GMT Managed Investment Scheme Annual Report
Goodman
Property
Tr u s t
Managed Investment Scheme
Annual Report 2018
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
This Annual Report has been prepared for the purposes of the Financial Markets Conduct Regulations 2014
and is distinct from the Annual Report prepared in compliance with the NZX Listing Rules.
Contents
Details of the Scheme 1
Description of the Scheme 1
Information on composition of the Scheme 1
Changes relating to the Scheme 2
Financial condition and performance of the Scheme 3
Fees 4
Scheme property 6
Changes to persons involved in the Scheme 7
How to find further information 7
Contact details and complaints 8
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
1
Details
of the Scheme
The scheme is the Goodman Property Trust
(“Scheme” or “GMT”) which is a managed
investment scheme for the purposes of
the Financial Markets Conduct Act 2013
( “FMCA” ) .
The Manager of the Scheme is Goodman
(NZ) Limited and the Supervisor is Covenant
Trustee Services Limited.
A Product Disclosure Statement has not
been prepared for the Scheme as no
regulated offers of units have been made
pursuant to the FMCA.
The Scheme’s latest financial statements
and the auditor’s report for those
statements were lodged with the Registrar
on 17 July 2018.
Units in the Scheme are listed on the NZX
with the code of GMT.
Description
of the Scheme
The Scheme owns, develops and manages
commercial property and business real
estate space located in Auckland and
Christchurch.
The Scheme is a unit trust established
on 23 April 1999 under the Unit Trusts
Act 1960.
Information
on composition of the Scheme
This Annual Report covers the accounting
period from 1 April 2017 to 31 March 2018.
The number of managed investment
products, being units in the Scheme,
(“Units”) on issue at the start of the
accounting period was 1,280,222,885.
The number of Units on issue at the end of
the accounting period was 1,287,781,937.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
2
Changes relating
to the Scheme
Material changes to the nature of the Scheme, the Scheme property, or the management
of the Scheme over the accounting period are as follows:
Statement of Investment
Policies and Objections (SIPO)
The SIPO was lodged on 16 November
2016. There have been no changes to
the SIPO since it was lodged.
Trust Deed
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).
Related party transactions
During the period 1 April 2017 to
31 March 2018 there was no change
to the nature and scale of related party
transactions.
There were no related party transactions
that were not on arm’s-length terms.
Further details of the related party fees
paid by GMT to Goodman (NZ) Limited
and Goodman Property Services (NZ)
Limited (“GPSNZ”) can be found in the
financial statements for GMT which have
been lodged with the Registrar.
During the period from 1 April 2017 to
31 March 2018 there have been no material
changes to:
(d) “terms of offer”; and
(e) “valuation and pricing methodologies”
in relation to GMT.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
3
Financial condition
and performance of the Scheme
The successful execution of the Scheme’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 include:
+ Operating earnings
1
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
2
of 6.99 cents per unit.
+ A statutory profit of $207.2 million before
tax (including look-through
3
valuation
gains of $106.3 million), compared to
$220.5 million (including look-through
valuation gains of $114.7 million)
previously.
+ 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.
As at 31 March 2018 the Scheme had
total current assets of $360.1 million, total
non-current assets of $2,359.4 million and
total liabilities of $925.8 million (net assets
of $1,793.7 million).
Total comprehensive income for the
12 month period to 31 March 2018 was
$194.0 million, and total distributions
relating to the period to Unit holders were
$85.5 million, representing 6.65 cents
per Unit.
Total comprehensive income for the
12 month period to 31 March 2017 was
$213.8 million, and total distributions
relating to the period to Unit holders were
$85.0 million, representing 6.65 cents
per Unit.
Total distributions of 6.65 cents per Unit are
expected to be maintained for the 12 month
period to 31 March 2019.
You can find a copy of the Scheme’s
financial statements, including information
on distributions made by the Scheme on the
Disclose register at www.companies.govt.
nz/disclose, scheme number SCH11225.
1
Operating earnings is a non-GAAP financial measure
included to provide an assessment of the performance
of GMT’s principal operating activities. Calculation of
operating earnings is set out in GMT’s Profit or Loss
statement. This can be found in GMT’s Annual Report
prepared in compliance with the NZX Listing Rules.
2
A non-GAAP measure of free cash flow that adjusts
operating earnings after tax for interest costs capitalised
to development land and maintenance related capital
expenditure. The calculation is set out on page 50 of
GMT’s Annual Report prepared in compliance with the
NZX Listing Rules.
3
A non-GAAP measure that includes GMT’s proportionate
share of Wynyard Precinct Holdings Limited, the joint
venture with GIC that owns the VXV Portfolio.
4
Refer to note 3.5 of GMT’s financial statements for further
information. This can be found in GMT’s Annual Report
prepared in compliance with the NZX Listing Rules.
Further information on the financial result is provided in
GMT’s Annual Report at: www.goodmanreport.co.nz.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
4
Fees
The following fees and expenses were charged in respect of the Scheme in dollars and as a
percentage of Scheme’s net assets for the 12 month period to 31 March 2018.
Fees and Expenses Description
Val u e
($ million)
As percentage
of Scheme’s
net assets.
1
Valuation fees0.60.03
Auditor’s fees0.20.01
Trustee fees0.30.02
Other costs1.50.08
Fees/expenses charged by other persons2.60.14
Manager’s base fee (reinvested in Units in accordance
with the provisions of GMT’s Trust Deed)9.40.52
Manager’s performance fee– –
Property management fees3.50.2
Leasing fees2.00.11
Acquisition and disposal fees0.30.02
Minor project fees0.70.04
Development management fees4.90.27
Fees charged by the Manager and its associated persons20.81.16
Total Fees and Expenses23.41.30
1
The net assets of the Scheme as at 31 March 2018 were $1,793.7 million.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
5
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 to GPSNZ
for services provided to manage capital
expenditure projects for stabilised
properties.
Development management fees
Development management fees are
paid to GPSNZ 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. Fees and
expenses can only be charged to GMT by
the Manager and GPSNZ in accordance
with the terms of the service arrangements
and/or the GMT Trust Deed.
Any change to the service arrangements
and the GMT Trust Deed requires the
approval of the Supervisor (or in certain
circumstances, Unit holders) and would be
advised to Unit holders via the NZX.
For more information in respect to the
Fees, please refer to the Scheme’s financial
statements, on the Disclose register at
www.companies.govt.nz/disclose, scheme
number SCH11225.
A summary of the fees payable can be found
in the corporate governance section of the
GMT website.
Fees continued
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
6
Scheme property
The table below contains the assets of the Scheme extracted from the balance sheet as at
31 March 2018 and 31 March 2017:
$ million
20182017
Non-current assets
Stabilised properties 2,043.52,025.7
Developments 67.548.9
Land 120.0174.7
Investment in joint venture 114.370.7
Derivative financial instruments 8.918.9
Other Investments –12.0
Deferred tax assets 5.23.7
Total non-current assets 2,359.42,354.6
Current assets
Investment property contracted for sale 238.67.7
Construction loan receivable –65.1
Advances to joint venture 107.518.4
Debtors and other assets 9.313.4
Cash 4.70.9
Derivative financial instruments –0.6
Total current assets 360.1106.1
Total assets 2,719.52,460.7
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
7
Changes to persons
involved in the Scheme
There have been no changes to persons involved in the Scheme during the accounting period.
How to find
further information
Copies of documents relating to the
Scheme, such as the Trust Deed, SIPO
and the annual financial statements are
available on the Disclose register at
www.companies.govt.nz/disclose,
scheme number SCH11225.
You have the right, free of charge and
during normal office hours, to inspect that
part of the Unit register that relates to your
Units on giving 5 working days’ notice to
the Manager.
You also have the right, free of charge,
on giving 5 working days’ notice and
during normal office hours, to inspect a
copy of the Trust Deed, SIPO and annual
financial statements at the Manager’s
registered office, which is located at Level 2,
18 Viaduct Harbour Avenue, Auckland 1010.
Alternatively, you can obtain a copy free of
charge by writing to us at PO Box 90940,
A u c k l a n d 1142.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
8
Contact details
and complaints
Manager
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
Helpline
The Manager has a dedicated toll free
number, 0800 000 656 (+64 9 375 6073 from
outside New Zealand), which will connect
Unitholders directly with the investor relations
team who will assist with any queries.
Trustee and Supervisor
Covenant Trustee Services Limited
Level 6, Crombie Lockwood Building
191 Queen Street
PO Box 4243
Auckland 1140
Telephone: +64 9 302 0638
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
Complaints
Complaints may be made to the Manager
or Supervisor.
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).
Financial Dispute Resolution
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
There will be no fee charged to any
complainant in connection with
investigation.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2018
www.goodman.com/nz
---
Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz
9 August 2018
[Unitholder]
[Address 1]
[Address 2]
[Address 3]
[Address 4]
Dear Security Holder
Goodman Property Trust (“GMT” or “Trust”)
The 2018 Annual Report of Goodman Property Trust was released on 28 May 2018.
The report contained all the information that the Trust is required to provide to its
security holders under the NZX Listing Rules.
Many security holders elected to receive a printed copy of this report while others
chose to view it online.
As a managed investment scheme, under the Financial Markets Conduct Act, GMT is
required to produce a second annual report in a format consistent with that Act. An
electronic copy of this second report has been registered on Disclose and provided to
the NZX.
Security Holders have the right to receive, by mail and free of charge, a printed
report. If you wish to receive a copy of this 8-page document, please tick the box
below and return this letter in the re-sealable envelope it was mailed in.
I/we would like to receive a printed copy of the 2018 managed
investment scheme annual report for Goodman Property Trust.
Please contact our registrar if you have any questions about the report. You can
contact Computershare by email enquiry@computershare.co.nz or by telephone
0800 359 999 (+64 9 488 8777 from outside New Zealand).
Steptember
Through its charitable foundation Goodman is the global sponsor of Steptember, a
fund-raising initiative of Cerebral Palsy. The goal is to get participants exercising,
completing the equivalent of 10,000 steps a day, throughout the month of
September.
We’re encouraging our staff, customers and investors to form teams and get active
while raising money for the Cerebral Palsy Society. If you’d like to participate, and
receive the complimentary pedometer, use the code GoodmanGMT when
registering at www.steptember.org.nz
.
Yours faithfully,
Keith Smith
Chairman
---
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 Managed Investment Scheme Annual Report
Date
9 August 2018
Release
Immediate
The 2018 Annual Report of Goodman Property Trust was released on 28 May 2018.
The report contained all the information that the Trust is required to provide to its
security holders under the NZX Listing Rules.
As a managed investment scheme, under the Financial Markets Conduct Act, GMT is
required to produce a second annual report in a format consistent with that Act.
An electronic copy of this second report has been registered on Disclose and is
provided to the NZX as an attachment to this announcement.
For further information please contact:
John Dakin
Chief Executive Officer
Goodman (NZ) Limited
(09) 375 6063
(021) 321 541
About Goodman Property Trust:
GMT is an externally managed unit trust, listed on the NZX. It has a market capitalisation of around $1.9 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.
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.