Investore Property Limited HY19 Interim Report and Results
IMMEDIATE– 19 NOVEMBER 2018
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Interim Report
For the six months ended
30 September 2018
2 Highlights
4 The Investore Premise
5 Strategy
6 Chair's Report
8 Capital Management & Portfolio Overview
10 Manager's Report
12 Featured Property
15 Interim Financial Statements
38 Corporate Directory
Contents
Investore has been designated as a “Non-Standard” (NS) issuer by NZX Limited
(NZX). A copy of the waivers granted by NZX from NZX Listing Rules 3.3.5 to
3.3.15 and 3.4.3 in respect of Investore’s “NS” designation can be found at
www.nzx.com/companies/IPL/documents.
Investore Property Limited | Interim Report for the six months ended 30 September 2018
1 The movement in the comparable periods of ($1.6m) reflects the ($2.1m) movement in
the net change in fair value of investment properties.
2 Distributable profit is a non-GAAP measure and consists of net profit/(loss)
before income tax, adjusted for determined non-recurring and/or non-cash items
(including non-recurring adjustments for incentives payable to anchor tenants for
lease extensions) and current tax. Further information including the calculation of
distributable profit and the adjustments to profit before income tax, is set out in note 5
to the interim financial statements.
3 Weighted Average Lease Term (WALT).
4 Representing 0.6% of the shares on issue immediately prior to the launch of the share
buyback programme.
5 230-240 Fenton Street, Rotorua.
Highlights
Financial Highlights
for the six months ended 30 September 2018 (HY19)
Profit before other
(expense)/income
and income tax
$14. 0 m
Up $0.4m on HY18
Profit before income tax
$13 .1m
Down $1.6m
1
on HY18
Distributable profit
2
after
current income tax
$10 . 8 m
Up $0.4m on HY18
Cash dividend
guidance for FY19
7.46cps
Portfolio Characteristics
as at 30 September 2018
Investment property value
$740.4m
Occupancy
99.9%
WA LT
3
12.6 years
NTA per share
$1.64
Capital Management
for HY19
Bond issue
$10 0m
18 April 2018
Bank refinancing
$70m
extended to 2022
12 month share buyback
programme of up to 5%
of its ordinary shares
1,471,124
(or 0.6%
4
) shares
repurchased and cancelled
to date
Loan to value ratio
remains constant
42.2%
as at 30 September 2018
Key Highlights
for HY19
Investore Fund Manager, Fabio Pagano, appointed by SIML
Mitre 10 Mega Botany extension near complete
Post Balance Date Activity
New 10 year lease agreed
and to commence FY21
Countdown
Rotorua
5
2
Investore Property Limited | Interim Report for the six months ended 30 September 2018
3
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Investore Property Limited (Investore) occupies a unique
position in the New Zealand publicly listed property sector
with its investment strategy focussing on standalone large
format retail properties. Investore’s strength is this sector-
specific focus.
The key characteristics that underpin the Investore property
portfolio are long lease terms, nationally recognised tenants
and high occupancy rates.
Collectively these attributes generally support more stable,
dependable rental income streams than other property asset
classes (which can experience more regular leasing activity
and increased lifecycle costs), and this is further supported by
Investore’s anchor tenant profile, who typically:
• Occupy more than 90% of the net lettable area of the
premises (equating to 90% -100% of the rental income)
over a long lease term; and
• Target largely non-discretionary and therefore more
sustainable retail spend, like groceries and trade hardware.
Investore’s portfolio, which is externally managed by Stride
Investment Management Limited (SIML), is geographically
diversified across New Zealand, benefitting from the continuing
population growth of regional New Zealand, as well as the main
urban centres.
This niche placement and deliberate investment focus positions
Investore to deliver on its strategy of providing shareholders
with stable and enduring returns.
Overviewas at 30 September 2018
Number of Properties40
Number of Tenants78
Net Lettable Area (sqm)209,980
Net Contract Rental
6
($m)47.2
WA LT
7
(years)12.6
Occupancy Rate (% by area)99.9
Portfolio Value ($m)740.4
Key RetailersCountdown, The
Warehouse, Mitre 10,
Bunnings, Animates
The Investore Premise
6 Contract Rental is the amount of rent payable by each tenant, plus other amounts
payable by that tenant to Investore under the terms of the relevant lease as at the
relevant date, annualised for the 12 month period on the basis of the occupancy level
for the relevant property as at the relevant date, and assuming no default by the tenant.
7 See footnote 3 on page 2.
To invest in quality, large format retail properties throughout
New Zealand, and actively manage shareholders’ capital, to
maximise distributions and total returns over the medium to
long term.
The existing and future strategy is:
• Continued focus on owning properties that have the key
characteristics of long lease terms, nationally recognised
and quality tenants, and have a high occupancy rate.
• Acquiring properties adjacent to existing Investore
properties to provide opportunities for future development
or further development of existing premises, to meet the
tenants’ requirements.
• Selective acquisitions which enhance geographical and/
or tenant diversification, and considered divestments to
maintain balance sheet capacity.
• Proactive capital management.
Strategy
4
Investore Property Limited | Interim Report for the six months ended 30 September 2018
During the period we have also continued to explore acquisition
opportunities and enhanced property use in and around our
existing sites.
As signalled at the Annual Shareholder Meeting on 27 June
2018 and aligned with the two-year anniversary of Investore’s
listing, the Board has undertaken a review of SIML, as the
Manager, and its performance, in accordance with the terms
of the management agreement between Investore and
SIML. By way of recap, the Investore model is to outsource
the management of our assets to SIML and its experienced
management team, who provide a full range of real estate
investment management services to Investore. The Board is
comfortable with the way the relationship has developed and
feel well-resourced and supported. We value the assistance
SIML has provided in executing a number of important
initiatives.
SIML announced in August 2018 that it had appointed
Fabio Pagano as Investore Fund Manager, who is due to start
in December 2018. The Board welcomes this development
and this resource, which will assist Investore in the further
execution of its strategic vision, and considers that it will result in
a stronger focus on the growth and development of the future
business.
The Board announced the appointment of Gráinne Troute as
an Independent Director on 19 April 2018 and this Board
appointment was strongly endorsed by shareholders at
the 2018 Annual Shareholder Meeting. The independent
majority representation on the Investore Board is an important
governance feature for Investore. As a Board we believe that a
high standard of governance by a skilled, qualified and diverse
team of Directors is essential for sustaining the long-term
performance of the company and ultimately providing value for
our investors.
The Board of Investore reconfirms guidance for the company’s
annual cash dividend for FY19 at 7.46cps. The second quarterly
dividend of 1.865cps is due to be paid on 12 December 2018.
I look forward to reporting our full year’s results to you at the
conclusion of the FY19 year.
Mike Allen
Chair of Investore Property Limited
Chair’s Report
Investore has had a solid performance for the
six months to 30 September 2018 (HY19).
Attractive and stable returns are the hallmark of Investore’s
investment focus and this is reflected in the interim results.
For HY19, both the profit before other (expense)/income
and income tax at $14.0 million (HY18, $13.6 million) and
distributable profit after current income tax at $10.8 million
(HY18, $10.4 million), were higher than the comparable period.
This reflects the net effect of acquiring the three Bunnings
operated properties from Stride Property Limited and the
divestment of two supermarket properties, the Fresh Choice
in Queenstown and the Countdown in Hornby, Christchurch, in
FY18. Profit before income tax at $13.1 million, was $1.6 million
lower than HY18 at $14.7 million and reflects the ($2.1 million)
movement in the net change in fair value of investment
properties in the comparable periods.
A key continuing workstream for the Board during HY19 has
been our focus on enhancing investor returns by optimising
shareholder value, evidenced by:
• A successful $100 million inaugural six year senior secured
fixed rate bond issue on 18 April 2018, with a fixed interest
rate of 4.4% per annum; and
• The launch of a share buyback programme announced on
1 August 2018 of up to 5% of Investore's ordinary shares on
issue over a 12 month period, which the Board believes is an
efficient use of balance sheet capacity.
The bond issue extended the overall tenor of Investore’s funding
facilities, resulting in improved alignment between Investore’s
debt profile and the property portfolio’s long weighted average
lease term (WALT) profile. Equally important, the bonds have
provided Investore with diversification of funding sources, now
comprising of both bank and bond debt.
Continuing with the theme of capital management and
following the bond issue, during the period in review, Investore
refinanced $70 million out of its $270 million banking facilities,
so that as at 30 September 2018 the weighted average tenor
for all debt facilities was 3.6 years, compared with 2.2 years
pre-bond at 31 March 2018 and 3.5 years post-bond on
18 April 2018. Investore’s weighted average cost of debt at
4.40% as at 30 September 2018 remained steady compared
to the weighted average cost of debt post issuance of its
inaugural bond in April 2018 of 4.39%.
6
Investore Property Limited | Interim Report for the six months ended 30 September 2018
7
Investore Property Limited | Interim Report for the six months ended 30 September 2018
• Investore’s successful inaugural bond issue of $100 million
for six years in April 2018 increased the weighted average
maturity of its debt facilities.
• The bond issue increased diversification of Investore’s
funding sources and more closely aligns debt tenor to long
term lease profile.
• Investore refinanced $70 million of its $270 million of bank
debt facilities, increasing average tenor of debt facilities to
3.6 years as at 30 September 2018. The next debt facility
maturity is $35 million in June 2020 (FY21).
• The share buyback programme was launched in
August 2018, which the Board believes is an efficient
use of balance sheet capacity.
• Investore is considering additional capital management
initiatives in the future as market conditions allow, which
may include a second bond issue.
• Occupancy remains high at 99.9%, with five specialty
tenant lease renewals concluded in the six-month period to
30 September 2018.
• On behalf of Investore, SIML is proactively engaging with
General Distributors Limited on store refurbishments,
seeking to increase supermarket sales and value
for Investore.
• Active management of lease expiries resulted in a
successful renewal of the Countdown at 230 - 240
Fenton Street, Rotorua (new 10 year lease commencing
FY21). The post balance date impact on WALT
8
as at
30 September 2018 is +0.2 years to 12.8 years.
Capital Management & Portfolio Overview
Debt Maturity Profile
as at 30 September 2018
FY
25
FY
24
FY
23
FY
22
FY
21
FY
20
FY
19
$40m
$35m
$165m
$70m
$100m
$80m
$120m
$160m
$200m
Lease Expiry Profile
9
by Contract Rental
10
as at 30 September 2018
FY
35
FY
34
FY
33
FY
32
FY
31
FY
30
FY
29
FY
28
FY
27
FY
26
FY
25
FY
24
FY
23
FY
22
FY
21
FY
20
FY
19
2.3%
1.1%
4.2%
2.0%
0.5%
0.7%
4.3%
0.3%
0.4%
3.2%
0.0%0.0%
15.2%
24.7%
33.7%
4.3%
3.1%
Bank Borrowing
Bond
Debt Facilities
81% of portfolio
Contract Rental
9
> 10 years expiry
8 See footnote 3 on page 2.
9 Represents the scheduled expiry for each lease, excluding any rights of renewal that
may be granted under each lease, for the entire portfolio as at 30 September 2018,
as a percentage of Contract Rental.
10 See footnote 6 on page 4.
Note: Numbers may not sum accurately due to rounding.
9
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Manager’s Report
As Manager of Investore, SIML continues
to proudly support Investore. We actively
manage the Investore portfolio through
enhancement and improvement, positioning
Investore to deliver on its strategy of stable
and enduring returns to investors.
On the back of an active second year of operations in FY18,
SIML has continued through HY19 to assist Investore in the
execution of its strategic objectives and work programme,
designed to further optimise the Investore portfolio for
long term growth. At the mid-point of the current financial
year, there has been a particular focus by the Manager on
executing a programme of capital management initiatives
set by the Board, including the inaugural bond issue and the
share buyback programme, which are highlighted in the Chair’s
Report. In addition, SIML has successfully undertaken several
specific portfolio initiatives on behalf of Investore.
Close to completion is the extension project at Mitre 10
Mega, Botany, Auckland, due to be finished by the end of the
current calendar year. Once finalised, the project will have
added a further 1,300 sqm of net lettable area to the current
footprint of 12,124 sqm, and the property will be leased to
Mitre 10 for a further period of 12 years from completion of
the redevelopment. Investore is funding the majority of this
expansion, and will receive a rental return on this investment
from Mitre 10 over the duration of the lease. This is one
example of how Investore successfully partners with its tenants
around development projects to add value and meet the
tenant’s needs and in return receives capital improvement rent.
Overall these developments deliver incremental benefits to the
property that are accretive comparative to investment.
Another example of SIML partnering with its tenants on
behalf of Investore is the completed store refurbishment at
Countdown Greenlane, Auckland (which is featured on pages
12 and 13). This successful formula of working alongside
tenants has been a particular feature of the relationship with
General Distributors Limited (GDL), which operate Countdown
branded supermarkets and represent 73% of Investore’s
Contract Rental
11
as at 30 September 2018.
Over the past 18 months, there have been eight completed
refurbishments undertaken across Investore owned and GDL
operated sites, with the Greenlane and Upper Hutt premises
being completed during the current reporting period of HY19.
While these refurbishments have predominantly been funded
by GDL, we are beginning to observe performance trends
showing that the portfolio of refurbished trading stores
generally outperform the balance of the portfolio in terms of
sales, which creates additional value for GDL and Investore.
Consistent with Investore’s development activity and
investment mandate for HY19, from a market perspective we
have seen the demand for bulk retail assets remain strong for
the period, continuing to support firm yields. The sales in this
asset class lead to a very competitive buyers’ market when
transactions are presented, reconfirming the strong demand
for large format retail assets and their high liquidity.
To reflect the natural evolution of Investore as it moves to the
next phase of growth, SIML announced on 29 August 2018
the appointment of Fabio Pagano to the newly created
executive role of Investore Fund Manager. The role has
been proactively established to ensure SIML continues to
provide market leading and specialist real estate investment
management services and to assist Investore in its growth
initiatives. Due to start in early December 2018, Fabio will
bring extensive experience to SIML, including five years within
Coles Australia Group, providing a concentrated executive
focus on large format retail.
A key focus of the Investore Fund Manager role will be
to further strengthen inhouse capability in sourcing value
add transactions. SIML continues to actively seek, on
Investore’s behalf, future quality development and investment
opportunities through its investment pipeline, which fits the
strategic investment profile and mandate of Investore, with
the goal of growing the portfolio and ultimately returns to
investors.
Philip Littlewood, Chief Executive
Stride Investment Management Limited
11 See footnote 6 on page 4.
10
Investore Property Limited | Interim Report for the six months ended 30 September 2018
11
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Featured Property
Countdown, 326 Great South
Road, Greenlane, Auckland
Investore partners with its tenants on a variety of projects.
These projects are undertaken in acknowledgement of the
evolving requirements of retailers, their retail offering and
ultimately the overall changing customer experience.
This successful formula of working alongside our tenants
has been a particular feature of the relationship with General
Distributors Limited (GDL).
An example of this is the recently refurbished Countdown
property at Greenlane, Auckland, which was completed in the
current interim reporting period. This is a premium Investore
asset located on a main arterial route that connects Auckland’s
western and southern suburbs, and is considered a flagship
Countdown store for GDL.
The refurbishment has upgraded this busy store to meet
the surrounding needs of the community and improve the
overall retail offering, which now includes a new Countdown
Pharmacy and a wine cellar which holds the largest Countdown
wine selection in New Zealand. A key focus for GDL in its
refurbishment was to reduce the store’s carbon footprint,
which has been achieved by installing the latest energy
efficient fittings.
Investore participated in this refurbishment by installing a new
energy efficient heating, ventilation and air conditioning system,
re-painting the entire exterior of the premises in Countdown’s
new corporate colours, re-asphalting the existing 7,750 sqm
carpark that surrounds the store footprint, with a final touch
around the external landscaping, to further enhance the look
and feel of the overall refurbishment.
While the store refurbishment projects are predominantly
funded by GDL, there are benefits to Investore in actively
participating in the project and committing to specific property
works, in parallel with the tenant’s refurbishment programme
including:
• Investore’s willingness and commitment to undertake
refurbishment works simultaneously with tenant
refurbishment works, often results in the tenant prioritising
a refurbishment investment at an Investore site because of
Investore’s commitment to the store;
• Investore is beginning to observe performance trends
indicating refurbished assets generally outperform the
balance of the portfolio in terms of sales, which in turn
creates additional value for Investore and for GDL;
• Any significant capital investment by a tenant generally
signals the tenant’s future commitment to the site; and
• Actively partnering with tenants is positive from an overall
relationship perspective and is valued by tenants and gives
Investore a greater insight into a tenant's operations.
Interim
Financial
Statements
14
Investore Property Limited | Interim Report for the six months ended 30 September 2018
15
Investore Property Limited | Interim Report for the six months ended 30 September 2018
16
Investore Property Limited | Interim Report for the six months ended 30 September 2018
17
Investore Property Limited | Interim Report for the six months ended 30 September 2018
The attached notes form part of and are to be read in conjunction with these flnancial statements.
Statement of Comprehensive Income
For the six months ended 30 September 2018
Notes
Unaudited
6 months
30 Sep 18
$000
Unaudited
6 months
30 Sep 17
$000
Gross rental income27,42025,009
Direct property operating expenses(3,378)(3,051)
Net rental income324,04221,958
Less corporate expenses
Management fees expense
12(2,030)(1,816)
Administration expenses(782)(730)
Total corporate expenses(2,812)(2,546)
Profit before net finance expense, other (expense)/income
and income tax
21,23019,412
Finance income5946
Finance expense(7,307)(5,897)
Net finance expense4(7,248)(5,851)
Profit before other (expense)/income and income tax13,98213,561
Other (expense)/income
Net change in fair value of investment properties
7(923)1,157
Net change in fair value of derivative financial instruments24–
Profit before income tax13,08314,718
Income tax expense8(3,115)(3,098)
Profit after income tax attributable to shareholders9,96811,620
Other comprehensive income:
Items that may be reclassified subsequently to profit or loss
Movement in cash flow hedges, net of tax
(938)(1,291)
Total comprehensive income after tax attributable to
shareholders
9,03010,329
Basic and diluted earnings per share (cents)113.814.44
17 Statement of Comprehensive Income
18 Statement of Changes in Equity
19 Statement of Financial Position
20 Statement of Cash Flows
21 Notes to the Financial Statements
37 Independent Review Report
Contents
18
Investore Property Limited | Interim Report for the six months ended 30 September 2018
19
Investore Property Limited | Interim Report for the six months ended 30 September 2018
The attached notes form part of and are to be read in conjunction with these flnancial statements.The attached notes form part of and are to be read in conjunction with these flnancial statements.
Statement of Changes in Equity
For the six months ended 30 September 2018
Statement of Financial Position
As at 30 September 2018
Notes
Share
capital
$000
Retained
earnings
$000
Cash flow
hedge
reserve
$000
Total
$000
Balance 31 Mar 18 (Audited)382,24746,944(133)429,058
Transactions with shareholders:
Dividends paid
–(9,792)–(9,792)
Share buyback11(2,293)––(2,293)
Total transactions with shareholders(2,293)(9,792)–(12,085)
Other comprehensive income:
Movement in cash flow hedges, net of tax
––(938)(938)
Total other comprehensive income
––(938)(938)
Profit after income tax–9,968–9,968
Total comprehensive income–9,968(938)9,030
Balance 30 Sep 18 (Unaudited)379,95447,120(1,071)426,003
Balance 31 Mar 17 (Audited)382,24720,7732,008405,028
Transactions with shareholders:
Dividends paid
–(10,261)–(10,261)
Total transactions with shareholders–(10,261)–(10,261)
Other comprehensive income:
Movement in cash flow hedges, net of tax
––(1,291)(1,291)
Total other comprehensive income––(1,291)(1,291)
Profit after income tax–11,620–11,620
Total comprehensive income–11,620(1,291)10,329
Balance 30 Sep 17 (Unaudited)
382,24722,132717405,096
Notes
Unaudited
30 Sep 18
$000
Audited
31 Mar 18
$000
Current assets
Cash and cash equivalents
2,7862,199
Trade and other receivables317234
Prepayments333176
Other current assets9911,003
4,4273,612
Non-current assets
Investment properties
7740,380738,330
Work in progress–162
Derivative financial instruments9537647
Deferred tax asset236154
Property, plant and equipment11
741,154739,294
Total assets
745,581742,906
Current liabilities
Trade and other payables
3,9414,808
Current tax liability2,7611,262
Derivative financial instruments9109–
6,8116,070
Non-current liabilities
Borrowings
10310,849306,891
Derivative financial instruments91,918887
312,767307,778
Total liabilities319,578313,848
Net assets426,003429,058
Share capital11379,954382,247
Retained earnings47,12046,944
Reserve11(1,071)(133)
Equity426,003429,058
For and on behalf of the Board of Directors, dated 19 November 2018:
Mike Allen Kate Healy
Chair Chair of the Audit and Risk Committee
20
Investore Property Limited | Interim Report for the six months ended 30 September 2018
The attached notes form part of and are to be read in conjunction with these flnancial statements.
21
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Notes to the Financial Statements
For the six months ended 30 September 2018
Statement of Cash Flows
For the six months ended 30 September 2018
Notes
Unaudited
6 months
30 Sep 18
$000
Unaudited
6 months
30 Sep 17
$000
Cash flows from operating activities
Gross rent received
26,50224,053
Interest received5946
Interest paid(6,272)(5,742)
Operating expenses (including goods and services tax)(6,494)(6,029)
Income tax paid(1,329)(3,222)
Net cash provided by operating activities612,466 9,106
Cash flows from investing activities
Capital expenditure on investment properties
(3,857)(284)
Acquisition of investment properties–(449)
Net cash applied to investing activities(3,857) (733)
Cash flows from financing activities
Dividends paid
(9,792)(10,261)
Repayment of bank borrowings(100,000)–
Refinancing of bank borrowings(105)–
Drawdown of bank borrowings5,600–
Net proceeds from issuance of fixed rate bonds98,568–
Share buyback costs(2,293)–
Net cash applied to financing activities(8,022)(10,261)
Net increase/(decrease) in cash and cash equivalents held587(1,888)
Opening cash and cash equivalents2,1994,377
Closing cash and cash equivalents2,7862,489
Note 1: Accounting Policies
Reporting entity
The unaudited interim financial statements (financial statements) presented are those of Investore Property Limited (Investore).
Investore is domiciled in New Zealand and is registered under the Companies Act 1993. Investore is also an FMC reporting
entity under Part 7 of the Financial Markets Conduct Act 2013. The financial statements of Investore have been prepared
in accordance with the requirements of Part 7 of the Financial Markets Conduct Act 2013 and the NZX Main Board Listing
Rules.
The financial statements were approved for issue by the Board of Directors (the Board) on 19 November 2018.
Basis of preparation
The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice
(NZ GAAP), New Zealand International Accounting Standard 34 (NZ IAS 34) Interim Financial Reporting and International
Accounting Standard 34 (IAS 34) Interim Financial Reporting. The financial statements do not contain all the disclosures
normally included in an annual financial report, and should be read in conjunction with the audited 2018 annual financial
statements. The financial statements have been prepared using the New Zealand Dollar functional and reporting currency and
have been rounded to the nearest thousand dollars ($000), unless stated otherwise.
The financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain
classes of assets and liabilities as identified in the specific accounting policies below and the accompanying notes.
The financial statements include additional comparative information beyond that required under NZ IAS 34 and IAS 34 and
has been provided for information purposes for the shareholders.
New standards, amendments and interpretations
At the date of approval of the financial statements, the following relevant standard was in issue but not yet effective and has
not been early adopted by Investore.
– NZ IFRS 16 Leases replaces the current guidance in NZ IAS 17 Leases and requires a lessee to recognise a lease
liability reflecting future lease payments and a “right-of-use” asset for most lease contracts.
Given that Investore is the lessor for the majority of its leases, NZ IFRS 16 is not expected to have significant impact on
how Investore currently accounts for its leases. However, Investore has eleven ground leases on investment properties
and therefore Investore may recognise a right of use asset and lease liabilities in accordance with the new leasing
standard.
The standard is effective for accounting periods beginning on or after 1 January 2019. Investore intends to adopt NZ
IFRS 16 effective from 1 April 2019.
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
22
Investore Property Limited | Interim Report for the six months ended 30 September 2018
23
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Note 1: Accounting Policies (continued)
Significant accounting policies, estimates and judgements
Except as described below, the same accounting policies and methods of computation are followed in the financial statements
as compared with the most recent annual financial statements.
Investore has adopted NZ IFRS 9 Financial Instruments and NZ IFRS 15 Revenue from contracts with customers from 1 April
2018.
NZ IFRS 9 Financial Instruments
Investore has applied NZ IFRS 9 retrospectively, but has elected not to restate comparative information. The implementation
of NZ IFRS 9 has resulted in some changes in accounting policies, as follows.
Classification and measurement
From 1 April 2018, Investore classifies its financial assets and financial liabilities in the following measurement categories:
– those to be measured subsequently at fair value (either through other comprehensive income, or through profit
or loss), and
– those to be measured at amortised cost.
The classification of financial instruments has not resulted in any reclassification between measurement categories for
Investore’s financial assets and liabilities. Derivative financial instruments that are in cash flow hedge relationships remain
measured at fair value through other comprehensive income, and other financial instruments (including cash and cash
equivalents, trade and other receivables, the NZX bond, trade payables and bank borrowings) are measured at amortised
cost.
Impairment
Under NZ IFRS 9, on initial recognition of a financial asset, Investore assesses on a forward-looking basis, the expected
credit loss associated with its financial assets carried at amortised cost. At each reporting date, the credit risk on a financial
asset, apart from trade receivables, is assessed to determine whether there has been a significant increase in the credit risk.
In assessing whether there has been a significant increase in credit risk, Investore considers both forward looking information
and the financial history of counterparties to assess the probability of default or likelihood that full settlement is not received.
For trade receivables, the simplified approach to measuring expected credit loss is adopted, which uses a lifetime expected
loss allowance.
Based on an assessment carried out, the impairment loss on financial assets was immaterial. As a result, there have been no
measurement changes required to these financial statements by NZ IFRS 9.
Hedging
Interest rate swaps in place as at 30 September 2018 qualify as cash flow hedges under NZ IFRS 9. Investore’s risk
management strategies and hedge documentation are aligned with the requirements of NZ IFRS 9 and are therefore treated
as continuing hedges.
Note 1: Accounting Policies (continued)
NZ IFRS 15 Revenue from contracts with customers
The implementation of NZ IFRS 15 has required a change in the presentation of service charges in the statement of
comprehensive income. Previously, Investore presented the income generated from service charges recovered from tenants
as an offset to direct property operating expenses. In implementing NZ IFRS 15, these components have been separated
out between income and expense as income falls under the scope of NZ IFRS 15 and cannot be netted off against related
expenses. As a result, the 2017 comparatives have been restated as follows: gross rental income increased by $1,614,000
and direct property operating expenses increased by $1,614,000. These have also had a flow on impact to the statement
of cash flows where gross rent received has increased by $1,614,000 and operating expenses has also increased by
$1,614,000. There has been no change in the measurement basis of the service charge income under NZ IFRS from the
previous standard NZ IAS 18 Revenue.
Significant events and transactions
The financial position and performance of Investore was affected by the following events and transactions that occurred
during the reporting period:
Issuance of fixed rate bonds
On 18 April 2018, Investore issued $100 million of fixed rate bonds with a 6 year term expiring 18 April 2024, paying an
interest rate of 4.40%. The proceeds were used to repay $100 million of Investore’s bank borrowings.
Share buyback
On 1 August 2018, Investore announced that it would begin an on-market share buyback programme to purchase up
to 5% of its ordinary shares (being 13,088,591 ordinary shares). The share buyback will only acquire shares on the NZX
Main Board for a period of up to one year. The acquired shares are cancelled upon acquisition. As at 30 September 2018,
Investore had acquired and cancelled 1,471,124 shares for a cost of $2,292,974 (including transaction costs).
Reclassification of financial information
Certain comparative balances have been reclassified to align with the presentation used in the current financial period
(refer note 12). These reclassifications have no impact on the overall financial performance or financial position for the
comparative period.
Note 2: Operating Segments
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-
maker. The chief operating decision-maker has been identified as the Board, as it makes all key strategic resource allocation
decisions (such as those concerning acquisition, divestment and significant capital expenditure). Investore is reported as a
single operating segment, being large format retail properties.
Investore’s revenue streams are earned from investment properties owned in New Zealand, with no specific exposure to
geographical risk. One tenant, General Distributors Limited (Countdown), contributes 73% of Investore’s portfolio contract
rental as at 30 September 2018 (30 Sep 17: 81%).
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
24
Investore Property Limited | Interim Report for the six months ended 30 September 2018
25
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Note 3: Net Rental Income
Unaudited
6 months
30 Sep 18
$000
Unaudited
6 months
30 Sep 17
$000
Gross rental income
Rental income and service charge income recovered from tenants
26,71924,461
Spreading of fixed rental increases694548
Capitalised lease incentives8–
Lease incentive amortisation(1)–
Total gross rental income
27,42025,009
Direct property operating expenses
Service charge expenses
(1,965)(1,614)
Movement in impairment provision24–
Other non-recoverable property operating expenses(1,437)(1,437)
Total direct property operating expenses(3,378)(3,051)
Net rental income24,04221,958
Other non-recoverable property operating expenses represents property maintenance and operating expenses not
recoverable from tenants, property valuation fees and property leasing costs.
Note 4: Net Finance Expense
Unaudited
6 months
30 Sep 18
$000
Unaudited
6 months
30 Sep 17
$000
Finance income
– Bank interest income
2846
– Other finance income31–
5946
Finance expense
Interest expense:
– Bank borrowings interest
(5,140)(5,897)
– Fixed rate bonds interest(2,167)–
(7,307)(5,897)
Net finance expense(7,248)(5,851)
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
26
Investore Property Limited | Interim Report for the six months ended 30 September 2018
27
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Note 5: Distributable Profit
Investore’s dividend policy is to target a cash dividend to shareholders that is between 95% and 100% of its distributable
profit. Distributable profit is a non-GAAP measure and consists of profit/(loss) before income tax, adjusted for determined
non-recurring and/or non-cash items (including non-recurring adjustments for incentives payable to anchor tenants for lease
extensions) and current tax as follows:
Unaudited
6 months
30 Sep 18
$000
Unaudited
6 months
30 Sep 17
$000
Profit before income tax 13,08314,718
Non-recurring and non-cash adjustments:
Net change in fair value of investment properties
923(1,157)
Spreading of fixed rental increases(694)(548)
Net rent free incentives(7)–
Depreciation–1
Refinancing cost amortisation334125
Net change in fair value of derivative financial instruments(24)–
Distributable profit before current income tax13,61513,139
Current tax expense (2,817)(2,746)
Distributable profit after current income tax10,79810,393
Adjustments to funds from operations:
Maintenance capital expenditure
(360)(79)
Adjusted Funds From Operations (AFFO)
10,43810,314
Weighted average number of shares for purpose of basic and diluted
distributable profit per share (000)
261,571261,772
Basic and diluted distributable profit after current income tax
per share – weighted (cents)
4.133.97
AFFO basic and diluted distributable profit after current income tax
per share – weighted (cents)
3.993.94
Note 6: Statement of Cash Flows Reconciliation
Unaudited
6 months
30 Sep 18
$000
Unaudited
6 months
30 Sep 17
$000
Reconciliation of profit after income tax attributable to shareholders
to net cash flows from operating activities:
Profit after income tax attributable to shareholders
9,96811,620
Add/(less) non-cash items:
Movement in deferred tax (note 8)
298352
Net change in fair value of investment properties923(1,157)
Spreading of fixed rental increases(694)(548)
Capitalised lease incentive(8)–
Lease incentive amortisation1–
Depreciation–1
Movement in impairment provision(24)–
Refinancing cost amortisation334125
Accrued interest movement in derivative financial instruments(44)–
Net change in fair value of derivative financial instruments(24)–
10,73010,393
Add activity classified as investing activity:
Movement in working capital items relating to investing activities
1,747187
12,47710,580
Movement in working capital:
Increase in trade and other receivables
(59)(814)
Increase in prepayments and other current assets(584)(646)
(Decrease)/increase in trade and other payables(867)485
Increase/(decrease) in tax payable1,499(499)
Net cash provided by operating activities12,4669,106
In the current period, the movement in prepayments and other current assets excludes prepaid transaction costs
of $439,000 in relation to the fixed rate bonds issued in April 2018, which had been incurred in the year ended
31 March 2018.
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
28
Investore Property Limited | Interim Report for the six months ended 30 September 2018
29
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Note 7: Investment Properties
Unaudited
6 months
30 Sep 18
$000
Audited
12 months
31 Mar 18
$000
Opening balance738,330660,430
Acquisitions–79,887
Disposals–(29,319)
Net change in fair value(923)23,135
Reduction in purchase price–(711)
Property acquisition costs–170
Subsequent capital expenditure2,1103,729
Transfer from work in progress162–
Spreading of fixed rental increases6941,009
Net capitalised incentives7–
Closing balance740,380738,330
Capital expenditure consists of fit-outs and other physical enhancements to the investment properties, with ownership of
such capital amounts being retained by Investore.
Capital expenditure commitments contracted for
As at 30 September 2018, Investore had the following major commitments:
– $843,469 (31 Mar 18: $2,608,845) in total for various capital expenditure works to be undertaken on investment
properties in this financial year.
Subsequent to balance date, Investore has committed to a further $1,840,000 in total for various capital expenditure works
to be undertaken on investment properties over the next eighteen months.
Valuation basis
All investment properties were valued by independent valuers as at 31 March 2018. The Board has reviewed the fair value
of the investment properties as at 30 September 2018 on an asset by asset basis after considering recent comparable
transactional evidence of market sales and leasing activity and is satisfied that there has been no significant change to the
overall carrying value, other than the following investment properties, which were subject to a desktop review or independent
valuation due to the significant capital expenditure works or leasing activity undertaken during the period.
Note 7: Investment Properties (continued)
ValuationValuer
Unaudited
30 Sep 18
$000
Audited
31 Mar 18
$000
Cnr Te Irirangi Drive & Bishop Dunn Place,
Auckland
Independent valuationCBRE33,10030,500
Cnr Tremaine Avenue & Railway Road,
Palmerston North
Desktop reviewJLL26,25026,250
Cnr Anglesea & Liverpool Streets, HamiltonDesktop reviewJLL5,5005,800
230 - 240 Fenton Street, RotoruaDesktop reviewJLL15,90016,150
The above investment properties were either valued by CBRE Limited (CBRE) or desktop reviewed by Jones Lang LaSalle
Limited (JLL) as indicated. The valuation and desktop reviews are dated effective 30 September 2018.
With regard to these investment properties, the valuers took into account:
– occupancy (leased area as a proportion of the total net lettable area) (100% at balance date);
– average lease term (weighted average lease term (WALT) at balance date is 7.52 years);
– discount rates (ranged from 5.00% to 10.25%); and
– capital expenditure works at corner Te Irirangi Drive & Bishop Dunn Place, Auckland, of $1,912,531 including a
movement in the work in progress value of $162,000 relating to the Mitre 10 development.
Capitalisation rates ranged from 5.00% to 10.00% for the investment properties valued.
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
30
Investore Property Limited | Interim Report for the six months ended 30 September 2018
31
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Note 8: Income Tax
Current and deferred tax is calculated on the basis of the laws enacted or substantively enacted at the reporting date.
Unaudited
6 months
30 Sep 18
$000
Unaudited
6 months
30 Sep 17
$000
Profit before income tax13,08314,718
Prima facie income tax using the company tax rate of 28% (3,663)(4,121)
(Increase)/decrease in income tax due to:
Net change in fair value of investment properties
(258)324
Non-taxable income196154
Depreciation924935
Net change in fair value of derivative financial instruments6–
Non-deductible expenses(1)(7)
Temporary differences(21)(31)
Current tax expense(2,817)(2,746)
Depreciation(308)(383)
Other1031
Deferred tax charged to profit or loss(298)(352)
Income tax expense per the statement of comprehensive income(3,115)(3,098)
Note 9: Derivative Financial Instruments
Unaudited
6 months
30 Sep 18
$000
Audited
12 months
31 Mar 18
$000
Notional value of interest rate swaps – fixed rate payer230,000230,000
Notional value of interest rate swaps – fixed rate receiver 25,000–
Notional value of interest rate swaps – fixed rate receiver
– forward starting
–25,000
255,000255,000
Fixed interest rates payer ranges2.19%-3.01%2.19%-3.01%
Fixed interest rate receiver4.40%–
Weighted average fixed interest rate (excluding margins)2.58%2.48%
Percentage of drawn debt fixed97%75%
On 18 April 2018, Investore issued $100 million of fixed rate bonds with a 6 year term expiring 18 April 2024. On 21 March
2018, Investore entered into a $25 million forward start fixed rate receiver swap for the duration of the bond. The effect of the
fixed rate receiver swap was to convert a portion of the $100 million bond to floating interest rate.
As at 30 September 2018, the fair value of the interest rate derivatives was a liability of $1,489,538, including an accrued
interest liability of $62,846 (31 Mar 18: liability of $239,622, including an accrued interest liability of $107,101).
The fair values of interest rate derivatives are determined from valuations prepared by independent treasury advisors using
valuation techniques classified as Level 2 in the fair value hierarchy (31 Mar 18: Level 2). These are based on the present
value of estimated future cash flows based on the terms and maturities of each contract and the current market interest
rates as at balance date. Fair values also reflect the current creditworthiness of the derivative counterparties. The valuations
were based on market rates at 30 September 2018 of between 1.91%, for the 90-day BKBM, and 2.91%, for the 10-year
swap rate (31 Mar 18: 1.96% and 3.06%, respectively).
Gains and losses recognised in the cash flow hedge reserve in equity on interest rate derivative contracts as at
30 September 2018 will be reclassified in the same period in which the hedged forecast cash flows affect profit or loss,
until the repayment of the underlying borrowings.
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
32
Investore Property Limited | Interim Report for the six months ended 30 September 2018
33
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Note 10: Borrowings
Unaudited
6 months
30 Sep 18
$000
Audited
12 months
31 Mar 18
$000
Non-current
Bank facility drawn down
213,000 307,400
Borrowing costs(425) (509)
Total bank borrowings
212,575 306,891
Other sources of borrowing
Fixed rate bonds
100,000–
Unamortised capitalised costs on fixed rate bonds(1,726)–
Total fixed rate bonds98,274–
Total borrowings310,849306,891
Bank facility drawn down213,000 307,400
Undrawn bank facility available57,000 62,600
Total bank facility available270,000 370,000
Facility A70,000165,000
Facility B165,000165,000
Facility C35,00040,000
Total bank facility available270,000370,000
Bank facility expiry dates
Facility A
31 Aug 20229 Jun 2019
Facility B9 Jun 20219 Jun 2021
Facility C9 Jun 20209 Jun 2020
Weighted average interest rate for debt (inclusive of current interest rate
derivatives, bond and bank margins and line fees) at balance date
4.40%4.25%
Note 10: Borrowings (continued)
Fixed rate bonds
On 18 April 2018, Investore issued $100 million of fixed rate bonds with a 6 year term, expiring on 18 April 2024, paying an
interest rate of 4.40%. The proceeds were used to repay and cancel $100 million of Facility A of the bank facility, (previously
$165 million). The bonds are quoted on the NZX Debt Market. Interest is payable quarterly in April, July, October and January
in equal instalments.
Bank borrowings
Investore’s bank borrowings are via syndicated senior secured facilities with ANZ Bank New Zealand Limited, Bank of New
Zealand, Commonwealth Bank of Australia and Westpac New Zealand Limited.
On 31 August 2018, Investore refinanced part of its total bank facility. Facility A was increased by $5 million to $70 million
and the tenor was extended by three years to 31 August 2022. Facility C was reduced by $5 million to $35 million. The
interest rate, excluding margin, on the facility was 2.47% as at 30 September 2018 (31 Mar 18: 2.34%).
Security
The bank borrowings and fixed rate bond are managed through a security agent who holds a first registered mortgage on all
the investment properties owned by Investore and a registered first ranking security interest under a General Security Deed
over substantially all the assets of Investore.
Investore has been compliant with bank and bond covenants during the relevant periods.
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
34
Investore Property Limited | Interim Report for the six months ended 30 September 2018
35
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Note 11: Equity
Unaudited
6 Months
30 Sep 18
Shares
000
Audited
12 Months
31 Mar 18
Shares
000
Unaudited
6 Months
30 Sep 18
Capital
$000
Audited
12 Months
31 Mar 18
Capital
$000
Opening balance261,772261,772382,247382,247
Share buyback(1,471)–(2,293)–
Closing balance260,301261,772379,954382,247
There is only one class of shares, being ordinary shares, and they rank equally with each other. All issued shares are fully
paid and have no par value.
On 19 April 2018, Gráinne Troute was appointed to the Board as an Independent Director. The Board is comprised of
two Directors appointed by Stride Investment Management Limited (SIML) and three independent Directors appointed
by Investore shareholders. As required by the NZX Listing Rules, Gráinne Troute retired and was elected by shareholders
at the 2018 Investore Annual Meeting.
On 1 August 2018, Investore implemented a share buyback scheme where Investore is able to undertake an
on-market buyback of up to 5% of its ordinary shares over a 12 month period. During the period from 6 August 2018
to 27 September 2018 (inclusive), Investore acquired 1,471,124 ordinary shares on market at an average price of $1.53
for a total consideration of $2,255,168 and the shares acquired were subsequently cancelled. Incremental costs of
$37,806 incurred as part of the share buyback scheme were deducted from equity. The buyback scheme was paused
from the close of trading on 25 September pending the release of Investore’s financial statements. Investore will release
a further announcement once the on-market share buyback programme recommences.
An issuer which does not comply with all of the requirements of the NZX Listing Rules may be granted listing with the
designation ‘Non-Standard’ or ‘NS’. A term of the waiver granted to Investore to permit SIML to have the right to appoint
two directors was that Investore would be given a Non-Standard Designation upon its listing and the quotation of its
shares.
As at 30 September 2018, Stride Property Limited (Stride) has a cornerstone shareholding in Investore of 19.9%, being
51,791,786 shares (31 Mar 18: 19.9% and 52,091,786 shares). Stride is not subject to any escrow arrangements that
prevent it from selling or otherwise disposing of any shares that it holds.
Note 11: Equity (continued)
Unaudited
6 months
30 Sep 18
$000
Audited
12 months
31 Mar 18
$000
Reserve
Cash flow hedge reserve
Opening balance
(133)2,008
Movement in fair value of interest rate derivatives(1,294) (2,920)
Tax on fair value movement380817
Less classified to profit or loss(24)(38)
Closing balance(1,071)(133)
Basic and diluted earnings per share
Basic and diluted earnings per share amounts are calculated by dividing profit after income tax attributable to shareholders
by the weighted average number of shares on issue.
Unaudited
6 months
30 Sep 18
$000
Unaudited
6 months
30 Sep 17
$000
Profit after income tax attributable to shareholders9,968 11,620
Weighted average number of shares for purpose of basic and diluted
earnings per share
261,571 261,772
Basic and diluted earnings per share – weighted (cents)3.81 4.44
37
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Notes to the Financial Statements (continued)
For the six months ended 30 September 2018
36
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Note 12: Related Party Disclosures
The following transactions with a related party took place
Unaudited
6 months
30 Sep 18
$000
Unaudited
6 months
30 Sep 17
$000
Stride Investment Management Limited
Asset management fee expense
(2,030)(1,816)
Building management fee expense(205)(195)
Accounting fee expense(125)(125)
Project management fee expense(78)(7)
Leasing fee expense(11)(29)
Maintenance fee expense(13)(9)
Stride Property Limited
Dividends paid
(1,945)(2,042)
The following balance was payable to a related party
Stride Investment Management Limited
–(5)
The management services are provided under a management agreement between SIML and Investore dated 10 June 2016,
as amended by way of deed of amendment dated 8 September 2017 in connection with the changes approved to Investore’s
Constitution at the Investore Annual Meeting on 8 September 2017.
Investore does not have any employees. Accordingly, there are no senior managers of Investore who have a relevant interest in
the shares of Investore.
The comparative building management fee expense has been reclassified from management fees expense to direct property
operating expenses to align with the nature of the expense. The comparative was previously classified as management
fees expense to align with its presentations in the Prospective Base Case financial information of the Product Disclosure
Statement dated 10 June 2016.
Note 13: Contingent Liabilities
Investore has no contingent liabilities at balance date (31 Mar 18: $nil).
Note 14: Subsequent Events
On 19 November 2018, Investore declared a cash dividend for the period 1 July 2018 to 30 September 2018 of
1.865 cents per share, to be paid on 12 December 2018 to all shareholders on Investore’s register at the close of business
on 4 December 2018. This dividend will carry imputation credits of 0.5043 cents per share. This dividend has not been
recognised in the financial statements.
There have been no other material events subsequent to balance date.
Independent review report
To the shareholders of Investore Property Limited
Report on the interim financial statements
We have reviewed the accompanying interim financial statements of Investore Property Limited (the “Company”) on pages 17
to 36, which comprise the statement of financial position as at 30 September 2018, and the statement of comprehensive
income, the statement of changes in equity and the statement of cash flows for the six month period ended on that date,
and a summary of significant accounting policies and other explanatory notes.
Directors’ responsibility for the interim financial statements
The Directors of Investore Property Limited are responsible on behalf of the Company for the preparation and presentation
of these interim financial statements in accordance with International Accounting Standard 34 Interim Financial Reporting
(IAS 34) and New Zealand Equivalent to International Accounting Standard 34 Interim Financial Reporting (NZ IAS 34) and
for such internal control as the Directors determine is necessary to enable the preparation of interim 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 IAS 34 and NZ IAS 34. As the auditors of the Company, NZ SRE
2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial statements.
A review of interim 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.
Our firm carries out other assurance services for the Company over operating expense and performing agreed procedures
in respect of proxy vote at the 2018 Annual Shareholder Meeting. The provision of these other services has not impaired our
independence as auditor of the Company.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that these interim financial statements of
the Company are not prepared, in all material respects, in accordance with IAS 34 and 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
19 November 2018
38
Investore Property Limited | Interim Report for the six months ended 30 September 2018
39
Investore Property Limited | Interim Report for the six months ended 30 September 2018
Corporate Directory
Board of Directors
Mike Allen (Chair)
Kate Healy
Gráinne Troute
John Harvey (SIML Appointed Director)
Tim Storey (SIML Appointed Director)
Registered Office
Level 12, 34 Shortland Street
Auckland 1010
PO Box 6320, Wellesley Street
Auckland 1141
New Zealand
W investoreproperty.co.nz
Share Registrar
Computershare Investor
Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Private Bag 92119
Victoria Street West
Auckland 1142
T +64 9 488 8777
F +64 9 488 8787
E enquiry@computershare.co.nz
Manager
Stride Investment
Management Limited
Level 12, 34 Shortland Street
Auckland 1010
PO Box 6320, Wellesley Street
Auckland 1141
New Zealand
T +64 9 912 2690
Legal Adviser
Bell Gully
Level 21, Vero Centre
48 Shortland Street
PO Box 4199
Auckland 1140
Bankers
ANZ Bank New Zealand Limited
Bank of New Zealand
Commonwealth Bank of Australia
Westpac New Zealand Limited
Auditor
PricewaterhouseCoopers
PricewaterhouseCoopers Tower
Level 22, 188 Quay Street
Private Bag 92162
Auckland 1142
Investore Property Limited
Level 12 , 34 Shortland Street
Auckland 1010
PO Box 6320
Wellesley Street
Auckland 1141, New Zealand
T + 64 9 912 2690
F + 64 9 912 2693
W investoreproperty.co.nz
Investore Property Limited | Interim Report for the six months ended 30 September 2018
---
Interim Results
For the six months ended
30 September 2018
Agenda and Contents
2
Page
Welcome
Philip Littlewood –Chief Executive Officer of the Manager, SIML
Highlights3
Financial Performance6
Jennifer Whooley –Chief Financial Officer of the Manager, SIML
Capital Management10
Portfolio Overview13
Philip Littlewood –Chief Executive Officer of the Manager, SIMLGovernance and Management19
Conclusion21
Appendices23
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Highlights
4
Highlights
Profit before other
(expense)/income
and income tax
$14.0m, up $0.4m
Distributable profit after
current income tax
$10.8m, up $0.4m
Annual cash dividend
guidance for FY19
7.46cps
Financial Performance
•Net rental income of $24.0m ($22.0m), up $2.1m
•Corporate expenses of $2.8m ($2.5m), up $0.3m
•Profit before other (expense)/income and income tax of $14.0m
($13.6m), up $0.4m
•Profit before income tax of $13.1m ($14.7m), down $1.6m
•Profit after income tax of $10.0m ($11.6m), down $1.7m
•Distributable profit¹ before current income tax of $13.6m
($13.1m), up $0.5m
•Distributable profit after current income tax of $10.8m ($10.4m),
up $0.4m
•Annual cash dividend guidance of 7.46cps for FY19
•1.865cps cash dividend for quarter ended 30 September 2018
(HY18 figures in brackets)
1. Distributable profit is a non-GAAP financial measure adopted by Investore Property Limited (Investore) to assist Investore and its investors in assessing Investore’s profit available for distribution. It is defined
as profit/(loss) before income tax adjusted for determined non-recurring and/or non-cash items (including non-recurring adjustments for incentives payable to anchor tenants for lease extensions) and current
tax. Further information, including the calculation of distributable profit and the adjustments to profit before income tax, is set out in note 5 to the interim report for the six months ended 30 September 2018.
Values above are calculated based on the numbers in the financial statements for each respective financial period and may notsum due to rounding.
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
5
Highlights
Investment Property value
$740.4m
Occupancy
99.9%
NTAper share
$1.64
Bond issue
$100m
Portfolio
•Total investment property portfolio value $740.4m ($738.3m), with a net
valuation loss of 0.1%
•Occupancy at 99.9% (99.9%)
•Weighted average lease term (WALT) 12.6 years (13.1 years)
•FY19 expiries at 2.3%, FY20 expiries at1.1%, with 81% of portfolio
Contract Rental
2
> 10 years
•Net Tangible Assets (NTA) backing per share of $1.64 ($1.64)
Capital Management
•$100m six year fixed rate bond issued in April 2018
•$70m bank debt refinanced, extended to 2022
•Share buyback programme commenced in August 2018, although
currently on pause
•Loan to value ratio (LVR) 42.2% (41.6%), policy maximum 48%
Governance and Management
•Gráinne Troute, third Independent Director elected
•Fabio Pagano appointed as Investore Fund Manager, a newly created
role in the Stride Investment Management Limited executive team
(As at 31 March 2018 figures in brackets)
2. Contract Rental is the amount of rent payable by each tenant, plus other amounts payable to Investore by that tenant underthe terms of the relevant lease as at 30 September 2018, annualised for the
12 month period on the basis of the occupancy level for the relevant property as at 30 September 2018, and assuming no default by the tenant.
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Financial Performance
7
Financial Performance
Unaudited
30 Sep
2018
$m
Unaudited
30 Sep
2017
$m
Change
$m%
Net rental income24.022.0+2.1+9.5
Corporate expenses(2.8)(2.5)(0.3)(10.4)
Profit before net finance expense, other (expense)/income and income tax21.219.4+1.8+9.4
Net finance expense(7.2)(5.9)(1.4)(23.9)
Profit before other (expense)/income and income tax14.013.6+0.4+3.1
Other (expense)/income
3
(0.9)1.2(2.1)(177.7)
Profit before income tax13.114.7(1.6)(11.1)
Income tax expense(3.1)(3.1)(0.0)(0.5)
Profit after income tax attributable to shareholders10.011.6(1.7)(14.2)
3. Other (expense)/income includes net change in fair value of investment properties.
Values in the table above are calculated based on the numbers in the financial statements for each respective financial period and may not sum due to rounding.
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
8
Distributable Profit
Unaudited
30 Sep
2018
$m
Unaudited
30 Sep
2017
$m
Change
$m%
Profit before income tax13.114.7(1.6)(11.1)
Non-recurring and non-cash adjustments:
-Net change in fair value of investment properties0.9(1.2)+2.1+179.8
-Spreading of fixed rental increases(0.7)(0.5)(0.1)(26.6)
-Refinancing cost amortisation0.30.1+0.2+167.2
Distributable profit before current income tax13.613.1+0.5+3.6
Current tax expense(2.8)(2.7)(0.1)(2.6)
Distributable profit after current income tax10.810.4+0.4+3.9
Adjustments to funds from operations:
-Maintenance capital expenditure(0.4)(0.1)(0.3)(355.7)
Adjusted Funds From Operations (AFFO)10.410.3+0.1+1.2
Weighted average number of shares (millions)261.6261.8
Basic and diluted distributable profit after current income tax per share
-weighted (cents)4.133.97
AFFO basic and diluted distributable profit after current income tax per
share-weighted (cents)3.993.94
Distributable profit is a non-GAAP financial measure adopted by Investore to assist Investore and its investors in assessing Investore’s profit available for distribution. It is defined as profit/(loss) before income
tax adjusted for determined non-recurring and/or non-cash items (including non-recurring adjustments for incentives payable to anchor tenants for lease extensions) and current tax. Further information,
including the calculation of distributable profit and the adjustments to profit before income tax, is set out in note 5 to the interim report for the six months ended 30 September 2018.
Values in the table above are calculated based on the numbers in the financial statements for each respective financial period and may not sum due to rounding.
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
9
Financial Summary
Unaudited
As at
30 Sep
2018
Audited
As at
31 Mar
2018
Investment Property value ($m)740.4738.3
Drawn debt ($m)313.0307.4
Loan to value ratio42.2%
4
41.6%
Equity ($m)426.0429.1
Shares on issue (millions)260.3261.8
NTA per share$1.64$1.64
Adjusted NTA
5
per share$1.64$1.64
4. As required by Investore’s bank facility agreement, the 42.2% LVR is calculated using the most recent full independent valuations, which value the Investore portfolio at $740.9m. Three properties were subject
to desktop reviews as at 30 September 2018, and the resulting movement in property values has been recognized in the financial statements. Consequently, there is a difference between the total investment
property valuation used in the LVR calculation ($740.9m) and the total investment property value stated in the Statement of Financial Position ($740.4m). Please refer to note 7 of the financial statements for
further detail of the independent valuations and desktop reviews.
5. Excludes the after tax fair value of interest rate derivatives.
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Capital Management
Capital Management
11
Debt facilities
As at
30 Sep
2018
As at
31 Mar
2018
Banking facility limit
(ANZ, BNZ, CBA, Westpac),
plus $100m bond
6
$370m$370m
Debt facilities drawn$313m$307m
Weighted maturity of debt facilities3.6 years2.2 years
Debt covenants
Loan to Value Ratio (LVR)
(Drawn Debt / Property Values)
Covenant: ≤ 65%42.2%41.6%
Interest Cover Ratio
(EBIT/Interest and Financing Costs)
Covenant: ≥ 1.75x3.0x3.2x
Weighted Average Lease Term
7
Covenant: > 6.0 years12.6 years13.1 years
Key transactions
•Inaugural bond issue April 2018 -$100m six year bond, resulting
in increased weighted average tenor of debt facilities and
increased diversification of funding sources
•$70m bank facility refinanced, increasing average tenor of total
debt facilities to 3.6 years as at 30 September 2018. Next debt
facility maturing is $35m in June 2020
•$57m of banking facility headroom available as at 30 September
2018
•Board is considering additional capital management initiatives in
the future as market conditions allow, which may include a
second bond issue
6. $100m of Investore’s bank facilities were repaid and cancelled subsequent to the $100m bond issuance on 18 April 2018.
7. The unexpired leased term in a property or portfolio, assuming the property or portfolio is fully leased. This is weightedbythe income applicable to each lease and a current market rental with nil term for vacant space.
Debt Maturity Profile
as at 30 September 2018
Bank Facilities
Bond
Investore’s policy is a maximum LVR of 48%
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Capital Management (continued)
12
Cost of debt
As at
30 Sep
2018
As at
31 Mar
2018
Weighted average cost of debt
(incl. current interest rate
derivatives, bond and bank
margins, and line fees)4.40%4.25%
Weighted average fixed interest
rate (excl. margins)
2.58%2.48%
Weighted average fixed interest
rate maturity (incl. bond, active
and forward starting swaps)3.5 years3.3 years
% of drawn debt fixed
97%75%
2.00%
2.20%
2.40%
2.60%
2.80%
3.00%
3.20%
3.40%
3.60%
-
$50m
$100m
$150m
$200m
$250m
$300m
$350m
30-Sep-1830-Sep-1930-Sep-2030-Sep-2130-Sep-2230-Sep-23
Fixed rate interest profile
Notional fixed rate debt (net of fixed-to-floating hedging)
Weighted average interest rate of fixed rate debt (excl. margin and line fees)
Key transactions
•$100m fixed rate six year bonds with 4.40% coupon rate
•$25m six year fixed-to-floating interest rate swap entered into,
commenced 18 April 2018
•No other swaps entered into or matured during the period
Share buyback
•12 month on-market share buyback programme commenced
August 2018 to purchase up to 5% of Investore’s shares
•Board views this as an efficient use of balance sheet capacity
•To 27 September 2018, 1,471,124 shares acquired, representing
0.6% of the shares on issue immediately prior to the
commencement of the share buyback, at a weighted average
price of $1.53, below 30 September 2018 NTA of $1.64 per share
•Share buyback programme currently on pause
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Portfolio Overview
14
Portfolio Strategy and Overview
As at
30 Sep
2018
As at
31 Mar
2018
Number of properties4040
Number of tenants7878
Net ContractRental
8
($m)47.246.9
Net lettable area (sqm)209,980209,980
Occupancy rate (% by area)99.999.9
WALT
9
(years)12.613.1
Portfolio value ($m)740.4738.3
8. Contract Rental –refer footnote 2 on page 5 for definition.
9. Weighted Average Lease Term (WALT).
Portfolio Strategy
✓Continued focus on owning properties that have key characteristics of
long lease terms (12.6 years portfolio WALT
9
), nationally recognised
and quality tenants (Countdown, Bunnings, The Warehouse, Mitre 10,
Animates) and high occupancy rates (99.9%)
•Post balance date -Countdown Rotorua lease extended for a
further 10 years from expiry of current term in FY21.
✓Acquiring properties adjacent to existing Investore properties to provide
opportunities for future development, or further development of existing
premises, to meet tenants’ requirements
•Refurbishment works at Countdown Greenlane, Auckland,
completed April 2018. This is the eighth completed refurbishment
for Investore owned GDL (Countdown) sites in the last 18 months.
•Extension of Mitre 10 Mega Botany, Auckland, to be completed
late 2018.
✓Selective acquisitions which enhance geographical and/or tenant
diversification, and considered divestments to maintain balance sheet
capacity
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Lease Expiry Profile
15
✓81% of portfolio Contract Rental > 10
years expiry as at 30 September 2018,
increasing to 83% following major
renewal at Countdown Rotorua (post
balance date)
FY19
•2.3% of Contract Rental expiring in
remainder of FY19
•1.8% of this relates to Countdown,
Anglesea Street, Hamilton. This expiry
remains under negotiation
FY20
•1.1% of Contract Rental expiring
•Major expiry -Animates at 226 Great South
Road, Auckland, equating to 0.7% of
Contract Rental
FY21
•4.2% of Contract Rental expiring
•2.2% of this renewed post HY19
(Countdown, Fenton Street, Rotorua)
10. Contract Rental –refer footnote 2 on page 5 for definition.
11. Represents the scheduled expiry for each lease, excluding any rights of renewal that may be granted under each lease, forthe entire portfolio as at 30 September 2018, as a percentage of Contract Rental.
Note: Numbers may not add due to rounding.
Lease Expiry Profile
11
by Contract Rental
10
as at 30 September 2018
81% of portfolio Contract
Rental > 10 years expiry
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
16
Portfolio Occupancy
As at 30 September 2018
Property
Occupancy
12
(%)
Vacancy
(sqm)
Total area
(sqm)
3 -7 Mill Lane, Warkworth98.0 763,815
Corner Hanson Street, John Street, & Adelaide Road, Wellington98.7644,881
Other100.0-201,284
Total99.9140209,980
12. Calculated as the leased area as a portion of the lettable area.
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
General Distributors (Countdown)
Bunnings
Foodstuffs
Specialty
Mitre 10
The Warehouse
Tenant Diversification by Contract Rental
13
As at 30 September 2018
Portfolio Diversification
Auckland
Waikato
Wellington
Other North Island
Canterbury
Otago
Other South Island
Geographic Diversification by Contract Rental
13
As at 30 September 2018
73%
31%
11%
17%
18%
10%
7%
6%
North Island
77%
South Island
23%
3%
5%
73%
13. Contract Rental –refer footnote 2 page 5 for definition.
17
10%
6%
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
18
Countdown Greenlane,
Auckland
Investore partners with tenants like GDL in
refurbishment projects. HY19 saw the
refurbishment of Countdown Greenlane, with
Investore participating by:
•Repainting the entire exterior of the premises
•Re-asphalting the existing 7,750 sqm carpark,
and undertaking external landscaping
•Installing new energy efficient HVAC systems,
to support a reduction in the store’s overall
carbon footprint
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Governance and
Management
20
Key Appointments During the Period
Gráinne Troute
Independent Director
Gráinne was appointed by the Board in April 2018 and elected by the shareholders in
June 2018 as Investore’s third Independent Director. The Board now comprises a
majority of independent representation.
Gráinne brings over 30 years of experience in retail and property through her roles as an
executive at McDonald’s and SKYCITY Entertainment Group, and as a director at
Tourism Holdings, Evolve Education and Summerset Holdings.
Fabio Pagano
Investore Fund Manager, SIML
The Investore Fund Manager role is a new executive position, created to support SIML
in its provision of market leading and specialist real estate investment management
services to Investore, and to support Investore’s growth initiatives.
Fabio brings extensive experience to SIML and to Investore, including five years with
Coles Australia Group, providing a concentrated executive focus on large format retail.
Fabio is due to start in early December 2018.
Pic of
Fabio to
come?
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Conclusion
22
Conclusion
Strong portfolio metrics
99.9% Occupancy
12.6 years WALT
Capital management
initiatives reduce risk &
enhance returns
Annual cash dividend
guidance for FY19
7.46cps
Delivery of Performance
•1.865cps cash dividend for quarter ended 30 September 2018
•Strong portfolio metrics including 99.9% occupancy and 12.6 years
WALT as at 30 September 2018
Capital management initiatives reduce risk and
enhance returns
•Retail bond issue improves debt maturity profile and diversifies
funding sources
•Proactive bank refinancing to manage refinancing risk
•Share buyback programme is an efficient use of balance sheet
capacity
Outlook
•Board is considering additional capital management initiatives in the
future which may include a second bond issue
•Continued focus on development and refurbishment programme
•Fabio Pagano, SIML appointed Investore Fund Manager, to
commence December 2018
•Annual cash dividend guidance of 7.46cps for FY19
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Appendices
24
Appendix 1
$14.0m
$13.6m
$2.4m
($0.9m)
$0.4m
$0.2m
($1.4m)
($0.2m)
($0.1m)
30-Sep-17Net rental increase
from acquisitions
Net rental
reduction from
disposals
Net rental increase
from existing
portfolio
NZ IFRS
adjustments
Higher net finance
expense
Higher
management fees
expenses
Higher
administration
expenses
30-Sep-18
Profit before other income and income Tax
$46.9m
$0.2m
$0.1m
$47.2m
31-Mar-18Rent reviewsTurnover rental30-Sep-18
Net Contract Rental
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
25
Appendix 2
$740.4m
$738.3m
$2.1m
$0.2m
$0.7m
($0.9m)
31-Mar-18Capital expenditureTransfer from work in
progress
Spreading of fixed rental
increases
Revaluation movement30-Sep-18
Investment properties
$1.64
$1.64
$0.05
($0.01)
($0.04)
31-Mar-18Profit before taxIncome tax expenseDividends paid30-Sep-18
Net tangible assets per share
Investore Property Limited | Interim Results Presentation for the six months ended 30 September 2018
Important Notice: The information in this presentation is an overview and does not contain all information
necessary to make an investment decision.It is intended to constitute a summary of certain information relating
to the performance of Investore for the six months ended 30 September 2018. Please refer to Investore’s
Interim Report 2018 for further information in relation to the six months ended 30 September 2018. The
information in this presentation does not purport to be a complete description of Investore. In making an
investment decision, investors must rely on their own examination of Investore, including the merits and risks
involved. Investors should consult with their own legal, tax, business and/or financial advisors in connection with
any acquisition of securities.
No representation or warranty, express or implied, is made as to the accuracy, adequacy or reliability of any
statements, estimates or opinions or other information contained in this presentation, any of which may change
without notice. To the maximum extent permitted by law, Investore, Stride Investment Management Limited and
their respective directors, officers, employees, agents and advisers disclaim all liability and responsibility
(including without limitation any liability arising from fault or negligence on the part of Investore, Stride
Investment Management Limited and their respective directors, officers, employees, agents and advisers) for
any direct or indirect loss or damage which may be suffered by any recipient through use of or reliance on
anything contained in, or omitted from, this presentation.
This presentation is not a product disclosure statement or other disclosure document.
Thank you
Level 12, 34 Shortland Street
Auckland 1010, New Zealand
PO Box 6320, Wellesley Street
Auckland 1141, New Zealand
P+64 9 912 2690
Winvestoreproperty.co.nz
---
¹
---
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For change to allotment, NZSX Listing Rule 7.12.1, a separate advice is required.
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of Issuer
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Authority for event,
make this notice
e.g. Directors' resolution
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numbernumber
Date
Nature of event
BonusIf ticked,
Rights Issue
Tick as appropriate
Issue
state whether:Taxable
/ Non TaxableConversionInterestRenouncable
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change
x
whether:
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x
YearSpecialDRP Applies
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TaxationAmount per Security in Dollars and cents to six decimal places
In the case of a taxable bonusResident
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issue state strike priceWithholding Tax(Give details)
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Notice DateAllotment Date
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conversion notices mailedMust be within 5 business days
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OFFICE USE ONLY
Ex Date:
Commence Quoting Rights:Security Code:
Cease Quoting Rights 5pm:
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4 December 201812 December 2018
$
$NZ$0.002288
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Date Payable
12 December 2018
In dollars and cents
Retained Earnings
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$0.005683
$$0.005043
Ordinary Shares of Investore Property LimitedNZIPLE0001S3
Enter N/A if not
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EMAIL: announce@nzx.com
Notice of event affecting securities
1
Investore Property Limited
1911
Jennifer WhooleyDirectors' Resolution
09 912 269009 912 26932018
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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