

Property management fees

Property management fees are paid to GPSNZ for day to day management of properties.

Leasing fees

Leasing fees are paid to GPSNZ for executing leasing transactions.

Acquisition and disposal fees

Acquisition and disposal fees are paid to GPSNZ for executing sale and purchase agreements.

Minor project fees

Minor project fees are paid for services provided to manage capital expenditure projects for stabilised properties.

Development management fees

Development management fees are paid for services provided to manage capital expenditure projects for developments.

Reimbursement of expenses for services provided

Certain services are provided by GPSNZ in lieu of using external providers, with these amounts reimbursed on a cost recovery basis.

89

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

10. Related party disclosures (continued)

10.5 Additional Trust information

(a) Termination of Goodman Property Trust

GMT terminates on the earlier of:

i. The date appointed by GNZ giving not less than three months’ written notice to the unitholders and the Trustee; or

ii. If the units are quoted, the office of trustee becomes vacant, and a new trustee is not appointed within two months of the vacancy occurring; or

iii. The date on which GMT is terminated under the Trust Deed or by operation of law.

(b) Trustee information

Covenant Trustee Services Limited is the Trustee of Goodman Property Trust. Covenant Trustee Services Limited is paid a fee as follows:

i. Up to $1,500 million of total assets, a fee of $190,000; and

ii. Over $1,500 million of total assets, $190,000 plus a fee equivalent to 0.01% of total assets greater than $1,500 million.

10.6 Other related party capital commitments

$ million

Related

party20182017

Development management fees for developments in progressGPSNZ2.41.4

Funding for WPHL to acquire the Datacom buildingWPHL–44.0

Total other related party capital commitments2.445.4

11. Commitments and contingencies

11.1 Non-related party capital commitments

These commitments are amounts payable for contractually agreed services for capital expenditure. For related party capital commitments refer to note 10.6.

$ million20182017

Completion of developments72.132.0

Construction loan funding to be provided to The Fletcher Construction Company (Fanshawe Street) Limited –1.9

Total non-related party capital commitments72.133.9

11.2 Contingent liabilities

GMT has no material contingent liabilities.

90

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

11. Commitments and contingencies (continued)

11.3 Lease commitments payable

Lease payments for ground leases that the Trust has contracted to pay in future years are set out below. These leases cannot be cancelled by the Trust.

$ million20182017

Year 13.23.2

Year 23.23.3

Year 33.33.3

Year 43.43.3

Year 53.43.4

Year 6 and later9.913.3

Total26.429.8

12. Other investments

At 31 March 2017, GMT held a $12.0 million investment in units in the Millennium Centre Proportional Ownership scheme (“MCPO”) managed by Oyster Management Limited (“Oyster”), a wholly

owned subsidiary of Oyster Property Group Limited. This investment was made as part of the agreement by GMT to sell the Millennium Centre to MCPO, with settlement of the sale of properties

and GMT’s investment in MCPO taking place on 15 March 2018. The units owned by GMT ranked equally with all other units in the syndicate and earned GMT a minimum pre-tax cash return of

8% per annum.

During the year Oyster has repurchased the units from GMT at their original issue price.

Accounting policies

Other investments are considered an available for sale financial asset. They are recognised at fair value.

91

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

13. Reconciliation of profit after tax to net cash flows from operating activities

$ million20182017

Profit after tax194.0213.8

Non-cash items:

Movement in fair value of investment property(83.8)(114.7)

Disposal of investment property(0.5)4.3

Deferred lease incentives(1.5)(0.5)

Deferred leasing costs(1.4)(1.4)

Fixed rental income adjustments(1.4)(1.1)

Share of profit arising from joint venture(30.9)(7.0)

Issue costs and subsequent amortisation for non-bank borrowings0.20.8

Movement in fair value of derivative financial instruments8.52.5

Manager’s base fee expected to be reinvested in units0.30.7

Deferred tax(3.3)(11.1)

Net cash flows from operating activities before changes in assets and liabilities80.286.3

Movements in working capital from:

Trade and other receivables1.5(1.0)

Trade and other payables7.11.9

Current tax liabilities0.9(1.7)

Movements working capital9.5(0.8)

Net cash flows from operating activities89.785.5

92

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

14. Financial risk management

In addition to business risk associated with the Group’s principal activity of investing in real estate in New Zealand, the Group is also exposed to financial risk for the financial instruments that it

holds. Financial risk can be classified in the following categories; interest rate risk, credit risk, liquidity risk and capital management risk.

14.1 Financial instruments

The following items in the Balance Sheet are classified as financial instruments: Cash, debtors and other assets, advances to joint venture, the construction loan receivable, other investments,

derivative financial instruments, creditors and other liabilities, and borrowings. All items are recorded at amortised cost with the exception of derivative financial instruments, which are recorded

at fair value through Profit or Loss and other investments, which are recorded as available for sale.

Accounting Policies

Financial instruments are classified dependent on the purpose for which the financial instrument was acquired or assumed. Management determines the classification of its financial instruments

at initial recognition between three categories:

Amortised costInstruments recorded at amortised cost are those with fixed or determined receipts / payments that are recorded at their expected value at balance date.

Fair value through Profit

or Loss

Instruments recorded at fair value through Profit or Loss have their fair value measured via active market inputs, or by using valuation techniques if no active

market exists.

Available for saleInstruments are recorded as available for sale if it is highly probable that the carrying amount will be recovered through a sale transaction rather than through

continuing use. They are measured at fair value.

14.2 Interest rate risk

The Group’s interest rate risk arises from borrowings. The Group manages its interest rate risk in accordance with its Financial Risk Management policy. The principal objective of the Group’s

interest rate risk management process is to mitigate negative interest rate volatility adversely affecting financial performance.

The Group manages its interest rate risk by using floating-to-fixed interest rate swaps and interest rate caps. Interest rate swaps have the economic effect of converting borrowings from floating

rates to fixed rates. Generally, the Group raises long-term borrowings at floating rates and swaps them into fixed rates that are lower than those available if the Group borrowed directly at fixed

rates. Under the interest rate swaps, the Group agrees with other parties to exchange, at specified intervals (primarily quarterly), the difference between fixed contract rates and floating-rate interest

amounts calculated by reference to the agreed notional amounts. Where the Group raises long-term borrowings at fixed rates, it may enter into fixed-to-floating interest rate swaps to enable the

cash flow interest rate risk to be managed in conjunction with its floating rate borrowings.

The table below considers the direct impact to interest costs of a 25 basis point change to interest rates.

$ million20182017

Impact to net profit after tax of a 25 basis point increase in interest rates(0.8)(0.5)

Impact to net profit after tax of a 25 basis point decrease in interest rates0.80.5

93

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

14. Financial risk management (continued)

14.3 Credit risk

Credit risk arises from cash, derivative financial instruments, advances to joint venture, the construction loan receivable, other investments and credit exposures to customers. For banks and

financial institutions only independently credit rated parties are accepted, and when derivative contracts are entered into their credit risk is assessed. For advances to joint venture the financial

performance of the joint venture is monitored and assessed. For the construction loan receivable and other investments the Group assesses credit quality, financial position and market indicators

of the counterparty. For customers the Group assesses the credit quality of the customer, taking into account its financial position, past experience and any other relevant factors. The overall credit

risk is managed with a credit policy that monitors exposures and ensures that the Group does not bear unacceptable concentrations of credit risk.

The Group’s maximum exposure to credit risk is best represented by the total of its debtors, the construction loan receivable, other investments, advances to joint venture, derivative financial

instrument assets and cash as shown in the Balance Sheet. To mitigate credit risk the Group holds security deposits, bank guarantees, parent company guarantees or personal guarantees as

deemed appropriate.

14.4 Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations from its financial liabilities. The Group’s approach to management of liquidity risk is to ensure that it will always

have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s reputation. The Group

manages this risk through active monitoring of the Group’s liquidity position and availability of borrowings from committed facilities.

The following table outlines the Group’s financial liabilities by their relevant contractual maturity date. Values are the contractual undiscounted cash flows and include both principal and interest

where applicable.

$ millionYear 1Year 2Year 3Year 4Year 5

Year 6

and later

Total

cash flows

Carrying

value

2018

Borrowings33.331.2237.9169.9116.1392.5980.9823.6

Derivative financial instruments18.117.916.012.58.48.981.818.7

Creditors and other liabilities49.2–––––49.249.2

Total100.649.1253.9182.4124.5401.41,111.9891.5

2017

Borrowings78.7180.2163.0164.66.4291.9884.8704.8

Derivative financial instruments17.716.716.714.811.311.889.018.2

Creditors and other liabilities27.6–––––27.627.6

Total124.0196.9179.7179.417.7303.71,001.4750.6

94

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

14. Financial risk management (continued)

14.5 Capital management risk

The Group’s policy is to maintain a strong capital base to maintain investor, creditor and market confidence, while maximising the return to investors through optimising the mix of debt and equity.

The Group meets its objectives for managing capital through its investment decisions on the acquisition, development and disposal of assets, its distribution policy and raising new equity. The

Group’s policies in respect of capital management are reviewed regularly by the Board of Directors of the Manager.

The Group’s capital structure includes bank debt, retail bonds, wholesale bonds, US Private Placement notes and unitholders’ equity. GMT’s Trust Deed requires the Group’s ratio of borrowings to

the aggregate value of its property assets to be less than 50%. The Group complied with this requirement during this year and the prior year.

The Group has issued US Private Placement notes, retail and previously wholesale bonds, the terms of which require that the total borrowings of GMT and its subsidiaries do not exceed 50% of

the value of the property portfolio on which these borrowings are secured. The Group complied with this requirement during this year and the prior year.

14.6 Fair value of financial instruments

Except for the retail and wholesale bonds and US Private Placement notes; the carrying values of all balance sheet financial instruments approximate their estimated fair value. The fair values of

retail bonds, wholesale bonds and US Private Placement notes are as follows:

$ millionFair value hierarchy20182017

Retail bondsLevel 1416.2211.6

Wholesale bondsLevel 2–45.5

US Private Placement NotesLevel 2US$113.7US$118.5

The Group classifies its fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the following

levels:

– Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

– Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

– Level 3: Inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs).

The fair value of financial instruments classified as Level 2, being the Wholesale bond and US Private Placement Notes, is measured using a present value calculation of the future cashflows using

the relevant term swap rate as the discount factor.

The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest input to the fair value measurement. If a fair value measurement

uses observable inputs that require significant adjustment based on unobservable inputs, the measurement is a Level 3 measurement.

The Group’s policy is to recognise transfers into and transfers out of fair value hierarchy levels at the date of the event or change in circumstances that caused the transfer.

15. Operating segments

The Trust’s activities are reported to the Board as a single operating segment. Therefore these financial statements are presented in a consistent manner to that reporting.

95

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Independent auditor’s report
To the unitholders of Goodman Property Trust

The financial statements comprise:

 the balance sheet as at 31 March 2018;

 the statement of profit or loss for the year then ended;

 the statement of changes in equity for the year then ended;

 the statement of cash flows for the year then ended; and

 the notes to the financial statements, which include significant accounting policies.

Our opinion

In our opinion, the financial statements of Goodman Property Trust (the Trust), including its subsidiaries (the Group), present fairly, in all material respects, the financial position of the Group as at

31 March 2018, and its financial performance and its cash flows for the year then ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and

International Financial Reporting Standards (IFRS).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised) Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing and

Assurance Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA Code), and we have fulfilled our other ethical

responsibilities in accordance with these requirements.

Our firm carries out other services for the Group in the areas of assurance services relating to the performance fee calculation and agreed upon procedures relating to the financial covenants of the

bank facilities. The provision of these other services has not impaired our independence as auditor of the Group.

96

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Independent auditor’s report (continued)
To the unitholders of Goodman Property Trust

Our audit approach

Overview

An audit is designed to obtain reasonable assurance whether the financial statements are free from material misstatement.

For the purpose of our audit, we used a threshold for overall Group materiality of $6.5 million.

We agreed with the Audit Committee that we would report to them misstatements identified during our audit above $0.5 million as well as misstatements below that

amount that, in our view, warranted reporting for qualitative reasons.

We have one key audit matter being valuation of investment properties.

Materiality

The scope of our audit was influenced by our application of materiality.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall Group materiality for the financial statements as a whole as set out above.

These, together with qualitative considerations, helped us to determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both

individually and in aggregate on the financial statements as a whole.

Overall Group materiality$6.5 million

How we determined itApproximately 5% of profit before tax excluding valuation movements relating to investment properties and financial instruments.

Rationale for the materiality benchmark appliedWe applied this benchmark because, in our view, it is more reflective of the metrics against which the performance of the Group is most

commonly measured.

Audit scope

We designed our audit by assessing the risks of material misstatement in the financial statements and our application of materiality. As in all of our audits, we also addressed the risk of management

override of internal controls, including among other matters, consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial statements as a whole, taking into account the structure of the Group, the

accounting processes and controls, and the industry in which the Group operates.

97

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Independent auditor’s report (continued)
To the unitholders of Goodman Property Trust

Key audit matter

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current year. We have one key audit matter being

valuation of investment properties. This matter was addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate

opinion on this matter.

Key audit matterHow our audit addressed the key audit matter

Valuation of investment properties

Refer to note 1 of the financial statements.

The Group’s investment properties comprise office and industrial portfolios and at $2.2 billion

represented the majority of the Group’s assets as at 31 March 2018.

Investment property is carried at fair value, based on market values where available. Where

market values are not available alternative valuation methods are used. Where developments

are not sufficiently progressed to enable fair value to be reliably determined, they are carried

at the cost spent on the development to date, less any impairment. Investment property

contracted for sale is carried at the contracted sale price.

The valuation of the Group’s property portfolio is inherently subjective due to, amongst other

factors, the individual nature of each property, its location and the expected future rental

income for each respective property.

The existence of significant estimation uncertainty, coupled with the fact that only a small

change to individual property valuation assumptions when aggregated could result in material

misstatement, is why we have given specific audit focus and attention to this area.

The valuations were carried out by third party valuers, Colliers International New Zealand

Limited, Jones Lang LaSalle Limited, CBRE Limited and Savills New Zealand Limited (the

Valuers). The Valuers were engaged by the Group, and performed their work in accordance

with International Valuation Standards and the Australia and New Zealand Valuation and

Property Standards. The Valuers used by the Group are well-known firms, with experience in

the markets in which the Group operates. The Valuers are rotated across the portfolio on a three-

yearly cycle.

In determining a property’s valuation, the Valuers take into account property specific information

such as the current tenancy agreements and rental income earned by the asset. They then

apply assumptions in relation to capitalisation rates and current market rent and anticipated

growth, based on available market data and transactions, to arrive at a range of valuation

outcomes, from which they derive a point estimate. Due to the unique nature of each property,

the assumptions applied take into consideration the individual property characteristics at a

granular tenant by tenant level, as well as the qualities of the property as a whole.

The Group has adopted the assessed values determined by the Valuers.

External valuations

We read the valuation reports and discussed the reports with each of the Valuers. We confirmed

that the valuation approach for each property was in accordance with accounting standards and

suitable for use in determining the carrying value of investment properties at 31 March 2018.

It was evident from our discussions with management and the Valuers and our review of the

valuation reports that close attention had been paid to each property’s individual characteristics,

its overall quality, geographic location and desirability as a whole.

We assessed the Valuers’ qualifications, expertise and their objectivity. We found no evidence

to suggest that the objectivity or experience of any Valuer in their performance of the valuations

was compromised.

We carried out procedures, on a sample basis, to test whether property-specific information

supplied to the Valuers by the Group reflected the underlying property records held by the

Group. For the items tested, the information was materially consistent.

Assumptions

Our work over the assumptions focused on the largest properties in the portfolio and those

properties where the assumptions used and/or year-on-year fair value movement suggested a

possible outlier versus market data. In particular, we compared valuation metrics used by the

Valuers to recent market activity. We also engaged our own in-house property valuation expert

to critique and challenge the work performed and assumptions used by the Valuers.

We concluded that the assumptions used in the valuations were supportable in light of available

market evidence.

Overall valuation estimates

Because of the subjectivity involved in determining the appropriate valuations for individual

properties, including the existence of alternative assumptions and valuation methods, we

determined a range of values that were considered reasonable for an individual property to

evaluate the independent property valuations. If we find an error in a property valuation or

determine that the valuation is outside the reasonable range, we would evaluate the error or

difference against overall materiality to determine if there is a material misstatement in the

financial statements.

The valuations adopted by the Group were all within an acceptable range. We also considered

whether or not there was bias in determining individual valuations and found no evidence of bias.

98

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Independent auditor’s report (continued)
To the unitholders of Goodman Property Trust

Information other than the financial statements and auditor’s report

The directors of Goodman (NZ) Limited (the Manager) are responsible for the annual report. Our opinion on the financial statements does not cover the other information included in the annual report

and we do not express any form of assurance conclusion on the other information.

In connection with our audit of the financial statements, our responsibility is to read the other information identified above 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 on the other information

that we obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in

this regard.

Responsibilities of the directors of the Manager for the financial statements

The directors of the Manager are responsible, on behalf of the Trust, for the preparation and fair presentation of the financial statements in accordance with NZ IFRS and IFRS, and for such internal

control as the Manager 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 Manager is responsible for assessing the Group’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 Manager either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Auditor’s responsibilities 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 an auditor’s

report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs NZ and ISAs 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 ISAs (NZ) and ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit

evidence that is sufficient and appropriate to provide a basis for the our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as

fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on

the effectiveness of the Group’s internal control.

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

 Conclude on the appropriateness of the use of the going concern basis of accounting by the directors of the Manager and, based on the audit evidence obtained, whether a material uncertainty

exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw

attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our auditor’s opinion. Our conclusions are based

on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

 Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events

in a manner that achieves fair presentation.

 Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial statements. We are

responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our opinion.

 Communicate with the directors of the Manager 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 the audit.

 Provide the directors of the Manager with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other

matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

99

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Auditor’s responsibilities for the audit of the financial statements (continued)
 Determine those matters, from the matters communicated with the directors of the Manager, that were of most significance in the audit of the financial statements of the current period and are

therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances,

we determine that a matter should not be communicated in our auditor’s report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest

benefits of such communication.

Who we report to

This report is made solely to the Trust’s unitholders, as a body. Our audit work has been undertaken so that we might state those matters which we are required to state to them in an auditor’s 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 Trust and the Trust’s unitholders, as a body, for our audit work, for

this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Richard Day.

For and on behalf of:

Chartered Accountants Auckland

28 May 2018

Independent auditor’s report (continued)

To the unitholders of Goodman Property Trust

100

Goodman Property Trust Annual Report 2018 Financial Statements of Goodman Property Trust

Profit or loss 102
Balance sheet 102

Cash flows 103

Changes in equity 103

General information 104

Notes to the Financial Statements:

1. Borrowings 106

2. Advances to related parties 106

3. Administrative expenses 107

4. Commitments and contingencies 107

5. Financial risk management 107

6. Equity 109

Independent auditor’s report 110

GMT Bond Issuer Limited

Financial Statements

For the year ended 31 March 2018

The Board of GMT Bond Issuer Limited, authorised these financial

statements for issue on 28 May 2018. For and on behalf of the Board:

Keith Smith

Chairman

Peter Simmonds

Chairman, Audit Committee

101

GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

102
GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

Profit or loss

For the year ended 31 March 2018

$ million20182017

Interest income15.311.2

Interest cost(15.3)(11.2)

Profit before tax––

Ta x––

Profit after tax attributable to shareholder––

There are no items of other comprehensive income, therefore profit after tax attributable to shareholder equals total comprehensive income attributable to shareholder.

Balance sheet

As at 31 March 2018

$ millionNote20182017

Non-current assets

Advances to related parties 2400.0200.0

Current assets

Interest receivable from related parties25.03.2

Total assets405.0203.2

Non-current liabilities

Borrowings1400.0200.0

Current liabilities

Interest payable on retail bonds5.03.2

Total liabilities405.0203.2

Net assets––

Equity

Contributed equity6––

Retained earnings ––

Total equity––

103
GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

Cash flows

For the year ended 31 March 2018

$ million20182017

Cash flows from operating activities

Interest income received13.511.2

Interest costs paid(13.5)(11.2)

Net cash flows from operating activities––

Cash flows from investing activities

Related party advances made(200.0)–

Net cash flows from investing activities(200.0)–

Cash flows from financing activities

Proceeds received from retail bonds200.0–

Net cash flows from financing activities200.0–

Net movement in cash––

Cash at the beginning of the year––

Cash at the end of the year––

There are no reconciling items between profit after tax and net cash flows from operating activities.

Changes in equity

For the year ended 31 March 2018

$ million

Contributed

equity

Retained

earningsTotal

As at 1 April 2016–––

Profit after tax–––

As at 31 March 2017–––

Profit after tax–––

As at 31 March 2018–––

There are no items of other comprehensive income to include within changes in equity, therefore profit after tax equals total comprehensive income.

104
GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

Reporting entity

GMT Bond Issuer Limited (“the Company”) was incorporated on 5 November 2009. The address of its registered office is Level 2, 18 Viaduct Harbour Avenue, Auckland. GMT Bond Issuer Limited

is an issuer for the purposes of the Financial Reporting Act 2013 as its issued debt securities are listed on the New Zealand Debt Exchange (“NZDX”). GMT Bond Issuer Limited is a registered

company under the Companies Act 1993.

GMT Bond Issuer Limited is a profit-oriented company incorporated and domiciled in New Zealand. The Company was incorporated to undertake issues of debt securities with the purpose of on

lending the proceeds to Goodman Property Trust (“GMT”) by way of interest bearing advances.

Basis of preparation and measurement

The principal accounting policies applied in the preparation of the financial report are set out below. These policies have been consistently applied to all periods presented unless otherwise stated.

The financial statements of the Group have been prepared in accordance with the requirements of Part 7 of the Financial Markets Conduct Act 2013. The financial statements have been prepared

in accordance with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”), comply with New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”), other

New Zealand accounting standards and authoritative notices that are applicable to entities that apply NZ IFRS. The Group is a for-profit entity for the purposes of complying with NZ GAAP. The

financial statements also comply with International Financial Reporting Standards (“IFRS”).

The financial statements have been prepared on the historic cost basis.

The financial statements are in New Zealand dollars, the Company’s functional currency.

Significant estimates and judgements

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in the future periods

affected.

Significant accounting policies

Interest income

Interest income from advances to related parties is recognised using the effective interest method.

Interest cost

Interest expense charged on borrowings is recognised as incurred using the effective interest method.

Advances to related parties

Advances to related parties are recorded initially at fair value, net of transaction costs. Subsequent to initial recognition, they are carried at amortised cost using the effective interest method.

Interest receivable from related parties

These amounts represent the fair value of interest income recognised but not yet due for payment. Due to the short term nature of the receivables the recoverable value represents the fair

value.

Borrowings

Borrowings are recorded initially at fair value, net of transaction costs. Subsequent to initial recognition, borrowings are carried at amortised cost using the effective interest method.

Interest payable

Interest payable represents interest costs recognised as an expense but not yet due for payment.

General information

For the year ended 31 March 2018

105
GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

Financial risk management

Financial instruments are classified dependent on the purpose for which the financial instrument was acquired or assumed. Management determines the classification of its financial

instruments at initial recognition between two categories:

Amortised costInstruments recorded at amortised cost are those with fixed or determined receipts / payments that are recorded at their expected value at balance date.

Fair value through

Profit or Loss

Instruments recorded at fair value through Profit or Loss have their fair value measured via active market inputs, or by using valuation techniques if no active

market exists.

Changes in accounting policy

There have been no changes in accounting policies made during the financial year.

New accounting standards not yet effective

The following new standards, amendments to existing standards and interpretations expected to have an impact on the Company have not been early adopted in these financial statements:

NZ IFRS 9

Financial Instruments

This standard will eventually replace NZ IAS 39 Financial Instruments – Recognition and Measurement. It addresses the classification, measurement and recognition

of financial assets and financial liabilities, through a simplified mixed measurement model. It is required to be adopted in the financial statements for the year ending

31 March 2019.

The Company has assessed the impact of this standard and no significant changes are expected to the recognition and reporting of financial instruments compared to

existing accounting policies.

General information (continued)

For the year ended 31 March 2018

Notes to the Financials Statements
For the year ended 31 March 2018

106

GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

1. Borrowings

1.1 Composition of borrowings

Carried atDate issuedMaturity

Interest rate

%

2018

$ million

2017

$ million

Retail bonds – GMB020Amortised costDecember 2013December 20206.20100.0100.0

Retail bonds – GMB030Amortised costJune 2015June 20225.00100.0100.0

Retail bonds – GMB040Amortised costMay 2017May 20244.54100.0–

Retail bonds – GMB050Amortised costMarch 2018September 20234.00100.0–

Total400.0200.0

Significant transactions

In May 2017, the Company issued a 7 year $100.0 million retail bond paying 4.54% interest per annum, maturing in May 2024. In March 2018, the Company issued a 5 ½ year $100.0 million

retail bond paying 4.00% interest per annum, maturing in September 2023. Proceeds from the issue of these bonds were received by Computershare Investor Services Limited as registrar for,

and on behalf of, GMT Bond Issuer Limited.

1.2 Security and covenants

All borrowing facilities are secured on an equal ranking basis over the assets of the wholly-owned subsidiaries of the Company’s parent entity, Goodman Property Trust. A loan to value covenant

restricts total borrowings incurred by the Goodman Property Trust Group to 50% of the value of the secured property portfolio.

The Goodman Property Trust Group has given a negative pledge which provides that it will not create or permit any security interest over its assets. The principal financial ratio which must

be met is the ratio of financial indebtedness to the value of the property portfolio. Further negative and positive undertakings have been given as to the nature of the Goodman Property Trust

Group’s business.

2. Advances to related parties

GMT Bond Issuer Limited is a wholly-owned subsidiary of Goodman Property Trust. All members of the Goodman Property Trust Group are considered to be related parties of the Company.

2.1 Composition of advances to related parties

Carried atDate issuedMaturity

Interest rate

%

2018

$ million

2017

$ million

Advance made to Goodman Property Trust in December 2013Amortised costDecember 2013December 20206.20100.0100.0

Advance made to Goodman Property Trust in June 2015Amortised costJune 2015June 20225.00100.0100.0

Advance made to Goodman Property Trust in May 2017Amortised costMay 2017May 20244.54100.0–

Advance made to Goodman Property Trust in March 2018Amortised costMarch 2018September 20234.00100.0–

Total400.0200.0

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

107

GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

2. Advances to related parties (continued)

2.2 Guarantee

Covenant Trustee Services Limited (as Trustee for Goodman Property Trust) has entered into a guarantee under which Goodman Property Trust unconditionally and irrevocably guarantees all of the

obligations of GMT Bond Issuer Limited under its Bond Trust Documents.

3. Administrative expenses

Goodman Property Trust, the Company’s parent, paid all fees for audit services provided to the Company (2018: $6,200, 2017: $6,000).

4. Commitments and contingencies

4.1 Capital commitments payable

GMT Bond Issuer Limited has no capital commitments.

4.2 Contingent liabilities

GMT Bond Issuer Limited has no material contingent liabilities.

5. Financial risk management

The Company is exposed to financial risk for the financial instruments that it holds. Financial risk can be classified in the following categories; interest rate risk, credit risk, liquidity risk and capital

management risk.

The Board has delegated to the Goodman (NZ) Limited Audit Committee the responsibility to review the effectiveness and efficiency of management processes, risk management and internal

financial controls and systems as part of their duties.

5.1 Financial instruments

The following items in the Balance Sheet are classified as financial instruments: Advances to related parties, interest receivable from related parties, borrowings and interest payable. All items are

recorded at amortised cost.

5.2 Interest rate risk

Interest rate risk is the risk that the value or future value of cash flows of a financial instrument will fluctuate because of changes in interest rates. The Board is responsible for the management of

the interest rate risk arising from the external borrowings.

To mitigate interest rate risk all advances to related parties have fixed interest rates receivable that match the fixed interest rates payable on borrowings.

5.3 Credit risk

Credit risk is the risk of loss that arises from a counterparty failing to meet their contractual commitment in full and on time, or from losses arising from the change in value of a trading financial

instrument as a result of changes in credit risk of that instrument.

The Company’s exposure to credit risk is limited to deposits held with banks and credit exposure for the advances to related parties.

The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if applicable) or to historical information about counterparty

default rates. All financial assets are with Goodman Property Trust. Goodman Property Trust has been assigned a rating of BBB with a stable outlook by Standard & Poor’s.

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

108

GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

5. Financial risk management (continued)

5.4 Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations from its financial liabilities. The Company’s approach to management of liquidity risk is to ensure that it will

always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The Company manages this risk through active monitoring of the Company’s liquidity position and availability of borrowings.

The following table outlines the Company’s financial liabilities by their relevant contractual maturity date. Values are the contractual undiscounted cash flows and include both principal and interest

where applicable.

$ millionYear 1Year 2Year 3Year 4Year 5

Year 6

and later

Total cash

flows

Carrying

value

2018

Financial assets – Advances to related parties19.719.7117.913.5109.7207.0487.5405.0

Financial liabilities – Retail bonds(19.7)(19.7)(117.9)(13.5)(109.7)(207.0)(487.5)(405.0)

Total––––––––

2017

Financial assets – Advances to related parties11.211.211.2107.55.0101.2247.3203.2

Financial liabilities – Retail bonds(11.2)(11.2)(11.2)(107.5)(5.0)(101.2)(247.3)(203.2)

Total––––––––

5.5 Capital management risk

The Company’s policy is to match the value, term and maturity of external borrowings to the value, term and maturity of advances made to related parties. This minimises capital management risk

for the Company.

Notes to the Financials Statements (continued)
For the year ended 31 March 2018

109

GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

5. Financial risk management (continued)

5.6 Fair value of financial instruments

The fair value of financial instruments has been estimated as follows:

$ millionFair value hierarchy20182017

Related party receivablesLevel 2416.2211.6

Retail bondsLevel 1(416.2)(211.6)

For instruments where there is no active market, the Company may use internally developed models which are usually based on valuation methods and techniques generally recognised as

standard within the industry. Some of the inputs to these models may not be market observable and are therefore estimated based on assumptions.

The Company classifies its fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value hierarchy has the

following levels:

– Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.

– Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

– Level 3: Inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs).

The fair value of financial instruments classified as Level 2, being the related party receivables, is measured using the quoted prices of the retail bonds liability.

The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest input to the fair value measurement. If a fair value measurement

uses observable inputs that require significant adjustment based on unobservable inputs, the measurement is a Level 3 measurement.

The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer.

6. Equity

As at 31 March 2018, 100 ordinary shares had been issued for nil consideration (2017: 100 ordinary shares for nil consideration). All shares rank equally with one vote attached to each share.

The Company does not have any tangible assets, and its net assets are nil, being an advance to a related party offset by a liability for retail bonds. Consequently, the net tangible assets per bond

at 31 March 2018 was nil (2017: nil).

Independent auditor’s report
To the shareholder of GMT Bond Issuer Limited

The financial statements comprise:

 the balance sheet as at 31 March 2018;

 the statement of profit or loss for the year then ended;

 the statement of cash flows for the year then ended;

 the statement of changes in equity for the year then ended; and

 the notes to the financial statements, which include significant accounting policies.

Our opinion

In our opinion, the financial statements of GMT Bond Issuer Limited (the Company), present fairly, in all material respects, the financial position of the Company as at 31 March 2018, its financial

performance and its cash flows for the year then ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and International Financial Reporting

Standards (IFRS).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the financial statements section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

We are independent of the Company in accordance with Professional and Ethical Standard 1 (Revised) Code of Ethics for Assurance Practitioners (PES 1) issued by the New Zealand Auditing

and Assurance Standards Board and the International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA Code), and we have fulfilled our other ethical

responsibilities in accordance with these requirements.

Other than in our capacity as the auditor, we have no relationship with, or interests in, the Company.

Our audit approach

Overview

An audit is designed to obtain reasonable assurance whether the financial statements are free from material misstatement.

For the purpose of our audit, we used a threshold for overall materiality of $153,000.

We have not identified any key audit matters from our audit given the nature of the entity. Refer to the Key audit matters section of our report.

110

GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

Independent auditor’s report (continued)
To the shareholder of GMT Bond Issuer Limited

Our audit approach (continued)

Materiality

The scope of our audit was influenced by our application of materiality.

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall materiality for the financial statements as a whole as set out above. These,

together with qualitative considerations, helped us to determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both

individually and in aggregate on the financial statements as a whole.

Overall materiality$153,000

How we determined itApproximately 1% of interest expense.

Rationale for the materiality benchmark appliedWe applied this benchmark because, in our view, it is the metric against which the performance of the Company is most commonly measured.

Audit scope

We designed our audit by assessing the risks of material misstatement in the financial statements and our application of materiality. As in all of our audits, we also addressed the risk of management

override of internal controls including among other matters, consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial statements as a whole, taking into account the structure of the Company, the

accounting processes and controls, and the industry in which the Company operates.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current year. The entity obtains funding from the issue

of debt securities and then lends the proceeds to Goodman Property Trust at the same cost. Given the nature of the Company’s operations, we determined that there were no key audit matters to

communicate in our report.

Information other than the financial statements and auditor’s report

The directors are responsible for the annual report. Our opinion on the financial statements does not cover the other information included in the annual report and we do not express any form of

assurance conclusion on the other information.

In connection with our audit of the financial statements, our responsibility is to read the other information identified above 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 on the other information

that we obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in

this regard.

Responsibilities of the directors for the financial statements

The directors are responsible, on behalf of the Company, for the preparation and fair presentation of the financial statements in accordance with NZ IFRS and IFRS, 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.

In preparing the financial statements, the directors are 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 directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

111

GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

Independent auditor’s report (continued)
To the shareholder of GMT Bond Issuer Limited

Auditor’s responsibilities 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 an auditor’s

report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs NZ and ISAs 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 ISAs (NZ) and ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit

evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as

fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

 Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on

the effectiveness of the Company’s internal control.

 Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

 Conclude on the appropriateness of the use of the going concern basis of accounting by the directors and, based on the audit evidence obtained, whether a material uncertainty exists related to

events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention

in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our auditor’s opinion. Our conclusions are based on the audit evidence

obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

 Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events

in a manner that achieves fair presentation.

 Communicate with the directors 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 the audit.

 Provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may

reasonably be thought to bear on our independence, and where applicable, related safeguards.

 Determine those matters, from the matters communicated with the directors, that were of most significance in the audit of the financial statements of the current period and are therefore the key

audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine

that a matter should not be communicated in our auditor’s report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such

communication.

Who we report to

This report is made solely to the Company’s shareholder. Our audit work has been undertaken so that we might state those matters which we are required to state to them in an auditor’s 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 shareholder, for our audit work, for this report

or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Richard Day.

For and on behalf of:

Chartered Accountants Auckland

28 May 2018

112

GMT Bond Issuer Limited Annual Report 2018 Financial Statements of GMT Bond Issuer Limited

Other Information
Corporate governance 114

Remuneration report 119

Investor relations 122

Glossary 124

Corporate directory 125

113

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Corporate governance
Introduction

Corporate governance is the system by

which organisations are directed and

managed. It influences how an organisation’s

objectives are achieved, how its risks

are monitored and assessed and how its

performance is optimised.

The Board has adopted an overall corporate

governance framework that is designed to

meet best practice standards and recognises

that an effective corporate governance

culture is critical to success.

At all times, the Board strives to achieve

governance outcomes which effectively

balance the needs of GMT and GMT Bond

Issuer Limited, other stakeholders, regulators

and the wider market.

What follows is an overview of the corporate

governance framework administered by

the Board together with other legal and

regulatory disclosures. The governance

framework for both GMT and GMT Bond

Issuer Limited is materially consistent with

the NZX Corporate Governance Code 2017

(“NZX Code”), except where, as a result of

the external management structure this is

not appropriate.

A more detailed analysis against the NZX

Code is included in the corporate governance

section of the Goodman Property Trust

website www.goodman.com/nz.

GMT and GMT Bond Issuer

Limited

GMT is an NZX listed unit trust created by

the Trust Deed and administered under

the Financial Markets Conduct Act 2013

(“FMCA”). Covenant Trustee Services

Limited is the Trustee of GMT and is

appointed to hold the assets of GMT on

trust for Unitholders. Pursuant to the terms

of the Trust Deed, the Trustee has the rights

and powers in respect of the assets of GMT

it could exercise as if it was the absolute

owner of such assets, but subject to the

FMCA and the rights given to the Manager

by the FMCA and the Trust Deed.

GMT Bond Issuer Limited is a wholly

owned subsidiary of GMT and issuer of

Goodman+Bonds. Goodman+Bonds

are debt securities listed on the NZDX.

They are direct, secured, unsubordinated,

obligations of the issuer, ranking equally

with debt owed to GMT’s main banking

syndicate. Public Trust is the Bond Trustee

for Goodman+Bonds.

Relationship with Goodman

Group

GMT has a close relationship with Goodman

Group. Goodman Group is the Trust’s

largest Unitholder, owning approximately

21.2% of Units on issue at the Balance

Date. Since late 2003, the Manager of GMT

has been Goodman (NZ) Limited, a wholly

owned subsidiary of Goodman Group.

The Manager’s role is to strategically manage

the Trust’s property portfolio including buying

and selling properties, managing capital and

overseeing day to day operations. Goodman

Group’s cornerstone stake brings into close

alignment the interests of the Trust and the

Manager. Goodman Group also provides

certain other services to the Trust which

are outside the scope of the Manager’s

duties, which relate to property services,

development and project management

services and legal services.

The Trust and Goodman Group have also

transacted property from time to time, either

between each other or jointly pursuant to the

Co-ownership Agreement. At the date of this

Report, the Trust and Goodman Group jointly

own two property interests as co-owners.

GMT Bond Issuer Limited has no activities

other than those necessary or incidental

to the issuing of Goodman+Bonds and

complying with its obligations at law.

Under its constitution it is restricted from

undertaking any other activities. Goodman

Group holds no Goodman+Bonds.

Statement of corporate

governance policies, practices

and processes

The Board of Directors

The Board works with Management to

formulate and monitor the strategic direction

of the Trust and monitor its performance

against set targets. The Board also has the

responsibility to ensure business risks are

appropriately identified and managed and

statutory, financial and social responsibilities

of the Manager are complied with.

A copy of the Board’s approved mandate

is contained in the corporate governance

section of the website together with a copy

of the statement of investment policies

and objectives. In addition, the Board has

adopted a formal written Board Charter

which sets out the roles and responsibilities

of the Board, a copy of which is included

in the corporate governance section of the

Goodman Property Trust website

www.goodman.com/nz.

To facilitate the effective execution of its

responsibilities, the Board has developed

a statement of delegated authority for

Management. This statement clarifies

which matters are dealt with by the Board

and which matters are the responsibility of

Management and includes areas such as

finance, corporate matters and property

transactions.

The Chairman and the CEO

As recommended by the NZX Code, the

roles of Chairman and CEO are separated.

This separation avoids concentrations of

influence and increases accountability.

At the Balance Date and at the date of this

report, Keith Smith is the Chairman. Keith

Smith is a New Zealand based Director.

Keith’s biography may be found at

www.goodmanreport.co.nz.

John Dakin is the CEO of the Manager

and his biography may be found at

www.goodmanreport.co.nz. John is also

an Executive Director of the Manager.

John oversees Management’s delivery of the

strategy approved by the Board, drawing on

his intimate knowledge of each aspect of the

business and his ability to communicate this

strategy to key stakeholders.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Corporate governance (continued)
Board composition

At the date of this Report, the composition

of the Board is set out on page 46.

Between them, the Directors have a wide

range of skills and experience, enabling

the Board to bring critical judgement and

independent assessment to the oversight

of the business. The Board of GMT Bond

Issuer Limited replicates the Board of

GNZ. A separate Board, including separate

Board meetings, is maintained to ensure

the obligations of GMT Bond Issuer Limited

as the issuer of the Goodman+Bonds are

met. The biographies of each Director can

be found at www.goodmanreport.co.nz.

The performance of the Board is reviewed

regularly with such process being managed

by the Chairman of the Board.

Independent Directors maintain their skills

and capabilities through regular training.

This includes completing the continuing

education requirements of the NZ Institute

of Directors and other relevant professional

bodies.

All Directors (other than Gregory Goodman)

are appointed for three year terms, after

which they are eligible for reappointment.

Gregory Goodman has a standing

appointment, in his role as Group CEO of

Goodman Group, shareholder of Goodman

(NZ) Limited.

Independent Directors are appointed by

GMT unitholders in the manner described

in the GMT Trust Deed, which can be found

on the Companies Office website

www.companies.govt.nz.

The expiry dates of the Directors’ present

tenures are also set out in the table below.

Directors are encouraged to undertake

training to ensure they remain current on

issues relating to fulfilling their duties and

are provided with an induction that includes

a tour of the Trust’s assets.

Independent Directors

The Board has determined that four of its

members are Independent Directors (as

defined in the Listing Rules) at the Balance

Date, as set out in the table below.

NameInd.Expiry of current term

Keith SmithYe s27 July 2019

Leonie FreemanYe s29 July 2018

Susan PatersonYe s2 August 2020

Peter SimmondsYe s27 July 2019

Gregory GoodmanNon/a

Phil PrykeNo28 February 2020

John DakinNo30 June 2018

During the financial year to 31 March 2018

all of the Directors attended each Board

meeting. The Independent Directors are

encouraged to meet separately when

necessary and in any event not less than

once a year. They are also entitled to take

independent legal advice at the Manager’s

expense should they believe it necessary to

adequately perform their role.

Company secretarial function

The company secretarial function is performed

by Anton Shead, the Manager’s General

Counsel. Refer to www.goodmanreport.co.nz

for Anton’s biography.

Board committees

The Board has established a number of

committees to assist in the exercise of

its functions and duties and to ensure

that all risks are effectively monitored and

managed. The Manager does not maintain

a remuneration committee as GMT has

no employees. Nor does it maintain a

separate Nomination committee as this

task is performed by the entire Board.

The Board applies the relevant provisions

of the Goodman Group Remuneration and

Nomination Charter as required.

A summary of the Board committees is set

out below.

(a) Audit Committee

The Board has established an Audit

Committee, which meets at least three

times a year. As at the date of this Report,

the Audit Committee has a majority of

Independent Directors and comprises:

Peter Simmonds (Chairman), Keith Smith,

Leonie Freeman, Susan Paterson and

Phil Pryke.

The Audit Committee operates under the

terms of a formal charter, a copy of which

is available on the website within the

corporate governance section. The duties

and responsibilities of the Audit Committee

include the following:

+ monitoring the independence, ability

and objectivity of the external auditor;

+ reviewing the financial statements for

the Trust and overseeing the auditing of

the Trust’s annual financial statements

(including the financial statements of

GMT Bond Issuer Limited);

+ setting the parameters for the internal

audit programme, overseeing its

implementation and reviewing its outputs

and recommendations; and

+ overseeing and advising on the

Manager’s internal risk management

programme. The Audit Committee

reports its findings to the Board, in

particular any matters that may have a

material impact on the operating results

or financial position of GMT. The Audit

Committee also reports any findings in

relation to GMT Bond Issuer Limited to

the Board of GMT Bond Issuer Limited.

(b) Due Diligence Committee

The Board establishes a Due Diligence

Committee to oversee and report to the

Board on the due diligence process for any

transaction for the Trust of a significant

size and/or complexity. Examples of such

transactions are major acquisitions funded

by an equity raising or a new issuance of

Goodman+Bonds by GMT Bond Issuer

Limited. A Due Diligence Committee will

usually include at least one Independent

Director, relevant external consultants

and members of Management considered

appropriate for the transaction in question.

(c) Appointments Committee

The Board will, when it considers

appropriate, constitute a committee to

consider senior executive and director

appointments and performance. An

Appointments Committee will usually include

at least one Independent Director and other

persons considered appropriate. GMT Bond

Issuer Limited has no employees and does

not maintain an Appointments Committee.

115

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Corporate governance (continued)
(d) Remuneration Committee

The NZX Code recommends that a

Remuneration Committee be established

to benchmark remuneration packages for

Directors and senior employees and that this

be disclosed to investors.

It is a feature of the external management

structure that these costs are borne by

the Manager and not by the Trust. It is

therefore unnecessary for GMT to maintain

a Remuneration Committee.

However, in the interests of transparency

and good governance the Manager has

agreed to disclose the basis upon which

the Goodman Group Remuneration and

Nominations Committee determines

the packages payable to Directors and

employees involved with its New Zealand

operations. This disclosure is provided on a

voluntary basis and is laid out on page 119.

The Directors of GMT Bond Issuer Limited

are also Directors of the Manager and are

paid Directors Fees by Goodman Group

in this capacity.

There were no remuneration payments made

or other benefits given to any Director of

GMT Bond Issuer Limited in respect of their

role as a Director of that company.

As no remuneration payments are made

by GMT Bond Issuer Limited it does not

maintain a Remuneration Committee.

Policies and procedures

The Manager has established a number of

policies and procedures that govern the

behaviour of its Directors and employees,

which are summarised as follows.

(a) Related Party Policy

Due to the close relationship between

Goodman Group and the Trust, the

management of the real or apparent

conflicts of interest that may arise are the

highest of the Manager’s list of corporate

governance priorities.

The Manager has put in place a

comprehensive Related Party Policy

which summarises the relevant restrictions

contained in the Listing Rules, the law and

relevant contractual commitments, and

how these issues are managed.

The Manager uses this policy as a tool to

ensure that:

+ management and the Board are properly

briefed and educated on the relevant

restrictions and the processes put in

place to ensure compliance with these

restrictions; and

+ unitholders and the investment market

recognise that the Manager deals with

related party issues in an appropriate,

transparent and robust manner.

The Manager believes that having a Board

with experienced and strong Independent

Directors, sends a message to the market

of how seriously the Manager takes related

party issues and the conflicts of interest that

may arise.

(b) Continuous Disclosure Policy

The Manager is committed to keeping

Unitholders, regulators and the market

fully and promptly informed of all material

information relevant to the Manager, the

Trust and GMT Bond Issuer Limited.

To this end, the Manager has a Continuous

Disclosure Policy which explains the

relevant legal requirements and sets out the

procedures the Manager has put in place to

ensure compliance with them.

(c) Financial Products Trading Policy

The Manager has a Financial Products

Trading Policy which raises awareness about

the insider trading provisions in the Financial

Markets Conduct Act 2013 (“FMCA”)

and strengthens those requirements with

additional compliance standards and

procedures which Directors and employees

who wish to trade in GMT Units or

Goodman+Bonds must comply with.

The Manager imposes trading windows

through this policy as well as requiring

written approval of the CEO or Chairman

prior to any trade. Speculative trading is

also prohibited with a minimum holding

period of six months imposed.

Periodic briefings are provided to Directors

and employees of the requirements of

this policy, with email advice of trading

window status (and a constant reminder

to employees via the home page of the

Manager’s intranet site) also provided.

(d) Code of Conduct

Directors and employees of the Manager

abide by the Goodman Group Code of

Conduct and Ethical Concerns Policy which

establishes required standards of ethical

and personal conduct. Compliance with

this policy is a condition of employment.

Employees are provided with regular training

on these policies and their implications.

This Code of Conduct makes all Directors

and employees responsible for reporting

unethical or corrupt behaviour and the

Manager will take whatever disciplinary

action it considers appropriate in the

circumstances, including dismissal.

A copy of all corporate policies noted above

can be viewed on GMT’s website within the

corporate governance section.

(e) Diversity

Whilst GMT does not have any employees,

it has elected to adopt a diversity policy for

the employees of the Manager in NZ (see

page 30). Employees of the Manager also

have the benefit of the Goodman Group

Diversity Policy, a copy of which can be

found at www.goodman.com.

At the Balance Date and the date of this

report the Board comprised two female

Directors out of a total of seven Directors.

All three of the officers of the Manager are

male. This is unchanged from the prior

period. Further details of the diversity of the

Goodman NZ workforce are included on

page 30.

Risk management

Effective management of all types of risk

(financial and non-financial) is a fundamental

part of the Manager’s business strategy.

The Audit Committee has the responsibility

of overseeing the Manager’s risk

management practices and works closely

with Management and the Trust’s auditors

to ensure that risk management issues are

properly identified and addressed.

116

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Corporate governance (continued)
The Audit Committee approves the work

programme for the internal audit and the

results of each discrete business unit review

and the action taken by the Manager to deal

with any issues identified.

The Manager maintains a risk management

framework for GMT which includes regular

reporting to both the Audit Committee and

the Board and the undertaking of an annual

risk assessment for GMT.

Manager’s remuneration

Under the Trust Deed, the Manager receives

a fee for the management of the Trust.

The fee is comprised of two components:

a base fee and a performance fee.

The base fee component is equal to 0.50%

per annum of the book value of assets

(other than cash, debtors and development

land) less than or equal to $500 million, and

0.40% per annum of the book value of assets

(other than cash, debtors and development

land) greater than $500 million. This fee

arrangement was supplemented by changes

approved by the Unitholders in August 2014,

under which the manager is required to use

its base fee to subscribe for GMT units for a

period of five years from 1 April 2014.

Further details can be found on the investor

centre of the Goodman Property Trust

website www.goodman.com.

The performance fee is determined by

reference to the Trust’s performance

(including gross distributions and

movements in Unit price), relative to the

performance of the Trust’s New Zealand

listed real estate peers and calculated on

an annual basis.

The calculation of the Manager’s base fee is

reviewed annually by the Trust’s auditors. By

a separate specific engagement, the Trust’s

auditors also review the calculation of the

Manager’s performance fee (if any) each year.

The Manager is also entitled to be

reimbursed for amounts properly incurred

on behalf of the Trust.

Annual Meeting

The Board views the Annual Meeting

(“AM”) as an excellent forum in which

to discuss issues relevant to GMT. The

Board encourages the full participation of

Unitholders at these meetings to ensure a

high level of accountability and identification

with the Manager’s strategy and objectives.

To maximise the effectiveness of

communication at the AM, the Manager

also requires its external auditors to attend

the meeting and be prepared to answer

Unitholders’ questions about the conduct

of the audit, as well as the preparation and

content of the independent auditors’ report.

Other statutory and listing

rule disclosures

NZX Waivers

NZX has granted waivers to GMT and GMT

Bond Issuer at various times, some of which

have been relied upon by GMT and GMT

Bond Issuer Limited during the year ended

31 March 2018.

Fees

Under paragraph 39(d) of the waivers

that were granted to GMT by NZX on

12 November 2012, GMT is required to

disclose in its interim financial statements

the fees that were paid to GPSNZ under the

property management and development

management agreements between HDL

and GPSNZ, and between HBPL and

GPSNZ during the period they were in force.

Included within property management

fees and development management fees

paid is $0.4 million paid pursuant to the

property management and development

management agreements between

HBPL and GPSNZ for the year ended

31 March 2018.

Included within property management

fees and development management fees

paid is $5.4 million paid pursuant to the

property management and development

management agreements between HDL and

GPSNZ for the year ended 31 March 2018.

GMT

On 17 May 2018, NZX granted GMT a waiver

from NZX Listing Rule 9.2.1 in relation to

the proposed sale of 100% of the shares in

Wynyard Precinct Holdings Limited (“WPH”)

to Viaduct Holdings IV Limited pursuant to

the terms of a sale and purchase agreement

(“Proposed Transaction”). GMT, through its

wholly-owned subsidiary Goodman Nominee

(NZ) Limited (“Nominee”), holds 51% of

the shares in WPH. Reco Aotearoa Private

Limited (“Reco”) holds the remaining 49%

of shares in WPH. The waiver from NZX

Listing Rule 9.2.1 was granted to the extent

that the Rule would otherwise require GMT

to seek unitholder approval to enter into the

Proposed Transaction.

The effect of the waiver from NZX Listing

Rule 9.2.1 is that GMT is able to enter

into the Proposed Transaction without

first obtaining the approval of an ordinary

resolution of unitholders. Unitholder

approval of the Proposed Transaction

would otherwise have been required, as the

Proposed Transaction will be a “Material

Transaction” (as that term is defined in the

NZX Listing Rules) for GMT, and GMT and

Reco are considered “Related Parties” (as

that term is defined in the NZX Listing Rules)

for the purposes of the NZX Listing Rules.

The waiver from NZX Listing Rule 9.2.1

has been granted on the condition that the

Independent Directors of Goodman certify, in

a form acceptable to NZX, that:

a) the Proposed Transaction has been

negotiated, agreed and entered into on

an arm’s length and commercial basis;

b) in their opinion the Proposed Transaction

represents fair value and is fair and

reasonable to GMT and its unitholders

who are not related to, or Associated

Persons (as that term is defined in the

NZX Listing Rules) of Reco;

c) Reco did not influence the final decision

of the Board to enter into the Proposed

Transaction.

The waiver from NZX Listing Rule 9.2.1

has been granted on the further condition

that the waiver, its conditions and the

implications of this waiver are disclosed

in GMT’s next annual report.

117

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Corporate governance (continued)
GMT Bond Issuer

On 18 May 2017, NZX granted GMB a

waiver from NZX Listing Rule 5.2.3 in relation

to the Goodman+Bonds issued on 31 May

2017 (“GMB040 Bonds”) to enable GMB to

apply for quotation on the NZX Debt Market

even though the GMB040 Bonds may not

initially be held by at least 500 members

of the public holding at least 25% of the

GMB040 Bonds issued (as required by NZX

Listing Rule 5.2.3). The waiver has been

granted for a period of six months from the

quotation date of the GMB040 Bonds (being

1 June 2017).

The effect of the waiver from NZX Listing

Rule 5.2.3 is that initially the GMB040 Bonds

may not be widely held and there may be

reduced liquidity in the GMB040 Bonds.

To the extent that the GMB040 Bonds meet

the spread requirements of NZX Listing Rule

5.2.3, GMB will notify NZX accordingly.

GMB has agreed to notify NZX as soon as

practicable if there is a material reduction

to the total number of members of the

public holding GMB040 Bonds, and/or

the percentage of GMB040 Bonds held by

members of the public holding at least a

minimum holding. GMB has also agreed to

clearly and prominently disclose this waiver,

its conditions and their implications in each

offer document relating to the GMB040

Bonds and in its half-year report and its

annual report for the period the waiver is

relied on.

A complete copy of the waivers provided by

NZX can be found at www.nzx.com under

the GMT code.

Summary of recent Trust Deed

amendments

There have been no amendments to the

Trust Deed during the period from 1 April

2017 to 31 March 2018. A copy of the

supplemental deed which amended GMT’s

Trust Deed with effect from 14 November

2016 is available on the Corporate

Governance section of the Goodman

Property Trust Website at www.goodman.

com/nz. It is also available on the Disclose

Register accessible on the Companies Office

website (https://www.companiesoffice.govt.

nz/disclose).

Register of Directors’ holdings as at the

Balance Date (to 31 March 2018)

The table below shows all relevant interests

of Directors in Units and Goodman+Bonds

under the FMCA, which include legal and

beneficial interests in Units.

DirectorUnits

Goodman

+ Bonds

Keith Smith

(Chairman)

(1)

462,654150,000

Leonie Freeman

(2)

173,750Nil

Susan Paterson

(3)

329,060Nil

Peter Simmonds

(4)

201,741Nil

Gregory GoodmanNilNil

Phil PrykeNilNil

John Dakin

(5)

863,108Nil

(1)

Keith holds a beneficial interest in 378,460 GMT units

through The Selwyn Trust. He is also a trustee of that

trust. Keith has an interest as a trustee only (i.e. no

beneficial interest) in a further 84,194 units, through

being trustee of The Gwendoline Trust. Keith also has a

beneficial interest in 150,000 GMB020 Bonds held by

Gwendoline Holdings Limited.

(2)

Leonie holds her GMT units through Wave Trust of which

she is a trustee and beneficiary.

(3)

Susan holds her GMT units through SM Taylor Family

Trust of which she is a trustee and beneficiary.

(4)

Peter holds his GMT units through the Simmonds Family

Trust of which he is a trustee and beneficiary (with the

exception of 40,505 units which he holds personally).

(5)

John holds his units through SGH Investment Trust of

which he is a trustee and beneficiary.

Other Disclosures for

GMT Bond Issuer Limited

Interests register

GMT Bond Issuer Limited is required to

maintain an interests register in which the

particulars of certain transactions and

matters involving the Directors must be

recorded. The interests register is available

for inspection on request.

Specific disclosures of interests

During the financial period, GMT Bond Issuer

Limited did not enter into any transactions

in which its Directors had an interest.

Accordingly, no disclosures of interest

were made.

Indemnity and insurance

In accordance with section 162 of the

Companies Act 1993 and its constitution,

GMT Bond Issuer Limited has provided

insurance for, and indemnities to, Directors

for losses from actions undertaken in

the course of their duties. The insurance

includes indemnity costs and expenses

incurred to defend an action that falls

outside the scope of the indemnity. The

cost of such insurance has been certified

as fair by the Directors of GMT Bond Issuer

Limited. Particulars have been entered in the

interests register pursuant to section 162 of

the Companies Act 1993.

Use of company information by Directors

No member of the Board issued a notice

requesting to use information received in

his or her capacity as a Director which

would not have otherwise been available to

that Director.

Donations

GMT Bond Issuer Limited did not make

any donations during the financial period.

Audit fees

All audit fees and fees for other services

provided by PricewaterhouseCoopers are

paid by GMT.

Directors’ disclosure

During the year ended 31 March 2018,

Directors’ disclosed interest or cessation

of interest (indicated by (C), in the following

entities pursuant to section 140 of the

Companies Act 1993.

Gregory Goodman

Goodman Holdings (NZ) Limited

Wynyard Precinct No.7 Limited

Susan Paterson

Steel & Tube Holdings Limited

Airways International Limited (C)

Airways Corporation of New Zealand

Limited (C)

Phil Pryke

Contact Energy Limited (C)

Keith Smith

Tree Scape Limited

118

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Remuneration report
Introduction

As a Unit Trust managed by an external

manager, Goodman Property Trust does not

have any Directors or employees of its own.

The Manager, Goodman (NZ) Limited has a

Board of Directors with responsibility for the

strategic management of GMT.

Goodman Property Services (NZ) Limited,

a sister company to GNZ, is the entity that

employs the personnel and seconds staff

to the Manager who manage GMT on a

day-to-day basis. The Management Team

included on page 47 of this Annual Report

are employed by GPSNZ.

Both GNZ and GPSNZ are owned by

Goodman Group, listed on the Australian

stock exchange.

This remuneration report outlines the

Manager’s key remuneration policies.

Increased disclosure

The Trust does not bear directly any

employment related costs. Those costs

are borne by GNZ and GPSNZ and paid by

those companies from the fees they earn

from GMT.

GMT has no remuneration disclosure

obligations as it does not have any Directors

or employees however in the interest of

transparency to unitholders the Board of

GNZ provides remuneration disclosure for

Directors and the Chief Executive Officer.

The Board’s view is that remuneration

strategies that closely align the long-term

wealth creation objectives of employees

who provide management services to GMT

with long-term wealth creation objectives

of GMT unitholders are strategically

important and provide motivation for value

maximisation for the Trust.

Remuneration Committee

The NZX Corporate Governance Code

provides that issuers should establish a

Remuneration Committee to recommend

remuneration packages for Directors to

the owners of the issuer. As GMT (an

issuer) does not have employees and the

Manager’s Directors’ fees are paid by GNZ,

GMT does not maintain a Remuneration

Committee.

In support of effective corporate

governance, remuneration issues which

relate to GNZ and GPSNZ fall under the

responsibility of an established sub-

committee of the Board of Goodman Group,

the Remuneration Committee.

Details regarding this committee may be

found on the Goodman Group website at

www.goodman.com under About us /

Corporate governance.

The Remuneration Committee has the

responsibility to consider remuneration

related issues more fully and provide

recommendations to the Board of Goodman

Group and its subsidiaries.

Mr Pryke, a non-executive Director of GNZ

and an Independent Director of Goodman

Group, is the Chairman of the Goodman

Group Remuneration Committee.

Summary of key remuneration

principles

A summary of key remuneration principles

applied by GPSNZ is set out below:

+ the basis of remuneration is local

market referenced base salary, reviewed

annually;

+ employees may be awarded short

term incentives in the form of

discretionary cash bonuses, subject to

GMT, Goodman Group and personal

achievement of financial and operational

targets;

+ all employees can participate equally in

two long term incentive plans designed

to maximise long-term alignment with

unitholders of GMT (“NZ LTIP”) and

securityholders of Goodman Group

(“Goodman Group LTIP”);

+ under the NZ LTIP, performance rights

are issued which give employees the

right to acquire, for nil consideration,

Goodman Property Trust units subject

to the satisfaction of hurdles assessed

over specific three year testing period

timeframes. GMT units awarded are

sourced from units held by Goodman

Group or purchased on market by

Goodman Group and are a cost of

GPSNZ not the Trust. The Trust does not

issue any additional units in relation to

the NZ LTIP scheme;

+ under the Goodman Group LTIP,

performance rights are issued which

give employees the right to acquire,

for nil consideration, stapled securities

of Goodman Group subject to the

satisfaction of hurdles assessed over

specific three year testing period

timeframes. GMG securities awarded are

a cost of GPSNZ not the Trust;

+ for both LTIP schemes, an employee is

required to remain employed for a five

year period from the initial granting to be

eligible to receive all of the awards that

meet performance hurdles;

+ performance based incentives such

as cash bonuses and performance

rights are normally awarded only when

key metrics are met or exceeded,

however, discretion remains with the

Board of Goodman Group on the final

determination of awards in cases of

exceptional individual or divisional

performance where financial metrics

may not have been met; and

+ conversely there may be situations

where the Board of Goodman Group

exercises its discretion to withhold

incentives.

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Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Remuneration report (continued)
Directors’ remuneration

Although the Directors’ remuneration is

paid by Goodman Group and not GMT, the

Directors and Goodman Group have agreed

to disclose the Directors’ remuneration

to unitholders in the interest of full and

complete disclosure.

The Chairman of the Manager is entitled

to $155,000 per annum ($150,000 prior to

30 June 2017), the Chairman of the Audit

Committee is entitled to $100,000 per

annum ($95,000 prior to 30 June 2017) and

each other Director is entitled to $90,000 per

annum ($85,000 prior to 30 June 2017), with

the exception of Mr Goodman and Mr Dakin

who are remunerated by way of salary for

their executive roles and are not paid any

additional remuneration for their positions

as Directors.

In addition, Directors (other than

Mr Goodman and Mr Dakin) are paid

$300 per hour for time spent in relation

to Due Diligence Committee matters.

Mr Goodman and Mr Dakin do not receive

any remuneration for their roles on the

Board of GNZ.

Chief Executive Officer’s remuneration

Although all remuneration is paid by Goodman Group and not GMT, the CEO and Goodman Group have agreed to disclose the CEO’s remuneration to unitholders in the interest of best

practice. Details of the nature and amount of each major element of the remuneration of the CEO is set out below. All amounts are in New Zealand dollars.

Short Term RemunerationLong Term Remuneration

Salary

$

Bonus

(1)

$

Total

$

Benefits &

KiwiSaver

$

Total

$

Goodman Group LTIPNew Zealand LTIP

Performance

Rights

Granted

Number

Performance

Rights

Vesting

Number

Performance

Rights

Vesting

(2)

$

Performance

Rights

Granted

Number

Performance

Rights

Vesting

Number

Performance

Rights

Vesting

(2)

$

Total

Value

Vesting

John DakinChief Executive Officer31 March 2018432,693500,000932,69328,500961,192125,00080,881745,005949,750421,795529,3531,274,358

31 March 2017432,693660,0001,092,69356,7261,149,419140,000100,012781,094835,800217,522291,4791,072,573

(1)

Bonus paid in the year ended 31 March 2018 related to GPSNZ’s year ended 30 June 2017. Bonus paid in the year ended 31 March 2017 related to GPSNZ’s year ended 30 June 2016.

(2)

The value of the performance rights vesting is derived from the market value of the securities at the date of vesting.

Directors were entitled to fees, including fees for Due Diligence Committee matters, as set out

below. None of the Directors are paid performance related fees relating to their Directorships.

DirectorRole

2018

$

2017

$

Keith SmithChairman, Independent Director153,750150,000

Peter SimmondsChairman Audit Committee, Independent Director102,65095,000

Susan PatersonIndependent Director88,75085,000

Leonie FreemanIndependent Director96,55085,000

Phil PrykeNon-executive Director99,55085,000

Greg GoodmanNon-executive Director––

John DakinExecutive Director––

120

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Other employees’ remuneration
As at 31 March 2018 the number of

employees of GPSNZ (not including the

CEO) who received remuneration and

other benefits with a combined total value

exceeding $100,000 was as set out below.

Performance Rights vesting during the year

have been valued at the underlying security

value on the date of vesting. No value

has been attributed to performance rights

granted during the year. None of the cost of

this remuneration is borne by GMT.

All permanent employees are entitled to

participate in both the New Zealand LTIP

and the Goodman Group LTIP in addition

to receiving their salary and the opportunity

to be awarded a cash paid short term

incentive.

Components of total

remuneration

For employees of GPSNZ as at 31 March

2018, the relative proportions of their total

remuneration received for the year ended

31 March 2018 was as set out below.

This is consistent with Goodman’s

remuneration philosophy in that employees

are encouraged to make commercial

decisions that are in the long term best

interests of investors through gaining

exposure to equity. More than 80% of the

CEO’s total remuneration is performance

based and therefore at risk. On average,

other executives have around 65% of their

total remuneration at risk.

For employees (including the CEO) as at

31 March 2018, the NZ LTIP awarded them

GMT units with a market value of $2.2 million

on the date of vesting. The Goodman Group

LTIP awarded those employees GMG

securities with a market value of $3.5 million

on the date of vesting. None of the cost of

these awards was borne by the Trust.

Remuneration report (continued)

Salary Range

$000

Number of

employees as at

31 March 2018

1,050 – 1,1001

850 – 9001

800 – 8501

700 – 7501

650 – 7001

600 – 6502

500 – 5502

400 – 4503

350 – 4001

300 – 3501

250 – 3004

200 – 2501

150 – 2006

100 – 15011

36

Short TermGoodman

Base SalaryIncentiveNZ LTIPGroup LTIPTotal

CEO19.6%22.7%24.0%33.8%100%

Executives excluding the CEO33.3%23.7%15.8%27.2%100%

All other employees55.5%17.3%10.5%16.7%100%

121

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Investor relations
Introduction

Ensuring Unitholders and Bondholders are

well informed and easily able to manage

their investment is a key priority of the

Manager’s investor relations team. Regular

meetings and communications, its website

and a dedicated toll free contact number

provide investors with the means to make

informed decisions.

Annual meeting

GMT’s Trust Deed requires at least one

meeting of Unitholders each financial year.

The next Annual Meeting is scheduled for 4

July 2018 at Eden Park, Auckland.

Publications

For Unitholders and Bondholders who

elect to receive printed copies, the Annual

and Interim Reports are typically mailed

around June and December of each year

respectively. Goodresults newsletters

detailing the operational activities of the

Trust over the intervening periods are mailed

to Unitholders in September and March.

Investor centre

The website, www.goodman.com/nz,

enables Unitholders and Bondholders to

view information about their investment,

download investor forms, check current

prices and view publications and

announcements.

Helpline

The Manager has a dedicated toll free

number, 0800 000 656 (+64 9 375 6073 from

outside New Zealand), which will connect

Unitholders and Bondholders directly with

the investor relations team who will assist

with any queries.

Unitholder distribution

The Trust typically pays its distributions

quarterly in the third month that follows

each quarter. For example the distribution

for the March 2018 quarter will be paid in

June 2018.

Bondholder interest payments

Interest is paid semi-annually, each year, until

redemption. No dividends or distributions

have been paid by GMT Bond Issuer Limited.

Registrar

Computershare Investor Services Limited

is the registrar with responsibility for

administering and maintaining the Trust’s

Unit and Bond Registers.

If you have a question about the

administration of your investment,

Computershare can be contacted directly:

+ by phone, on their toll free number

0800 359 999 (+64 9 488 8777

from outside New Zealand);

+ by email, to

enquiry@computershare.co.nz; or

+ by mail, to Computershare Investor

Services Limited, Private Bag 92119,

Auckland 1142.

Complaints procedure

As a financial service provider registered

under the Financial Service Providers

(Registration and Dispute Resolution)

Act 2008, the Manager is a member of

an approved dispute resolution scheme

(registration number FSP36542).

Complaints may be made to the Manager

or through the financial dispute resolution

scheme.

Contact details of both are included in

the corporate directory at the end of this

document.

Top 20 Unitholders

As at 1 May 2018

Rank Holder Name

Number of

units held

% of total

issued units

1 Goodman Investment Holdings (NZ) Limited 273,248,744 21.22

2 Accident Compensation Corporation 82,677,271 6.42

3 HSBC Nominees (New Zealand) Limited 78,568,848 6.10

4 FNZ Custodians Limited 67,714,594 5.26

5 Forsyth Barr Custodians Limited 63,384,881 4.92

6 Investment Custodial Services Limited 48,492,287 3.77

7 Citibank Nominees (New Zealand) Limited 47,929,181 3.72

8 BNP Paribas Nominees (NZ) limited 34,743,937 2.70

9 HSBC Nominees (New Zealand) Limited A/C State Street 31,438,633 2.44

10 JPMorgan Chase Bank NA NZ Branch

– Segregated Clients Acct

21,424,891 1.66

11 ANZ Wholesale Trans-Tasman Property Securities Fund 20,373,330 1.58

12 BNP Paribas Nominees (NZ) limited 19,440,451 1.51

13 Sir Woolf Fisher Charitable Trust Inc 14,248,000 1.11

14 Custodial Services Limited 13,164,375 1.02

15 Tea Custodians Limited Client Property Trust Account 12,220,665 0.95

16 Mssrs. Williams, Parsons, Henshaw and Pearson 11,734,694 0.91

17 ANZ Wholesale Property Securities 10,702,862 0.83

18 New Zealand Depository Nominee Limited 8,892,025 0.69

19 PT (Booster Investments) Nominees Limited 7,809,159 0.61

20 MFL Mutual Fund Limited 7,571,297 0.59

Units held by top 20 Unitholders 875,780,125 68.01

Balance of Units held 412,001,812 31.99

Total of issued Units 1,287,781,937 100.00

122

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Investor relations (continued)
Substantial Unitholders

As at 31 March 2018

It is a requirement of the Financial Markets Conduct Act 2013

(1)

that each listed issuer makes

available the following information in its Annual Report.

Unitholder Number of Units Held

(2)


Goodman Investment Holdings (NZ) Limited 262,447,211

(3)


Goodman Limited 262,447,211

(3)


Accident Compensation Corporation 58,295,875

(1)

The numbers of Units listed above are as at 31 March 2017 according to disclosures made under section 280(1)(b) of the

Financial Markets Conduct Act 2013 and (prior to 1 December 2014) notices received under section 26 of the Securities

Markets Act 1988. As these disclosures and notices are required to be filed only if the total holding of a Unitholder

changes by 1% or more since the last notice filed, the numbers noted in this table may differ from those shown in the list

of top 20 Unitholders. The list of top 20 Unitholders is shown as at 1 May 2018, rather than 31 March 2018.

(2)

The total number of Units on issue as at 31 March 2018 was 1,287,781,937.

(3)

Due to the breadth of the definition of ‘Substantial Product Holder’ in the Financial Markets Conduct Act 2013 and the

nature of Goodman Group’s corporate structure, the list above requires Goodman Group’s holding in GMT to be shown

through multiple entities each holding differing (i.e. legal or beneficial) interests. The total holding of Goodman Group as at

31 March 2018 is 273,248,744 Units.

Unitholder distribution

As at 1 May 2018

Unitholding Range Number of Unitholders Number of Units

1 to 9,999 3,15616,209,211

10,000 to 49,999 5,310117,021,551

50,000 to 99,999 81253,468,826

100,000 to 499,999 51091,984,185

500,000 to 999,999 4227,605,137

1,000,000 and above 50981,493,027

Total 9,8801,287,781,937

Bondholder distribution

As at 1 May 2018

GMB020 Number of Bondholders Number of Bonds

1 to 9,999 1721,020,000

10,000 to 49,999 85315,694,000

50,000 to 99,999 1186,543,000

100,000 to 499,999 558,620,000

500,000 to 999,999 1945,000

1,000,000 and above 1567,178,000

Total 1,214100,000,000

GMB030 Number of Bondholders Number of Bonds

1 to 9,999 1841,016,000

10,000 to 49,999 69612,351,000

50,000 to 99,999 1116,730,000

100,000 to 499,999 467,778,000

500,000 to 999,999 64,135,000

1,000,000 and above 1167,990,000

Total 1,054100,000,000

GMB040 Number of Bondholders Number of Bonds

1 to 9,999 1382,000

10,000 to 49,999 1523,136,000

50,000 to 99,999 251,486,000

100,000 to 499,999 233,685,000

500,000 to 999,999 32,183,000

1,000,000 and above 1289,428,000

Total 228100,000,000

GMB050 Number of Bondholders Number of Bonds

1 to 9,999 37199,000

10,000 to 49,999 1933,601,000

50,000 to 99,999 301,914,000

100,000 to 499,999 172,846,000

500,000 to 999,999 42,623,000

1,000,000 and above 1288,817,000

Total 293100,000,000

123

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

$ and cents
New Zealand currency.

Associated Person

has the meaning given to that term in the Listing

Rules.

ASX

ASX Limited or any market operated by it, as the

context requires.

Balance Date

31 March 2018.

Board

the Board of Directors of the Manager and GMT

Bond Issuer Limited.

Bondholder

a person whose name is recorded in the register

as a holder of a Goodman+Bond.

Cash Earnings

Cash earnings is a non-GAAP measure that

assesses free cash flow, on a per unit basis, after

adjusting for certain items. Calculation of GMT’s

cash earnings is set out on page 50.

CEO

the Chief Executive Officer of the Manager.

Chairman

the Chairman of the Board of the Manager.

Co-ownership Agreement

the agreement of that name between the

Manager, Goodman Property Aggregated Limited,

the Trustee, Goodman Funds Management

Limited as responsible entity of GIT, Tallina Pty

Limited as trustee of Penrose Trust, and Trust

Company Limited as custodian of Tallina Pty

Limited, dated 1 April 2004 as amended by the

Restructuring Agreement between the same

parties dated 7 March 2005, relating to the

buying, selling and holding of property by the

Trust and Goodman Group in 50/50 shares.

CPU or cpu

cents per unit.

Disclose Register

the Disclose Register is a register for offers of

financial products and managed investment

schemes under the Financial Markets Conduct

Act 2013.

Director

a director of the Manager and GMT Bond Issuer

Limited.

GIC

the sovereign wealth fund of Singapore.

GIT

Goodman Industrial Trust and its controlled

entities, as the context requires.

GL

Goodman Limited and its controlled entities, as

the context requires.

GMB

GMT Bond Issuer Limited, a wholly owned

subsidiary of Goodman Property Trust.

Goodman

means Goodman (NZ) Limited as the Manager

of the Trust.

Goodman Group or GMG

means GL, GIT and Goodman Logistics (HK)

Limited, operating together as a stapled group.

Where either GL, GIT or and Goodman Logistics

(HK) Limited is party to a contract or agreement

or responsible for an obligation or liability,

without the other, all references to Goodman

Group as concerns that contract, agreement

or responsibility shall be to that party alone.

Goodman+Bond or Bond

a bond issued by GMB.

GPSNZ

Goodman Property Services (NZ) Limited.

Independent Director

has the meaning given to that term in the Listing

Rules which, for the Manager are those persons

listed on the following page.

Listing Rules

the Listing Rules of NZX from time to time and

‘LR’ is a reference to any of those rules.

Management

the senior executives of the Manager.

Manager or GNZ

the manager of the Trust, Goodman (NZ) Limited.

NTA

net tangible assets.

NZ IAS

New Zealand equivalents to International

Accounting Standards.

NZ IFRS

New Zealand equivalents to International

Financial Reporting Standards.

NZDX

the New Zealand debt market operated by NZX.

NZX

means NZX Limited.

NZX Code

means the NZX Corporate Governance code

2017.

Operating Earnings

Operating earnings are a non-GAAP financial

measure included to provide an assessment of

the performance of GMT’s principal operating

activities. Calculation of operating earnings are

as set out in GMT’s Profit or Loss statement.

Registrar

the unit registrar for GMT and Goodman+Bond

registrar for GMB which, at the date of this

Annual Report, is Computershare Investor

Services Limited.

sqm

square metres.

Trust Deed

the GMT trust deed dated 23 April 1999, as

amended from time to time.

Trust or GMT

Goodman Property Trust and its controlled

entities, including GMB, as the context requires.

Trustee

the trustee of the Trust, Covenant Trustee

Services Limited.

Unitholder or unitholder

any holder of a Unit whose name is recorded in

the register.

Unit or unit

a unit in GMT.

WPH or Wynyard Precinct

Wynyard Precinct Holdings Limited, the joint

venture between GMT and GIC, the sovereign

wealth fund of Singapore.

Glossary

124

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

Corporate directory
Manager of Goodman Property Trust

Goodman (NZ) Limited

Level 2, 18 Viaduct Harbour Avenue

Auckland 1010

PO Box 90940

Victoria Street West

Auckland 1142

Toll free: 0800 000 656 (within New Zealand)

Telephone: +64 9 375 6060 (outside New Zealand)

Email: info-nz@goodman.com

Website: www.goodman.com/nz

Issuer of Goodman+Bonds

GMT Bond Issuer Limited

Level 2, 18 Viaduct Harbour Avenue

Auckland 1010

PO Box 90940

Victoria Street West

Auckland 1142

Toll free: 0800 000 656 (within New Zealand)

Telephone: +64 9 375 6060 (outside New Zealand)

Email: info-nz@goodman.com

Website: www.goodman.com/nz

Complaint Procedure

Financial Dispute Resolution Service

Freepost 231075

PO Box 2272

Wellington 6140

Toll free: 0508 337 337 (within New Zealand)

Telephone: +64 4 910 9952 (outside New Zealand)

Email: enquiries@fdr.org.nz

Directors of Goodman (NZ) Limited

and GMT Bond Issuer Limited

Chairman and Independent Director

Keith Smith

Independent Directors

Leonie Freeman

Susan Paterson ONZM

Peter Simmonds

Executive Director

John Dakin

Non-executive Directors

Gregory Goodman

Phillip Pryke

Management Team of Goodman (NZ)

Limited and GMT Bond Issuer Limited

Chief Executive Officer

John Dakin

Chief Financial Officer

Andy Eakin

General Counsel and Company Secretary

Anton Shead

General Manager Development

Michael Gimblett

Director Investment Management

James Spence

Director Investment Management

and Capital Transactions

Kimberley Richards

Head of Corporate Affairs

Jonathan Simpson

Marketing Director

Mandy Waldin

Auditor

PricewaterhouseCoopers

PwC Tower

188 Quay Street

Private Bag 92162

Auckland 1142

Telephone: +64 9 355 8000

Facsimile: +64 9 355 8001

Registrar

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna

Private Bag 92119

Auckland 1142

Toll free: 0800 359 999 (within New Zealand)

Telephone: +64 9 488 8777 (outside New Zealand)

Facsimile: +64 9 488 8787

Email: enquiry@computershare.co.nz

Legal Advisors

Russell McVeagh

Level 30, Vero Centre

48 Shortland Street

PO Box 8

Auckland 1140

Telephone: +64 9 367 8000

Facsimile: +64 9 367 8163

Trustee and Supervisor

for Goodman Property Trust

Covenant Trustee Services Limited

Level 6, Crombie Lockwood Building

191 Queen Street

PO Box 4243

Auckland 1140

Telephone: +64 9 302 0638

Bond Trustee

Public Trust

Level 9

34 Shortland Street

PO Box 1598

Shortland Street

Auckland 1140

Toll free: 0800 371 471 (within New Zealand)

Telephone: +64 9 985 5300 (outside New Zealand)

Facsimile: 0800 371 001

125

Goodman Property Trust Annual Report 2018 GMT Bond Issuer Limited Annual Report 2018

www.goodman.com/nz

---

Goodman Property Trust

Audited annual results for announcement to the market


Reporting period 12 months to 31 March 2018

Previous reporting period 12 months to 31 March 2017


Amount Percentage Change

Revenue from ordinary activities $159.5 million (3.7%)

Profit from ordinary activities after tax attributable to

unit holders $194.0 million (9.3%)

Net profit attributable to unit holders

$194.0 million (9.3%)


Interim/Final Distribution Amount per unit Imputed amount

per unit

Final $0.016625 $0.003180

Record date - 12 June 2018

Payment date - 21 June 2018


Other financial information 31 March 2018

cents per unit

31 March 2017

cents per unit

Net tangible assets per unit 138.90 130.40

Basic earnings per unit 15.06 16.70

Operating earnings before tax per unit 9.25 9.51

Operating earnings after tax per unit 7.89 8.28


Notes


1. This announcement is extracted from the annual financial statements of Goodman Property Trust.

A copy of the annual financial statements together with the independent auditor’s report on the

annual financial statements is attached to this announcement.

2. All amounts are in New Zealand dollars.

3. There are no diluted units for the reporting period or the previous reporting period.

---

Annual
Results

2018

Goodman Property Trust

Contents
Unless otherwise indicated, all numerical data provided in this presentation is stated as at 31 March 2018.

All dollar values are NZD unless otherwise stated. All figures are rounded.

Presented by:

John Dakin

Chief Executive Officer

James Spence

Director –Investment Management

Andy Eakin

Chief Financial Officer

Targeted strategy03

Investment portfolio10

Development programme19

Financial summary25

Summary & outlook33

Appendix36

2

Targeted
strategy

3

Targeted
strategy

Quality Auckland industrial portfolio

+Sale of WPH

1

repositions GMT as industrial sector specialist, 99%

2

weighted to Auckland

+Positive outlook for the investment portfolio:

▪industrial property expected to benefit from e-commerce and immigration trends

▪assets situated in key locations close to consumers

▪value-add opportunities over medium term

Development led growth

+Recycling of capital from disposals into development pipeline:

▪$233 million of developments currently underway (total project cost)

▪$290 million of additional spend to develop remaining land bank, reflecting yield of 8-9%

Targeting

+Improved cash earnings growth profile:

▪activation of land bank

▪rental growth

▪lower capex portfolio

+Resilient portfolio with opportunity to expand current footprint

1

Conditional on OIO and freehold landowner consents

2

Combines industrial land and building weighting

4

Disposal
programme

+Disposal of VXV portfolio largely completes the sales programme:

▪almost $1.2 billion of sales contracted over last five years

▪divesting mainly Auckland office and Christchurch assets

▪provided funding capacity for the development programme and higher growth-orientated

assets

37.2

148.7

124.2

278.8

243.9

323.9

FY14FY15FY16FY17FY18Post

balance

date

Auckland

Office

73%

Christchurch

19%

Other

8%

Disposals by asset classAsset disposals over time

($million)

5

98.2
108.8

148.7

97.0

164.8

54.1

0

20

40

60

80

100

120

140

160

180

FY14FY15FY16FY17FY18FY19 Q1

$ m

OtherHighbrook

Capital

deployment

+$672 million of development starts over the last five years, providing average yield on

additional spend of 9.4% and development gains of $81million

1

+$165 million of new developments announced in FY18, with a further $54 million YTD

+80% of remaining portfolio has been developed by Goodman, providing for high

quality, well-designed long-term investments

Development commencements

(total project cost including land)

1

Revaluation gains recorded on developments completed during the period

100%

100%

72%

100%

65%

52%

200

400

600

800

1,000

1,200

HighbrookSavillM20WestneyThe GateOther

Developed by GoodmanOther

$ m

Assets developed by Goodman

(total value of stabilised assets by estate)

6

72.0%
73.0%

75.0%

84.4%

83.2%

99.3%

50%

60%

70%

80%

90%

100%

FY14FY15FY16FY17FY18Post

contracted

sales

IndustrialIndustrial land

Transformed

GMT

+Disposals and development activity have transformed GMT into an industrial

specialist:

▪99% focused on Auckland industrial

▪<5% land weighting

▪average building age of 12.2 years

1

(Highbrook 6.4 years)

Industrial weighting

1

Post contracted sales

2

Includes contracted sales

2.12

2.18

2.48

2.46

2.72

2.20

1.9

2.0

2.1

2.2

2.3

2.4

2.5

2.6

2.7

2.8

FY14FY15FY16FY17FY18Post

contracted

sales

2

Total property portfolio

($bn)

7

GMT
capacity

+GMT to have strong liquidity post settlement of WPH disposal

+Increased ability to further invest in Auckland industrial through development pipeline

and potential acquisitions

+Build out of full development pipeline including projects underway (circa $450 million

1

)

would result in gearing of less than 30%

Gearing

25.0%

14.1%

19.9%

<30%

Contracted sales

WPH disposal

Committed

developments

Development

pipeline

31.0%

0%

5%

10%

15%

20%

25%

30%

35%

Balance SheetReported LVRPro-forma LVRCommitted

LVR

Approximate

built out LVR

$290m

$160m

1

Atcurrent construction costs

8

1

Total
returns

(NTA + distribution)

+NTA growing strongly with CAGR of 8.9% over last five years

+Improving quality and focus on industrial reflected in returns with five year total return

of 13.7%

Totalreturns

2

2

Total return is a combination of NTA growth + distribution paid

11.6%

14.4%

17.2%

13.8%

11.6%

0%

5%

10%

15%

20%

FY14FY15FY16FY17FY18

Income returnCapital return

5 year total

return: 13.7%

5 year income

return: 5.9%

100.4

108.4

120.4

130.4

138.9

141.4

90

100

110

120

130

140

150

FY14FY15FY16FY17FY18Post WPH

sale

1

Postsales contracted at 31 March 2018

1

NTA per unit

(cents)

9

Investment
portfolio

10

Operational
highlights

98.2

%

Portfolio occupancy

$2.7bn

Property portfolio

201,623sqm

Leased on new or revised terms

6.1year

WALT

3.9

%

Like-for-like NPI growth

83.6

%

Industrial retention rate

11

Property
portfolio

+Portfolio provides 226.9 ha footprint within 25 km of CBD

+Positioned to benefit from growth in e-commerce

+Estates are situated in prime logistics locations, with 8% of portfolio identified as medium to

long-term redevelopment (value-add) sites

Core -

Highbrook

56.3%

Core -other

35.2%

Value-add

7.8%

Office

0.7%

Note: Statistics reflect post settlement of WPH and

Central Park sales

Portfolio diversity

12

Rental
growth

+Strong like-for-like NPI growth for the year of 3.9%

+New leases and market reviews (“reversion events”) within the industrial portfolio

recorded average annualised increase of 4.7%

+Fixed and CPI leases comprise 75% of rental reviews:

▪FY18 average CPI increase 1.7%

▪FY18 average fixed increase 2.6%

+49.0% of portfolio due to revert to market within three years

Industrial market rentalreversion

Asset class

Like-for-like NPI

growth (FY17-FY18)

Income subject to

reversion in FY18

% Increase on

FY18 reversion

events (Total)

% Increase on

FY18 reversion event

(pa)

1

Core3.7%19.5%6.4%4.5%

Value-add6.6%17.8%8.6%7.1%

Total 3.9%19.4%6.5%4.7%

1

Annualised increase since last date rental changed

13

Portfolio
occupancy

+Re-positioning of portfolio and strength of market continues to support record

occupancy levels for GMT (>99% post settlement of WPH)

+Supports build-to-lease programme, 54,000 sqm of NLA built on this basis over the

past five years

+Large number of pending expiries secured in 2H 2018 with only 10% of portfolio

income due to expire over the next two years

+Customer retention rates at record levels with industrial retention rate above 80% for

the last 24 months

+High occupancy and strong expiry profile supporting build-to-lease programme

97%

96%

97%

98%

98%

99%

90%

92%

94%

96%

98%

100%

FY14FY15FY16FY17FY18Post

contracted

sales

Portfoliooccupancy

Lease expiry profile

1

0%

5%

10%

15%

20%

25%

VacantFY19FY20FY21FY22FY23FY24FY25FY26FY27>FY27

VacantExpiring incomeTerms agreed

1

Post settlement of WPH and Central Park sales

14

Portfolio
metrics

+Increased exposure to logistics firms with focus on storage and distribution

Top ten customers split by subsidiary companies

(% of portfolio income)

0%1%2%3%4%5%6%7%8%9%

New Zealand Post

DHL

Fletcher Building

Coda

Fliway Transport

Toll

Spicers

CSR Building Products

Officemax

Big Chill

Note: Statistics reflect post settlement of WPH and Central Park sales

Storage/distribution

52.9%

Manufacturing

16.6%

Automotive

5.5%

Other

25.0%

Industry exposure

15

Capital
expenditure

+Total capex spend of $15 million for the year on stabilised portfolio, $3.3 million of

which is maintenance related

+Industrial portfolio requires lower through-cycle capital expenditure than other asset

classes:

▪lower build complexity for industrial assets:

•fewer technical components (e.g. lifts and air conditioning)

•warehouse design and style less susceptible to changing trends

▪customers responsible for maintenance and make good

▪strong construction warranty programme

Asset class

Total spend

($m)

% of asset value

Average age

(yrs)

Core$5.10.29%9.4

Value-add$2.11.35%37.7

Office$7.81.53%12.1

Total$15.00.61%12.3

1

Stabilised capital expenditure

16

1

Includes assets contracted for sale at 31 March 2018

Portfolio
valuation

+Third consecutive year of fair value gains of more than 5% (excluding impact of sales)

+Overall portfolio cap rate has firmed from 6.5% to 6.2%

+Around 55% of industrial valuation uplift for year resulted from factors other than cap

rate (e.g. rent, occupancy and lease term)

+Development projects contributing $21 million to the revaluation gain, with these

developments providing a return on total project cost of 23%

1

Held at sale price. Includes $2.3m revaluation gain for the Glassworks Steel & Tube development, subsequently contracted forsale

Valuations

Asset classValuation ($m)Cap rateChange ($m)Change$psmland area

Core –Highbrook1,091.35.8%67.76.3%1,020

Core –Other780.76.5%34.44.6%807

Value-add industrial154.76.2%8.65.5%658

Office294.06.7%19.66.9%3,007

Total-Investmentportfolio2,320.66.2%130.35.7%979

Developments(atcost)67.5----

Land120.0-(5.6)(4.5%)485

Contractedforsale

1

238.6-(18.4)(8.3%)-

Totalportfolio2,746.76.2%106.34.0%-

17

4.8%
5.9%

6.5%

6.8%

5.6%

5.3%

4.5%

5.7%

-0.1%

4.0%

10.1%

10.4%

12.2%

6.7%

9.7%

-2%

0%

2%

4%

6%

8%

10%

12%

14%

HighbrookCore - otherValue-addOfficeTotal

Income returnCapital return

Portfolio

total

returns

+Unlevered portfolio total return of 9.7% (income return 5.6%, capital return 4.0%)

+Industrial assets have provided a total return in excess of 10% (including land)

FY18 total returns by asset class

1

1

Total return = NPI + valuation movement for the full year

2

Office capital return includes Central Park and WPHrevaluation to 31 March 2018

2

18

Development
programme

19

Work in
progress

+$233 million of developments currently underway providing 74,246 sqm of NLA

+$164.8 million of developments announced in FY18, yield on additional cost 8.3%

+Development pre-commitment is around 43% with remaining uncommitted space minor in

context of wider GMT portfolio, representing:

▪just 5% of total portfolio area

▪around 25% of average total annual leasing within GMT over last five years

DevelopmentEstate

TPC

($m)

Lettable area

(sqm)

Completion dateCommitment

Building 6 Highbrook16.03,006 Sep-180%

Parade unitsHighbrook16.85,770 Oct-1813%

PlytechwarehouseHighbrook16.15,100 Nov-18100%

SavillLink warehouse SavillLink16.18,500 Nov-180%

Quest expansionHighbrook12.160

1

Dec-18100%

Gateway warehousesHighbrook61.121,470 Dec-1817%

Selwood unitsThe Concourse30.210,933 Dec-18 0%

MOVE Logistics expansionHighbrook15.95,417 Mar-19100%

The Crossing carpark Highbrook10.7324

2

May-1950%

NCI warehouseSavill Link38.214,050May-19100%

Total233.074,246

3

43%

1

Number of rooms

2

Number of car park spaces

3

Excludes car park spaces and rooms

Work in progress summary

20

Completed
projects

CSR

The Gate Industry Park

(Build-to-lease)

COMPLETION

May 2017

NLA

4,937 sqm

Beijer

Highbrook Business Park

(Build-to-lease)

COMPLETION

Jun 2017

NLA

7,503 sqm

ACCO

HighbrookBusiness Park

COMPLETION

Aug 2017

NLA

6,402 sqm

21

Completed
projects

Coda

Stage 2

SavillLink

COMPLETION

Nov 2017

NLA

7,354 sqm

AB

Equipment

Highbrook Business Park

(Build-to-lease)

COMPLETION

Dec 2017

NLA

2,919 sqm

Showroom

Units

Highbrook Business Park

(Build-to-lease)

COMPLETION

Dec 2017

NLA

1,826 sqm

22

Completed
projects

Spicers

Highbrook

COMPLETION

Mar 2018

NLA

9,918 sqm

Fliway

Westney

COMPLETION

Feb 2018

NLA

1,893 sqm

23

Development
pipeline

+Remaining land supply 22 ha

1

+Supports a further 116,000 sqm of industrial and commercial development

+Yield on additional spend expected to range between 8-9%

+Estimated additional spend of approximately $290 million

+Highbrook represents 82% of remaining land supply

+New land opportunities tightly held and difficult to secure

1

247,516 sqm as at 31 March 2018 pre MOVE Logistics expansion and NCI warehouse development

24

Financial
summary

25

Financial
highlights

$207.2m

Profit before tax

$106.3m

Look-through property

revaluation

$243.9m

Contracted asset sales

$164.8m

New development projects

–total project cost

25.0

%

Look-through loan

to value ratio

1

6.99cpu

Cash earnings

2

138.9cpu

Net tangible asset backing

6.65cpu

Cash distributions

1

Adjusted for all sales contracted as at 31 March 2018

2

Cash earnings on a fees-for-units basis as defined on page 28

26

Net
property

income

134.3134.3

134.9

141.8

145.8

130.2130.1

13.0

18.4

+0.7

+6.8

+4.0

+0.4

+5.2

+0.3

-16.1

-0.1

120

125

130

135

140

145

150

155

160

165

170

2017AcquisitionsDevelopmentsUnderlying

portfolio

Additional incomeDisposals2018

GMTWPHGMTWPH

148.5

147.2

+Income from new acquisitions and developments in addition to underlying rental growth

has offset the impact of significant asset disposals

+GMT portfolio income up $4.0million on a like-for-likebasis, a 3.9% increase on 2017

Net property income bridge

$ m

27

Cash
earnings

+Improving trend since FY14 with distributions fully cash covered in 2018

+Reduction in capitalised borrowing costs reflects lower land weighting and interest costs

+Maintenance capex is reducing as portfolio quality and industrial weighting increases

FY18FY17FY16FY15FY14

Operating earnings after tax101.6106.098.1101.199.6

Capitalised borrowing costs –land(8.2)(11.4)(17.1)(20.3)(22.8)

Maintenance capex(3.3)(3.9)(5.0)(6.7)(8.0)

Cash earnings90.090.776.074.168.8

Cash earnings after tax (cpu)6.997.086.116.045.69

Distributions (cpu)6.656.656.656.456.25

Distributions as % of cash earnings95%94%109%107%110%

Cash earnings + Manager’s base fee paid in cash (cpu)6.296.495.615.535.14

Distributions as % of adjusted cash earnings106%

103%119%117%122%

Cash earnings

($million)

28

Net
tangible

assets

+NTA increased by 8.5 cputo 138.9 cpu

+Strong 6.6 cpucontribution from stabilised portfolio revaluation

+Further 2.5 cputo come on settlement of WPH sale

138.9

141.4

-0.9

+6.6

+1.6

+1.1

+2.5

130.4

120

125

130

135

140

145

FY17Stabilised

revaluations

Development

revaluations

Derivative

revaluations

OtherFY18Sale of WPHPro-forma

NTA bridge

(cents per unit)

29

Balance
sheet

strength

+Conservative gearing level

▪loan-to-value ratio of 25.0% on a look-through basis

▪pro-forma around 14%, accounting for WPH sale

▪well below the 50% maximum allowed under the Trust’s debt covenants

+Significant capacity for development pipeline and other opportunities

+Interest cover ratio of 3.2x in FY18, well above the covenant minimum of 2.0x

Loan-to-value ratio

(look-through basis, as at 31 March)

35.9%

34.2%

33.9%

30.6%

30.5%

25.0%

-5.5%

-10.9%

14.1%

FY14FY15FY16FY17FY18 (incl

Central Park)

Central Park

settlement

FY18WPH

settlement

Pro-forma

30

Debt
funding

diversity

+Continued focus on securing long-dated debt

+Reduced reliance on bank funding

+Non-bank funding provides both tenor and pricing benefits

+Most diversified funding in NZ listed property sector

+Two $100m bonds issued in FY18

+WACD of 5.0%

ExcludesGMT’s 51% share of the WPH debt facility

Funding sources

(drawn basis, 31 March 2018)

GMB040GMB050

Principal$100m$100m

IssuedMay 2017Mar 2018

MaturityMay 2024Sep 2023

Initial term7.0 years5.5 years

Coupon4.54%4.00%

Issue margin1.55%1.20%

Credit ratingBBB+

BBB+

Bondissuance

31

Bank debt

32%

Domestic

bonds

49%

USPP notes

19%

Debt
maturity

profile

Debtmaturity profile

(31 March 2018)

ExcludesGMT’s 51% share of the WPH debt facility

+Provencapital management programme

+Refinancing risk minimised with appropriate sized tranches

+Credit cost risk minimised by utilising of multiple sources

+Bank facility provides operational flexibility

+Weighted average debt term to expiry of 4.5 years at 31 March 2018

150150150

100

100100100

525252

FY19FY20FY21FY22FY23FY24FY25FY26FY27FY28FY29FY30FY31

USPP notes

Domestic bonds

Bank facility

Bank debt drawn

32

Summary
& outlook

33

Summary
& outlook

GMT well placed to benefit from key global trends

+Rising urban populations and technological changes are driving the growth of e-commerce

around the world

+Growth in online sales increasing demand for distribution space

+Supply chain pressures with faster and cheaper deliveries required, shorter product life

cycles, increased transportation costs

▪highlights the importance of locations close to the consumer

Outlook

+Sales have transformed the business, rebalanced the portfolio and deleveraged the

balance sheet, positioning GMT for sustainable long-term growth

+Portfolio quality and strong property market fundamentals support continuation of

development programme

+Current strategy expected to support underlying cash earnings of around 7 cpuin FY19,

consistent with FY18

▪sale of WPH not expected to have material impact on FY19

+Distributions expected to be maintained at 6.65 cpu

34

Thank you
35

Appendices
36

Appendix
5 year

financial

summary

(1)

Property portfolio metrics includes GMT’s joint

venture interests. At 31 March 2018 it includes

properties contracted for sale.

(2)

Net of canopies and yard.

37

Appendix
Profit

or loss

38

Appendix
Balance

sheet

39

Appendix
Loan to

value ratio

40

Appendix
Portfolio+

key leasing

PropertyCustomerNLA (sqm)

WPHAir New Zealand15,096

WPHAuckland Transport14,102

HighbrookDHL31,631

WestneyLinfox26,201

HighbrookCottonsoft16,973

WPHConfidential –Tech company2,201

HighbrookBeijer7,503

The GateIron Mountain4,932

Subtotal118,639

Other

82,984

TotalPortfolio201,623

Leasing deals completed in FY18

41

42
Appendix

Highbrook

Business

Park

Appendix
Savill

Link

43

Appendix
M20

Business

Park

44

Appendix
The Gate

Industry

Park

45

Appendix
Westney

Industry

Park

46

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.