Property for Industry Limited logo

2018 Interim Report

Annual Report7 August 2018PFIReal Estate

Property
for

Industry

Limited

Interim

Report

30 June

2018

INDUST

–RIOUS

PETER MASFEN

STRENGTH IN CHANGE MANAGEMENT

NEILSON STREET ACQUISITION CREATES

A VISIBLE FOOTPRINT

THE

TEAM

ISSUE

+

CHANGE
MANAGEMENT

Peter Masfen, PFI’s Board Chair for the past sixteen years,

recently retired. In 2002, when Peter joined PFI, it had a portfolio

of 46 properties, valued at $209 million. Today it owns 93

properties, valued at over $1.2 billion. “Perhaps the highlight,”

says Peter, “was the merger with Direct Property Fund in 2013.

It was a really tough negotiation – one of the more challenging I’ve

been involved in – but the outcome was fair to the shareholders of

both companies. Over my time, it’s been very satisfying to oversee

the expansion in the size of PFI and the considerable

enhancement of shareholder value.”

“Peter’s legacy,” says new Chair, Anthony Beverley, “is PFI’s

unwavering focus on shareholder returns. Maintaining the

independence of the Board was also very important to Peter.

He would point out other companies where he felt that the

PETER MASFEN

interests of the management had

become higher than the

shareholders’ interests. ‘Strong,

stable returns’ is an expression

we use a lot and that comes from

Peter.

“Even though Peter’s retirement

marks the end of a significant

period in PFI’s history, there will

be no change in that philosophy.

New people are coming in,

certainly: David Thomson as an

Independent Director, for

example, and new staff

appointments. And Susan

Peterson came onto the Board a

couple of years ago. There’s been

careful succession planning and

that steadfast commitment to

purpose has not changed.”

There have been three recent

internal appointments: Nathan

Williams succeeded the previous

Financial Controller, Nick

Moloney joined in a new role as

Senior Analyst and Michael

Rippon also joined in a new role

as Property Manager.

ANTHONY BEVERLEY

Profiles of our team members
can be found on our website at

pfi.co.nz/people

04 . DAVID THOMSON

New Independent Director

05 . HUMPHRY ROLLESTON

Independent Director

06 . SUSAN PETERSON

Independent Director

07 . GREGORY REIDY

Managing Director

08 . SIMON WOODHAMS

General Manager

09 . CRAIG PEIRCE

CFO and Company Secretary

Their profiles can be found on

the PFI website.

“The internal management team

is second-to-none in the field in

which they operate,” says Peter

Masfen. “We’ve been through

market ups and downs – the

economic cycle – but, by keeping

our feet on the ground, we’ve

continued to grow and continued

to deliver for shareholders. It

has been a privilege to be

involved in PFI’s emergence as a

major listed property vehicle.”

01 . NATHAN WILLIAMS

Financial Controller

02 . NICK MOLONEY

Senior Analyst

03 . MICHAEL RIPPON

Property Manager


NEW TO THE TEAM

030201

06

070809

0405

NEW DIRECTOR

We’ve been through market ups

and downs – the economic cycle

– but, by keeping our feet on the

ground, we’ve continued to grow

and continued to deliver for

shareholders.

PETER MASFEN

1

eter Masfen ’s
retirement and the

acquisition of

306 Neilson Street,

Penrose, are the headline news at

the mid-point of 2018.

After 16 years as PFI’s Board

Chair, Peter retired at the

Annual Meeting in May. Anthony

Beverley, who had been Deputy

Chair, took over as Chair. Buddle

Findlay partner, David Thomson,

joined the Board as an

Independent Director in

February and was re-elected

at the Annual Meeting.

306 Nielson Street in Penrose

is an industrial building on just

under one hectare of land adjacent

to three properties already owned

by PFI. The $16 million acquisition

via a sale and lease-back is

earnings and Weighted Average

Lease Term (WALT) accretive, and

means PFI now has a 4.49-hectare

holding in four titles in Auckland’s

industrial engine room.

Otherwise, it has been business

as usual. Kiwi Steel’s lease of

the new development at 212

Cavendish Drive will commence

in April 2019. There have been 11

new leases and lease extensions,

with companies like Mainfreight

extending their lease at 36 Neales

Road by five years, and Peter Hay

Kitchens extending their lease at

47 Dalgety Drive by six years.

Nestlé were also secured on a

reduced footprint for a further

eight years at Carlaw Park, and

the key focus for the second half

will be leasing at this property.

The increase in rental income

from acquisitions and portfolio

activity, and the ongoing

reduction in expenses from 2017’s

internalisation means Adjusted

Funds from Operations (AFFO)

have, as expected, increased.

GOOD

TO

READ MORE

p.4

Trade Depot: the

sole tenant at the

306 Neilson Street

acquisition

P

GO

For more information

on our interim results,

please visit

pfi.co.nz/investor-centre/

results-centre/

2

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

2018
16

YEARS

DAVID THOMSON,

INDEPENDENT DIRECTOR, 2018

ACQUIRED

306 Neilson Street

Penrose.

million

9.4% increase in FFO earnings

per share and 2.5% increase

in AFFO earnings per share to

3.52 cents per share.

16.0

$

OUR STAND-OUT EVENTS

FOR THE HALF.

Governance is

oversight: making

sure that what

the company is

doing is

consistent with

its purpose, which

is to create

shareholder

returns and value.

Over my time,

it’s been very

satisfying to

oversee the

expansion in

the size

of PFI and the

considerable

enhancement

of shareholder

value.

PETER MASFEN,

PFI CHAIR, 2002–2018

ACHIEVED

industrial estate in four

titles in Auckland’s

industrial engine room.

4.49

ha

DAVID THOMSON appointed as

Independent Director

DELIVERED

PETER MASFEN retired after

16 years as Chair of PFI.

RETIRED

Independent

APPOINTED

1

1

20

MT

WELLINGTON

ONEHUNGA

AUCKLAND

MT

ROSKILL

Neilson St.

3

SET
BO

X

e will win who knows

when to fight and when

not to fight,” advises

Sun Tzu in his management

best-seller, ‘The Art of War’.

For reasons to be explained in a

moment, PFI knew the property

at 306 Nielson Street , Penrose,

well. They also knew that the

owners were considering selling

and banking the growth in the

property’s value since they had

bought it some years earlier.

Given such circumstances –

more often than not – PFI’s

tactic of choice would be an

off-market transaction. A quiet

chat, no-deadline due diligence,

an independent valuation, a bit

of an arm-wrestle; deal done.

Not to fight, in other words.

But sometimes, the market is

your friend. For a vendor, a

H

304 NEILSON STREET

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

4

STATUS::
BUY

CATEGORY::

WAREHOUSE

OUR ROLE ::

We already own the three

neighbouring properties.

Buying this property results in

PFI owning a 4.49ha industrial

estate in four titles.

valuation can only ever be a

professional opinion, but

offers on the table are facts.

Sometimes, there’s no better way

to establish what a property is

worth than to let the market

decide. And so, when the vendor

decided to take the property to

market, PFI chose to fight.

The property at 306 Neilson

Street is just under a hectare

of land, with a well-configured

warehouse, in Penrose, Auckland.

As industrial as it comes. Dating

from the early 2000s, the building

is well-maintained and in good

condition; rated 100% NBS. The

warehouse has good stud height

and access via multiple roller

doors. Neilson Street is the main

route through the Penrose/

Onehunga industrial zone, with

motorway access at the Penrose

interchange.

Furthermore, this was a sale

and lease-back proposal. Trade

Depot describe themselves as

‘New Zealand’s leading online

home improvement store’. A sale

and lease-back would free up

their balance sheet for future

plans and they were offering an

initial ten-year term. From PFI’s

point of view, all very tidy.

But what made it even more

attractive was this: the three

neighbouring properties are

already in the PFI portfolio.

Buying this property would

complete the box set: PFI would

own a 4.49ha industrial estate

in four titles.

As PFI General Manager,

Simon Woodhams explains,

“We were the natural buyers: the

only ones able to develop the

property further, but in order to

get our hands on the property,

we had to go to market. Multiple

parties presented offers.

Ours was cash unconditional.

We successfully concluded the

deal at $16 million. The initial

lease is for ten years, with a

commencement rental of

$870,000 p.a. The transaction is

both earnings- and WALT-

accretive from point of settlement.

Over the medium to long term, the

property can be integrated with

the adjacent properties, providing

further egress points and yard

areas if required”.

There was not a lot of industrial

property for sale in China two

and a half thousand years ago, but

somehow Sun Tzu’s advice about

being flexible and nimble –

choosing the best tactics to

achieve your goal – are as relevant

today as they were then.

CASE STUDY

306 NEILSON STREET

312 NEILSON STREET

314 NEILSON STREET

306 NEILSON STREET — PENROSE

NEILSON STREET

NEILSON

STREET

312

314

304

306

TRADE

DEPOT

ONEHUNGA

5

Keeping the focus
on shareholder

returns and value.

DAVID THOMSON

6

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

NEW INDEPENDENT
DIRECTOR

AN

INDEPENDENT

VIEW

think the key to the role is in that

one word, ‘independent’. As an

Independent Director, you bring

to the table your particular

expertise, certainly, but more your

accumulated experience; a

different perspective, a wider

view,” says David Thomson, who

joined the Board in February 2018.

David is a partner and board

member of the law firm Buddle

Findlay; one of those who took on

law and commerce at university.

“I’ve been a corporate and

commercial lawyer for 25 years, in

New Zealand and in London,

involved in a wide range of

commercial transactions across

many sectors including

infrastructure and property. My

clients at Buddle Findlay include

Panuku Development Auckland

(Auckland Council’s property

arm) and the University of

Auckland (who have a property

portfolio of about $1.5 billion).”

“Governance is oversight: making

sure that what the company is

doing is consistent with its

purpose, which is to create

shareholder returns and value.

You’re listening to management’s

proposals, and then asking

questions: testing; ensuring that

decisions are being made carefully

and well.

“The challenge I see now for PFI

is continuing to manage growth

carefully and well. The Board’s

very clear that we’re not

interested in growth for growth’s

sake, but growth that improves

shareholder value.”

DAVID

THOMSON

I

7

THE NUMBERS
THINGS YOU

SHOULD KNOW ABOUT

THE INDUSTRIAL

PROPERTY SECTOR

AND PFI...

KEY PERFORMANCE INDICATORS

02. Overall growth in

industrial land values in

the three months to

March 2018.

2.6%

INCREASE IN LAND

VALUES

01. CBRE predict 1.5% vacancy of

prime industrial property in 2018,

dropping to 1.3% in 2019.

1.5%

VACANCY FORECAST

06. Up from 5.33 years six months ago.

5.39YEARS

PFI’S WEIGHTED

AVERAGE LEASE TERM

8

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

04. ANZ Bank is predicting
a slightly softer outlook for

GDP than six months ago.

2.5%

ECONOMIC GROWTH

05. Occupancy of PFI’s portfolio.

Down from 99.9% six months ago.

98.1%

07. Up from $1.21bn six months ago.

$

1.24bn

PFI’S PORTFOLIO VALUE

03. Across 49 developments in

Auckland. Over the past five years

average annual new supply has

been ~183,000 sqm.

225,000 sqm

INDUSTRIAL SPACE

UNDER CONSTRUCTION

PFI’S OCCUPANCY

9

10
PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

Property
for

Industry

Limited

Interim

Financial

Statements

30 June

2018

FINANCIAL

STATEMENTS

11

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTHS ENDED 30 JUNE 2018

The accompanying notes form part of these financial statements.

UNAUDITEDUNAUDITED

ALL VALUES IN $000SNOTE

6 months ended

30 June 2018

6 months ended

30 June 2017

INCOME

Rental and management fee income2.244,68640,156

Licence income50–

Interest income23

Fair value gain on investment properties2.17,9485,970

Gain on disposal of investment properties531,897

Fair value gain on derivative financial instruments647–

Material damage insurance income–505

Total income53,38648,531

EXPENSES

Property costs2.3(6,341)(5,906)

Interest expense and bank fees(9,159)(8,388)

Administrative expenses6.1(2,378)(690)

Management fees6.3–(2,919)

Fair value loss on derivative financial instruments–(582)

Termination of management agreement5–(42,869)

Total expenses(17,878)(61,354)

Profit / (loss) before taxation35,508(12,823)

Income tax (expense) / benefit6.2(5,938)7,186

Profit / (loss) and total comprehensive income after income tax attributable

to the shareholders of the Company 29,570(5,637)

Basic and diluted earnings per share (cents)4.15.93(1.25)

12

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTHS ENDED 30 JUNE 2018

The accompanying notes form part of these financial statements.

Cents

per share

(cents)

No. of

shares

(#)

Ordinary

shares

($000)

Retained

earnings

($000)

Total

equity

($000)

Balance as at 1 January 2017 (audited)–452,458,592493,220262,918756,138

Total comprehensive income–––(5,637)(5,637)

Dividends

Q4 2016 final dividend – 8/3/20172.05––(9,275)(9,275)

Q1 2017 interim dividend – 29/5/20171.75––(7,918)(7,918)

Balance as at 30 June 2017 (unaudited)–452,458,592493,220240,088733,308

Balance as at 1 January 2018 (audited)–498,723,330562,429280,514842,943

Total comprehensive income–––29,57029,570

Dividends

Q4 2017 final dividend – 7/3/20182.15––(10,723)(10,723)

Q1 2018 interim dividend – 31/5/20181.80––(8,976)(8,976)

Balance as at 30 June 2018 (unaudited)–498,723,330562,429290,385852,814

13

UNAUDITEDAUDITED
ALL VALUES IN $000SNOTE30 June 201831 December 2017

CURRENT ASSETS

Cash at bank688605

Accounts receivable, prepayments and other assets2,6641,295

Taxation receivable–32

Total current assets3,3521,932

NON-CURRENT ASSETS

Investment properties2.11,239,5241,210,805

Property, plant and equipment8295

Derivative financial instruments3.21,304272

Goodwill29,08629,086

Total non-current assets1,269,9961,240,258

Total assets1,273,3481,242,190

CURRENT LIABILITIES

Derivative financial instruments3.2671372

Accounts payable, accruals and other liabilities6,8068,261

Taxation payable3,187–

Total current liabilities10,6648,633

NON-CURRENT LIABILITIES

Borrowings3.1387,112370,635

Derivative financial instruments3.211,18311,095

Deferred tax liabilities6.211,5758,884

Total non-current liabilities409,870390,614

Total liabilities420,534399,247

Net assets4.2852,814842,943

EQUITY

Share capital562,429562,429

Retained earnings290,385280,514

Total equity852,814842,943

These Group financial statements are signed on behalf of Property for Industry Limited and were authorised for issue on 8 August 2018.

Anthony Beverley Susan Peterson

Chairman Chair, Audit and Risk Committee

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2018

The accompanying notes form part of these financial statements.

14

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

The accompanying notes form part of these financial statements.
UNAUDITEDUNAUDITED

ALL VALUES IN $000S

6 months ended

30 June 2018

6 months ended

30 June 2017

CASH FLOWS FROM OPERATING ACTIVITIES

Property income received44,65440,236

Licence income50–

Net GST paid(500)(886)

Interest received23

Interest and other finance costs paid(8,983)(8,600)

Payments to suppliers and employees(10,736)(9,684)

Income tax paid(28)(2,630)

Termination of management agreement–(42,869)

Net cash flows from operating activities24,459(24,430)

CASH FLOWS FROM INVESTING ACTIVITIES

Proceeds from sale of investment properties8521,648

Acquisition of investment properties(16,030)(14,262)

Acquisition of assets relating to a business combination–(106)

Acquisition of property, plant and equipment13–

Expenditure on investment properties(5,012)(5,095)

Capitalisation of interest on development properties(7)–

Net cash flows from investing activities(20,951)2,185

CASH FLOWS FROM FINANCING ACTIVITIES

Net proceeds from syndicated bank facility16,27439,900

Dividends paid to shareholders(19,699)(17,193)

Net cash flows from financing activities(3,425)22,707

Net increase in cash and cash equivalents83462

Cash and cash equivalents at beginning of period605(113)

Cash and cash equivalents at end of period688349

CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTHS ENDED 30 JUNE 2018

15

1. GENERAL INFORMATION17
1.1. Reporting entity17

1.2. Basis of preparation17

1.3. New standards, amendments and interpretations17

1.4. Critical judgements, estimates and assumptions17

1.5. Accounting policies17

1.6. Adoption of new standards18

1.7. Significant events and transactions18

2. PROPERTY18

2.1. Investment properties18

2.2. Rental and management fee income19

2.3. Property costs19

2.4. Net rental income20

3. FUNDING20

3.1. Borrowings20

3.2. Derivative financial instruments21

4. INVESTOR RETURNS AND INVESTMENT METRICS22

4.1. Earnings per share22

4.2. Net tangible assets per share22

5. INTERNALISATION OF MANAGEMENT22

6. OTHER23

6.1. Administrative expenses23

6.2. Taxation23

6.3. Related party transactions24

6.4. Operating segments25

6.5. Capital commitments25

6.6. Subsequent events25

NOTES TO THE FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2018

16

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

1. GENERAL INFORMATION
IN THIS SECTION

This section sets out the basis upon which the Group's Interim Financial Statements are prepared.

1.1. Reporting entity

These unaudited interim financial statements are for Property for Industry Limited (the Company) and its subsidiary P.F.I. Property No. 1 Limited

(PFI No. 1) (together, the Group). The Company is a limited liability company incorporated in New Zealand and is registered under the New Zealand

Companies Act 1993. The Company is a FMC reporting entity under Part 7 of the Financial Markets Conduct Act 2013 and these unaudited consolidated

interim financial statements have been prepared in accordance with the requirements of the NZX Main Board Listing Rules. The Company is listed on the

NZX Main Board (NZX: PFI).

The Group’s principal activity is property investment and management in New Zealand.

1.2. Basis of preparation

These unaudited interim financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (NZ GAAP),

the Financial Reporting Act 2013 and the Financial Markets Conduct Act 2013. They comply with NZ IAS 34 ‘Interim Financial Reporting’ and IAS 34

‘Interim Financial Reporting’. The unaudited interim financial statements also comply with International Financial Reporting Standards (IFRS).

The unaudited interim financial statements have been prepared on the historical cost basis except where otherwise identified. All financial information

is presented in New Zealand dollars and has been rounded to the nearest thousand.

These unaudited interim financial statements should be read in conjunction with the Annual Report for the year ended 31 December 2017 which may

be downloaded from the Company’s website (www.propertyforindustry.co.nz/investor-centre/reports-and-presentations).

1.3. New standards, amendments and interpretations

At the date of authorisation of these unaudited interim financial statements, the following relevant standard was in issue but not yet effective and has

not been applied in preparing these unaudited interim financial statements.

NZ IFRS 16 ‘Leases’: this standard will replace the current guidance in NZ IAS 17. Under NZ IFRS 16, a contract is, or contains, a lease if the contract

conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Under NZ IAS 17, a lessee was required to

make a distinction between a finance lease (on balance sheet) and an operating lease (off balance sheet). NZ IFRS 16 now requires a lessee to recognise

a lease liability reflecting future lease payments and a ‘right-of-use asset’ for virtually all lease contracts. Included is an optional exemption for certain

short-term leases and leases of low-value assets; however, this exemption can only be applied by lessees.

For lessors, the accounting for leases under NZ IFRS 16 is almost the same. However, as the guidance on the definition of a lease has been updated

(as well as the guidance on the combination and separation of contracts), lessors will also be affected by the new standard.

The standard is effective for accounting periods beginning on or after 1 January 2019 and the Group intends to adopt NZ IFRS 16 on its effective date.

The Group has assessed the impact of adopting NZ IFRS 16. As a lessor, there are no changes to the Group’s current accounting treatment and

disclosure of leases. As a lessee, the Group will apply NZ IFRS 16 using the simplified retrospective approach. Under this approach, the Group will

recognise a right of use asset and lease liability of approximately $403,000 as at 1 January 2019, representing the present value of the remaining

lease cash flows.

1.4. Critical judgements, estimates and assumptions

In applying the Group’s accounting policies, the Board and Management continually evaluate judgements, estimates and assumptions that may have

an impact on the Group. The significant judgements, estimates and assumptions made in the preparation of these unaudited interim financial statements

were the same as those applied to the consolidated financial statements as at and for the year ended 31 December 2017.

1.5. Accounting policies

The accounting policies adopted are the same as those applied by the Group in its consolidated financial statements as at and for the year ended

31 December 2017, other than following the adoption of new standards outlined in section 1.6, which follows on the next page.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 JUNE 2018

17

NOTES TO THE FINANCIAL STATEMENTS
(

CONTINUED

)

FOR THE SIX MONTHS ENDED 30 JUNE 2018

1. GENERAL INFORMATION (CONTINUED)

1.6. Adoption of new standards

The Group has adopted both NZ IFRS 9 ‘Financial Instruments’ and NZ IFRS 15 ‘Revenue from contracts with customers’, as required. There have been no

changes required to these unaudited interim financial statements by NZ IFRS 9.

Implementation of NZ IFRS 15 has required a change in the presentation of service charges in the consolidated statement of comprehensive income.

Previously the Group showed the income generated from service charges as an offset to service charge expenses within non-recoverable property costs.

With the implementation of NZ IFRS 15, it has been necessary to separate these components between income and expense. As a result, the 2017

comparatives have been restated as follows: Rental and management fee income increased by $4,445,000 and property costs increased by $4,445,000.

These have also had a flow on impact to the statement of cash flows where property income received has increased by $4,445,000 and payments to

suppliers and employees has also increased by $4,445,000.

1.7. Significant events and transactions

The financial position and performance of the Group was affected by the following events and transactions that occurred during the reporting period:

Investment property acquisition

On 31 May 2018, the Group purchased an investment property located at 306 Neilson Street, Penrose, for a net purchase price of $16.0 million.

2. PROPERTY

IN THIS SECTION

This section shows the real estate assets used to generate the Group's trading performance which are considered to be the most relevant to the

operations of the Group.

2.1. Investment properties

UNAUDITEDAUDITED

ALL VALUES IN $000S

6 months ended

30 June 2018

12 months ended

31 December 2017

Opening balance1,210,8051,083,300

Capital movements:

Additions16,03084,283

Disposals(32)(12,188)

Capital expenditure4,22410,422

Capitalised interest7–

Movement in lease incentives, fees and fixed rental income5421,393

20,77183,910

Unrealised fair value gain (i)7,94843,595

Closing balance1,239,5241,210,805

18

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

NOTES TO THE FINANCIAL STATEMENTS
(

CONTINUED

)

FOR THE SIX MONTHS ENDED 30 JUNE 2018

2.1. Investment properties (continued)

(i) Valuation

All investment properties were valued by independent valuers as at 31 December 2017. The Board determined that a desktop review of the property

portfolio should be undertaken by CB Richard Ellis (CBRE), Colliers International (Colliers), Jones Lang LaSalle (JLL) or Savills as at 30 June 2018

to ensure that investment properties continue to be held at fair value. In addition to this desktop review, the following ten investment properties were

subject to independent valuations due to significant capital expenditure or leasing activity undertaken during the period:

ALL VALUES IN $000SValuerValuation

Carlaw Park Gateway Building, ParnellCBRE35,500

Carlaw Park Office Complex, ParnellCBRE61,600

50 Carbine Road, Mt WellingtonCBRE4,000

212 Cavendish Drive, ManukauColliers25,500

47 Dalgety Drive, ManukauSavills16,500

229 Dairy Flat Highway, North ShoreColliers28,000

8 McCormack Place, WellingtonColliers9,380

509 Mt Wellington Highway, Mt WellingtonSavills16,750

36 Neales Road, East TamakiColliers20,900

10 Niall Burgess Road, Mt WellingtonSavills4,800

Total222,930

As a result of the independent valuations, the unrealised net increase in the value of investment properties for the six months ended 30 June 2018

was $7,948,000 (six months ended 30 June 2017: $5,970,000). The portfolio will next be revalued by independent valuers as at 31 December 2018.

2.2. Rental and management fee income

UNAUDITEDUNAUDITED

ALL VALUES IN $000S

6 months ended

30 June 2018

6 months ended

30 June 2017

Gross rental receipts and service charge income recovered from tenants43,65839,607

Fixed rental income adjustments566209

Capitalised lease incentive adjustments226170

Management fee income236170

Total rental and management fee income44,68640,156

2.3. Property costs

UNAUDITEDUNAUDITED

ALL VALUES IN $000S

6 months ended

30 June 2018

6 months ended

30 June 2017

Service charge expenses(5,184)(4,445)

Bad and doubtful debts recovery / (expense)39(38)

Other non-recoverable property costs(1,196)(1,423)

Total property costs(6,341)(5,906)

Other non-recoverable costs represents property maintenance not recoverable from tenants, property valuation fees and property leasing costs.

2. PROPERTY (CONTINUED)

19

NOTES TO THE FINANCIAL STATEMENTS
(

CONTINUED

)

FOR THE SIX MONTHS ENDED 30 JUNE 2018

2.4. Net rental income

UNAUDITEDUNAUDITED

ALL VALUES IN $000S

6 months ended

30 June 2018

6 months ended

30 June 2017

Gross rental receipts and service charge income recovered from tenants43,65839,607

Fixed rental income adjustments566209

Capitalised lease incentive adjustments226170

less: Service charge expenses(5,184)(4,445)

Net rental income39,26635,541

3. FUNDING

IN THIS SECTION

This section outlines how the Group manages its capital structure, financing costs and exposure to interest rate risk.

3.1. Borrowings

(i) Net borrowings

UNAUDITEDAUDITED

ALL VALUES IN $000S30 June 201831 December 2017

Syndicated bank facility drawn down – non-current288,974272,700

Fixed rate bonds – non-current100,000100,000

Unamortised borrowings establishment costs(1,862)(2,065)

Net borrowings387,112370,635

Weighted average interest rate for drawn debt (inclusive of current interest rate swaps, margins and line fees)4.90%4.96%

Weighted average term to maturity (years)3.203.70

(ii) Syndicated bank facility

The Group has facilities (A and B) with a banking syndicate comprising ANZ Bank New Zealand Limited (ANZ), Bank of New Zealand (BNZ),

Commonwealth Bank of Australia (CBA) and Westpac New Zealand Limited (Westpac) for $375,000,000.

Facility A for $187,500,000 and Facility B for $187,500,000 are provided by ANZ, BNZ, CBA and Westpac. Facility A is a revolving facility of a long-term

nature and expires 4 May 2020. Facility B is a revolving facility of a long term nature and expires 4 May 2021.

UNAUDITEDAUDITED

ALL VALUES IN $000S30 June 201831 December 2017

ANZ101,625101,625

BNZ91,12591,125

CBA91,12591,125

Westpac91,12591,125

Total facilities available375,000375,000

Syndicated bank facility drawn down – non-current288,974272,700

Undrawn facility available86,026102,300

Total facilities available375,000375,000

2. PROPERTY (CONTINUED)

20

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

NOTES TO THE FINANCIAL STATEMENTS
(

CONTINUED

)

FOR THE SIX MONTHS ENDED 30 JUNE 2018

3.1. Borrowings (continued)

(iii) Fixed rate bonds

On 28 November 2017, the Group issued $100 million of fixed rate bonds, bearing a fixed interest rate of 4.59% per annum. The bonds are quoted on

the NZX Debt Market and mature on 28 November 2024. Interest is payable quarterly in February, May, August and November in equal instalments.

(iv) Security

The syndicated bank facility and fixed rate bonds are secured by way of a security trust deed and registered mortgage security which is required to be

provided over Group properties with current valuations of at least $950,000,000 (31 December 2017: $950,000,000). In addition to this, the syndicated

bank facility agreement and the fixed rate bond terms also contain a negative pledge. The Company and PFI No. 1 are guarantors to the syndicated bank

facility and the fixed rate bonds.

3.2. Derivative financial instruments

(i) Fair values

UNAUDITEDAUDITED

ALL VALUES IN $000S30 June 201831 December 2017

Non-current assets1,304272

Current liabilities(671)(372)

Non-current liabilities(11,183)(11,095)

Total(10,550)(11,195)

(ii) Notional values, maturities and interest rates

UNAUDITEDAUDITED

30 June 201831 December 2017

Notional value of interest rate swaps – fixed rate payer – start dates commenced ($000S)220,000220,000

Notional value of interest rate swaps – fixed rate receiver

1

– start dates commenced ($000S)100,000100,000

Notional value of interest rate swaps – fixed rate payer – forward starting ($000S)175,000155,000

Total ($000S)495,000475,000

Percentage of borrowings fixed (%)57%59%

Fixed rate payer swaps:

Average period to expiry – start dates commenced (years)2.132.62

Average period to expiry – forward starting (years from commencement)3.693.65

Average (years)2.823.04

Fixed rate payer swaps:

Average interest rate

2

– start dates commenced (%)4.37%4.37%

Average interest rate

2

– forward starting (% during effective period)3.51%3.55%

Average (%)3.99%4.03%

1 The Group has $100 million fixed rate receiver swaps for the duration of the $100 million fixed rate bonds, the effect of the fixed rate receiver swaps is to convert the $100 million fixed

rate bonds to floating interest rates.

2 Excluding margin and fees.

Key estimates and assumptions: Derivative financial instruments

The fair value of derivative financial instruments are determined from valuations prepared by independent treasury advisers using Level 2 valuation

techniques (31 December 2017: Level 2). These are based on the present value of estimated future cash flows accounting for the terms and maturity

of each contract and the current market interest rates at reporting date. Fair values also reflect the current creditworthiness of the derivative

counterparty. These values are verified against valuations prepared by the respective counterparties. The valuations were based on market rates at

30 June 2018 of between 2.00% for the 90 day BKBM (31 December 2017: 1.88%) and 3.02% for the 10 year swap rate (31 December 2017: 3.14%).

There were no changes to these valuation techniques during the reporting period.

3. FUNDING (CONTINUED)

21

NOTES TO THE FINANCIAL STATEMENTS
(

CONTINUED

)

FOR THE SIX MONTHS ENDED 30 JUNE 2018

4. INVESTOR RETURNS AND INVESTMENT METRICS

IN THIS SECTION

This section summarises the earnings per share and net tangible assets per share, which are common investment metrics.

4.1. Earnings per share

UNAUDITEDUNAUDITED

6 months ended

30 June 2018

6 months ended

30 June 2017

Total comprehensive income for the period attributable to the shareholders of the Company ($000)29,570(5,637)

Weighted average number of ordinary shares (shares)498,723,330452,458,592

Basic and diluted earnings per share (cents)5.93(1.25)

4.2. Net tangible assets per share

UNAUDITEDAUDITEDUNAUDITED

30 June 201831 December 201730 June 2017

Net assets ($000)852,814842,943733,308

Less: Goodwill ($000)(29,086)(29,086)(29,086)

Net tangible assets ($000)823,728813,857704,222

Closing shares on issue (shares)498,723,330498,723,330452,458,592

Net tangible assets per share (cents)165163156

5. INTERNALISATION OF MANAGEMENT

On 22 June 2017, the Company’s shareholders approved the internalisation of the management of the Company. As a result, effective from 30 June 2017,

the Company terminated the management and administrative services contract that was undertaken by PFIM Limited (“PFIM”). PFIM had subcontracted

the property and administrative function to McDougall Reidy & Co Limited (“MRCO”); this management and administrative services contract was also

terminated.

The Company paid $41.9 million to PFIM for the termination of the management and administrative services contract. In addition, the Company acquired

certain assets of PFIM and MRCO (comprising $0.1 million, for which a payment of $0.1 million was paid by the Company). Accordingly, the net

consideration for the termination of the management and administrative services contract and the purchase of certain assets was $42.0 million.

The previous employees of MRCO are now directly employed by the Company with the exception of three senior executives who have entered into

independent service contracts with the Company.

For further information on the internalisation of management, please refer to the consolidated financial statements as at and for the year ended

31 December 2017.

22

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

NOTES TO THE FINANCIAL STATEMENTS
(

CONTINUED

)

FOR THE SIX MONTHS ENDED 30 JUNE 2018

6. OTHER

IN THIS SECTION

This section includes additional information that is considered less significant in understanding the financial performance and position of the

Group, but is disclosed to comply with NZ IAS 34 ‘Interim Financial Reporting’ and IAS 34 ‘Interim Financial Reporting’.

6.1. Administrative expenses

UNAUDITEDUNAUDITED

ALL VALUES IN $000S

6 months ended

30 June 2018

6 months ended

30 June 2017

Audit fees and other fees paid to auditors8867

Employee and independent contractor benefits expense1,242–

Directors’ fees322190

Office expenses238–

Rent55–

Depreciation27–

Other expenses406433

Total administrative expenses 2,378690

6.2. Taxation

(i) Reconciliation of accounting profit before income tax to income tax (expense) / benefit

UNAUDITEDUNAUDITED

ALL VALUES IN $000S

6 months ended

30 June 2018

6 months ended

30 June 2017

Profit / (loss) before income tax35,508(12,823)

Prima facie income tax calculated at 28%(9,942)3,590

Adjusted for:

Non-tax deductible revenue and expenses(4)(7)

Fair value gain on investment properties2,2251,672

Gain on disposal of investment properties15531

Depreciation1,2781,134

Disposal of depreciable assets–(77)

Deductible capital expenditure1,042420

Lease incentives, fees and fixed rental income166182

Derivative financial instruments187(157)

Impairment allowance11(10)

Current year tax losses utilised / (carried forward)1,995(7,278)

Current tax prior period adjustment(220)–

Current taxation expense(3,247)–

Current year tax losses (utilised) / carried forward(1,995)7,278

Depreciation(310)(77)

Lease incentives, fees and fixed rental income(188)(182)

Derivative financial instruments(187)157

Impairment allowance(11)10

Deferred taxation benefit(2,691)7,186

Total taxation reported in Consolidated Statement of Comprehensive Income(5,938)7,186

23

NOTES TO THE FINANCIAL STATEMENTS
(

CONTINUED

)

FOR THE SIX MONTHS ENDED 30 JUNE 2018

6.2. Taxation (continued)

Prior to the internalisation of management on 30 June 2017, the Group received a binding tax ruling from Inland Revenue on 22 May 2017 which

confirmed that the payment for the termination of the management agreement is deductible for tax purposes. This resulted in current year tax losses

to be carried forward which have now been utilised.

(ii) Deferred tax

AUDITEDUNAUDITEDUNAUDITED


ALL VALUES IN $000S

31 December 2017

As at

6 months ended

30 June 2018

Recognised in profit

30 June 2018

As at

Deferred tax assets

Losses carried forward(1,995)1,995–

Derivative financial instruments(3,142)187(2,955)

Impairment allowance(42)11(31)

Gross deferred tax assets(5,179)2,193(2,986)

Deferred tax liabilities

Investment properties14,06349814,561

Gross deferred tax liabilities14,06349814,561

Net deferred tax liability8,8842,69111,575

6.3. Related party transactions

The Company internalised its management on 30 June 2017 and paid $41.9 million to PFIM. For further details refer to Note 5.

Gregory Reidy was a Director of both PFIM and the Company, accordingly this transaction and the management fees detailed below were related party

transactions.

(i) Management fees

From 30 June 2017 no further base management fees or performance fees are payable. Instead the costs of managing the Company are incurred

directly.

Prior to the internalisation, PFIM was entitled to be paid base management and performance fees for the provision of management and administrative

services, pursuant to a management and administrative services contract.

(a) Base management fees

The base management fee was payable monthly and is calculated as one twelfth of:

• 0.725% of total tangible assets under management up to $425 million;

• 0.450% of total tangible assets under management above $425 million and below $775 million; and

• 0.350% of total tangible assets under management above $775 million.

During the six months ended 30 June 2017, the Group incurred base management fees totalling $2,919,000 from PFIM, for the provision of management

and administrative services.

(b) Performance fees

A performance fee was calculated and payable on a quarterly basis. The performance fee was calculated as 10% of the change in shareholder returns

above 10% per annum (2.5% per quarter) and under 15% per annum (3.75% per quarter). Where shareholder returns exceed 3.75% in a quarter, no

payment was due for the actual amount of the increase above 3.75% but the amount of the increase above 3.75% was carried forward and added to the

calculation of shareholder returns in the next seven quarters. However, if shareholder returns were less than 2.5% in a quarter, the deficit was carried

forward and subtracted from the calculation of shareholder returns for the next seven quarters.

During the six months ended 30 June 2017, the Group incurred no performance fees from PFIM.

6. OTHER (CONTINUED)

24

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

NOTES TO THE FINANCIAL STATEMENTS
(

CONTINUED

)

FOR THE SIX MONTHS ENDED 30 JUNE 2018

6.3. Related party transactions (continued)

(ii) Key management personnel

UNAUDITEDUNAUDITED

ALL VALUES IN $000S

6 months ended

30 June 2018

6 months ended

30 June 2017

Directors’ fees322190

Short-term independent contractors benefits671–

Key management personnel993190

(iii) Other related party transactions

On 30 June 2017, the Group entered into a lease agreement with MRCO to lease the head office for the Group. Gregory Reidy, a senior executive who

became an independent contractor with the Company on 30 June 2017 is also a Director of MRCO. The head office was sold to a unrelated party on 6

November 2017.

On 30 June 2017, the Group entered into a licence agreement with MRCO enabling MRCO to operate its business from the Group’s premises, access the

Group’s IT and support systems and employees for its business. During the six months ended 30 June 2018, licence income of $50,000 was received

from MRCO.

On 1 July 2017, Susan Peterson became a Director of ASB Bank Limited (ASB), a 100% subsidiary of CBA. During the six months ended 30 June 2018,

the Group incurred $1,759,000 of interest expense and bank fees and received $253,000 of interest income from CBA. As at 30 June 2018: $489,000

(31 December 2017: $499,000) was owing to CBA and included in accounts payable, accruals and other liabilities and $44,000 (31 December 2017:

$48,000) was owing from CBA and included in accounts receivable. As per note 3.1(ii), CBA provided the Group with a facility of $91,125,000 of which

$70,220,734 was drawn as at 30 June 2018. As at June 30 2018, interest rate swaps with the following notional values were held with CBA:

$60,000,000 current fixed rate payer swaps, $30,000,000 forward starting fixed rate payer swaps, $50,000,000 current fixed rate receiver swaps.

No related party debts have been written off or forgiven during the six months ended 30 June 2018 (six months ended 30 June 2017: nil).

During the six months ended 30 June 2018, fees paid to Directors of the Group were $187,000 (six months ended 30 June 2017: $190,000).

On 8 May 2018, Peter Masfen retired from the Board of Directors of the Company as Chairman and Independent Director. Mr Masfen was first elected

as a Director of the Company on 17 May 2002, and had held office as a Director of the Company since that date. At the 23 May 2008 Annual Meeting,

the Company confirmed that retirement payments (being the total remuneration of the retiring Director, in any three years chosen by the Company)

to eligible Directors (which includes Mr Masfen) will be calculated in respect of that Director’s remuneration prior to the increase approved at the

23 May 2008 meeting. The rationale for this was that the fees paid to Directors at that time did not reflect market rates, as they had remained unchanged

since the incorporation of the Company over 14 years prior to that meeting. As such, a retirement allowance of $135,000 was payable to Mr Masfen and

was paid on his retirement.

At the 23 May 2008 meeting, it was also noted that no retirement remuneration will be paid to Directors who are appointed after 1 May 2004. It is noted

that Humphry Rolleston is the only other current Director who was appointed prior to 1 May 2004 and is entitled to this form of payment.

As at 30 June 2018, Directors of the Company held 1,041,371 (31 December 2017: 5,809,115) shares beneficially in the Company and 110,825

(31 December 2017: 408,741) shares non-beneficially in the Company.

6.4. Operating segments

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating

decision-maker has been identified as the Board of Directors. The Group is internally reported as a single operating segment to the chief operating

decision-maker.

6.5. Capital commitments

As at 30 June 2018 the Group had capital commitments totalling $8,954,000 (31 December 2017: $7,666,000) relating to work on investment properties.

6.6. Subsequent events

On 8 August 2018, the Directors of the Company approved the payment of a net dividend of $8,977,000 (1.8000 cents per share) to be paid on 31 August

2018. The gross dividend (2.2538 cents per share) carries imputation credits of 0.4538 cents per share. The payment of this dividend will not have any

tax consequences for the Group and no liability has been recognised in the Consolidated Statement of Financial Position as at 30 June 2018 in respect

of this dividend.

6. OTHER (CONTINUED)

25

Report on the interim financial statements
We have reviewed the accompanying interim financial statements of Property for Industry Limited (the “Company”) and its controlled entity (the

“Group”) on pages 12 to 25, which comprise the consolidated statement of financial position as at 30 June 2018, and the consolidated statement of

comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the period ended on that

date, and selected explanatory notes.

Directors’ responsibility for the interim financial statements

The Directors are responsible on behalf of the Company for the preparation and presentation of these interim financial statements in accordance with

New Zealand Equivalent to International Accounting Standard 34 Interim Financial Reporting (NZ IAS 34) and for such internal controls as the Directors

determine are necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

Our responsibility

Our responsibility is to express a conclusion on the accompanying interim financial statements based on our review. We conducted our review in

accordance with the New Zealand Standard on Review Engagements 2410 Review of Financial Statements Performed by the Independent Auditor of the

Entity (NZ SRE 2410). NZ SRE 2410 requires us to conclude whether anything has come to our attention that causes us to believe that the interim

financial statements, taken as a whole, are not prepared in all material respects, in accordance with NZ IAS 34. As the auditors of the Group, NZ SRE

2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial statements.

A review of financial statements in accordance with NZ SRE 2410 is a limited assurance engagement. The auditor performs procedures, primarily

consisting of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review

procedures. The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International

Standards on Auditing (New Zealand) and International Standards on Auditing. Accordingly, we do not express an audit opinion on these interim

financial statements.

We are independent of the Group. Our firm carries out other services for the Group in the area of other related assurance services comprising of voting

procedures over the annual shareholders’ meeting. The provision of this other service has not impaired our independence as auditor of the Group.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the interim financial statements of the Group are not prepared,

in all material respects, in accordance with NZ IAS 34.

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our review work has been undertaken so that we might state to the Company’s

shareholders those matters which we are required to state to them in our review report and for no other purpose. To the fullest extent permitted by law,

we do not accept or assume responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our review procedures, for

this report, or for the conclusion we have formed.

For and on behalf of:

Chartered Accountants Auckland

8 August 2018

INDEPENDENT REVIEW REPORT

To the shareholders of Property for Industry Limited

26

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

insight
creative.co.nz

PFI119

2018

AUGUST

§

2018 Half-year dividend payment

NOVEMBER

§

2018 Third-quarter announcement

§

2018 Third-quarter dividend payment

2019

FEBRUARY

§

2018 Full-year announcement

§

2018 Annual report released

MARCH

§

2018 Final dividend payment

ISSUER OF SHARES AND BONDS

Property for Industry Limited

Shed 24, Prince’s Wharf

147 Quay Street

PO Box 1147

Auckland 1140

Tel: +64 9 303 9450

Fax: +64 9 303 9657

propertyforindustry.co.nz

info@propertyforindustry.co.nz

DIRECTORS

Anthony Beverley (Chairman)

David Thomson

Humphry Rolleston

Susan Peterson

Gregory Reidy

GENERAL MANAGER

Simon Woodhams

Tel: +64 9 303 9652

woodhams@propertyforindustry.co.nz

CHIEF FINANCIAL OFFICER /

COMPANY SECRETARY

Craig Peirce

Tel: +64 9 303 9651

peirce@propertyforindustry.co.nz

AUDITOR

PricewaterhouseCoopers

188 Quay Street

Private Bag 92162

Auckland 1142

Tel: +64 9 355 8000

Fax: +64 9 355 8001

CORPORATE LEGAL

ADVISOR

Chapman Tripp

23 Albert Street

PO Box 2206

Auckland 1140

Tel: +64 9 357 9000

Fax: +64 9 357 9099

VALUATION PANEL

CBRE Limited

Colliers International New Zealand

Limited

Jones Lang LaSalle Limited

Savills (NZ) Limited

BANKERS

ANZ Bank New Zealand Limited

Bank of New Zealand

Commonwealth Bank of Australia

Westpac New Zealand Limited

SECURITY TRUSTEE

New Zealand Permanent Trustees

Limited

34 Shortland Street

PO Box 1598

Auckland 1140

Tel: 0800 371 471

BOND SUPERVISOR

Public Trust

34 Shortland Street

PO Box 1598

Auckland 1140

Tel: 64 9 985 5300

REGISTRAR

Computershare Investor Services

159 Hurstmere Road

Private Bag 92119

Auckland 1142

Tel: +64 9 488 8777

Fax: +64 9 488 8787

investorcentre.com/nz

This Interim Report is dated 8 August 2018 and signed on behalf of the Board by:

Anthony Beverley Susan Peterson

Chairman Chair, Audit and Risk Committee

DIRECTORYCALENDAR

27

306 Neilson Street, Penrose
Trade Depot: the sole tenant at this new acquisition

28

PROPERTY FOR INDUSTRY LIMITED INTERIM REPORT — 2018

29

www.propertyforindustry.co.nz

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