Argosy Property Limited logo

Indicative margin & interest rate announced for Green Bond

Debt Issuance26 February 2019ARGReal Estate

MARKET RELEASE

Argosy Property Limited (‘Argosy’) recently announced an offer (‘Offer’) of up to $75 million

(with the ability to accept a further $25 million of oversubscriptions at Argosy’s discretion) of

senior secured fixed rate 7 year green bonds (‘Green Bonds’).


Today Argosy announced that the interest rate for the Green Bonds will be no less than the

minimum interest rate of 4.00% per annum and the indicative margin range above the 7 year

swap rate for the Green Bonds is 1.75% to 1.90% per annum.


The margin and interest rate will be set following a bookbuild process on 6 March 2019 and will

be announced via NZX. The Offer is expected to open on 7 March 2019. The Offer consists of:


• the Priority Offer of up to NZ$10 million, which is only open to New Zealand retail

shareholders of Argosy and is expected to close on 20 March 2019; and

• the General Offer of up to NZ$65 million (plus up to NZ$25 million of oversubscriptions

at Argosy's discretion), which is open to all investors resident in New Zealand and is

expected to close on 22 March 2019. There will be no public pool for the Green Bonds

offered under the General Offer.


Details of the Offer are contained in the PDS. Copies of the PDS, Argosy’s roadshow

presentation and the indicative terms sheet are available at www.argosy.co.nz/greenbondoffer

.

The roadshow presentation and the indicative terms sheet are attached.


Investors can register their interest by contacting any of the Joint Lead Managers listed below

or their usual financial adviser. Indications of interest will not involve an obligation or

commitment to acquire the Green Bonds. The Green Bonds are expected to be quoted on the

NZX Debt Market.


– ENDS –


Enquiries

Peter Mence

Chief Executive Officer

Argosy Property Limited

Telephone: 09 304 3411

Email: pmence@argosy.co.nz


Dave Fraser

Chief Financial Officer

Argosy Property Limited

Telephone: 09 304 3469

Email: dfraser@argosy.co.nz


Stephen Freundlich

Head of Investor Relations

Argosy Property Limited


Telephone: 09 304 3426

Email: sfreundlich@argosy.co.nz


27 February


2019



INDICATIVE MARGIN RANGE & MINIMUM INTEREST RATE ANNOUNCED

FOR GREEN BOND OFFER

---

Indicative
Terms Sheet

for an issue of up to $75,000,000 senior secured fixed rate

green bonds (plus up to $25,000,000 oversubscriptions)

due 27 March 2026

27 FEBRUARY 2019

This indicative terms sheet should be read together with the product disclosure statement

(“PDS”) dated 20 February 2019 for the offer of senior secured fixed rate green bonds by

Argosy Property Limited, which is available at www.argosy.co.nz/greenbondoffer or can

be obtained from the Joint Lead Managers or your usual financial adviser. Investors must

obtain a copy of the PDS before they apply for Green Bonds.


JOINT LEAD MANAGERS

ARRANGER &

JOINT LEAD MANAGER

2
Argosy Property Limited | Indicative Terms Sheet

IssuerArgosy Property Limited (“Argosy”)

InstrumentSenior secured fixed rate green bonds (“Green Bonds”)

Guarantors

The obligations of Argosy to pay interest on the Green Bonds and for the repayment of the

Green Bonds on the Maturity Date are guaranteed by certain subsidiaries of Argosy, being

Argosy Property Management Limited, Argosy Property No. 1 Limited and Argosy Property

No. 3 Limited (together, the "Guaranteeing Subsidiaries"). The Green Bonds are not

guaranteed by any other member of the Argosy Group or by any other person.

Security

The Green Bonds are secured by a general security interest granted by Argosy and the

Guaranteeing Subsidiaries over all of their property (except any property held by it as trustee),

together with first ranking Mortgages granted over all of the land (including the buildings and

other fixtures on that land) owned by them. The guarantee and security interests are granted in

favour of the Security Trustee for the benefit of all of the Secured Parties (including Holders)

and can only be enforced in accordance with the Security Trust Deed.

Refer to the PDS for more detail on Security.

Use of proceeds

The proceeds of the offer are intended to be used to refinance existing bank debt that supports

“Green Assets”. Green Assets are office, industrial or retail buildings, including upgrades,

owned or undertaken by members of the Argosy Group that meet certain criteria established

by Argosy in Argosy’s “Green Bond Framework” and therefore promote the transition to a

sustainable future. The funds from the Green Bonds may be internally allocated to other

Green Assets in accordance with the Green Bond Framework.

Argosy has developed and adopted the Green Bond Framework to ensure that, as at the date

of the PDS, the Green Bonds comply with the Green Bond Principles.

Refer to the PDS for more detail on Green Assets, the Green Bond Framework and the Green

Bond Principles.

No Event of Default in relation

to Green Bond Framework or

Green Bond Principles

If:

• Argosy fails to comply with the Green Bond Framework;

• Argosy or any Green Asset fails to comply with any environmental laws and standards;

• the Green Bonds cease to satisfy the Green Bond Principles, as described at Section 5.2

of the PDS; or

• Argosy fails to notify Holders that the Green Bonds cease to comply with the Green Bond

Framework or the Green Bond Principles,

then:

• no Event of Default will occur in relation to the Green Bonds; and

• neither the Holders nor Argosy have any right for the Green Bonds to be repaid early.

This means there is no obligation on Argosy to comply with the Green Bond Framework or the

Green Bond Principles on an ongoing basis.

Financial Covenant

Under the Trust Deed, Argosy will ensure that the total principal amount of all indebtedness

that is secured by the Secured Assets is no more than 50% of the Mortgaged Property Value.

If Argosy breaches the loan to value ratio under the Trust Deed, it must remedy the breach

within 6 months of the time that the non-compliance is required to be reported to the

Supervisor. If Argosy does not meet this covenant after that 6 month period, Argosy must

notify the Supervisor and all Holders of the breach, together with its plan to remedy the breach.

If Argosy is still in breach of this covenant after an additional 6 month period, an Event of

Default occurs.

Refer to the PDS and Trust Deed for more detail on the loan to value ratio.

Distribution stopper

Under the Trust Deed, Argosy will not make any distributions if an Event of Default has

occurred and is continuing, or would occur as a result of making that distribution.

Refer to the PDS and Trust Deed for more detail on the Events of Default.

Offer Amount

Up to $75,000,000 (with the ability to accept oversubscriptions of up to $25,000,000 at the

discretion of Argosy)

3
Argosy Property Limited | Indicative Terms Sheet

Structure of the Offer

The Offer consists of:

• the Priority Offer of up to NZ$10 million, which is only open to New Zealand Retail

Shareholders; and

• the General Offer of up to NZ$65 million (plus up to NZ$25 million of oversubscriptions

at Argosy’s discretion), which is open to all investors resident in New Zealand.

If any amount of the Priority Offer is not taken up by the relevant Closing Date, Argosy may

reallocate up to a corresponding amount to the General Offer at its absolute discretion.

“New Zealand Retail Shareholders” are members of the public resident in New Zealand who

hold ordinary shares in Argosy (as at the time of applying for Green Bonds and on the Closing

Date for the Priority Offer) and excludes institutional shareholders unless determined by

Argosy in its discretion.

No Public Pool

All Green Bonds offered under the General Offer, including oversubscriptions, will be reserved

for subscription by clients of the Joint Lead Managers and other persons invited to participate

in the Bookbuild.

Issue Price

$1.00 per Green Bond, being the Face Value of each Green Bond

Interest Rate

To be determined by Argosy in consultation with the Arranger following the Bookbuild held on

the Rate Set Date (6 March 2019). The Interest Rate will be announced via NZX on or about the

Rate Set Date. The Interest Rate will not change over the term of the Green Bonds.

The Interest Rate will be equal to the sum of the Base Rate and the Margin but in any case will

be no less than 4.00 percent per annum.

Indicative Margin range

The indicative Margin range is 1.75 to 1.90 percent per annum for the Green Bonds.

The actual Margin for the Green Bonds (which may be above or below the indicative

Margin range) is the rate (expressed as a percentage rate per annum) determined by Argosy

(in consultation with the Arranger) through the Bookbuild held on the Rate Set Date.

Base Rate

The rate per annum (expressed on a percentage yield basis rounded, if necessary, to the nearest

2 decimal places with 5 being rounded up) which is determined by Argosy (in consultation with

the Arranger) as the mid market swap rate for a period equal to the Issue Date to the Maturity

Date in accordance with market convention by reference to Reuters page ICAPKIWISWAP1 or

Bloomberg page ICNI or the successor page of either of those pages on the Rate Set Date.

Interest Payments and

Interest Payment Dates

Interest will be calculated on an annual basis and is payable in equal amounts in arrear on each

quarterly interest payment date, being 27 March, 27 June, 27 September and 27 December

(or if that day is not a Business Day, the next Business Day) of each year up to and including

the Maturity Date.

The first Interest Payment Date will be 27 June 2019.

Early Bird Interest

Argosy will pay interest on application money at the Interest Rate (less any applicable withholding

taxes) for the period from (and including) the date on which the application money is banked to

(but excluding) the Issue Date. Argosy will pay the early bird interest within 5 Business Days of

the Issue Date unless the application money is returned for any reason.

If your application is refused or accepted in part only or the Offer is withdrawn, no early bird

interest will be paid on the application money returned to you.

Record Date

Payments of interest on the Green Bonds will be made to the persons who are the Holders

as at 5pm (New Zealand time) on the 10th day before the relevant Interest Payment Date

(or such other date as required by NZX).

Payments of any other amount will be made to the persons who are the Holders as at

5pm (New Zealand time) on the date as is determined by Argosy and notified to NZX

(or such other date as required by NZX).

If such date would fall on a day which is not a Business Day, then payments will be made

to persons who are Holders as at the immediately preceding Business Day.

ISIN

NZARGDT001C6

Quotation

Argosy intends to quote the Green Bonds on the NZX Debt Market.

NZX takes no responsibility for the content of this Term Sheet. NZX is a licensed market

operator, and the NZX Debt Market is a licensed market under the Financial Markets Conduct

Act 2013.

NZX ticker code ARG010 has been reserved for the Green Bonds.

4
Argosy Property Limited | Indicative Terms Sheet

Denominations

Minimum denomination of $5,000 with multiples of $1,000 thereafter.

Arranger ANZ Bank New Zealand Limited (“ANZ”)

Joint Lead Managers

ANZ, Bank of New Zealand, First NZ Capital Securities Limited, Forsyth Barr Limited

Supervisor

The New Zealand Guardian Trust Company Limited

Security Trustee

NZGT Security Trustee Limited

Registrar & Paying Agent

Computershare Investor Services Limited

Brokerage

0.50% plus, in relation to the General Offer only, 0.25% on firm allocations to be paid by Argosy

Governing Law

New Zealand

Selling Restrictions

The Green Bonds are being offered only in New Zealand. Argosy has not taken and will not

take any action which would permit a public offering of the Green Bonds, or possession

or distribution of any offering material in respect of the Green Bonds, in any country or

jurisdiction where action for that purpose is required (other than in New Zealand). The Green

Bonds may only be offered for sale, sold or delivered in a jurisdiction other than New Zealand

in compliance with all applicable laws and regulations in any jurisdiction in which they are

offered, sold or delivered.

Any information memorandum, disclosure statement, circular, advertisement or other offering

material in respect of the Green Bonds may only be published, delivered or distributed in

compliance with all applicable laws and regulations (including those of the country or

jurisdiction in which the material is published, delivered or distributed).

By subscribing for Green Bonds, each investor agrees to indemnify Argosy, the Supervisor,

the Arranger, the Joint Lead Managers and their respective directors, officers, employees and

agents in respect of any loss, cost, liability or expense sustained or incurred as a result of an

investor breaching these selling restrictions.

Documentation

The terms and conditions of the Green Bonds are set out in the Master Trust Deed dated

30 January 2019, as amended and supplemented by the Supplemental Trust Deed dated

20 February 2019 between Argosy and the Supervisor, as amended from time to time.

Holders are bound by, and are deemed to have notice of, the Trust Deed (being the

Master Trust Deed as amended and supplemented by the Supplemental Trust Deed).

The terms of the guarantee and the security interests are set out in the Security Trust Deed,

the General Security Deed and the Mortgages.

If you require further information in relation to the Trust Deed, the Security Trust Deed,

the General Security Deed or the terms of the Mortgages, you may obtain copies of those

documents from the Disclose register at www.disclose-register.companiesoffice.govt.nz.

Important Dates

Rate Set Date

Wednesday 6 March 2019

Opening Date

Thursday 7 March 2019

Closing Date for Priority Offer

5.00pm, Wednesday 20 March 2019

Closing Date for General Offer

5.00pm, Friday 22 March 2019

Issue Date

Wednesday 27 March 2019

Expected Quotation on NZX Debt Market

Thursday 28 March 2019

Maturity Date

Friday 27 March 2026

The Opening Date and the Closing Dates are indicative only and are subject to change. Argosy has the right in its absolute discretion

to open or close the Offer early, to accept late applications, and to extend the Closing Dates. If Argosy changes any of the Opening

Date and/or the Closing Dates, the changes will be announced via NZX as soon as reasonably practicable. If the Closing Dates are

extended, the Issue Date, the expected date of initial quotation and trading of the Green Bonds on the NZX Debt Market, the

Interest Payment Dates and the Maturity Date may be extended accordingly. Any such changes will not affect the validity of any

applications received.

Capitalised terms used but not defined in this Terms Sheet have the meanings given to them in the PDS.

---

Green Bond
Offer

Argosy Property Limited

20 February 2019

www.argosy.co.nz

Important Information and Disclaimer
2

ThispresentationhasbeenpreparedbyArgosyPropertyLimited(“Argosy”).Thedetailsinthispresentationprovidegeneralinformationonly.Itisnotintendedasinvestmentorfinancial

adviceandmustnotberelieduponassuch.Youshouldobtainindependentprofessionaladvicepriortomakinganydecisionrelatingtoyourinvestmentorfinancialneeds.This

presentationisnotanofferorinvitationforsubscriptionorpurchaseofsecuritiesorotherfinancialproducts.Pastperformanceisnoindicationoffutureperformance.Allvaluesare

expressedinNewZealandcurrencyunlessotherwisestated.

Thispresentationshouldbereadtogetherwiththeproductdisclosurestatement("PDS")dated20February2019fortheOffer,whichisavailableatwww.argosy.co.nz/greenbondofferand

informationrelatingtoArgosyandtheGreenBondsontheDiscloseregister.TheDiscloseregistercanbeaccessedatwww.disclose-register.companiesoffice.govt.nz.Argosyhasits

ordinarysharesquotedontheNZXand,accordingly,issubjecttocontinuousdisclosureobligationsundertheNZXListingRules.Copiesofannouncementsandotherdocumentsdisclosed

viaNZX(suchasfinancialstatements)canbeobtainedfreeofchargefromwww.nzx.com/companies/ARG.FurtherinformationaboutGreenAssets,theGreenBondFrameworkandGreen

BondPrinciplesaresetoutinthePDS.

Thispresentationisnotaproductdisclosurestatement,orotherdisclosuredocumentunderNewZealandorotherlaw,isnotintendedtoberelieduponasadvicetoinvestorsorpotential

investors,doesnotcontainallinformationrelevantornecessaryforaninvestmentdecisionandhasbeenpreparedwithouttakingintoaccountyourinvestmentobjectives,financial

situationorparticularneeds(includingtaxationissues).

Totheextentpermittedbylaw,noneofArgosy,itssubsidiaries,theArranger,JointLeadManagers,noranyoftheirrespectivedirectors,officers,employeesandagents:(a)acceptany

responsibilityorliabilitywhatsoeverforanylossarisingfromthispresentationoritscontentsorotherwisearisinginconnectionwiththeofferoftheGreenBonds;(b)authorisedorcausedthe

issueof,ormadeanystatementin,anypartofthispresentation;and(c)makeanyrepresentation,recommendationorwarranty,expressorimpliedregardingtheorigin,validity,accuracy,

adequacy,reasonablenessorcompletenessof,oranyerrorsoromissionsin,anyinformation,statementoropinioncontainedinthispresentationandacceptnoliability(excepttothe

extentsuchliabilityisfoundbyacourttoariseundertheFinancialMarketsConductAct2013orcannotbedisclaimedasamatteroflaw).

The PDS only constitutes an offer of Green Bonds to the public in New Zealand. Argosy has not taken and will not take any action which would permit a public offering of Green Bonds, or

possession or distribution of any offering material in respect of the Green Bonds, in any country or jurisdiction where action for that purpose is required (other than New Zealand). The Green

Bonds may only be offered for sale, sold or delivered in a jurisdiction other than New Zealand in compliance with all applicablelaws and regulations in any jurisdiction in which they are

offered, sold or delivered.

This presentation, any disclosure statement, circular, advertisement or other offering material in respect of the Green Bondsmay only be published, delivered or distributed in compliance

with all applicable laws and regulations (including those of the country or jurisdiction in which the material is published, delivered or distributed).

Argosy intends to quote the Green Bonds on the NZX Debt Market. NZX takes no responsibility for the content of this presentation. NZX is a licensed market operator, and the NZX Debt

Market is a licensed market under the Financial Markets Conduct Act 2013.

Where relevant, some capitalised terms used but not defined in this presentation have the meanings given to them in the PDS.

Unless otherwise stated, all amounts are based on Argosy’s half-year financial statements prepared as at 30 September 2018. All figures are rounded.

To the extent that certain statements contained in this presentation may constitute “forward-looking statements” or statements about “future matters”, the information reflects Argosy's

intent, belief or expectations at the date of this presentation. Argosy gives no undertaking to update this information over time (subject to legal or regulatory requirements). Any forward-

looking statements, including projections, guidance on future revenues, earnings and estimates, are provided as a general guide only and should not be relied upon as an indication or

guarantee of future performance. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Argosy's actual results, performance or

achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. Any forward-looking statements, opinions

and estimates in this presentation are based on assumptions and contingencies which are subject to change without notice, as arestatements about market and industry trends, which are

based on interpretations of current market conditions. Neither Argosy, nor any other person, gives any representation, assuranceor guarantee that the occurrence of the events expressed

or implied in any forward-looking statements in this presentation will actually occur.

Contents
3

Key Offer TermsPage 4

Argosy OverviewPage 6

Portfolio SummaryPage 9

Financial ResultsPage 14

Green Bond OfferPage 18

Key DatesPage 25

AppendicesPage 27

Note: Due to rounding, numbers presented in this presentation may not add up exactly to the totals provided and percentages may not exactly reflect the absolute figures.

Key Offer Terms
4

PICTURE

Key Offer Terms
5

SummaryDetail

Issuer

Argosy Property Limited (“Argosy”)

Description

Senior secured fixed rate green bonds (“Green Bonds”)

Offer amount

Up to NZ$75 million plus up to NZ$25 million of oversubscriptions (at Argosy’s discretion)

Use of proceeds

The proceeds of the Offer are intended to be used to refinance existing bank debt that supports Green Assets owned

by members of the Argosy Group. For more detail on Green Assets, see Argosy’s Green Bond Framework as published

at http://www.argosy.co.nz/investor-centre/greenbondframework/

Tenor & Maturity Date

7 years, maturing on 27 March 2026

Structure of the Offer

The Offer consists of: 1) A Priority Offer of up to NZ$10 million which is only open to New Zealand Retail Shareholders of

Argosy; and 2) A General Offer of up to NZ$65 million (plus up to NZ$25 million of oversubscriptions at Argosy’s

discretion), which is open to all investors resident in New Zealand. There will be no public pool for the Green Bonds

offered under the General Offer.

Interest Rate

A fixed rate of interest will be payable on the Green Bonds until the Maturity Date. Argosy will announce a minimum

interest rate via NZX on or about 27 February 2019. The Interest Rate will be determined on the Rate Set Date (6 March

2019) and announced via NZX on or about the Rate Set Date. The Interest Rate will not change over the term of the

Green Bonds.

Interest Payments

Interest will be calculated on an annual basis and is payable in equal amounts in arrear on each quarterly Interest

Payment Date, being 27 March, 27 June, 27 September and 27 December in each year during the term of the Green

Bonds, commencing on 27 June 2019 and including the Maturity Date.

Brokerage

0.50% plus, in relation to the General Offer only, 0.25% on firm allocations to be paid by Argosy.

Early Bird Interest

Payable at the Interest Rate on successful applications, paid within 5 business days after the Issue Date.

Issue Price / Minimum Application

Amount

Each Green Bond is issued at par (NZ$1.00 per Green Bond). The minimum application amount is NZ$5,000 and in

multiples of NZ$1,000 thereafter.

Quotation

Argosy intends to quote the Green Bonds on the NZX Debt Market. NZX ticker code ARG010 has been reserved for

the Green Bonds.

Argosy Overview
6

PICTURE

Argosy Overview
7

1. Data as at 30 September 2018.

2. As at 31 December 2018, source Bloomberg data.

Argosy is one of New Zealand’s largest diversified property companies listed on the NZX.

Owns a $1.62 billion

1

real estate portfolio diversified across industrial, office and retail sectors.

Portfolio focused in key Auckland (71% by value)

1

and Wellington (24% by value)

1

markets.

Quality tenants across a broad industry base.

Strong portfolio metrics with consistently high occupancy levels and portfolio WALT.

Internally managed.

A focus on green developments.

Strong corporate governance with a Board who have delivered a 10 year compound annual

total return of 14.1%

2

per annum.

Strategy
8

Shareholder

return focus

Diversified approach

Ongoing commitment

to corporate

governance best

practice

Investment Strategy

underpinned by Core

and Value Add

properties

Continue to manage and own a diverse range of properties across

sectors, locations and sizes.

Core properties

2

between 75-90% of the portfolio by value.

Value Add properties improve portfolio quality, increase future

earnings and provide capital growth.

Investment Policy sector bands well established. Industrial 40-50%,

Office 30-40%, Retail 15-25%.

Experienced Board

1

with a proven track record.

Transition Value Add properties to Core to drive earnings and capital

growth with an environmental focus.

Streamlined tenant led development process and execution.

1.Refer appendices for profiles.

2.Core properties are well located and well constructed assets intended to be long term investments (held for more than 10 years).

Portfolio Summary
9

PICTURE

$1.62B Portfolio Overview
10

Data as at 30 September 2018 (excludes property held for sale at 30 September 2018).

TOTAL PORTFOLIO VALUE

BY SECTOR

TOTAL PORTFOLIO VALUE

BY REGION

PORTFOLIO MIX

BY VALUE

Auckland

Wellington

Regional North Island

& South Island

Core properties

Value Add properties

Properties and land to divest

Industrial

Office

Retail

41%

37%

22%

71%

24%

5%

83%

7%

10%

Auckland & Wellington Focus
11

A diversified portfolio of high quality assets (62) and tenants

(172).

Value add opportunities with existing and potential new

tenants.

Argosy’s property portfolio by location

Note: Rental and property data as at 30 September 2018 (excludes property held for sale at 30 September 2018). Since 30 September 2018, Argosy has

unconditionally sold regional assets in Palmerston North for $35.5 million (settled in December 2018) and Hastings for $10.2 million (will settle in March 2019).

Environmental Strategy
12

The impact of Argosy’s property investment business on the natural environment is an increasingly

important consideration for investors, tenants and other stakeholders.

Our environmental strategy reflects our long-term ambition to create vibrant sustainable

workplaces for our tenants. We believe that green buildings have the potential to provide a

number of key business benefits including:

increased marketability;

higher rental rates;

lower operating costs;

higher occupancy;

improved worker productivity and occupant health and well-being;

lower regulatory risk.

We believe that an integrated design approach, where experts and tenants are involved from the

pre-design stage through to occupancy can greatly assist in the reduction of green development

costs.

We are a member of the New Zealand Green Building Council which is dedicated to accelerating

the development and adoption of market based green building practices.

Green Projects Completed
13

Completion: 20142017/182018

NLA / WALT: 21,000sqm / 7.8yrs6,000sqm / 7.1yrs10,600sqm / 9.4yrs

Green Star rating: 5 Star Built 5 Star Built Targeting 4 Star Built

NABERSNZ rating: 5 StarTargeting 5 Stars n/a

Current value

1

:$107.0m$42.3m$28.2m

HighgateParkway, Auckland

82 Wyndham Street,

Auckland

15-21 Stout Street,

Wellington

1. As at 31 March 2018 full year valuation.

Financial Results
14

PICTURE

FY19 Half-Year Financial Highlights
15

$1.62B

Investment Portfolio

36.8%

$1.17

Debt-to-total assets ratio

NTA per share +4.5%

$71.2m

Profit before tax

Net Distributable

Income per share +8.8%

$50.8m

Net property income

+4.7%

FINANCIAL

POSITION

FINANCIAL

PERFORMANCE

3.47c

Business Snapshot
16

Our focus is delivering improved portfolio quality and is reflected in our strong portfolio metrics.

0.00

1.00

2.00

3.00

4.00

5.00

6.00

7.00

FY15FY16FY17FY181H19

WALT (years)

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%

35.0%

40.0%

45.0%

FY15FY16FY17FY181H19

Debt-to-total-assets

0.0%

20.0%

40.0%

60.0%

80.0%

100.0%

FY15FY16FY17FY181H19

Occupancy

$0.00

$0.20

$0.40

$0.60

$0.80

$1.00

$1.20

$1.40

FY15FY16FY17FY181H19

Net Tangible Assets

Funding & Interest Rate
Management

17

Argosy maintains strong relationships with its banking partners ANZ Bank New Zealand Limited, Bank

of New Zealand and The Hongkong and Shanghai Banking Corporation Limited, and remains well

within its banking covenants.

Argosy restructured its syndicated bank facility in October 2018, by adding a further tranche of $25

million, expiring October 2020.

1H19FY18

Weighted average duration of bank facility2.6 years3.1 years

Weighted average interest rate

1

4.86%4.98%

Interest Cover Ratio3.3x3.3x

% of fixed rate borrowings57%62%

Average fixed interest rate

2

4.56%4.56%

¹ Including margin and line fees

2

Excluding margin and line fees

3.3x

Interest Cover Ratio

Green Bond Offer
18

PICTURE

Security
19

The Guaranteeing Subsidiaries, being Argosy Property Management Limited, Argosy Property No.1

Limited and Argosy Property No.3 Limited, have granted an unconditional and unlimited guarantee

of Argosy's obligations under the Green Bonds.

The Green Bonds are secured by a general security interest granted by Argosy and the

Guaranteeing Subsidiaries over all of their property (except any property held by it as trustee),

together with first rankingMortgages granted over all of the land (including the buildings and other

fixtures on that land) owned by them.

The guarantee and security interests are granted in favour of the Security Trustee for the benefit of

all of the Secured Parties (including Holders) and can only be enforced in accordance with the

Security Trust Deed.

Covenants and Default
20

Key covenants under the Trust Deed include:

Borrowed Money Indebtedness

1

is no more than 50% of the Mortgaged Property Value;

No distributions to be paid if an Event of Default has occurred and is continuing, or would occur as a

result of making that distribution.

Events of Default are set out in the Trust Deed and, in summary, include events such as:

Non-payment of interest or principal by Argosy when due;

Non-compliance with other material obligations under the Trust Deed;

Material misrepresentation;

An insolvency event;

Un-remedied loan to value ratio breach within the grace periods set out in the Trust Deed.

If Argosy fails to comply with the Green Bond Framework or related matters or if the Green Bonds

cease to satisfy the Green Bond Principles, no Event of Default or any other breach will occur in

relation to the Green Bonds.

1. Borrowed Money Indebtedness means the aggregate principal amount of all outstanding borrowed money indebtedness which is secured pursuant to the

Security Trust Deed.

Loan to Value Ratio
21

As at 30 September 2018:

The amount of Argosy’s Borrowed Money Indebtedness¹ was $605 million.

The Mortgaged Property Value

2

is $1,598 million.

1.Borrowed Money Indebtedness means the aggregate principal amount of all outstanding borrowed money indebtedness which is securedpursuant to the

Security Trust Deed. It therefore excludes secured interest rate swap liabilities of $34.5 million and accrued interest and bankfees of $2 million.

2.Mortgaged Property Value equals the fair market value of mortgaged properties as at 31 March 2018 (the date of the most recent full valuation obtained by

Argosy) plus costs and expenses subsequently capitalised to those properties to 30 September 2018 in accordance with GAAP (Generally Accepted Accounting

Principles). The revaluation gain recorded at 30 September 2018 is therefore excluded from this number.

Loan to Value Ratio

Borrowed Money Indebtedness¹$605m

Mortgaged Property Value

2

$1,598m

Loan to Value Ratio (%)37.9%

Adjusted Debt Profile & Tenor
22

1. Assumes $100 million (including $25 million in oversubscriptions) of Green Bonds are issued and $100 million of existing Tranche B bank debt is repaid. This

graph is for illustrative purposes only and does not represent Argosy's current debt profile.

Delivers funding diversification with 15% of total debt from non-bank sources.

Extends weighted average funding tenor from 2.1 years to 2.9 years from expected issue date

of 27 March 2019, assuming $100 million of Tranche B is repaid.

Green Bond Framework
23

Use of proceedsThe proceeds of the Offer are intended to be used to refinance existing bank debt that

supports Green Assets.

External reviewEY has issued a reasonable assurance report to Argosy, advising that Argosy's pre-

issuance process in relation to the Green Bonds (as described in the Green Bond

Framework) meets the requirements of the Green Bond Principles in all material

respects.

Monitoring &

compliance

The Green Bond Framework provides that an annual assurance process will be

undertaken by an independent third party assurance provider.

ReportingThe Green Bond Framework provides for Argosy to publish semi-annual use of proceeds

reports and report on any changes to the Green Bond Framework.

Evaluation of Green

Assets

To be eligible to be a Green Asset under the Green Bond Framework, the project or

building must be certified as obtaining or targeting:

A Green Star "Built" rating of at least 4-Stars; or

A NABERSNZ "Energy Base Building Rating" or "Energy Whole Building Rating" of at least 4-

Stars.

You can find the Green Bond Framework located on Argosy’s website here http://www.argosy.co.nz/investor-

centre/greenbondframework/.

Green Assets
24

The assets included in the initial Use of Proceeds Report are set out below, along with their NABERSNZ

Rating, Green Star Rating and latest valuation as at 31 March 2018.

Value of Existing Green Assets

AddressUseCurrent NABERSNZ RatingGreen Star Rating

Asset Value

(NZD m)

143 Lambton QuayOffice4 Stars Energy Whole Building5 Star Office Built$27.8

15-21 Stout StreetOffice5 Stars Energy Whole Building5 Star Office Built$107.0

82 Wyndham StOfficeTargeting 5 Stars (in progress)5 Star Office Built $42.3

Total Existing Green Asset Value$177.1

Value of Planned Green Assets

AddressUseCurrent NABERSNZ RatingTargeted Green Star Rating

Asset Value

(NZD m)

Highgate ParkwayIndustrialn/a4 Star Industrial Built (in progress)$28.2

Total Planned Green Asset Value$28.2

Total Green Asset Value

(Existing + Planned)$205.3

Key Dates
25

Key Offer Dates
26

Key EventDate

PDS lodged20 February 2019

Announcement of minimum Interest Rate and indicative Margin

range

27 February 2019

Firm bids due6 March 2019 (12pm)

Rate Set Date6 March 2019

Opening Date7 March 2019

Closing Date: Priority Offer20 March 2019

General Offer22 March 2019

Issue Date27 March 2019

Expected date of initial quotation and trading of the Green

Bonds on the NZX Debt Market

28 March 2019

First Interest Payment Date27 June 2019

Interest Payment Dates

27 March, 27 June, 27

September and 27 December

in each year during the term of

the Green Bonds

Maturity Date27 March 2026

Appendices
27

Board of Directors
28

Extensive management and

corporate governance experience

in New Zealand.

Previous directorships include Lion

Nathan, Fonterra, Auckland

International Airport and Fisher &

Paykel Healthcare.

Current directorships include:

Greymouth Petroleum Limited

Maui Capital Aqua Fund Limited

Maui Capital Indigo Fund

Limited

Extensive management and

governance experience in New

Zealand.

Trustee of Melanesian Mission Trust

Board.

Current directorships include:

Burger Fuel Worldwide Limited,

Chairman

Trust Investments Management

Limited, Chairman

Generate Investment

Management Limited, Chairman

Mike Smith -Chairman

Peter Brook -Director

40 years as a property lawyer, 29 of

these as a partner at Russell

McVeagh.

Trustee of the Spirit of Adventure Trust

and other charitable trusts.

Holds a number of private company

directorships.

Jeff Morrison -Director

Board of Directors
29

More than 25 years experience

across corporate New Zealand.

Chairman of the NZ Sports Hall of

Fame, Scott Technology Limited,

University of Otago Foundation

Studies Limited and Past President of

NZ Institute of Directors.

Current directorships include:

Scenic Hotel Group Limited;

Dunedin Casinos Limited;

Ngai Tahu Tourism Limited; and

UDC Finance Limited.

Stuart McLauchlan -Director

Involved in property, investment

and development for more than

25 years in New Zealand.

Most recently Chief Executive

Officer of Kiwi Property Group and

past President of Property Council

of New Zealand.

Chris Gudgeon -Director

25 years of experience across

corporate New Zealand.

Previously CEO of Tainui Group

Holdings (TGH) and currently

Chairman of BNZ Partners, Waikato

Region. He holds an MBA from IMD

(Lausanne, Switzerland).

Current directorships include: Panuku

Development Auckland Limited,

KiwirailHoldings Limited, Niwa, Te

Atiawa Iwi Holdings Management

Limited, The Rees Management

Limited and OSPRI New Zealand

Limited

Mike Pohio-Director

Management
30

An engineer by background, Peter has 35 years of

experience in the property industry working with

Progressive Enterprises, Challenge Properties, Richard

Ellis and Green and McCahill.

Peter has been with Argosy since 1994 and was

appointed Chief Executive in 2009.

He is a Fellow of the Property Institute and is a past

lecturer in Advanced Property Management at The

University of Auckland and has just retired as

President of the Property Council of New Zealand.

Has over 28 years in senior financial and general

management roles both in New Zealand and

overseas, including a period in Japan as a senior vice

president with the Jupiter Group.

Joining in 2011 he was responsible for Argosy’s

internalisation and corporatisation transformation. He

now oversees the financial and corporate activities of

Argosy.

Dave is a qualified Chartered Accountant, and holds

a Bachelor of Commerce and MBA from The University

of Auckland.

Dave Fraser –CFO

Peter Mence -CEO

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.