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Investore Property Limited – FY19 Annual Results

Full Year Results20 May 2019IPLReal Estate

IMMEDIATE – 21 May 2019









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Investore Property Limited
Annual Report 2019

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 (October 2017) 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

Contents

FY19 Highlights 02

Our Strategy 04

Chair’s Report 06

Proactive Capital & Portfolio Management 10

Board of Directors 12

Manager’s Report 14

A Unique & Resilient Portfolio 16

Why Large Format Retail? 18

Portfolio Snapshot North Island 20

Portfolio Snapshot South Island 22

Working With Our Tenants 24

Sustainability 26

Investore’s Focus for the Year Ahead 28

Financial Statements 30

Corporate Governance 70

Statutory Disclosures 85

Investore Property Limited (Investore) is listed

on the NZX Main Board and is an established

direct investor in large format retail property

throughout New Zealand.

Investore’s investment objective is to provide a

stable and secure return to its investors through

investment in quality, large format retail assets.

As at 31 March 2019, Investore proudly owned

40 properties

1

, having a total portfolio value

of $761.2 million.

Investore is managed by Stride Investment

Management Limited (SIML or the Manager),

a specialist real estate investment manager.

1. Includes the property at 323 Andersons Bay Road, Dunedin South, that was held for sale and subsequently settled on 1 April 2019.

Countdown & specialty tenants
Cnr Fernlea Avenue & Roberts Line

Kelvin Grove

Palmerston North

Countdown Dunedin

South, sale at a 5.6%

premium to book value

Countdown Rotorua

8

,

new 10-year lease renewal

to commence FY21

Mitre 10 Mega

Botany, Auckland

7


development completed

Countdown Hamilton

9

,

new 5-year lease renewal

1. 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. Further information including the calculation

of distributable profit and the adjustments to profit before income tax, is set out in note 3.2 to the Financial Statements.

2. Representing 0.65% of the shares on issue immediately prior to the launch of the share buyback programme, announced 1 August 2018.

Portfolio Characteristics

$761.2m

3

up $22.8m

(

3 .1%

)

12.4 years 99.9%

$1.70

Financial Results

$27.0m up $0.2m

$38.6m down $7.6m

$20.9m up $0.4m

7.60cps up 0.14 cps

Portfolio Management Initiatives

Capital Management

$100m $70m 41.8%

1,696,220 shares purchased and cancelled

2

Distributable profit

1


after current income tax

Cash dividend

for F Y19

Profit before other income/

(expense) and income tax


for the year ended 31 March 2019

Profit after

income tax

Investment

property value

on F Y18

on FY18, due largely to a lower net

valuation movement of $5.9 million

in the comparative periods

Bond issue

Q1 F Y19

Bank refinancing

extended to 2022

Loan to value ratio

as at 31 March 2019

12 month share buyback

programme of up to 5%

of ordinary shares

on F Y18

on FY18, following an increase in

FY19 dividend guidance, up 1.9%

From the portfolio

valuation as at FY18

4


Occupancy

NTA

6

per share

WALT

5

3. Includes the property at 323 Andersons Bay Road, Dunedin South, that was held for sale and subsequently settled on 1 April 2019.

4. Comparison to FY18, is in respect of all of the same 40 properties in the portfolio as at 31 March 2018 and as at 31 March 2019.

5. Weighted Average Lease Term.

6. Net Tangible Asset.

7. Cnr Te Irirangi Drive and Bishop Dunn Place.

8. 230-240 Fenton Street, Rotorua.

9. Cnr Anglesea and Liverpool Streets, Hamilton.

As at 31 March 2019

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FY19 Highlights

Bunnings
446 Te Rapa Road

Hamilton

Focus on owning properties with long

lease terms and high occupancy, with

nationally recognised quality tenant brands,

and maintaining strong and enduring tenant

relationships that support the portfolio

Development of existing properties to meet

the needs of tenants and the surrounding

catchment, which may include acquiring

sites adjacent to existing assets, to provide

development options for the future

Proactive capital management to maintain

a healthy and flexible balance sheet for

growth, while preserving sustainable

returns to investors

Considered acquisitions and developments

which deliver growth, while continuing

to enhance geographical and/or tenant

portfolio diversification, and where

appropriate, consider disposals to maintain

balance sheet capacity and optionality

Active Portfolio

Management

Continued Optimisation

of the Portfolio

Proactive Capital

Management

Targeted

Growth

Active management of lease expiries at Rotorua

and Hamilton during FY19, resulting in a $2 million

(or 9%) combined, weighted net valuation uplift

Completion of Mitre 10 Mega, Botany, Auckland

development

12.4 years WALT

1

99.9% Occupancy

Sale of Dunedin South property (settled

1 April 2019) for $19.328 million representing

an initial yield of 6.26% & a 5.6% premium to

the property's 31 March 2018 value

$70 million bank refinancing, increasing average tenor

of debt facilities, with next debt facility maturity FY21

$100 million successful inaugural retail bond issue

completed 18 April 2018

Steady Loan to Value Ratio at 41.8% as at

31 March 2019, well within the Board's stated

maximum of 48%

Nationally recognised quality tenant brands

1.

3.4.

2.

Eight specialty lease renewals completed

in FY19 at three Investore sites

Three Countdown-operated Investore sites

refurbished during FY19, at Greenlane Auckland,

Upper Hutt and Lower Hutt

Completion of the divestment programme that

commenced in FY18 – Three properties sold

SIML appointed a dedicated resource for

Investore within its senior management team

1. Weighted Average Lease Term.

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Investore’s strategy is 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.

Investore’s strength is this singular focus — it is the

only NZX listed company concentrated on the large

format retail property asset class. With Investore's

tenant’s focus on non-discretionary retail, Investore

is well positioned to optimise returns, providing a

secure income stream for our investors.

4

Our Strategy

Strategic Principles

Chair’s
Report

The theme of this year’s Annual Report

and FY19, is the focus on delivering

shareholder returns through the

company’s strategic principles of active

portfolio management, targeted growth,

continued optimisation of the portfolio

and proactive capital management. Our

concerted effort on developing each of

these strategic principles supports our

commitment to maximise and deliver

attractive and stable returns to our

investors

2

.

Shareholder Returns

A notable financial highlight for the

year was Investore’s announcement on

18 December 2018 that the Board had

revised targeted dividend guidance,

announcing an increase of 0.14 cents per

share for FY19 (up 1.9% on the previously

forecast FY19 dividend), taking the annual

cash dividend for FY19 to 7.60 cents

per share. The revised guidance followed

a solid performance for the six months

ended 30 September 2018 (HY19) and

positive activity post HY19 with two new

successful lease renewals at Countdown-

operated sites in Rotorua and Hamilton

3

,

and the sale of Countdown Dunedin

South

4

.

We are pleased to have delivered value

to shareholders with a Total Shareholder

Return of 20.4%

5

during FY19, due to

increased dividends and share price

over the period. Pleasingly, the share

price rose from $1.40 per share on

3 April 2018 (first trading day of FY19)

to $1.61 per share as at 29 March 2019

(the last trading day for FY19). While

Investore’s share performance is

consistent with a general trending up

on the NZX for the period, contributing to

share performance was the increase in

forecast dividend for FY19 and positive

market sentiment to the share buyback

programme. We are also pleased to

confirm a further lift in Net Tangible

Assets (NTA) of 3.7%, from $1.64 as

at 31 March 2018 to $1.70 as at

31 March 2019, which contributed

to a 15.6% increase in NTA in the

2.7 years since Investore’s NZX listing

on 12 July 2016.

Financial Performance Supported by

Portfolio Strategy

In our third year as an NZX listed company,

Investore has improved its operating

performance, with profit before other

income/(expense) and income tax at

$27.0 million (FY18 $26.8 million) and

distributable profit after current income tax

of $20.9 million (FY18 $20.5 million), both

higher than the comparable period. This is

as a result of increased net rental income

from holding the three Bunnings operated

properties (acquired from Stride Property

Limited) for a full 12-month period and the

divestment of two supermarket properties,

the Fresh Choice in Queenstown and

the Countdown in Hornby, Christchurch

in FY18. Additional rental has also

been received in connection with the

was issued on 18 April 2018, with a

fixed interest rate of 4.4% per annum.

The bond issue extended the overall

tenor of Investore’s funding facilities,

resulting in improved alignment

between Investore’s debt profile and

its property portfolio’s long weighted

average lease term (WALT) profile.

Equally important, the bond provided

Investore with diversification of funding

sources, which now comprises both

bank and bond borrowings.

Continuing with the theme of capital

management, and following the bond

issue, Investore refinanced $70 million

of its $270 million of banking facilities

during the year. As a result, there is

no debt maturing until FY21, with

an increase in average tenor of debt

facilities to 3.1 years as at 31 March

2019 (compared with 2.2 years at

31 March 2018).

The Board continues to take a

conservative position on interest rate

risk, with 96% of Investore’s drawn debt

having a fixed interest rate at balance

date (compared with 75% at 31 March

2018). We also note the lower interest

rate environment currently observed in

the broader market means that if such

rates persist over the coming years,

Investore’s interest expense would

reduce as existing interest rate hedging

matures and the lower rates take effect.

In August 2018, Investore advised

shareholders of its intention to undertake

a 12-month share buyback programme,

reserving the right to acquire up to 5%

of its ordinary shares on issue, which we

believed was an efficient use of balance

sheet capacity. As at the date of this

Annual Report, Investore has acquired

and cancelled 1,696,220 ordinary shares

(representing 0.65% of the shares on

issue immediately prior to the launch

of the buyback programme), with the

average price of shares purchased at

$1.53. By acquiring shares at a discount

to the intrinsic value of the shares (i.e.,

Net Tangible Assets), the buyback was

an appropriate use of shareholder funds,

in the absence of a new acquisition or

development being available that met

the company’s investment mandate.

The Board advises that the programme

has now been concluded.

Investore is considering additional capital

management initiatives in the future

where market conditions are conducive

to such initiatives, which may include a

second bond issue. With a healthy and

flexible balance sheet, the Board intends

to execute a considered and disciplined

investment strategy to enhance the

quality of the portfolio through strategic

acquisitions and developments, to

continue our delivery of enduring

shareholder returns.

Dear Investors,

On behalf of the Board of Directors, I am

pleased to present the Annual Report of

Investore Property Limited (Investore) for the

year to 31 March 2019 (FY19), in which we

have produced a very pleasing financial result

and positioned Investore for future growth.

1. Initial Public Offering of shares in Investore Property Limited, with its shares quoted on the main board equity security market of NZX on 12 July 2016.

2. For further information on how each of the strategic principles have been supported during FY19, refer to page 5 of this Annual Report.

3. 230-240 Fenton Street, Rotorua, and the corner of Anglesea and Liverpool Streets, Hamilton.

4. 323 Andersons Bay Road, Dunedin.

5. TSR is calculated as: (Closing price on the last traded day of the year to 31 March 2019 + Dividends paid during the year to 31 March 2019 – Closing price on the last

traded day of the year to 31 March 2018 ) / Closing price on the last traded day of the year to 31 March 2018.

development at Mitre10, Mega, Botany,

Auckland in the last quarter of FY19.

Profit after income tax of $38.6 million

(FY18 $46.2 million), was down overall

on the previous period, due largely to

lower revaluation movements compared

to FY18.

We also note that Adjusted Funds From

Operations (AFFO) was $1.1 million

higher in the period at $19.7 million,

compared with $18.5 million in the

prior year, influenced by a reduction in

maintenance capital expenditure at

$1.3 million (FY18 $2.0 million). Total

equity was also up $14.2 million on

FY18, adding 6 cents per share to

Investore’s NTA, a reflection of the

quality and underlying value of

Investore’s portfolio of assets.

Proactive Capital Management

Investore completed a number of

initiatives to restructure its debt

funding mix and profile during FY19.

This has essentially lengthened and

diversified our funding arrangements,

and will assist us in securing future

strategic acquisition and development

opportunities, as and when they

may present.

As investors will be aware, FY19 saw

the company execute a successful

$100 million inaugural six-year senior

secured fixed rate bond issue (including

oversubscriptions of $25 million), which

NTA Per Share

$1.55

IPO

1

$1.47

$1.64

$1.70

March-17

July-16

March-18

March-19

Mike Allen

Chair of the Board

Independent Director

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6. For further information on the current quarterly performance fee, refer to note 4.0 within the FY19 Financial Statements and for more information on the background to the
performance fee structure, refer to the Product Disclosure Statement dated 10 June 2016 at www.investoreproperty.co.nz/documents/Product_Disclosure_Statement_100616.pdf

7. Effective from 22 May 2019.

Values in the Chair’s Report are calculated based on the numbers in the financial statements, for each respective financial period and may not align exactly, due to the rounding.

The Manager

To deliver value for our tenants and

investors, the Board draws on the

expertise of our manager, Stride

Investment Management Limited (SIML

or Manager). SIML has an experienced

senior management team and employee

base, that has continued to provide

Investore with a full range of in-house

real estate investment management and

corporate services throughout the year.

During FY19 and aligned with the

two-year anniversary of Investore’s

listing, the Board undertook a review

of the Manager and its performance

in accordance with the terms of the

Management Agreement and this also

included a review of the management

fee structure to ensure it remains fair and

broadly consistent with comparable listed

property entities. This was a valuable

process and the Board continues to feel

well supported by SIML, who assists

Investore day-to-day in the execution

of a number of important initiatives.

Management Fees

For FY19, $5.6 million of management

fees were incurred to SIML, which is

$0.8 million higher than FY18. These

fees equate to 0.74% of the value of

Investore’s assets under management

at 31 March 2019. This includes an

inaugural performance fee of $493,222

payable to SIML for the period 1 January

2019 to 31 March 2019. In general

terms, the performance fee is calculated

and payable on a quarterly basis as

10% of the actual increase in

Mike Allen

Chair of the Board

Independent Director

shareholder returns (being share

price, as adjusted for dividends, and

other changes in capital structure)

that exceeds 2.5% in any quarter and

capped at 3.75%, adjusted for any

carried forward surplus/deficit returns

over a rolling 24-month period

6

.

Governance

During FY19, Investore announced

the appointment of Gráinne Troute as

an independent Director to the Board.

Shareholders will recall the amendment

made to the Constitution of Investore, as

approved by shareholders at the 2017

Annual Shareholder Meeting, to increase

the independent representation on the

Board for the benefit of shareholders

and the company.

In other changes, the Board announces

that Director Kate Healy is to resign

from the Board of Investore to explore

other opportunities in Australia, where

she now resides

7

. Kate has been a

Director and Chair of the Audit and Risk

Committee, since Investore’s listing on

12 July 2016 and the company has

benefitted from her legal and property

skills and commercial acumen, as it has

transitioned to the successful company

it is today. The Board thanks Kate for

her valuable contribution and our

best wishes go with her, for the future.

The Board will commence a formal

process to identify a new independent

Director for the Board, noting that the

independent majority representation

on the Investore Board is an important

governance feature.

Targeted Growth and Outlook

Your Board's focus for the 2020

financial year (FY20) is targeted yield

growth. The Board considers that

Investore’s current portfolio provides

an excellent basis for disciplined and

considered investment. We have an

exceptionally stable underlying portfolio,

which puts Investore in a healthy

position to maintain predictable income

streams, whilst providing the ability to

secure investment opportunities as and

when they present.

Investore will maintain a disciplined

investment strategy, aimed at enhancing

the quality of the existing portfolio.

Above all, our focus remains fixed on the

creation of shareholder value.

The Board confirms annual cash

dividend guidance of 7.60 cents per

share to shareholders for FY20.

On behalf of the Board, I would like to

thank our investors, both shareholders

and bondholders, for their ongoing

support of Investore.

Chair’s Report

Continued

Countdown

326 Great South Road

Greenlane, Auckland

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Debt Maturity Profile
as at 31 March 2019

Portfolio Lease Expiry

1


by Contract Rental

2

as at 31 March 2019

Fixed Rate Interest Profile

as at 31 March 2019

Proactive Capital &

Portfolio Management

Bank Facilities

Notional fixed rate debt

(net of fixed-to-floating hedging)

83% of the Investore

portfolio by Contract

Rental

3

is not expiring

until FY30 or later

Bond

4

Weighted average interest rate of fixed rate

debt (excluding margin and line fees)

FY20

Mar 19Mar 20Mar 21Mar 22Mar 23Mar 24

$0m

FY21

$35m

FY22

$165m

FY23

$70m

FY24

$0m

FY25

$100m

$305m

2.58%

2.65%

2.68%

2.79%

2.88%

2.90%

$255m

$225m

$165m

$90m

$75m

1. 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 31 March 2019, as a percentage of Contract Rental.

2. Contract Rental is the amount of rent payable by each tenant, plus other amounts payable to Investore by that tenant under the terms of

the relevant lease as at 31 March 2019, annualised for the 12-month period on the basis of the occupancy level for the relevant property

as at 31 March 2019, and assuming no default by the tenant.

3. See footnote 2.

4. The bonds have a 6-year term, expiring 18 April 2024.

Investore partners with tenants to maintain

strong and enduring relationships and

this is key to the company's strategy.

Examples in the year in review include the

early renewal and extension of the lease

for a further ten years and associated

refurbishment commitment, at the

Countdown-operated site at 230-240

FY20

1.1%

FY21

2 .1%

FY22

2.0%

FY23

0.5%

FY24

2.5%

FY25

4.5%

FY26

0.3%

FY27

0.6%

FY28

3 .1%

FY29

0.0%

FY30

15.3%

FY31

5.9%

FY32

0.0%

FY33

24.4%

FY34

4.3%

FY35

33.4%

Fenton Street, Rotorua, and renewed five-

year lease at the Countdown-operated site

at the corner of Anglesea and Liverpool

Streets, Hamilton; the development at

Mitre 10 Mega, Botany, Auckland and new

12-year lease; and the completion of three

Countdown refurbishments.

Associated with this and Investore's

proactive capital management strategy,

is the alignment between Investore’s

debt profile and the portfolio lease

expiry, and long weighted average lease

term (WALT) profile.

WALT 12.4 years

The enhanced flexibility of Investore's

debt profile becomes an important

lever going forward, to secure future

strategic acquisition and development

opportunities, as and when they

may present.

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Board of
Directors

Mike was appointed independent Chair

of Investore in 2016. He has extensive

experience in investment banking and

general management in both New

Zealand and the United Kingdom. Mike

is currently a Director of NZX listed

Abano Healthcare Group Limited, China

Construction Bank (New Zealand)

Limited, Tainui Group Holdings Limited

(and associated companies), Taumata

Plantations Limited, Ngai Tahu Tainui

Go-Bus Holdings Limited (and related

companies), and director of other

private companies.

Kate was appointed as an independent

Director of Investore in 2016. Kate was

previously a partner at a national law

firm specialising in commercial property

and property finance, and was Chief

Operating Officer for four years at Ngati

Whatua Orakei Whai Rawa Limited.

Kate currently consults on legal and

property related issues and is a current

member of the Institute of Directors

in New Zealand (Inc.) and Australian

Institute of Company Directors.

Gráinne was appointed as an

independent Director of Investore in

2018 and has over 30 years of executive

and director experience in both listed

and unlisted organisations, across highly

competitive customer-focussed sectors

such as McDonald’s New Zealand and

SKYCITY Entertainment Group. Gráinne

is a Chartered Member of the Institute

of Directors in New Zealand (Inc.) and

is also a director of Tourism Holdings

Limited, Evolve Education Group Limited

and Summerset Group Holdings Limited.

John has over 35 years’ professional

experience as a chartered

accountant. He was a partner in

PricewaterhouseCoopers (PwC) for

23 years where he held a number

of management and governance

responsibilities. John retired from PwC

in June 2009 to pursue a career as a

professional independent director.

He is a Chartered Fellow of the Institute

of Directors in New Zealand (Inc.) and

is currently a director of Stride Property

Limited and SIML, Kathmandu Holdings

Limited, Heartland Bank Limited and

Port of Napier Limited.

Tim has more than 30 years’ business

experience across a range of sectors

and has practised as a lawyer in

Australia and New Zealand, retiring from

the Bell Gully partnership in 2006. Tim

is a member of the Institute of Directors

in New Zealand (Inc.) and is Chairman

of LawFinance Limited (ASX Listed) and

of Stride Property Limited and SIML,

and director of a number of private

companies.

MIKE ALLEN

BCom, LLB, CMInstD


Chair of the Board,

Independent &

Non-Executive Director

Appointed 9 June 2016 and

re-elected 8 September 2017

K AT E H E A LY

1


LLM, MBA, CMInstD


Chair of the Audit & Risk

Committee, Independent

& Non-Executive Director

Appointed 9 June 2016 and

re-elected 27 June 2018

GRÁINNE TROUTE

GradDipBusStuds(HRM), CMInstD

Independent &

Non-Executive Director

Appointed 19 April 2018 and

re-elected 27 June 2018

TIM STOREY

LLB, BA, CMInstD

SIML Nominee

& Non-Executive Director

Appointed 1 October 2015

JOHN HARVEY

BCom, FCA, CFInstD


SIML Nominee &

Non-Executive Director

Appointed 15 October 2015

1. Director Kate Healy will cease being a Director of Investore from 22 May 2019.

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Manager’s
Report

As the only NZX listed company

concentrating on large format retail, we

consider this niche positioning to be at

the core of Investore’s success, and a key

contributor to Investore’s commitment to

deliver stable and enduring returns

to investors.

Active Portfolio Management

Underlying Investore’s FY19 performance

has been the emphasis on active portfolio

management, which SIML has provided day-

to-day as Manager throughout the year, by:

• Managing the portfolio to increase value

and income growth prospects.

• Partnering with Investore’s tenants,

to maintain strong and enduring

relationships.

• Seeking future quality development and

investment opportunities, which fit the

investment mandate (of long lease terms,

nationally recognised tenants and high

occupancy rates) and align with a strategy

of considered and disciplined investment.

Tangible examples of these initiatives

during the year in review include:

• A successful and early renewal of a new

10-year lease at the Countdown-operated

property at 230 - 240 Fenton Street,

Rotorua, commencing in FY21, which

includes the commitment by General

Distributors Limited to a comprehensive

refurbishment, with associated works

undertaken by Investore to the property.

• A newly secured 5-year lease renewal

of the Countdown-operated property

at the corner of Anglesea and Liverpool

Streets, Hamilton, which took effect

from 1 February 2019.

• The sale of the Countdown-operated

property at Dunedin South, for

$19.328 million, with settlement having

occurred on 1 April 2019, providing a

5.6% premium to the property’s value

recorded in Investore’s FY18 financial

statements. The sale completed the

divestment programme announced by

Investore on 13 November 2017, which

has resulted in average sales prices

achieved of 9.1% premium to book

values (equating to $4.3 million). This

provides evidence for strong investor

demand for Investore’s portfolio

of assets.

• The completion of the development

project at Mitre 10 Mega, Botany,

Auckland. Following the completion

in December 2018, Mitre 10 Mega

entered into a new lease for a further

period of 12 years, with Investore

receiving a rental return on this

investment over the duration

of the lease.

• The completion of three

refurbishments at Countdown sites

at Greenlane, Lower Hutt and Upper

Hutt, taking the total to ten completed

Countdown refurbishments over the

past 24 months.

• As Manager, we actively work to

align Investore’s capital expenditure

programme with that of its major

tenants, which promotes renewed

or extended lease arrangements,

with a trend of improved turnover

for refurbished stores, and further

strengthens the landlord/tenant

relationship.

A Unique and Resilient Portfolio

Investore’s mandate is to invest in quality

large format retail property throughout

New Zealand and being the only NZX

listed company in the property sector with

this particular focus is a key strength.

Being strategically focussed on assets

aligned with non-discretionary spending,

such as the grocery retail sector, makes

Investore’s business model more robust

through market cycles and the inevitable

changes in consumer behaviour.

For the year in review, we continue to

see growth across the portfolio, especially

in non-discretionary spend for our

supermarket operated assets.

As at 31 March 2019, Investore’s portfolio

comprised of 40 properties

1

, valued

at $761.2 million, representing a net

valuation gain of $17.2 million or 2.3%

from 31 March 2018.

As seen on pages 20 to 23, Investore’s

portfolio has a higher weighting to the

North Island, representing 76% of net

Contract Rental

3

from the North Island,

and 24% from South Island locations as

at 31 March 2019, which aligns with the

geographic population spread across

New Zealand.

Investore’s total portfolio comprises of

51.3 hectares of land for commercial use,

and the current buildings (excluding car

parking) occupy less than half of this land,

with average site coverage at 41%. While

these properties are currently leased

with 99.9% occupancy, underpinning

Investore’s income is a significant

commercial property portfolio that can

respond to possible future changes

in retailers’ requirements, and provide

long term opportunities for further site

intensification.

Dear Investors,

As the Manager of Investore, SIML has

proudly continued to support Investore

throughout FY19, focussing on actively

managing the portfolio through

enhancements and improvements, and

executing a number of the Board’s capital

management initiatives.

2. Refer to footnote 1.

3. Contract Rental is the amount of rent payable by each tenant, plus other amounts payable by that tenant to Investore by the tenant under the terms of the relevant

lease as at 31 March 2019, annualised for the 12-month period on the basis of the occupancy level for the relevant property as at 31 March 2019, and assuming no

default by the tenant.

1. Includes the property at 323 Andersons Bay Road, Dunedin South, that was held for sale and subsequently settled on 1 April 2019.

Additional Resourcing

Supporting our focus on resourcing for

Investore, SIML made two more executive

appointments during FY19, Fabio Pagano,

to the newly created role of Investore Fund

Manager and Steve Penney to the vacant

role of General Manager Investment.

These roles strengthen SIML’s depth of

offering to Investore, across a full range

of real estate investment management

services.

The Investore Fund Manager role in

particular is important for Investore, as

the company evolves and targets growth.

Supported by a newly established internal

team, this has been proactively established

by SIML to assist the company in the

further execution of its strategic vision,

with an emphasis on the development of

Investore’s business and operations.

As touched on in the Chair’s Report,

disciplined and considered investment is

a key focus for Investore going forward.

While Investore is well positioned for

growth, as Manager, we will always have

Investore’s Portfolio at a Glance

As at

31 March 2019

2

31 March 2019

(excluding Dunedin South)

Number of Properties4039

Number of Tenants7877

Net Lettable Area (m

2

) 209,980205,909

Net Contract Rental

3

($m)47.646.4

Weighted Average Lease Term (years)12.4 12.4

Market Capitalisation Rate (%)6.056.04

Portfolio Value ($m)761.2742 .1

regard to prudent and sound investment,

as we seek out quality opportunities. SIML

continues to actively identify, on Investore’s

behalf, future quality development

and investment prospects through its

opportunities pipeline, which fit the

strategic investment profile and mandate

of Investore, with the goal to preserve

and grow returns for investors.

Thank you for your continued support

of Investore and of Stride Investment

Management Limited as Manager.

14

Investore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019

15

Philip Littlewood

Chief Executive Officer

— Stride Investment

Management Limited

Philip Littlewood

Chief Executive Officer — Stride

Investment Management Limited

Fabio Pagano

Investore Fund Manager

— Stride Investment

Management Limited

Fabio Pagano

Investore Fund Manager — Stride

Investment Management Limited

73%
10%

5%

4%

5%

3%

As an owner of this asset class, Investore's

tenant's focus on the non-discretionary retail

sector within New Zealand.

Investore is the largest third-party owner of

Countdown operated stores in New Zealand, and

is also landlord for other large national retailers,

including Bunnings NZ, Foodstuffs and Mitre 10.

The focus on the non-discretionary retail sector

by our tenants, helps ensure income earned

from our portfolio composition is more resilient

through market cycles and changes in consumer

behaviours, when compared to a discretionary

retail sector.

Investore continues to target tenants with a

focus on this resilient sector by applying its

management capability, industry knowledge

and networks to deliver growth opportunities

to investors.

New Zealanders spent

over $23 billion last year on

consumables, which includes

groceries and liquor retail

spending, up 3.8% on the

previous year

2

.

Countdown stores delivered

comparable sales growth

of 3.8%

3

in the March 2019

quarter, across their 180 stores

within New Zealand, of which 33

stores are owned by Investore.

Specialty

Retailers

Countdown

(General Distributors Limited/

ASX listed parent)

Mitre 10 NZ

New World/

PAKn'SAVE

(Foodstuffs)

Bunnings NZ

(ASX listed parent)

The Warehouse

(NZX listed)

A Unique

& Resilient

Portfolio

2. Statistics NZ: Electronic card transactions: March 2019 https://www.stats.govt.nz/information-releases/electronic-card-transactions-march-2019

3. Woolworths Group Limited, announced third quarter sales result.

1. Contract Rental is the amount of rent payable by each tenant, plus other amounts payable to Investore by that tenant under the terms of the relevant lease as at 31 March 2019,

annualised for the 12-month period on the basis of the occupancy level for the relevant property as at 31 March 2019, and assuming no default by the tenant.

Investore is the only

NZX listed company with

a focussed mandate to

invest in quality large

format retail property

throughout New Zealand.

Tenant Diversification by Contract Rental

1

16

Investore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019

17

• Physically, a large, free-standing,
and usually rectangular, single floor

structure on a concrete slab.

• The site is well serviced by convenient

vehicle access and plenty of carparking

on-site.

• Building improvements and maintenance

of the asset require straightforward

enhancement and/or upkeep, with

typically low lifecycle maintenance.

• The sites generally have a single anchor

tenant or limited number of tenants,

with the anchor tenant occupying

more than 50% of the net lettable area

(and generally more than 90%) and

providing 50% (and generally 90% to

100%) of the rental income from the

property, ensuring that the majority

of the rental income is received from

lease arrangements with nationally

recognised brands and companies.

• Anchor tenants’ net lettable area is

usually more than 2,000m

2

, with specialty

tenants typically occupying more than

150m

2

, although in some limited cases

this may be as small as 60m

2

.

• Leases are structured in order to ensure

Investore has the security of long lease

terms and a stable income stream, net of

operating costs.

• Typical anchor tenants include non-

discretionary retail spend areas, such

as grocery, and also other general

merchandise and convenience retailing,

including trade hardware.

Why Large

Format Retail?

Characteristics of

Large Format Retail

• FY19 valuation of $18.5 million

(up $0.5 million from FY18).

• A recently refurbished store, where

Investore worked with the tenant’s

refurbishment plan and Investore

upgraded the exterior façade and

carparking amenities.

• Countdown occupies 100%

of the site's net lettable area of

5,078m

2

, being one of Investore’s

larger 100% GDL leased sites,

with no specialty tenants.


• Net contract rental for the site is

$1.128 million per annum, with the

lease having a WALT of 15.9 years,

with further rights of renewal.

• The site has 148 car parking bays

adjacent to the building, in addition

to 104 car parks in the basement

with easy ramp access from the

carpark to the store.

• The store is conveniently located in

central Lower Hutt along two key

urban roads.

• FY19 valuation of $28.4 million

(up $0.4 million from FY18).

• Bunnings occupies 100% of the

site's net lettable area of 12,763m

2

,

with no specialty tenants.

• The site has 296 car parking bays

for customers, which are highly

accessible off the main arterial

Te Rapa Road.

• Built in 2007, this asset has lower

associated maintenance costs

than older assets.

• Net contract rental for the site is

$1.7 million per annum, with the

lease having a WALT of 10.7 years,

with further rights of renewal.

• This store is conveniently located

in a growth hub of Hamilton.

Bunnings

446 Te Rapa Rd

Hamilton

Countdown 261 High Street Lower Hutt

18

Investore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019

19


Waikato Region

5 properties

Auckland Region

10 properties

1.

Other North Island

7 properties

Wellington Region

7 properties

AddressLocationMajor Tenant(s)Tenants

Net

Lettable

Area

(m

2

)

Valuation

($000)

Market

Cap

Rate

%

Net

Contract

Rental

1

($000)

Contract

Yield

%

Occupancy

%

WALT

2


(years)

Auckland

13 – 7 Mill LaneWarkworthCountdown53,81522,8005.751,4196.2298.013.0

224 Anzac RoadBrowns BayCountdown1 4,382 22,8005.381,2505.48100.015.9

3112 Stoddard RoadMount RoskillCountdown1 4,200 24,0005.751,4325.97100.08.9

4Cnr Church & Selwyn StreetsOnehungaCountdown12 , 01110,5006.006306.00100.05.9

5326 Great South RoadGreenlaneCountdown14,63334,3005 .131,7145.00100.015.9

635A St Johns RoadMeadowbankCountdown14,45721,2005.501,2625.95100.015.9

7507 Pakuranga RoadHighland ParkCountdown14, 81218,20 05.881,0605.82100.015.9

8

Cnr Te Irirangi Drive

& Bishop Dunn Place

BotanyMitre 101 12,124 34 ,10 05.001,8045.29100.011.7

9226 Great South RoadTakaniniCountdown12 7, 384 39,7006.002,4576 .19100.09.2

103 Averill StreetPapakuraCountdown25,43516,2507.501,2927.95100.014. 2

Waikato

1166 – 76 Studholme StreetMorrinsvilleCountdown11,7246,5006.504386.74100.05.9

12Cnr Anglesea & Liverpool StreetsHamiltonCountdown15,2657,0009.0080311. 4 8100.04.8

13Cnr Hukanui & Thomas RoadsHamiltonCountdown74,50416,90 06 .131,0616.28100.011. 8

14Cnr Bridge & Anglesea StreetsHamiltonCountdown14,20019,9006.001,2186 .12100.014 .1

15446 Te Rapa RoadHamiltonBunnings112,76328,4005.881,7005.99

100.0

10.7

Other North Island

16230 – 240 Fenton StreetRotoruaCountdown1 5 ,172 17, 3 0 06 .131,14 06.59100.011. 4

1726 – 48 Old Taupo RoadRotoruaBunnings1 13,940 25,5006.001,5786 .19100.010.7

18Cnr Butler & Kerikeri RoadKerikeriCountdown13,88718,90 06.381,2186.44100.013.7

1953 Leach StreetNew PlymouthPAK'nSAVE18,52228,0005.881,6916.04100.010.5

209 Gloucester StreetNapierNew World14,38616,40 05.889715.92

100.0

10.5

21

Cnr Fernlea Avenue &

Roberts Line

Palmerston NorthCountdown63 , 61114, 30 06.259236.46100.012. 3

22

Cnr Tremaine Avenue &

Railway Road

Palmerston NorthBunnings113,73026,0506.001,6156.20

100.0

10.7

Wellington

2314 Russell StreetUpper HuttCountdown13,0379,5007.257027.39

100.0

5.9

2413 – 19 Queen StreetUpper HuttCountdown13,42711, 2 0 06.387877.02100.015.9

25261 High StreetLower HuttCountdown15,07818,5006.251,1286 .10100.015.9

2691 Johnsonville RoadJohnsonville

Countdown /

The Warehouse

26,31621,0006.631,5457.36100.010.6

273 Main RoadTawaCountdown14,20017, 5 0 06.001,1666.66100.014.0

28

Cnr Hanson Street, John Street

& Adelaide Road

NewtownCountdown64,88126,8006.001,6516 .1698.712. 3

2947 Bay RoadKilbirnieCountdown13,46012,0006.257246.04100.015.9

Total North Island62165,355585,5005.9836,3816.2199.912.0

North Island Portfolio Summary as at 31 March 2019

MetricPercentage of Total Portfolio

Property count2973%

Net Contact Rental

3

($m)

36.476%

Market Capitalisation Rate (%) 6.0–

Value ($m)585.577%

Net Lettable Area (m

2

)165,35579%

Population (m)3.777%

Specialty tenant count3286%

Key specialty tenantsResene, Animates, Burger Fuel, Westpac, McDonald's, Snap Fitness

Portfolio Snapshot

North Island


2.

3.

4.

5.

6.

7.

8.

12. 14.

16.

18.

17.

20.

19.

21.

22.

23.

24.

25.27.

29.

28.

26.

13.

15.

9 .10 .

11.

Auckland

Wellington

20

Investore Property Limited | Annual Report 2019

Totals may not sum due to rounding. The WALT, Market Cap Rate and Contract Yield for the North Island portfolio are weighted averages.

1. 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 31 March 2019,

annualised for the 12-month period on the basis of the occupancy level for the relevant property as at 31 March 2019, and assuming no default by the tenant.

2. Weighted Average Lease Term (WALT).

3. See footnote 1.

as at 31 March 2019

Investore Property Limited | Annual Report 2019

21

Investore Property Limited | Annual Report 2019
Portfolio Snapshot

South Island

38.

39.

38.

34.

32.

31.

30.

33.

40.

35.36.

37.

Investore Property Limited | Annual Report 2019

Investore Property Limited | Annual Report 2019

Canterbury Region

5 properties

Otago Region

3 properties

Other South Island

3 properties

South Island Portfolio Summary as at 31 March 2019

MetricPercentage of Total Portfolio

Property count1127%

Net Contact Rental

4

($m)

11. 324%

Market Capitalisation Rate (%) 6.3–

Value ($m)175 .723%

Net Lettable Area (m

2

)44,62521%

Population (m)1.1 23%

Specialty tenant count514%

Key specialty tenantsAnimates, Triton Hearing

Christchurch

Dunedin

AddressLocationMajor Tenant(s)Tenants

Net

Lettable

Area

(m

2

)

Valuation

($000)

Market

Cap

Rate

%

Net

Contract

Rental

1

($000)

Contract

Yield

%

Occupancy

%

WALT

2


(years)

Canterbury

3040 – 50 Ivory StreetRangioraCountdown13,75917,0006.251,0836.37100.013.7

3187 – 97 Hilton StreetKaiapoiCountdown13,02513,7006.008576.26100.015.9

32219 Colombo StreetBeckenhamCountdown13,97619,1005.751,1546.04100.015.9

33Cnr Rolleston & Masefield DrivesRollestonCountdown14,25119,8006.131,2076.10100.013.7

34Cnr Victoria & Browne StreetsTimaruCountdown44,03211,6256.337456.41100.014.2

Otago

35309 Cumberland StreetDunedinCountdown14,12319,3006.131,1816.12100.015.9

3635 MacLaggan StreetDunedinThe Warehouse16,43310,6007.508397.92100.02.3

37

323 Andersons Bay Road

3

DunedinCountdown14,07119,0466.381,2106.35100.013.7

Other South Island

38Cnr Putaitai Street & Main RoadsNelsonCountdown12,65912,4 0 06.508146.56100.013.7

3951 Arthur StreetBlenheimCountdown13 ,13610,8006.5074 06.85

100.0

15.9

40172 Tay StreetInvercargillCountdown35,16122,3006.251,4256.39

100.0

14. 5

Total South Island1644,625175,6716.2811, 2 5 66 . 41100.013.8

1. 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 31 March 2019,

annualised for the 12-month period on the basis of the occupancy level for the relevant property as at 31 March 2019, and assuming no default by the tenant.

2. Weighted Average Lease Term (WALT).

3. This property at 323 Andersons Bay Road, Dunedin South, was held for sale and this was subsequently settled on 1 April 2019.

4. See footnote 1.

as at 31 March 2019

Totals may not sum due to rounding. The WALT, Market Cap Rate and Contract Yield for the South Island portfolio are a weighted average.

2223

Why partnering is key
throughout the landlord

and tenant relationship

• Actively partnering with tenants is

positive from an overall relationship

perspective and is valued by tenants,

but equally provides Investore valuable

insight into a tenant's operations,

enabling us to know our customer and

their specific requirements better.

• A commitment by Investore to work

alongside a tenant in support of

any store initiative or refurbishment

and undertake landlord works and

improvements simultaneously, often

results in the tenant prioritising

a refurbishment investment at

an Investore site, because of our

commitment to their store.

• Any significant capital investment by

a tenant generally signals the tenant’s

future commitment to the site, which

again benefits Investore.

• Investore observes 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 the tenant.

Working With

Our Tenants

Investore partners with its tenants on a variety of projects. This successful

formula of working alongside our tenants has been a particular feature of

Investore's approach and strategy, and is one that is valued by our tenants.

These projects are undertaken in an acknowledgement of the evolving

requirements of retailers and their retail offering, that change in response

to the surrounding needs of the community in which a store operates and

the desired end-customer experience being targeted.


As our largest landlord in

New Zealand, Investore

is an important business

partner for Countdown. We

see plenty of opportunity

to work constructively with

Investore, through the likes

of store refurbishments

and expansion projects, to

improve our store network

and thus add value for

both organisations.


MATTHEW GRAINGER

Head of Property

Woolworths New Zealand

DAVID ROTTURA

National Property Manager AUS/NZ

Bunnings Group Limited


We continue to work proactively with Investore to

undertake upgrades and work across our Bunnings

New Zealand stores, where we align our collective

strategies on sustainability and refurbishments.


Investore Property Limited | Annual Report 2019

2524

Investore Property Limited | Annual Report 2019

Investore aligns its sustainability
objectives with that of SIML,

and endorses the work of the

Manager, which has been a

key focus for FY19. With the

assistance of Thinkstep, the

sustainability vision of SIML

and its managed funds (which

includes Investore) is taking

shape and Investore is proud

to be on this journey.

Sustainability

For the year in review, through our refurbishment

programme and other development works, Investore

has taken the opportunity to install new energy

efficient heating, ventilation and air conditioning

systems, and LED lights throughout stores, supporting

the tenant and Investore’s commitment to reduce the

environmental footprint of that asset.

Investore has also supported Countdown, in their

sustainability goal of reducing carbon emissions, with

one such initiative relating to a trial that launched in

November 2018, involving five Waikato Countdown

stores, where three electric vehicle charging stations

were installed at each site and are available for

use, free of charge for shoppers. One such site is

Investore’s Countdown at Rototuna, Hamilton.

V2

Countdown

Corner Hukanui & Thomas Roads

Rototuna, Hamilton

Water

Industry leadership

Energy efficiency

Communication

Anticipating & responding to societal trends

Social license

Data privacy

Public transport

encouraging use/proximity

Attracting investors

Profitability

Governance

Waste & recycling

Green buildings

Diversity

Asset qualityTenant relationships

Stride as a great

place to work

Health, safety

& wellbeing

Sustainability strategy & performance management

Carbon & climate change - including asset resilience

Procurement

SIGNIFICANCE TO STAKEHOLDER

IMPACT ON BUSINESS

HIGH

LOW

Community involvement

& engagement

Materiality Matrix

As signalled in last year’s Annual Report,

a focus for FY19 was to commence the

process of creating a more formalised

sustainability strategy and framework

and identify a broader range of issues

that are material to business operations

and to stakeholders.

To deliver on this, the Manager has

engaged the services of an organisation

called 'thinkstep' (Thinkstep), who assists

entities worldwide in recalibrating

their respective business strategy and

operations for long term sustainability

success. With the assistance of

Thinkstep, the Manager has recently

completed a work stream involving the

participation of the Investore and Stride

Property Group Directors, as well as

internal and external stakeholders from

each of the entities managed by SIML

(i.e., tenants, local council, suppliers,

employees of the Manager), to determine

the most material sustainability issues.

To prioritise the issues raised through

stakeholder engagement, the Manager

undertook a materiality workshop with

its senior management. The workshop

assessed the identified topics, in terms

of impact on the business of SIML and

its managed funds, including Investore.

Stakeholders were then asked to rank

the material items in terms of importance

to them. The results of this process

are depicted below and show a close

correlation between business impact

identified by the Manager and

stakeholder importance.

The next step is to develop and agree a

comprehensive sustainability strategy

based on the most important issues

identified as a result of the sustainability

materiality matrix. A number of items

are likely to be able to be grouped and

addressed within the strategy together.

Going forward, Investore will report

on progress against the sustainability

strategy and the material issues for

our business and stakeholders.

HIGHLOW

Investore Property Limited | Annual Report 2019

2726

Investore Property Limited | Annual Report 2019

28
Investore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019

29

Mar

2018

Sale completed

for the disposal

of Countdown

in Hornby,

Christchurch

and Fresh Choice

in Queenstown,

for an aggregate

of $32.6 million

Apr

2018

$100 million of

bonds issued with

interest rate of

4.40% per annum

Independent

majority repre-

sentation on the

Board, with the

appointment of a

third independent

Director

Aug

2018

Share buyback

programme

commences

Refinanced

$70 million of

bank borrowings

extended to 2022

SIML appoints

Investore Fund

Manager


Investore’s Focus

for the Year Ahead

Phase 1

Portfolio

Establishment

Phase 2

Portfolio

Optimisation

Phase 3

Considered

& Disciplined

Targeted Growth

Oct

2015

Investore

established

by SPL with a

specialised large

format retail

portfolio







Nov – Jun

2015/2016

Acquired

25 large

format retail

properties








Jul – Sep

2016

Investore

listed on NZX,

$185 million

capital raised

Acquired 14

further large

format retail

properties

Feb

2017

Animates

Invercargill

development

completed

Jul – Nov

2017

Acquired Timaru

properties

adjacent to

existing property,

providing a future

development

opportunity

Feb

2018

Acquired three

Bunnings

operated

properties for

$78.5 million

Dec

2018

F Y19

dividend

guidance

increased

to 7.60 cps

Mitre 10 Mega,

Botany, Auckland

development

completed

Apr

2019

Sale completed

for disposal of

Countdown

Dunedin South

for $19.328 million,

which concludes

the divestment

programme

Thinkstep engaged

to assist with ESG

and sustainability

strategy

1.

2.

3.

4.

Disciplined and considered investment

to target growth opportunities

Partnering with tenants in the execution

of the FY20 store refurbishment programme

Continued proactive capital management

Evolve Investore’s sustainability strategy

Mitre 10 Mega, Botany, Auckland

Financial
Statements

Statement of Comprehensive Income 32

Statement of Changes in Equity 33

Statement of Financial Position 34

Statement of Cash Flows 35

Notes to the Financial Statements 37

Independent Auditor's Report 66

31

Financial StatementsInvestore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019Financial Statements

30

Countdown & specialty tenants

226 Great South Road

Takanini, Auckland

Statement of Comprehensive Income
For the year ended 31 March 2019

Statement of Changes in Equity

For the year ended 31 March 2019

Notes

2019

$000

2018

$000

Gross rental income54,666 50,394

Direct property operating expenses

(7,243) (6,240)

Net rental income2.1

47,423 44,154

Less corporate expenses

Management fee expense4.0(4,066) (3,674)

Performance fee expense4.0(493)–

Administration expenses

(1,475) (1,766)

Total corporate expenses(6,034) (5,440)

Profit before net finance expense, other income/(expense)

and income tax

41,389 38,714

Finance income89138

Finance expense

(14,485) (12,067)

Net finance expense5.3(14,396) (11,929)

Profit before other income/(expense) and income tax26,993 26,785

Other income/(expense)

Net change in fair value of investment properties2.317,206 23,135

Net change in fair value of derivative financial instruments5.2(88)38

Gain on disposal of investment properties

–2,895

Profit before income tax

44,111 52,853

Income tax expense7.2

(5,549) (6,683)

Profit after income tax attributable to shareholders

38,562 46,170

Other comprehensive income:

Items that may be reclassified subsequently to profit or loss

Movement in cash flow hedges, net of tax5.5

(2,097) (2,141)

Total comprehensive income after tax attributable to shareholders

36,465 44,029

Basic and diluted earnings per share (cents)3 .114.78 17. 6 4

The attached notes form part of and are to be read in conjunction with these financial statements.

Notes

Cents

per

share

Number

of shares

000

Share

capital

$000

Retained

earnings

$000

Cash flow

hedge

reserve

$000

Total

$000

Balance 1 Apr 17261,772382,247 20,773 2,008 405,028

Transactions with shareholders:

Q4 2017 final dividend2.060––(5,392)–(5,392)

Q1 2018 interim dividend1.860––(4,869)–(4,869)

Q2 2018 interim dividend1.860––(4,869)–(4,869)

Q3 2018 interim dividend1.860

––(4,869)–(4,869)

Total transactions with shareholders––(19,999)–(19,999)

Other comprehensive income:

Movement in cash flow hedges, net of tax5.5

–––(2,141)(2,141)

Total other comprehensive income

–––(2,141)(2,141)

Profit after income tax

––46,170–46,170

Total comprehensive income––46,170(2,141)44,029

Balance 31 Mar 18

261,772382,24746,944(133)429,058

Transactions with shareholders:

Q4 2018 final dividend1.880––(4,921)–(4,921)

Q1 2019 interim dividend1.865––(4,871)–(4,871)

Q2 2019 interim dividend1.865––(4,851)–(4,851)

Q3 2019 interim dividend1.935––(5,033)–(5,033)

Share buyback5.4

(1,696)(2,638)––(2,638)

Total transactions with shareholders(1,696)(2,638)(19,676)–(22,314)

Other comprehensive income:

Movement in cash flow hedges, net of tax5.5

–––(2,097)(2,097)

Total other comprehensive income

–––(2,097)(2,097)

Profit after income tax

––38,562–38,562

Total comprehensive income––38,562(2,097)36,465

Balance 31 Mar 19

260,076379,60965,830(2,230)443,209

The attached notes form part of and are to be read in conjunction with these financial statements.

32

Investore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019Financial StatementsFinancial Statements

33

Statement of Financial Position
As at 31 March 2019

Notes

2019

$000

2018

$000

Current assets

Cash at bank5,111 2,199

Trade and other receivables7.3415 234

Prepayments53176

Other current assets

1,0111,003

6,590 3,612

Investment property classified as held for sale2.5

19,046–

25,6363,612

Non-current assets

Investment properties2.3742,125738,330

Work in progress–162

Derivative financial instruments5.21,320647

Deferred tax asset7.2796154

Property, plant and equipment

–1

744,241 739,294

Total assets769,877 742,906

Current liabilities

Trade and other payables7.44,193 4,808

Current tax liability1,3061,262

Derivative financial instruments5.2

90–

5,589 6,070

Non-current liabilities

Borrowings5.1316,631 306,891

Derivative financial instruments5.2

4,448 887

321,079 307,778

Total liabilities326,668313,848

Net assets

443,209 429,058

Share capital379,609 382,247

Retained earnings65,830 46,944

Reserve5.5

(2,230) (133)

Equity

443,209 429,058


For and on behalf of the Board of Directors, dated 21 May 2019:

The attached notes form part of and are to be read in conjunction with these financial statements.The attached notes form part of and are to be read in conjunction with these financial statements.

Statement of Cash Flows

For the year ended 31 March 2019

2019

$000

2018

$000

Cash flows from operating activities

Gross rent received53,208 49,467

Interest received89 138

Interest paid(13,817) (11,753)

Operating expenses(12,994) (10,787)

Income tax paid

(5,308) (5,624)

Net cash provided by operating activities21,178 21,441

Cash flows from investing activities

Capital expenditure on investment properties(5,545) (2,212)

Acquisition of investment properties– (80,029)

Proceeds from disposal of investment properties

– 32,221

Net cash applied to investing activities(5,545) (50,020)

Cash flows from financing activities

Dividends paid(19,676)(19,999)

Repayment of bank borrowings from bonds proceeds(100,000)–

Refinancing of bank borrowings(105)–

Net drawdown of bank borrowings11,13046,400

Net proceeds from issuance of fixed rate bonds98,568–

Share buyback costs

(2,638)–

Net cash (applied to)/provided by financing activities(12,721)26,401

Net increase/(decrease) in cash and cash equivalents held2,912(2,178)

Opening cash and cash equivalents

2,1994,377

Closing cash and cash equivalents

5,1112,199

Cash and cash equivalents at year end comprises:

Cash at bank

5,1112,199

Cash and cash equivalents at year end

5,1112,199


Mike Allen

Chair of the Board



Kate Healy

Chair of the Audit and Risk Committee

34

Investore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019Financial StatementsFinancial Statements

35

Statement of Cash Flows (continued)
For the year ended 31 March 2019

Notes

2019

$000

2018

$000

Profit after income tax attributable to shareholders38,56246,170

Add/(less) non-cash items:

Movement in deferred tax 7.22081,201

Net change in fair value of investment properties(17,206)(23,135)

Gain on disposal of investment properties–(2,895)

Spreading of fixed rental increases(1,318)(1,009)

Capitalised lease incentives(11)–

Lease incentives amortisation1–

Depreciation 12

Movement in loss allowance7.3(11)44

Borrowings establishment costs amortisation586250

Accrued interest movement in derivative financial instruments 5.2(57)21

Net change in fair value of derivative financial instruments 5.2

88(38)

20,84320,611

Less activity classified as investing activity:

Movement in working capital items relating to investing activities

1,400(1,002)

22,243 19,609

Movement in working capital:

(Increase)/decrease in trade and other receivables(170)134

Increase in prepayments and other current assets(324)(695)

(Decrease)/increase in trade and other payables(615)2,535

Increase/(decrease) in current tax liability

44(142)

Net cash provided by operating activities

21,178 21,441

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.

Reconciliation of profit after income tax attributable to shareholders to net cash flows from operating activities

The attached notes form part of and are to be read in conjunction with these financial statements.

1.0 General information 38

1.1 Reporting entity 38

1.2 Basis of preparation 38

1.3 Adoption of new standards 38

1.4 New standards, amendments and interpretations 39

1.5 Fair value estimation 39

1.6 Significant accounting policies, estimates and judgements 40

1.7 Significant events and transactions 40

1.8 Reclassification of financial information 40

2.0 Property 41

2.1 Net rental income 41

2.2 Operating lease commitments 42

2.3 Investment properties 43

2.4 Capital expenditure commitments contracted for 48

2.5 Investment property classified as held for sale 48

3.0 Investor returns 49

3.1 Basic and diluted earnings per share 49

3.2 Distributable profit 49

4.0 Related party disclosures 50

5.0 Capital structure and funding 52

5.1 Borrowings 52

5.2 Derivative financial instruments 53

5.3 Net finance expense 55

5.4 Share capital 55

5.5 Reserve 56

5.6 Capital risk management 56

6.0 Financial instruments and risk management 57

6.1 Financial assets at amortised cost 58

6.2 Financial liabilities at amortised cost 58

6.3 Financial risk management 58

6.4 Interest rate risk 58

6.5 Credit risk 59

6.6 Liquidity risk 60

6.7 Fair values 60

7.0 Other 60

7.1 Corporate expenses 60

7.2 Tax 61

7.3 Trade and other receivables 63

7.4 Trade and other payables 64

7.5 Operating segments 64

7.6 Contingent liabilities 64

7.7 Subsequent events 65

Notes to the Financial Statements

For the year ended 31 March 2019

Investore Property Limited | Annual Report 2019Notes to the Financial Statements

3736

Investore Property Limited | Annual Report 2019Financial Statements

1.0 General Information (continued)1.0 General Information
This section sets out Investore’s accounting policies that relate to the financial

statements as a whole. Where an accounting policy is specific to a note, the policy is

described within the note to which it relates.

1.1 Reporting entity

The 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.

Investore’s principal activity is property investment in New Zealand. Investore is managed by Stride Investment Management

Limited (SIML).

The financial statements were approved for issue by the Board of Directors of Investore (the Board) on 21 May 2019.

1.2 Basis of preparation

The financial statements have been prepared in accordance with the requirements of Part 7 of the Financial Markets Conduct

Act 2013, the NZX Main Board Listing Rules dated 1 October 2017 (NZX Listing Rules) and New Zealand Generally Accepted

Accounting Practice (NZ GAAP). The financial statements comply with New Zealand Equivalents to International Financial

Reporting Standards (NZ IFRS), other New Zealand accounting standards and authoritative notices that are applicable to entities

that apply NZ IFRS. The financial statements also comply with International Financial Reporting Standards (IFRS). Investore is a

for-profit entity for the purposes of financial reporting.

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

disclosed.

The financial statements have been presented in New Zealand dollars and have been rounded to the nearest thousand, unless

stated otherwise.

1.3 Adoption of new standards

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.

Classification and measurement

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, and other financial instruments (including cash and cash equivalents, trade and other receivables, the NZX bond, trade

payables, bank borrowings and fixed rate bonds) continue to be measured at amortised cost.

Hedging

Interest rate swaps in place as at 31 March 2019 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.

1.3 Adoption of new standards (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 2018 comparatives have been restated as follows: gross rental income increased by $3,139,000 and direct property

operating expenses increased by $3,139,000. These have also had a flow on impact to the statement of cash flows where gross

rent received has increased by $3,139,000 and operating expenses has also increased by $3,139,000. 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.

1.4 New standards, amendments and interpretations

At the date of approval of the financial statements, the following relevant standard was in issue but not applied as the standard is

effective for accounting periods beginning on or after 1 January 2019.

NZ IFRS 16 Leases

NZ IFRS 16 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.

As a lessor, there are no changes to Investore’s current accounting treatment and disclosure of leases. However, Investore has

eleven ground leases on investment properties. As a lessee, Investore will apply NZ IFRS 16 using the simplified retrospective

approach. Under this approach, Investore will recognise a right of use asset and lease liability of approximately $7,784,000 as at

1 April 2019, representing the present value of the remaining lease cash flows. There will be no deferred tax impact as the tax

base is nil on initial recognition.

Investore intends to adopt NZ IFRS 16 effective from 1 April 2019.

1.5 Fair value estimation

Investore classifies its fair value measurement using a fair value hierarchy that reflects the significance of the inputs used in

making measurements. The fair value hierarchy has the following levels:

Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;

Level 2 – inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly

(as prices) or indirectly (derived from prices); and

Level 3 – inputs for the asset or liability that are not based on observable market data.

38

Investore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019Notes to the Financial StatementsNotes to the Financial Statements

39

2.0 Property1.0 General Information (continued)
1.6 Significant accounting policies, estimates and judgements

In the application of NZ IFRS, the Board and management are required to make judgements, estimates and assumptions

about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated

assumptions are based on experience and other factors that are believed to be reasonable under the circumstances, the results of

which form the basis of making the judgements. Actual results may differ from the estimates, judgements and assumptions made

by the Board and management.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the

period in which the estimate is revised and in any future periods affected.

Judgements made by management in the application of NZ IFRS that have significant effects on the financial statements and

estimates with a significant risk of material adjustments in the next year are disclosed, where applicable, in the relevant notes to

the financial statements.

In particular, information about significant areas of estimation uncertainty that have the most significant effect on the amount

recognised in the financial statements is disclosed in the relevant notes as follows:

• Investment properties (note 2.3);

• Derivative financial instruments (note 5.2); and

• Deferred tax (note 7.2).

1.7 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 six-year term expiring on 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). Under the programme, Investore 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 31 March 2019, Investore had

acquired and cancelled 1,696,220 shares for a cost of $2,638,135 (including transaction costs).

Sale of 323 Andersons Bay Road, Dunedin

On 11 December 2018, Investore announced that it had entered into an unconditional agreement for the sale of its property at

323 Andersons Bay Road, Dunedin, for $19.328 million, with settlement occurring post balance date on 1 April 2019. The property

has been separately disclosed as investment property classified as held for sale in the 2019 financial statements and the fair value

reflects the sale price net of disposal costs.

1.8 Reclassification of financial information

Certain comparative balances have been reclassified to align with the presentation used in the current year (refer note 4.0). These

reclassifications have no impact on the overall financial performance or financial position for the comparative period.

This section covers property assets, being large format retail properties, which

generate Investore’s trading performance.

2.1 Net rental income

Accounting Policy

Rental income from investment properties is recognised on a straight-line basis over the lease term. Lease incentives provided in

relation to letting the investment properties are capitalised to the respective investment properties in the statement of financial

position and amortised on a straight-line basis over the non-cancellable portion of the lease to which they relate, as a reduction

of rental income. Where a lease provides for fixed rental increases over the term of the lease, they are amortised on a straight-line

basis over the non-cancellable portion of the lease to which they relate.

Income generated from service charges recovered from tenants is included in the gross rental income with the service charge

expenses to tenants shown in the direct property operating expenses. Such revenue is recognised in the accounting period the

underlying expenses are incurred in accordance with the contractual terms.

2019

$000

2018

$000

Gross rental income

Rental income and service charge income recovered from tenants53,338 49,385

Spreading of fixed rental increases1,318 1,009

Capitalised lease incentives11–

Lease incentives amortisation

(1)–

Total gross rental income54,666 50,394

Direct property operating expenses

Service charge expenses to tenants(3,669) (3,139)

Movement in loss allowance11 (44)

Other non-recoverable property operating expenses

(3,585) (3,057)

Total direct property operating expenses(7,243) (6,240)

Net rental income

47,42344,154

Other non-recoverable property operating expenses represents property maintenance and operating expenses not recoverable

from tenants and property leasing expenses.

40

Investore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019Notes to the Financial StatementsNotes to the Financial Statements

41

2.0 Property (continued)2.0 Property (continued)
2.1 Net rental income (continued)

Accounting Policy

Leases are classified at their inception as either an operating or finance lease based on the economic substance of the

agreement so as to reflect the risks and rewards incidental to ownership. Leases in which a significant portion of the risks

and rewards of ownership are retained by the lessor are classified as operating leases.


Investore has determined that it retains all significant risks and rewards of ownership of properties and has therefore classified all

leases as operating leases. Properties leased out under operating leases are included in investment properties and investment

property classified as held for sale in the statement of financial position.

The future aggregate minimum rentals receivable under non-cancellable operating leases are as follows:

2019

$000

2018

$000

No later than 1 year48,62749,009

Later than 1 year and no later than 5 years192,128188,012

Later than 5 years

380,607425,153

Future rentals receivable

621,362662,174

The 2018 comparatives have been restated as a result of continuing analysis.

2.2 Operating lease commitments

Accounting Policy

Payments, including prepayments made under operating leases (net of any incentives received from the lessor), are

charged to the statement of comprehensive income on a straight-line basis over the period of the lease.

Investore is committed under eleven (2018: eleven) operating leases where Investore is the lessee. There are seven leases at the

corner of Anglesea and Liverpool Streets, Hamilton, one at 3 Averill Street, Auckland, one at 70 Studholme Street, Morrinsville,

one at 51 Arthur Street, Blenheim, and one at the corner of Bridge and Anglesea Streets, Hamilton.

2019

$000

2018

$000

Rent expense

705705

The commitments below only reflect the amounts payable under current signed lease contracts up until the next rent review, at

which time the terms of the leases may be renegotiated.

2019

$000

2018

$000

No later than 1 year705705

Later than 1 year and no later than 5 years7851,384

Later than 5 years

303409

Future rentals payable

1,7932,498

2.3 Investment properties

Accounting Policy

Investment properties are held either to earn rental income or for capital appreciation or both. Investment property is initially

stated at cost, including related transaction costs, and then at fair value as determined at least every 12 months by an

independent registered valuer.

Any gain or loss arising from a change in the fair value of the investment property is recognised in the statement of comprehensive

income within net change in fair value of investment properties. Subsequent expenditure is capitalised to the asset's carrying

amount only when it is probable that future economic benefits associated with the item will flow to Investore and the cost of the

item can be measured reliably. All other repairs and maintenance costs are expensed to the statement of comprehensive income

during the period in which they are incurred.

Investment properties are de-recognised when they have been disposed. The net gain or loss on disposal is calculated as the

difference between the carrying amount at the time of the disposal and the net proceeds on the disposal, and is included in the

statement of comprehensive income in the reporting period in which the disposal occurs.

2019

$000

2018

$000

Opening balance738,330 660,430

Acquisitions–79,887

Transfer to investment property classified as held for sale(19,046)–

Disposals–(29,319)

Net change in fair value17,20623,135

Reduction in purchase price–(711)

Property acquisition costs–170

Subsequent capital expenditure4,1453,729

Transfer from work in progress162–

Spreading of fixed rental increases1,3181,009

Capitalised lease incentives11–

Lease incentives amortisation

(1)–

Closing balance

742,125738,330

Valuations are performed by independent registered valuers who hold an annual practising certificate with the Valuers Registration

Board and are members of the New Zealand Institute of Valuers. Valuers are engaged on terms ensuring that no valuer values the

same investment property for more than three consecutive years. All valuations are dated effective 31 March 2019.

Breakdown of valuation by valuer

2019

$000

2018

$000

CBRE Limited (CBRE)134,80030,500

CIVAS Limited (Colliers

1

)

350,900257,900

Colliers Wellington Limited (Colliers

2

)

67,750–

Jones Lang LaSalle (JLL)188,675155,850

Savills (NZ) Limited (Savills)

–294,080

742,125738,330

The following tables provide a summary of the valuation of the individual investment properties, their net lettable area, market

capitalisation rate (cap rate), contract yield, occupancy and weighted average lease term (WALT) for the purpose of providing further

detail of the assets which are considered to be the most relevant to the operations of Investore. Colliers

1

refers to the valuer CIVAS

Limited and Colliers

2

refers to the valuer Colliers Wellington Limited. The cap rate %, contract yield %, occupancy % and WALT years

for the total of investment properties are weighted averages. The totals may not sum due to rounding.

42

Investore Property Limited | Annual Report 2019Investore Property Limited | Annual Report 2019Notes to the Financial StatementsNotes to the Financial Statements

43

2.0 Property (continued)2.0 Property (continued)
2.3 Investment properties (continued)

As at 31 Mar 2019Valuer

Net

lettable

area

m

2

$000

Cap

rate

%

Contract

yield

%

Occupancy

%

WALT

years

Cnr Butler & Kerikeri Roads, KerikeriColliers

1

3,887 18,900 6.38 6.44 100.0 13.7

3 - 7 Mill Lane, WarkworthColliers

1

3,815 22,800 5.75 6.22 98.0 13.0

24 Anzac Road, AucklandCBRE 4,382 22,800 5.38 5.48 100.0 15.9

112 Stoddard Road, AucklandColliers

1

4,200 24,000 5.75 5.97 100.0 8.9

Cnr Church & Selwyn Streets, AucklandJLL 2,011 10,500 6.00 6.00 100.0 5.9

326 Great South Road, AucklandCBRE 4,633 34,300 5.13 5.00 100.0 15.9

35a St Johns Road, AucklandColliers

1

4,457 21,200 5.50 5.95 100.0 15.9

507 Pakuranga Road, AucklandColliers

1

4,812 18,200 5.88 5.82 100.0 15.9

Cnr Te Irirangi Drive & Bishop Dunn

Place, AucklandCBRE 12,124 34,100 5.00 5.29 100.0 11.7

226 Great South Road, AucklandColliers

1

7,384 39,700 6.00 6.19 100.0 9.2

3 Averill Street, AucklandJLL 5,435 16,250 7.50 7.95 100.0 14.2

66 - 76 Studholme Street, MorrinsvilleColliers

1

1,724 6,500 6.50 6.74 100.0 5.9

Cnr Anglesea & Liverpool Streets,

HamiltonJLL 5,265 7,000 9.00 11.48 100.0 4.8

Cnr Hukanui & Thomas Roads, HamiltonColliers

1

4,504 16,900 6.13 6.28 100.0 11.8

Cnr Bridge & Anglesea Streets,

HamiltonColliers

1

4,200 19,900 6.00 6.12 100.0 14.1

446 Te Rapa Road, HamiltonJLL 12,763 28,400 5.88 5.99 100.0 10.7

230 - 240 Fenton Street, RotoruaJLL 5,172 17,300 6.13 6.59 100.0 11.4

26 - 48 Old Taupo Road, RotoruaJLL13,940 25,500 6.00 6.19 100.0 10.7

53 Leach Street, New PlymouthColliers

1

8,522 28,000 5.88 6.04 100.0 10.5

9 Gloucester Street, NapierColliers

1

4,386 16,400 5.88 5.92 100.0 10.5

Cnr Fernlea Avenue & Roberts Line,

Palmerston NorthColliers

1

3,611 14,300 6.25 6.46 100.0 12.3

Cnr Tremaine Avenue & Railway Road,

Palmerston NorthColliers

2

13,730 26,050 6.00 6.20 100.0 10.7

14 Russell Street, Upper HuttJLL 3,037 9,500 7.25 7.39 100.0 5.9

13 - 19 Queen Street, Upper HuttColliers

2

3,427 11,200 6.38 7.02 100.0 15.9

261 High Street, Lower HuttColliers

2

5,078 18,500 6.25 6.10 100.0 15.9

91 Johnsonville Road, WellingtonJLL 6,316 21,000 6.63 7.36 100.0 10.6

3 Main Road, WellingtonColliers

1

4,200 17,500 6.00 6.66 100.0 14.0

Cnr Hanson Street, John Street &

Adelaide Road, WellingtonColliers

1

4,881 26,800 6.00 6.16 98.7 12.3

47 Bay Road, WellingtonColliers

2

3,460 12,000 6.25 6.04 100.0 15.9

Cnr Putaitai Street & Main Road, NelsonColliers

1

2,659 12,400 6.50 6.56 100.0 13.7

51 Arthur Street, BlenheimCBRE 3,136 10,800 6.50 6.85 100.0 15.9

40 - 50 Ivory Street, RangioraColliers

1

3,759 17,000 6.25 6.37 100.0 13.7

87 - 97 Hilton Street, KaiapoiCBRE 3,025 13,700 6.00 6.26 100.0 15.9

219 Colombo Street, ChristchurchCBRE 3,976 19,100 5.75 6.04 100.0 15.9

Cnr Rolleston & Masefield Drives,

RollestonColliers

1

4,251 19,800 6.13 6.10 100.0 13.7

Cnr Victoria & Browne Streets, TimaruJLL4,032 11,625 6.33 6.41 100.0 14.2

309 Cumberland Street, DunedinJLL 4,123 19,300 6.13 6.12 100.0 15.9

35 MacLaggan Street, DunedinColliers

1

6,433 10,600 7.50 7.92 100.0 2.3

172 Tay Street, InvercargillJLL 5,161 22,300 6.25 6.39 100.0 14.5

Total205,909742,125 6.04 6.26 99.912.4

2.3 Investment properties (continued)

As at 31 Mar 2018Valuer

Net

lettable

area

m

2

$000

Cap

rate

%

Contract

yield

%

Occupancy

%

WALT

years

Cnr Butler & Kerikeri Roads, KerikeriColliers

1

3,887 18,1006.50 6.68 100.014.7

3 - 7 Mill Lane, WarkworthColliers

1

3,815 21,8006.00 6.47 98.014.0

24 Anzac Road, AucklandSavills 4,382 22,2105.63 5.63 100.016.9

112 Stoddard Road, AucklandColliers

1

4,200 23,2006.00 6.19 100.09.9

Cnr Church & Selwyn Streets, AucklandSavills 2,011 10,6006.00 5.94 100.06.9

326 Great South Road, AucklandSavills 4,633 31,0005.50 5.52 100.016.9

35a St Johns Road, AucklandSavills 4,457 21,4006.00 5.96 100.016.9

507 Pakuranga Road, AucklandSavills 4,812 18,0005.88 5.88 100.016.9

Cnr Te Irirangi Drive & Bishop Dunn

Place, AucklandCBRE 12,124 30,5005.13 4.97 100.012.0

226 Great South Road, AucklandColliers

1

7,384 38,8006.25 6.62 100.09.6

3 Averill Street, AucklandSavills 5,435 16,4007.00 7.86 100.015.2

66 - 76 Studholme Street, MorrinsvilleSavills 1,724 6,5006.50 6.72 100.06.9

Cnr Anglesea & Liverpool Streets,

HamiltonJLL 5,265 5,80010.00 14.02 100.00.8

Cnr Hukanui & Thomas Roads, HamiltonColliers

1

4,504 16,0006.50 6.56 100.012.2

Cnr Bridge & Anglesea Streets,

HamiltonColliers

1

4,200 18,5006.13 6.16 100.015.1

446 Te Rapa Road, HamiltonJLL 12,763 28,0005.88 5.92 100.011.7

230 - 240 Fenton Street, RotoruaJLL 5,172 16,1506.88 6.59 100.02.4

26 - 48 Old Taupo Road, RotoruaJLL 13,940 25,2506.00 6.09 100.011.7

53 Leach Street, New PlymouthJLL 8,522 27,5006.00 6.03 100.011.5

9 Gloucester Street, NapierJLL 4,386 16,2505.88 5.86 100.011.5

Cnr Fernlea Avenue & Roberts Line,

Palmerston NorthColliers

1

3,611 13,9006.50 6.57 100.012.8

Cnr Tremaine Avenue & Railway Road,

Palmerston NorthJLL 13,730 26,2505.75 5.99 100.011.7

14 Russell Street, Upper HuttSavills 3,037 9,9006.88 7.04 100.06.9

13 - 19 Queen Street, Upper HuttSavills 3,427 10,4006.50 6.54 100.016.9

261 High Street, Lower HuttSavills 5,078 18,0006.38 6.54 100.016.9

91 Johnsonville Road, WellingtonSavills 6,316 20,8006.63 7.43 100.011.6

3 Main Road, WellingtonColliers

1

4,200 16,9006.25 6.83 100.015.0

Cnr Hanson Street, John Street &

Adelaide Road, WellingtonColliers

1

4,881 25,6006.25 6.39 98.713.3

47 Bay Road, WellingtonSavills 3,460 11,1006.38 6.51 100.016.9

Cnr Putaitai Street & Main Road, NelsonColliers

1

2,659 12,0006.50 6.63 100.014.7

51 Arthur Street, BlenheimSavills 3,136 11,4006.38 6.49 100.016.9

40 - 50 Ivory Street, RangioraColliers

1

3,759 16,1006.50 6.63 100.014.7

87 - 97 Hilton Street, KaiapoiSavills 3,025 13,5006.25 6.34 100.016.9

219 Colombo Street, ChristchurchSavills 3,976 19,0506.00 6.06 100.016.9

Cnr Rolleston & Masefield Drives,

RollestonColliers

1

4,251 18,7006.38 6.36 100.014.7

Cnr Victoria & Browne Streets, TimaruSavills 4,032 12,2206.18 6.04 100.015.1

309 Cumberland Street, DunedinSavills 4,123 19,3006.13 6.11 100.016.9

35 MacLaggan Street, DunedinJLL 6,433 10,6507.75 7.60 100.03.3

323 Andersons Bay Road, DunedinColliers

1

4,071 18,3006.38 6.61 100.014.7

172 Tay Street, InvercargillSavills 5,161 22,3006.25 6.37 100.015.5

Total209,980 738,3306.19 6.36 99.913.1

44

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45

2.0 Property (continued)2.0 Property (continued)
2.3 Investment properties (continued)

Accounting Policy

The fair value of an investment property represents the estimated price for which a property could be sold for at the date

of valuation in an orderly transaction between market participants. The predominant methods for assessing the current fair

value of an investment property are the Income Capitalisation and the Discounted Cash Flow approaches. Each approach

derives a value based on market inputs, including:

• recent comparable transactions;

• forecast future rentals, based on the actual location, type and quality of the investment property, and supported by the

terms of any existing lease, other contracts or external evidence such as current market rents for similar properties;

• vacancy assumptions based on current and expected future market conditions after expiry of any current lease; and

• appropriate discount rates derived from recent comparable market transactions reflecting the uncertainty in the

amount and timing of cash flows.

In addition, consideration is given to the maintenance and capital requirements including necessary investments to

maintain functionality of the property for its expected useful life.


At each reporting date, SIML’s asset managers verify all major inputs to the independent valuation report. SIML's executive team

review the valuations performed by the independent valuers for financial reporting purposes. This team reports directly to the SIML

Chief Executive Officer. Discussions of valuation processes and results are held between members of the executive team and

the independent valuers, and the SIML Chief Executive Officer and Investore’s Audit and Risk Committee, at least once every six

months, in line with Investore’s reporting dates. Ultimately, Investore’s Directors are responsible for reviewing and approving the

investment property valuations.

Investment property measurements are categorised as Level 3 in the fair value hierarchy. During the year, there were no transfers

of investment properties between levels of the fair value hierarchy (2018: nil transfers).

Valuation techniques used:

• Income Capitalisation approach – is based on the current contract and market income and an appropriate market yield or

return for the particular investment property. Adjustments are then made to the value to reflect under or over renting, pending

capital expenditure, and upcoming expiries, including allowance for lessee incentives and leasing expenses.

• Discounted Cash Flow approach – adopts a ten-year investment horizon and makes appropriate allowances for rental

income growth and leasing expenses on expiries, with an estimated terminal value at the end of the investment period.

The present value reflects the market based income and expenditure projections, discounted at a rate of return referred

to as a discount rate. In selecting the discount rate many factors are considered, including the degree of apparent risk,

market attitudes toward future inflation, the prospective rates of return for alternative investments and the rates of return

earned by comparable properties in the past.

In deriving a market value under each approach, all assumptions are based, where possible, on market based evidence and

transactions for properties with similar locations, construction detail and quality of lessee covenant. The adopted market value

is a combination of both the Income Capitalisation and the Discounted Cash Flow approaches.

2.3 Investment properties (continued)

The key inputs used to measure fair value of investment properties, along with their sensitivity to significant increase or decrease,

are stated below:

Fair value measurement

sensitivity to significant:

Significant inputDescription

Increase

in input

Decrease

in input

Valuation

method

Cap rateThe capitalisation rate is applied to the market

income to assess an investment property’s value. The

capitalisation rate is derived from detailed analysis

of factors such as comparable sales evidence and

leasing transactions in the open market taking into

account location, tenant covenant - lease term and

conditions, WALT, size and quality of the investment

property.

DecreaseIncreaseIncome

Capitalisation

Discount rateThe discount rate is applied to future cash flows

of an investment property to provide a net present

value equivalent. The discount rate adopted takes

into account recent comparable market transactions,

prospective rates of return for alternative investments

and apparent risk.

DecreaseIncreaseDiscounted

Cash Flow

Market rentalThe valuer’s assessment of net market rental for both

occupied and vacant areas of the investment property.

IncreaseDecreaseIncome

Capitalisation

and Discounted

Cash Flow

Rental growth rate The rental growth rate applied to the market rental in

the 10-year cash flow projection.

IncreaseDecreaseDiscounted

Cash Flow

Terminal yieldThe rate used to assess the terminal value of the

property.

DecreaseIncreaseDiscounted

Cash Flow

Generally, a change in the assumption made for the adopted capitalisation rate is accompanied by a directionally similar change in

the adopted discount rate. It may also result in an adjustment to the terminal yield. The adopted capitalisation rate forms part of the

Income Capitalisation approach and the adopted discount rate forms part of the Discounted Cash Flow approach.

When calculating fair value using the Income Capitalisation approach, the net market rent has a strong interrelationship with the

adopted capitalisation rate, given the methodology involves assessing the total net market income receivable from the investment

property and capitalising this in perpetuity to derive a capital value. In theory, an increase in the net market rent and an increase

(softening) in the adopted capitalisation rate could potentially offset the impact to the fair value. A decrease in the net market rent

and a decrease (tightening) in the adopted capitalisation rate could also potentially offset the impact to fair value. A directionally

opposite change in the net market rent and the adopted capitalisation rate could potentially magnify the impact to the fair value.

When assessing a discounted cash flow, the adopted discount rate and adopted terminal yield have a strong interrelationship in

deriving a fair value, given the discount rate will determine the rate in which the terminal value is discounted to the present value.

An increase (softening) in the adopted discount rate and a decrease (tightening) in the adopted terminal yield could potentially

offset the impact to the fair value. A decrease (tightening) in the discount rate and an increase (softening) in the adopted terminal

yield could also potentially offset the impact to fair value. A directionally similar change in the adopted discount rate and the

adopted terminal yield could potentially magnify the impact to the fair value.

46

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3.0 Investor Returns2.0 Property (continued)
2.3 Investment properties (continued)

The following table details the ranges used for each key significant input:


Cap rate

%

Discount

rate

%

Market rental

$/m

2


Rental

growth rate

%

Terminal

yield

%

As at 31 Mar 195.00-9.004.88-9.50108-3840.03-4.455.38-9.00

As at 31 Mar 185.13-10.005.13-10.25105-3721.00-4.016.00-9.75

The estimated sensitivity of the fair value of the total investment property portfolio to changes in the market capitalisation rate

and discount rate is as follows:

Impact on fair value

Cap rate Discount rate

+ 0.25%- 0.25%+ 0.25%- 0.25%

As at 31 Mar 19

Change $000(28,297)30,740(12,758)13,103

Change %(4)4(2)2

As at 31 Mar 18

Change $000(27,831)30,134(12,819)13,157

Change %(4)4(2)2

2.4 Capital expenditure commitments contracted for

As at 31 March 2019, Investore had the following major commitments:

• $2,440,930 (2018: $2,608,845) in total for various capital expenditure works to be undertaken on a number of investment

properties in the next financial year.

Subsequent to balance date, Investore has committed to a further $62,275 (2018: $214,606) in total for various capital

expenditure works to be undertaken on investment properties in the next financial year. Investore has no other material

commitments as at balance date.

2.5 Investment property classified as held for sale

Accounting Policy

Investore reclassifies an investment property to investment property classified as held for sale when Investore commences

the process of disposing the property. The carrying value of the investment property is the contracted sale price, net of

sale costs, being the best indicator of fair value.

Any gain or loss arising from a change in the fair value is recognised in the statement of comprehensive income within net

change in fair value of investment properties.

During the current year, the Board approved disposing the property at 323 Andersons Bay Road, Dunedin. Upon the change in

intention from holding the investment property to disposing it, Investore reclassified the property from investment property to

investment property classified as held for sale.

On 7 December 2018, Investore entered into an unconditional agreement for the sale of this property for $19,328,000. As at

31 March 2019, the property is held at $19,045,513, being the sales price, net of disposal costs of $282,487. Settlement occurred

post balance date on 1 April 2019 (note 7.7).

This section sets out Investore’s earnings per share and how distributable profit is

calculated. Distributable profit is a non-GAAP measurement and is used by Investore

to calculate profit available for distribution to shareholders by way of dividends.

3.1 Basic and diluted earnings per share

Accounting Policy

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.

2019

$000

2018

$000

Profit after income tax attributable to shareholders38,562 46,170

Weighted average number of shares for purpose of basic and

diluted earnings per share (‘000s)

260,903 261,772

Basic and diluted earnings per share – weighted (cents)14.78 17.64


3.2 Distributable profit

Accounting Policy

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.

2019

$000

2018

$000

Profit before income tax 44,11152,853

Non-recurring and non-cash adjustments:

Net change in fair value of investment properties(17,206)(23,135)

Gain on disposal of investment properties–(2,895)

Net change in fair value of derivative financial instruments88(38)

Spreading of fixed rental increases(1,318)(1,009)

Capitalised lease incentives(11)–

Lease incentives amortisation1–

Borrowings establishment costs amortisation586 250

Depreciation

12

Distributable profit before current income tax

26,25226,028

Current tax expense

(5,341)(5,482)

Distributable profit after current income tax

20,91120,546

Adjustments to funds from operations:

Maintenance capital expenditure

(1,258)(2,039)

Adjusted Funds From Operations (AFFO)

19,65318,507

Weighted average number of shares for purpose of basic and diluted

distributable profit per share (000)

260,903261,772

Basic and diluted distributable profit after current income tax per

share – weighted (cents)

8.017.85

AFFO basic and diluted distributable profit after current income tax per

share – weighted (cents)

7.537.07

48

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4.0 Related Party Disclosures4.0 Related Party Disclosures (continued)
This section sets out the transactions that have occurred during the relevant periods

between Investore and SIML, as manager of Investore, and Stride Property Limited

(SPL), which owns a cornerstone shareholding in Investore. The shares in each of SIML

and SPL are Stapled Securities and together they comprise the Stride Property Group.

The following transactions with a related party took place

2019

$000

2018

$000

SIML

Asset management fee expense(4,066)(3,674)

Performance fee expense(493)–

Building management fee expense(400)(392)

Accounting fee expense(250)(250)

Leasing fee expense(215)(32)

Project management fee expense(158)(148)

Maintenance fee expense(43)(27)

Disposal fee expense–(161)

Bonds fee expense

–(175)

Total

(5,625)(4,859)

SPL

Dividends paid(3,913)(3,980)

The following balance was payable to a related party

SIML(541)(4)

Investore has appointed SIML as its exclusive provider of ongoing real estate investment management services. Investore does not

have any employees, accordingly, there are no senior managers of Investore who have a relevant interest in the shares of Investore.

During the current year, and aligned with the two-year anniversary of Investore’s listing, the Board undertook a review of the

Manager and its performance in accordance with the terms of the Management Agreement and this also included a review of the

management fee structure to ensure it remains fair and broadly consistent with comparable listed property entities. This was a

valuable process and the Board continues to feel well supported by SIML, who assists Investore day-to-day in the execution of a

number of important initiatives.

SIML is entitled to an asset management fee for the provision of management services. The fee is calculated as follows:

• 0.55% of the value of the properties (other than development properties) per year up to the value of $750 million; and

• 0.45% of the value of the properties (other than development properties) per year above the value of $750 million

calculated on a daily basis.

The performance fee expense is calculated and payable on a quarterly basis as 10% of the actual increase in shareholder returns

(being share price, adjusted for dividends, and other changes in capital structure), which is above 2.5% and under 3.75% in a

quarter. Where shareholder returns exceed 3.75% in a quarter, no payment is due for the actual amount of the increase above

3.75% but the amount of the increase above 3.75% is carried forward and added to the calculation of shareholder returns in the

next seven quarters. However, if shareholder returns are less than 2.5% in a quarter, the deficit is carried forward and subtracted

from the calculation of shareholder returns in the next seven quarters. A performance fee of $493,222 is due to SIML for the

quarter ended 31 March 2019. The carried forward return for the performance fee calculation for the quarter ended 30 June 2019

is 7.98% which has been calculated in accordance with the management agreement.

The comparative building management fee expense has been reclassified from management fee expense to direct property

operating expenses in the statement of comprehensive income to align with the nature of the expense. The comparative

was previously classified as management fee expense to align with the presentations in the Prospective Base Case financial

information of the Product Disclosure Statement dated 10 June 2016 and the online register entry information prepared for

Investore's initial public offering.

As at 31 March 2019, SPL has a cornerstone shareholding in Investore of 19.9%, being 51,791,786 shares (2018: 19.9% and

52,091,786 shares). SPL is not subject to any escrow arrangements that prevent it from selling or otherwise disposing of any

shares that it holds. As announced to the market on 1 August 2018, SPL and Investore have agreed that, during the period the

Investore share buyback is continuing, Investore will co-ordinate the pausing of the buyback with SPL to enable SPL to commence

any required sell down to comply with the Takeovers Code (Class Exemptions) Notice (No 2) 2001.

In the current year, Directors in total received dividends of $9,490 (2018: $8,081).

Director Gráinne Troute was appointed on 19 April 2018. Directors’ fees recognised in administration expenses comprise the following:

2019

$000

2018

$000

Directors' fees163 125

Chair's fees

70 70

233 195

No other benefits have been provided by Investore to a Director for services as a Director or in any other capacity, other than those

amounts disclosed above.

50

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51

5.0 Capital Structure and Funding (continued)5.0 Capital Structure and Funding
Investore's capital structure includes debt and equity, comprising shares and

retained earnings as shown in the statement of financial position. This section sets

out how Investore manages its capital structure, funding exposure to interest rate

risk and related financing costs.

5.1 Borrowings

Accounting Policy

Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at

amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in

the statement of comprehensive income over the period of the borrowings using the effective interest method. Borrowings

are classified as current liabilities unless Investore has an unconditional right to defer settlement of the liability for at least

12 months after the reporting date.

2019

$000

2018

$000

Non-current

Bank facility drawn down218,530 307,400

Fixed rate bonds100,000–

Unamortised borrowings establishment costs

(1,899) (509)

Total net borrowings

316,631 306,891

Total bank facility available

270,000 370,000

Bank facility drawn down

218,530 307,400

Undrawn bank facility available51,470 62,600

Facility A70,000165,000

Facility B165,000165,000

Facility C

35,00040,000

Total bank facility available

270,000370,000

Bank facility expiry date

Facility A31 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, bonds, margins and line fees) at balance date

4.38%4.25%

Interest rate on the bank facility (excluding margin) at balance date2.54%2.34%

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 18 April 2018, Investore used the proceeds from the issuance of the $100 million of fixed rate bonds to repay and cancel

$100 million of Facility A of the bank facility (previously $165 million).

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.

5.1 Borrowings (continued)

Fixed rate bonds

On 18 April 2018, Investore issued $100 million of fixed rate bonds with a six-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.

The bonds are quoted on the NZX Debt Market and their fair value was $103,266,143 based on their listed market price as at

balance date. The fixed rate bonds are classified as Level 1 in the fair value hierarchy. Interest is payable quarterly in April, July,

October and January in equal instalments.

Security

The bank borrowings and fixed rate bonds 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.

5.2 Derivative financial instruments

Accounting Policy

Interest rate derivatives (derivative financial instruments) are initially recognised at fair value on the date a derivative

contract is entered into and are subsequently measured at their fair value at each reporting date. Fair value of over-the-

counter derivatives, such as interest rate swaps, is determined using valuation techniques which maximise the use of

observable market data and rely as little as possible on entity specific estimates.

Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective

effectiveness assessments to ensure that an economic relationship exists between the hedged item and hedging

instrument.

Hedge ineffectiveness for interest rate swaps may occur due to:

• the credit value/debit value adjustment on the interest rate swaps which is not matched by the loan, and

• differences in critical terms between the interest rate swaps and loans.

The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is

recognised in the cash flow hedge reserve within equity. The gain or loss relating to the ineffective portion is recognised

immediately in profit or loss, within the statement of comprehensive income.

Notional Values

2019

$000

2018

$000

Notional value of interest rate swaps - fixed rate payer - start dates commenced 230,000230,000

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 range2.19%-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 fixed96%75%

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53

5.0 Capital Structure and Funding (continued)5.0 Capital Structure and Funding (continued)
5.2 Derivative financial instruments (continued)

Investore typically designates its interest rate derivatives as cash flow hedges of the interest flows on its variable rate borrowings.

The effective portion of change in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in

other comprehensive income. When a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in

equity at that time remains in equity and is recognised when the forecast transaction is ultimately recognised in profit or loss.

Investore enters into interest rate swaps that have similar critical terms as the hedged item, such as reference rate, reset dates,

payment dates, maturities and notional amount. Investore has not hedged 100% of its floating rate borrowings, therefore the

hedged item is identified as a proportion of the outstanding loans up to the notional amount of the swaps. As all critical terms

matched during the year, the economic relationship was 100% effective, with the exception of the $25 million fixed rate receiver

interest rate swap.

On 21 March 2018, Investore entered into a $25 million forward start fixed rate receiver swap for the duration of the fixed

rate bonds with the effect of converting a portion of the $100 million fixed rate bonds to floating interest rate. The life to date

ineffective portion on the receiver swap, due to the misalignment to the fixed rate bonds as a result of the bonds commencing

on the 18 April 2018, is a fair value loss of $50,320 (2018: fair value gain of $37,814), resulting in a fair value loss movement of

$88,134 (2018: fair value gain of $37,814) being recognised in the current year in the statement of comprehensive income.

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 (2018: 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 31 March 2019 of between 1.85%, for the 90-day BKBM, and 2.16%, for the 10-year swap rate (2018: 1.96% and 3.06%

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

As at 31 March 2019, the fair value of the interest rate derivatives was a liability of $3,217,393, including an accrued interest

liability of $49,696 (2018: liability of $239,622, including an accrued interest liability of $107,101).

The following sensitivity analysis represents the change in fair value of the interest rate derivatives and shows the effect on equity if

the floating interest rates on swaps (hedged bank borrowings) had been 1% higher or lower, with other variables remaining constant.

20192018

Gain/(loss)

on +1%

$000

Gain/(loss)

on -1%

$000

Gain/(loss)

on +1%

$000

Gain/(loss)

on -1%

$000

Impact on equity3,597(3,811)5,325(5,756)

There would have been no impact on profit in either year as the change in fair value is taken to the cash flow hedge reserve. The

interest rate sensitivity analysis is performed by using an instantaneous parallel shift in the yield curve at the testing date.

Investore does not hold derivative financial instruments for trading purposes.

5.3 Net finance expense

Accounting Policy

Interest income is recognised on a time-proportional basis using the effective interest rate. Borrowing costs are expensed

when incurred and are recognised using the effective interest rate.

2019

$000

2018

$000

Finance income

Bank interest income58 94

Other finance income

3144

89138

Finance expense

Bank borrowings interest(10,103) (12,067)

Fixed rate bonds interest

(4,382) –

(14,485) (12,067)

Net finance expense

(14,396) (11,929)

5.4 Share capital

Accounting Policy

Shares are classified as equity when there is no obligation to transfer cash or other assets. Incremental costs directly

attributable to the issue of new shares are shown in equity as a deduction, net of tax, from the proceeds.

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. Investore has 260,075,613 shares on issue as at 31 March 2019 (2018: 261,771,833).

Ordinarily, all directors of a company that has its shares quoted on the NZX Main Board would be elected by shareholders by way

of ordinary resolution, but NZX has issued a waiver to Investore which permits SIML to have the right to appoint two directors to the

Investore Board. Tim Storey and John Harvey have been appointed to the Board by SIML under this right. NZX has also issued a waiver

to allow the directors appointed by SIML to vote on resolutions of the Board to the extent that those directors are restricted from voting

on the grounds that they are “interested” (as defined in the Companies Act 1993) in the matter solely due to being directors of SIML

but for no other reason. 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.

On 19 April 2018, Gráinne Troute was appointed to the Board as an Independent Director. As required by the NZX Listing Rules,

Gráinne Troute retired and was elected by shareholders at the 2018 Investore Annual Meeting.

54

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6.0 Financial Instruments and Risk Management5.0 Capital Structure and Funding (continued)
5.4 Share capital (continued)

Under Investore’s Constitution, if SIML has (or is deemed to have) appointed two directors to the Board, the chair of the Board must

be a director elected by shareholders not associated with SIML and otherwise be independent of SIML and, provided the chair is

independent of SIML, holds a casting vote in respect of the resolutions of the Board where there is an equality of votes.

On 1 August 2018, Investore announced an on-market share buyback programme to purchase up to 5% of its ordinary shares over a

12-month period. During the year, Investore acquired and cancelled 1,696,220 ordinary shares on market at an average price of $1.53

for a total consideration of $2,599,984 and the shares acquired were subsequently cancelled. Incremental costs of $38,151 incurred

were deducted from equity. The buyback programme was paused from the close of trading on 11 February 2019 pending the release

of Investore’s financial statements. On 21 May 2019, Investore announced the buyback programme has been concluded (note 7.7).

5.5 Reserve

Cash flow hedge reserve

2019

$000

2018

$000

Opening balance(133) 2,008

Movement in fair value of interest rate derivatives(3,035) (2,920)

Tax on fair value movement850 817

Transferred to profit or loss

88 (38)

Closing balance

(2,230) (133)

Gains and losses recognised in the cash flow hedge reserve on interest rate derivative contracts (interest rate swaps) as at

31 March 2019 will be reclassified in the same period in which the hedged forecast cash flows affect profit or loss, until the

repayment of the bank borrowings.

5.6 Capital risk management

Investore's objectives when managing capital are to safeguard Investore's ability to continue as a going concern in order to provide

returns for shareholders, and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust

the capital structure, Investore may adjust the amount of dividends paid to shareholders, return capital to shareholders, buy back

shares, issue new shares or sell assets to reduce borrowings. As part of its capital risk management, Investore is required to

comply with covenants imposed under its banking facility and its fixed rate bonds (note 5.1). The Board regularly monitors these

covenants and provides six-monthly compliance certificates to the banks and the Bond's Supervisor as part of this process.

Investore has complied with these covenants during the relevant periods.

This section sets out Investore’s exposure to financial assets and liabilities that

potentially subject Investore to financial risk and how Investore manages those risks.

Accounting Policy

A financial instrument is recognised if Investore becomes a party to the contractual provisions of the instrument. Financial

assets are de-recognised if Investore's contractual rights to the cash flows expire, or if Investore transfers them without

retaining control or substantially all risks and rewards of the asset. Financial liabilities are de-recognised if Investore's

obligations specified in the contract are extinguished.

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.

Summary of financial instruments

2019

$000

2018

$000

Financial assets at amortised cost

(2018: classified as loans and receivables)

Cash at bank5,1112,199

Trade and other receivables415234

NZX bond7575

Derivative financial instruments

Used for hedging1,320494

Held for trading at fair value through profit and loss

–153

Total financial assets

6,9213,155

Financial liabilities at amortised cost

Trade and other payables4,1934,808

Borrowings316,631306,891

Derivative financial instruments

Used for hedging4,450788

Held for trading at fair value through profit and loss

8899

Total financial liabilities

325,362312,586

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57

6.0 Financial Instruments and Risk Management (continued)6.0 Financial Instruments and Risk Management (continued)
6.1 Financial assets at amortised cost

Accounting Policy

Depending on the purpose for which the assets were acquired, Investore classifies its assets as financial assets at fair

value through profit or loss and financial assets at amortised cost. Classification is determined at initial recognition and

this designation is re-evaluated at every reporting date.

Financial assets at amortised cost are those assets with fixed or determinable payments that are not quoted in an active

market. They are included in current assets, except for those with maturities greater than 12 months after balance date,

which are classified as non-current assets.

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 by considering 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, Investore has applied the simplified approach to measuring expected credit loss

as prescribed by NZ IFRS 9, which uses a lifetime expected loss allowance.

6.2 Financial liabilities at amortised cost

Liabilities in this category are measured at amortised cost and include borrowings and trade and other payables.

6.3 Financial risk management

Investore's activities expose it to a variety of financial risks: interest rate risk, credit risk and liquidity risk. Investore’s overall risk

management strategy focuses on minimising the potential negative economic impact of unpredictable events on its financial

performance.

Risk management is the responsibility of the Board. The Board identifies and evaluates financial risks in close co-operation with

SIML. The Board has a policy for overall risk management, as well as written policies covering specific areas, such as interest rate

risk, credit risk, use of derivative financial instruments and non-derivative financial instruments, and investing excess liquidity.

6.4 Interest rate risk

As Investore has no significant interest bearing assets, its income and operating cash flows are substantially independent of

changes in market interest rates.

Investore's interest rate risk arises from bank borrowings (note 5.1) which are issued at variable rates and expose Investore to cash

flow interest rate risk. The long term interest rate policy provides bands that are applied on a rolling basis, which provide for both a

high level of fixed interest rate cover over the near term, as well as a lengthy period of known fixed interest rate cover for a portion

of term debt. Investore manages its cash flow interest rate risk by predominately using floating to fixed interest rate derivatives

which have the economic effect of converting bank borrowings from floating to fixed rates.

As Investore holds interest rate derivatives, there is a risk that their economic value will fluctuate because of changes in market

interest rates. The value of interest rate derivatives is disclosed in note 5.2.

At balance date, $13.5 million (2018: $77.4 million) of drawn bank debt was not hedged. If floating interest rates were 1% higher or

1% lower, with other variables remaining constant, the 12-month finance expense would be higher or lower by $97,416

(2018: $557,280) after tax respectively.

6.4 Interest rate risk (continued)

Investore's exposure to variable interest rate risk and the weighted average interest rate for interest bearing financial assets and

liabilities is as follows:

2019

$000

2018

$000

Financial assets

Cash at bank5,111 2,199

NZX bond— 75

Financial liabilities

Bank borrowings218,530 307,400

Fixed rate bonds100,000–

Interest rates applicable at balance date

Cash at bank1.25%1.25%

NZX bond—1.25%

Bank borrowings3.18%3.69%

Fixed rate bonds4.40%–

Weighted average interest rate for drawn debt (inclusive of current interest rate

derivatives, margins and line fees) of the bank borrowings

4.38%4.25%

Trade and other receivables and payables are interest free and have settlement dates within one year. All other assets and

liabilities are non-interest bearing.

6.5 Credit risk

Investore incurs credit risk from trade receivables and transactions with financial institutions including cash balances and interest

rate derivatives.

The risk associated with trade receivables is managed with a credit policy which includes performing credit evaluations on customers

requiring credit and ensures that only those customers with appropriate credit histories are provided with credit. In addition, receivable

balances are monitored on an ongoing basis, with the result that Investore's exposure to bad debts is not significant. Amounts which

are past due are not considered impaired as the majority are due from tenants who have demonstrated a good payment history.

As Investore's tenant, General Distributors Limited (GDL), contributes most of Investore's portfolio contract rental, Investore is exposed

to a significant concentration of credit risk. GDL is a large national retailer, the operator of Countdown Supermarkets in New Zealand

and an ultimate subsidiary of Woolworths Limited.

The risk from financial institutions is managed by placing cash and deposits with high credit quality financial institutions only. Investore

has placed its cash and deposits with Westpac New Zealand Limited, which is AA- rated (Standard & Poor's).

With respect to the credit risk arising from interest rate swap agreements, there is limited risk as all counterparties are registered banks

in New Zealand whose credit ratings are all AA- (Standard & Poor’s).

Investore is not exposed to any other concentrations of credit risk. The maximum exposure to credit risk is the carrying amount of each

class of financial assets as recorded in note 6.0.

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59

7.0 Other (continued)6.0 Financial Instruments and Risk Management (continued)
6.6 Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash, the availability of funding through an adequate amount of committed

credit facilities, and the ability to close out market positions. Investore's liquidity position is monitored on a regular basis and is reviewed

quarterly by the Board to ensure compliance with internal policies and covenants per Investore's banking facility and fixed rate bonds.

Investore generates sufficient cash flows from its operating activities to meet its obligations arising from its financial liabilities and

has the bank facility available to cover potential shortfalls. Further detail about the undrawn bank facility available is given in note 5.1.

The following table outlines Investore's liquidity profile, as at 31 March, based on contractual non-discounted cash flows.

Total

$000

0-6 mths

$000

6-12 mths

$000

1-2 yrs

$000

2-5 yrs

$000

>5 yrs

$000

31 Mar 19

Trade and other payables4,1934,193––– –

Secured bank borrowings240,0984,4614,46142,833188,343–

Fixed rate bonds122,2202,2002,2004,40013,200100,220

Derivative financial instruments

2,316513433768614(12)

368,82711,3677,09448,001202,157100,208

31 Mar 18

Trade and other payables4,8084,808––– –

Secured bank borrowings322,1335,6615,661170,857139,954–

Derivative financial instruments

2,4424364197641,115(292)

329,38310,9056,080171,621141,069(292)

6.7 Fair values

The carrying value of the following financial assets and liabilities approximate their fair value: cash at bank, trade and other

receivables, NZX bond, trade and other payables and bank borrowings. The fair value of the fixed rate bonds is disclosed in note 5.1.

7.0 Other

This section contains additional information that is considered less significant in

understanding the financial performance and position of Investore but is provided to

comply with NZ IFRS.

7.1 Corporate expenses

2019

$000

2018

$000

Administration expenses includes:

Auditor’s remuneration

Audit and review of financial statements150143

Other assurance services - operating expense audits

1428

164171

Other services – agreed procedures for proxy vote

43

Total Auditor’s remuneration

168174

7. 2 Ta x

Accounting Policy

Income tax expense comprises current and deferred tax and is recognised in the statement of comprehensive income for the

year. Current and deferred tax is calculated on the basis of the laws enacted or substantively enacted at the reporting date.

Investore is a listed Portfolio Investment Entity (PIE) for the purposes of the Income Tax Act 2007 and is required to pay tax to

Inland Revenue as required by the Income Tax Act 2007.

Income tax

2019

$000

2018

$000

Current tax(5,341)(5,482)

Deferred tax

(208)(1,201)

Income tax expense per the statement of comprehensive income

(5,549)(6,683)

Profit before income tax44,111 52,853

Prima facie income tax using the company tax rate of 28% (12,351)(14,799)

Decrease/(increase) in income tax due to:

Net change in fair value of investment properties4,8186,478

Gain on disposal of investment properties–811

Movement in fair value of derivative financial instruments(25)11

Non-taxable income370283

Depreciation1,8541,743

Non-deductible expenses(14)(16)

Temporary differences741

Depreciation recovered on disposal of investment property–(33)

Deductible loss on disposal of investment property–67

Under-provision in prior year

–(68)

Current tax expense(5,341)(5,482)

Investment property depreciation(201)(1,160)

Other

(7)(41)

Deferred tax charged to profit or loss(208)(1,201)

Income tax expense per the statement of comprehensive income

(5,549)(6,683)

Imputation credits available for use in subsequent reporting periods

1,3331,396

Imputation credits available for use in subsequent reporting periods are based on a rate of 28% and represent the balance of the

imputation account as at the end of the reporting period, adjusted for imputation credits arising from provisional income tax paid.

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7.0 Other (continued)7.0 Other (continued)
7.2 Tax (continued)

Accounting Policy

Deferred tax is provided, using the liability method, on all temporary differences between the tax base of assets and liabilities

and their carrying amounts for financial reporting purposes. Temporary differences include:

• tax liability arising from accumulated depreciation claimed on investment properties, where applicable;

• tax asset arising from loss allowance;

• tax liability arising from certain prepayments and other assets; and

• tax asset/liability arising from the unrealised gains/losses on the revaluation of interest rate swaps.

For deferred tax liabilities or assets arising on investment property measured at fair value, it is assumed that the carrying

amounts of the investment property will be recovered through sale. Investment properties are independently valued

each year and the valuation includes a split between the land and building components. Deferred tax is provided on the

depreciation claimed to date on the building component of the investment properties and this places reliance on the

valuation split provided by the valuers.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset and when the deferred tax

assets and liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity

or different taxable entities where there is an intention to settle the balances on a net basis.

Gross movement in net deferred tax asset

2019

$000

2018

$000

Opening balance154 538

Charged to profit or loss(208) (1,201)

Credited to other comprehensive income

850 817

Closing balance

796154

2018

$000

Recognised

in profit

or loss

$000

Recognised

in other

comprehensive

income

$000

2019

$000

Deferred tax assets

Depreciation on investment properties104(104)––

Other temporary differences13(7)–6

Derivative financial instruments

37–1,2051,242

154(111)1,2051,248

Deferred tax liabilities

Depreciation on investment properties–(97)–(97)

Derivative financial instruments

––(355)(355)

–(97)(355)(452)

154(208)850796

7.2 Tax (continued)

2017

$000

Recognised

in profit

or loss

$000

Recognised

in other

comprehensive

income

$000

2018

$000

Deferred tax assets

Depreciation on investment properties1,264(1,160) – 104

Other temporary differences 54 (41) – 13

Derivative financial instruments

– – 3737

1,318 (1,201) 37154

Deferred tax liabilities

Derivative financial instruments

(780)–780–

538 (1,201)817154

7.3 Trade and other receivables

Accounting Policy

Trade and other receivables are recognised at their fair value and subsequently measured at amortised cost using

the effective interest rate method. Investore has applied the simplified approach to measuring expected credit loss

as prescribed by NZ IFRS 9, which uses a lifetime expected loss allowance. A loss allowance is made when there is

objective evidence (such as the probability of insolvency or significant financial difficulties of the debtor) that Investore

will not be able to collect all of the amounts due under the original terms of the invoice.

2019

$000

2018

$000

Current

Trade and other receivables448278

Less loss allowance

(33)(44)

415234

Carrying amount

415234

Less than 30 days overdue

348148

Over 30 days overdue100130

Less impaired assets(33)(44)

Movement in loss allowance (2018: impairment provision)

Opening balance(44)–

Loss allowance(33)(44)

Reversal of previous loss allowance24–

Bad debts written off

20–

Closing balance

(33)(44)

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7.0 Other (continued)7.0 Other (continued)
7.4 Trade and other payables

Accounting Policy

Trade and other payables represent unsecured liabilities for goods and services provided to Investore prior to the

end of the financial period which are unpaid. Trade and other payables are usually paid within 30 days of recognition.

The carrying amounts of trade and other payables are assumed to be the same as their fair values, due to their short-

term nature.

2019

$000

2018

$000

Current

Unsecured liabilities

Trade payables7032,357

Related party payables (note 4.0)5414

Sundry creditors and accruals

2,9492,447

4,1934,808

7.5 Operating segments

Accounting Policy

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 acquisitions, divestments 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 31 March 2019 (2018: 73%).

7.6 Contingent liabilities

Investore has no contingent liabilities at balance date (2018: $nil).

7.7 Subsequent events

Subsequent to balance date, Investore has committed to a further $62,275 in total for capital expenditure works to be undertaken

on investment properties in the next financial year.

On 1 April 2019, Investore settled on the sale of its property at 323 Andersons Bay Road, Dunedin, for $19.328 million and

proceeds net of divestment expenses (including SIML disposal fee expense of $96,640) were used to repay bank debt. Following

the repayment of the bank debt, the percentage of drawn debt fixed increased to above 100%. Consequently, on 2 April 2019,

Investore closed out interest rate swaps with a notional value of $20 million for a cost of $37,100 and the percentage of drawn

debt fixed reduced to 95%.

On 21 May 2019, independent Director Kate Healy has advised the Board that she will be stepping down from the Investore Board

with effect from 22 May 2019 to explore other opportunities in Australia, where she now resides. The Board will commence a

formal process to identify a new independent Director for the Board, as the independent majority representation on the Board is

an important governance feature for the company.

On 21 May 2019, Investore announced that the share buyback programme has been concluded.

On 21 May 2019, Investore declared a cash dividend for the period 1 January 2019 to 31 March 2019 of 1.935 cents per share,

to be paid on 14 June 2019 to all shareholders on Investore's register at the close of business on 7 June 2019. This dividend will

carry imputation credits of 0.5231 cents per share. This dividend has not been recognised in the financial statements.

There have been no other material events subsequent to balance date.

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Independent Auditor's Report
To the shareholders of Investore Property Limited

We have audited the financial statements which comprise:

• the statement of financial position as at 31 March 2019;

• the statement of comprehensive income for the year then ended;

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

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

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

Our opinion

In our opinion, the accompanying financial statements of Investore Property Limited (the Company), present fairly, in all material

respects, the financial position of the Company as at 31 March 2019, its financial performance and its cash flows for the year then

ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) and International

Financial Reporting Standards (IFRS).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and International

Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities for

the audit of the financial statements section of our report.

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

We are independent of the Company in accordance with Professional and Ethical Standard 1 (Revised) Code of Ethics for

Assurance Practitioners (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the International Ethics

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

responsibilities in accordance with these requirements.

Our firm carries out other services for the Company in the areas of other assurance services over operating expense audits and agreed

procedures for proxy vote. The provision of these other services has not impaired our independence as auditor of the Company.

Our audit approach

Overview

Materiality

Key audit

matters

Audit scope

An audit is designed to obtain reasonable assurance whether the financial statements are

free from material misstatement.

Overall materiality: $1,345,000

We agreed with the Audit and Risk Committee that we would report to them misstatements

identified during our audit above $66,000, as well as misstatements below that amount that,

in our view, warranted reporting for qualitative reasons.

We have determined that there is one key audit matter:

• Valuation of Investment Properties

Materiality

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

Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall

materiality for the financial statements as a whole as set out above. These, together with qualitative considerations, helped us to

determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements,

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

Overall materiality$1,345,000

How we determined itApproximately 5% of profit before tax excluding valuation

movements relating to investment properties.

Rationale for the materiality benchmark appliedWe applied this benchmark because, in our view, it is more

reflective of the metric against which the performance of

the Company is most commonly measured.

Audit scope

We designed our audit by assessing the risks of material misstatement in the financial statements and our application of

materiality. As in all of our audits, we also addressed the risk of management override of internal controls including among other

matters, consideration of whether there was evidence of bias that represented a risk of material misstatement due to fraud.

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial

statements as a whole, taking into account the structure of the Company, the accounting processes and controls, and the industry

in which the Company operates.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial

statements of the current year. We have one key audit matter, which is the valuation of investment properties. This matter was

addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not

provide a separate opinion on this matter.

Key audit matterHow our audit addressed the key audit matter

Valuation of Investment Properties

As disclosed in note 2.3 of the financial statements, the

Company’s Investment Properties at $742 million represent

the majority of the assets held by the Company as at

31 March 2019.

The valuation of the Company’s property portfolio is

inherently subjective due to, amongst other factors, the

individual nature of each property, location and the expected

future rental income for each respective property.

The existence of significant estimation uncertainty, coupled

with the fact that only a small percentage difference in

individual property valuation assumptions, when aggregated,

could result in material misstatement, is why we have given

specific audit focus and attention to this area.

External valuations

We read the valuation reports for all properties and discussed

the reports with each of the Valuers. We confirmed that the

valuation approach for each property was in accordance with

accounting standards and suitable for use in determining the

carrying value of Investment Properties at 31 March 2019.

It was evident from our discussions with the Manager and

the Valuers and our review of the valuation reports that

close attention had been paid to each property's individual

characteristics and its overall quality, geographic location and

desirability as a whole.

We assessed the Valuers' qualifications, expertise and their

objectivity and we found no evidence to suggest that the

objectivity of any Valuer in their performance of the valuations

was compromised.

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Independent Auditor's ReportIndependent Auditor's Report

Key audit matterHow our audit addressed the key audit matter
The valuations are performed by independent registered

valuers, CIVAS Limited, Colliers Wellington Limited, CBRE

Limited and Jones Lang LaSalle Limited (the Valuers) as

engaged by Stride Investment Management Limited (the

Company’s Manager).

The Valuers engaged by the Manager are well known firms,

with experience in the markets in which the Company

operates and are rotated across the portfolio on a three-

yearly cycle.

In determining a property's valuation, the Valuers take

into account property specific information such as the

current tenancy agreements and rental income earned

by the asset. They then apply assumptions in relation

to capitalisation rates and current market rent and

anticipated growth, based on available market data and

transactions, to arrive at a range of valuation outcomes,

from which they derive a point estimate. Due to the unique

nature of each property, the assumptions applied take into

consideration the individual property characteristics at a

granular tenant by tenant level, as well as the qualities of

the property as a whole.

The Company has adopted the assessed values

determined by the Valuers.

We carried out procedures, on a sample basis to test whether

property-specific information supplied to the Valuers by the

Manager reflected the underlying property records held by the

Company. For the items tested, the information was consistent.

Assumptions

Our work over the assumptions focused on the largest

properties in the portfolio and those properties where the

assumptions used and/or year-on-year fair value movement

suggested a possible outlier versus market data. We also

engaged our own in-house valuation specialist to critique and

challenge the work performed and assumptions used by the

Valuers, on a sample basis. In particular, we compared the

valuation metrics used by the Valuers to recent market activity.

We concluded that the assumptions used in the valuations

were supportable in light of available market evidence.

Overall valuation estimates

Because of the subjectivity involved in determining the

appropriate valuations for individual properties with the

existence of alternative assumptions and valuation methods,

we determined a range of values that were considered

reasonable for an individual property to evaluate the

independent property valuations used by the Company. If

we find an error in a property valuation or determine that the

valuation is outside the reasonable range, we would evaluate

the error or difference against overall materiality to determine

if there is a material misstatement in the financial statements.

The valuations adopted by the Company were all within an

acceptable range. We also considered whether or not there was

bias in determining individual valuations and found no evidence

of bias.

Information other than the financial statements and auditor’s report

The Directors are responsible for the annual report. Our opinion on the financial statements does not cover the other information

included in the annual report and we do not express any form of assurance conclusion on the other information.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so,

consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the

audit, or otherwise appears to be materially misstated. If, based on the work we have performed on the other information that we

obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we

are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the financial statements in

accordance with NZ IFRS and IFRS, and for such internal control as the Directors determine is necessary to enable the preparation

of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are responsible for assessing the Company’s ability to continue as a going

concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the

Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole, are free from material

misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high

level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always detect a material

misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate,

they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

A further description of our responsibilities for the audit of the financial statements is located at the External Reporting Board’s website at:

https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-2/

This description forms part of our auditor’s report.

Who we report to

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

state those matters which we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent

permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s shareholders,

as a body, for our audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Samuel Shuttleworth.

For and on behalf of:

Chartered Accountants

21 May 2019

Auckland

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Independent Auditor's ReportIndependent Auditor's Report

The Board of Directors of Investore Property Limited (defined as the
Board and Investore) recognise robust corporate governance and

stewardship as fundamental to the performance of Investore, and that

ultimate responsibility for corporate governance resides with the Board.

This section of the Annual Report provides an overview of the corporate

governance policies, practices and processes adopted and followed by

the Board of Investore.

Corporate

Governance

PAK'nSAVE

53 Leach Street

New Plymouth

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71

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73

The Governance Framework

Investore is a company incorporated

in New Zealand under the Companies

Act 1993 (Companies Act), whose fully

paid ordinary shares are quoted on the

NZX Main Board (NZX) equity securities

market of NZX Limited under the ticker

code ‘IPL’, with a ‘non-standard’ (NS)

designation, and is identified as a listed

Portfolio Investment Entity (PIE) for

taxation purposes. During the year in

review, Investore issued senior secured

fixed rate bonds on 18 April 2018,

which are listed on the NZX Debt Market

(NZDX) operated by NZX Limited.

Investore was established by Stride

Property Limited (SPL) as a separate

listed company in 2016, to invest in

large format retail property throughout

New Zealand, with SPL holding its

exposure to this type of property through

its 19.9% shareholding in Investore.

Investore’s assets and operations are

externally managed by Stride Investment

Management Limited (SIML or the

Manager), the real estate investment

management business that is part of the

NZX listed stapled group, Stride Property

Group (Stride). SIML, as Manager, has

appointed two Directors to the Investore

Board.

Relationship with SIML

as Manager

The Manager has responsibility for the

management of Investore in accordance

with the Management Agreement

between Investore and SIML. The

Manager’s responsibilities include the

day-to-day management of Investore’s

property portfolio, negotiating the

acquisition and disposal of property,

any development and construction

planning and management, treasury

and funding management, and ensuring

Investore meets its financial, reporting

and other statutory and regulatory

obligations. Investore does not employ

any employees of its own. The Manager

provides a highly experienced and

diverse range of professionals with

expertise across a range of areas to

support Investore day-to-day.

Best Practice Corporate

Governance

The Board has adopted an overall

corporate governance framework in

recognition that an effective corporate

governance culture is essential to

Investore’s success. The Board reviews

and assesses Investore’s governance

structures and processes to ensure

they are consistent with best practice

standards. The corporate governance

practices of Investore have been reviewed

during the year, to reflect the NZX

Corporate Governance Code 2017 (NZX

Code). Investore’s corporate governance

framework also takes into consideration

contemporary governance standards in

New Zealand.

What follows is an overview of Investore’s

corporate governance framework and

includes commentary on Investore’s

compliance with each of the eight

corporate governance principles and

recommendations of the NZX Code for

the year ended 31 March 2019 (FY19),

together with other legal and regulatory

disclosures.

Code of Ethics

Investore has adopted a Code of

Ethics which is a formal statement

acknowledging the commitment of the

Board and employees of the Manager

to upholding the highest standards of

honesty, integrity and ethical conduct in

their day-to-day behaviour and decision-

making for Investore. The Manager

recognises the importance of a work

environment which actively promotes

best practice and does not compromise

business ethics or principles.

The Code of Ethics (which aligns to the

principles of the Board Charter) guides the

Directors and employees of the Manager

in the practices necessary to:

• Maintain the highest standards of

honesty, integrity and fairness in support

of ethical decision making and behaviour.

• Adhere to all legal and compliance

obligations.

• Avoid a conflict between an individual’s

private financial activities and the

business activities of Investore.

• Deal in a fair manner with tenants,

suppliers, stakeholders and investors.

• Report unethical practices, providing

a clear and transparent mechanism

for addressing reported incidents of

behaviour that are inconsistent with the

Code of Ethics.

The Code of Ethics is supported by other

policies, including the Manager's Conflicts

Policy, Securities Trading Policy and Market

Disclosure Policy.

Conflicts of Interest

The principles that govern the management

of conflicts of interest are addressed

in a number of Investore’s governance

documents, including the Constitution, the

Board Charter, the Code of Ethics, and a

range of internal policies of the Manager.

With the agreement of Investore, the

Manager has adopted a specific Conflicts

Policy that provides guidance on identifying

and dealing with conflicts of interest. Due

to the nature of the relationship between

Investore, SIML and SPL, the management

of and practices associated with real

or perceived conflicts of interest at an

investment or interested party level is a

corporate governance priority for the Board

and the Manager.

Securities Trading

Policy & Guidelines

The Board has adopted a Securities Trading

Policy providing guidance in relation

to trading in Investore securities. The

Securities Trading Policy raises awareness

about the insider trading provisions within

the Financial Markets Conduct Act 2013

(FMCA) and reinforces those requirements

with additional internal compliance

requirements, with which any Director of

Investore or Director or employee of the

Manager who wishes to trade in quoted

financial products of Investore, must

comply. The Manager implements specific

trading windows throughout the year for

Directors and employees of the Manager

who wish to trade, with all trades requiring

the written approval of the Chair of

Investore. Speculative trading is prohibited,

with a minimum holding period of six

months imposed.

It is on this basis that Investore

confirms that its governance

framework and practices are materially

consistent with the NZX Code, subject

to the following exceptions as a result

of Investore’s external management

structure and size:

• No Remuneration Committee

has been established (NZX

Code Recommendation 3.3)

and no Remuneration Policy

has been adopted (NZX Code

Recommendation 5.2), due to

Investore having no employees.

Director remuneration is

considered by the Board as a

whole and then recommended to

shareholders for approval.

• No Nominations Committee has

been established to recommend

Director appointments (NZX Code

Recommendation 3.4), as this

function is assumed by the whole

Board.

• As there is no Chief Executive

of Investore, the requirement

to disclose the remuneration

arrangements in place for the Chief

Executive does not apply (NZX

Code Recommendation 5.3).

Where noted in this section of the

Annual Report, Investore has also

decided to report against certain

items in the updated NZX Code

(NZX Code 2019) in response to

NZX’s suggestion that issuers should

be early adopters of the new

NZX Code 2019

1

.

NZX Principle 1

Code of Ethical

Behaviour

“Directors should set

high standards of ethical

behaviour, model this

behaviour and hold

management accountable

for these standards being

followed throughout the

organisation.”



External Stakeholders

External Auditor

Investore Board of Directors

(2 x SIML Nominee and

3 x Independent Directors)

ShareholdersBondholders

Management Agreement

Audit and Risk Committee

Risk Management

/Internal Controls

Delegations of Authority

Other SIML

Managed Fund

Other SIML

Managed Fund

Investore

Large Format

Retail

SIML/Manager

SIML CEO/Management

SPL 19.9%

Appointment

of Directors

Accountability

Operational Management

Risk Management Framework

Diagram 1 – Governance Framework

Investore’s Website

For additional information on

Investore’s key corporate governance

documents and policies, please refer

to the Investore website at

www.investoreproperty.co.nz

1. Investore will transition to the NZX Listing Rules 2019 (which includes the NZX Code 2019) on 1 July 2019.

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75

Role of Board of Directors

The functions and responsibilities of the

Investore Board include:

• Setting the strategic direction and

operating frameworks of Investore.

• Delegating the day-to-day operations

of Investore to SIML and its executives,

subject to specific limits of authority and

internal delegation, and reviewing the

performance of SIML.

• Adopting frameworks and systems

designed to facilitate the business of

Investore being conducted in an honest,

ethical, responsible and safe manner.

• Exercising judgement in relation to

divestments, acquisitions and capital

management.

• Overseeing the operations of Investore,

ensuring that it is being managed

appropriately and has adequate resource

to meet Investore’s objectives.

• Reviewing and approving Investore’s

budgets, business plans, dividend policy

and financial forecasts, and monitoring

the management of Investore’s capital,

including the progress of any significant

capital expenditure, acquisition or

divestment.

• Monitoring the financial performance of

Investore and the integrity of reporting,

and establishing procedures to ensure the

timely and accurate reporting of financial

results, consistent with all legal and

regulatory requirements.

• Approving and regularly reviewing

Investore’s internal decision-making

processes and any strategic policies and

procedures, including any committee

charter of the Board.

• Implementing effective audit and risk

management systems to ensure Investore

operates within appropriate, legally

compliant and approved risk parameters.

• Reporting to and communicating with

investors in a timely and balanced manner.

• Implementing a formal and transparent

process for review of Director remuneration,

that can be presented to shareholders for

approval.

• Planning for Board succession and

identifying candidates for Director

vacancies (other than a Director who is

appointed by the Manager), based on the

needs of the Board and Investore.

Role of SIML/Manager

The function and responsibilities of the

Manager include:

• Managing and overseeing the

day-to-day operations of Investore’s

property portfolio and assets,

including the negotiation of any

acquisition or disposal, and the

supervision of any development.

• Developing and making

recommendations to the Board on

any company strategy or initiative.

• Implementing robust health and

safety policies and procedures

which support the Board conducting

its business in a safe manner and

meeting its legal requirements.

• Managing and implementing the

Board’s approved strategy.

• Managing business risk in

accordance with the risk appetite

approved by the Board.

• Implementing the Board’s approved

policies and reporting procedures.

• Ensuring Investore meets its legal,

regulatory, financial reporting and

other statutory obligations.

• Communicating with investors and

the market on behalf of Investore.

The Manager’s responsibilities are

subject to the:

• Management Agreement.

• Delegations of Authority from the

Investore Board to SIML.

• Any such other rights and powers

reserved by the Board from time

to time.

The Role of the Board

& Key Responsibilities

The Board is responsible for overseeing

the effective management and operation

of Investore. The Board seeks to ensure

that the business objectives of Investore

are aligned with the expectations of

shareholders and bondholders, and that

the operations of Investore are managed

effectively and in a way that is focussed

on the delivery of Investore’s strategy

and business objectives, and within a

framework of regulatory and ethical

compliance.

Investore’s Board Charter records the

Board’s commitment to best practice

corporate governance and describes the

specific responsibilities and practices

that underpin the role of Directors

and those formally delegated to the

Manager. Directors review the Board

Charter annually, to ensure it remains

consistent with the Board’s objectives

and responsibilities, and ensures the

delegations to the Manager align with the

Management Agreement and reflect what

occurs in practice. A summary of the

principal responsibilities of the Board and

the Manager are set out in Diagram 2.

experience. Other relevant factors

may include background, professional

expertise and qualifications, and these

will be considered against the Board’s

assessment of its needs at the time and

having regard to the strategy of Investore.

Currently, at least one third of the

Independent Directors (or the number

nearest to one third) will retire at the

Annual Shareholder Meeting each year

and will be eligible for re-election at that

meeting.

1

In each year, the Director(s)

who retire are those who have been

longest in office since their last election.

2


A Director may be appointed for further

terms subject to their re-election being

approved by shareholders.

Director Independence

Investore's Directors are considered to

be ‘Independent Directors’ in accordance

with the NZX Listing Rules dated

1 October 2017 (Listing Rules) (with

additional guidance provided in the

Board Charter on independence) and

having regard to the non-exhaustive

factors described in the NZX Code, are

those Directors who are in summary, not

substantial shareholders in Investore

and are free of any business or other

relationship that would materially

interfere with, or could reasonably be

seen to materially interfere with, the

independent exercise of their judgement

in acting as a Director of Investore.

Materiality is assessed on a case-by-case

basis and is based on qualitative and

quantitative factors, including assessing

the strategic importance, nature and

value of any relationship.

Under Investore’s Constitution, if SIML

has exercised its Director appointment

rights, the Chair must be ‘Independent

of the Manager’ and the Board must

include at least two Directors (where

there are four Directors on the Board)

or at least three Directors (where there

are five Directors on the Board) who are

‘Independent of the Manager’.

Composition of the Board

& Director Appointment

Investore’s Constitution requires the

Board to have no less than four and no

more than five Directors at any one time.

The Board must comprise:

• At least two independent Directors

(defined to the right) where the Board is

comprised of four Directors, and at least

three Independent Directors where the

Board is comprised of five Directors.

• An independent non-executive Chair,

who holds a casting vote in respect of

Board resolutions.

• At least two Directors who are ordinarily

resident in New Zealand.

SIML, as Manager, has the right to appoint

and remove two (but not less than two)

Directors. Both of the Manager’s

appointed Directors, Tim Storey and

John Harvey, are also directors of the

Manager. The independent Directors are

appointed and subject to removal in the

normal manner by Investore shareholders

who are not associated with SIML (which

means that SPL is not eligible to vote

on the appointment of the independent

Directors).

Potential candidates for appointment as

an independent Director are nominated

by the Board and are voted on by the

shareholders of Investore. The Board

may appoint Directors to fill a casual

vacancy. Where a Director is appointed

to fill a casual vacancy, they are required

to retire and stand for election at the

first Annual Shareholder Meeting after

their appointment.

To be eligible for selection, candidates

must demonstrate the appropriate

qualities and experience for the role

of Director and will be selected on a

range of factors, including property

industry knowledge, business acumen,

financial markets and governance

1. This is currently consistent with the NZX Main Board/Debt Market Listing Rules 2017 (and Investore’s Constitution and Board Charter), which Investore is operating under

as at the date of the release of this Annual Report on 21 May 2019. Investore will transition to the new NZX Listing Rules 2019 on 1 July 2019, which will require Investore’s

independent Directors to stand for re-election on the later of, 3 years or the third Annual Shareholder Meeting after their appointment, and subsequently this change will

require amendments to Investore’s Constitution and Board Charter.

2. See footnote 1.

‘Independent of the Manager’

means, in respect of a Director

(including any alternate Director),

that:

• The Director is not an ‘Associated

Person’ (as defined in the Listing

Rules) of any of the following:

– SIML

– A person who holds or

controls more than 25% of the

ordinary shares of SIML

– A related company of a person

who holds or controls more

than 25% of the ordinary

shares of SIML

• The Director was not appointed

by SIML under its appointment

rights in the Constitution

• The Director is not an executive

officer of SIML and has no

‘Disqualifying Relationship’ (as

defined in the Listing Rules) with

SIML

• Pursuant to any NZX regulation

ruling or other written consent of

NZX Limited, the Director is to be

treated as being independent of

SIML

The Directors of Investore who held the

office of Director during the 12 months to

31 March 2019, their status and date of

appointment, skills and expertise, is set out

on pages 12 and 13, with their attendance

at meetings set out on page 79.

The Board has reviewed the status of each

of the Directors and confirms that as at the

date of the release of this Annual Report,

Directors Mike Allen, Kate Healy and

Gráinne Troute are independent Directors.

The Chair of the Board is Independent

Director Mike Allen and the Chief

Executive Officer of the Manager is

Philip Littlewood.

NZX Principle 2

Board Composition

& Performance

“To ensure an effective board,

there should be a balance

of independence, skills,

knowledge, experience

and perspectives.”

Diagram 2 – Role of the Board and the Manager

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Director Nomination

Process & Induction

The Board undertakes appropriate pre-

appointment checks before appointing

a Director, or putting forward to

shareholders a candidate for election as

a Director. This may include background

checks on character, education,

employment experience, criminal history,

and bankruptcy, to assess suitability. The

profile and key information of Director

candidates standing for election or

Directors standing for re-election at the

Annual Shareholder Meeting is set out in

the Notice of Meeting.

There are formal letters of appointment

in place for all new non-executive

Directors setting out the key terms

and conditions of their appointment.

New Directors are provided with an

induction pack containing a Directors’

duties guide, governance information,

key policies and all other relevant

information necessary to prepare new

Directors for their role. Directors also

participate in an induction programme,

designed to provide new Directors with

an overview of Investore, its operations,

the market in which it operates and key

personnel of the Manager.

Directors’ Skills & Experience

The Board is structured in such a way

that its composition includes Directors

who collectively have a mix of skills,

knowledge, experience, and diversity

to meet and discharge the Board’s

responsibilities. A balance is maintained

between Directors with experience and

knowledge of the property sector, the

history and operations of Investore and

the Manager, and new Directors who

bring fresh perspective and insight.

Set out below in Diagram 3 is a summary

of the identified mix of skills and

experience among Directors, that the

Board currently seeks to maintain and

develop. Individual Director profiles are

also set out on pages 12 and 13 and

on the Investore website, and provide

insight into the skill set of the Board.

Professional Development,

Training & Independent

Advice

The Board is committed to continued

professional development to enable

Directors to maintain the knowledge

and skill set required for the office of

a Director of an issuer and to provide

Directors with knowledge specific to

the property industry, macroeconomic

factors and new regulatory and

governance practices, all of which may

impact on Investore’s business and

operations.

Director development is provided

through regular management updates

on key business functions, industry and

portfolio wide developments and trends,

with access to external education and

professional development training at

Investore’s expense.

On-going training takes the form of

individual Director training or collective

training of the Board, site visits to

Investore’s properties and an annual

Board strategy day, which includes

external speakers engaging with the

Board on topical issues.

All Directors may access such

information and seek such independent

advice as they individually or collectively

consider necessary to fulfil their

responsibilities and permit independent

judgement in decision-making and,

with the Chair’s consent, may seek

independent professional advice at

Investore’s expense.

Merit

Individuals are evaluated based on

their individual skills, performance

and capabilities

Fairness

and Equality

Investore does not tolerate

any unlawful discrimination or

harassment of any kind, including,

but not limited to, in recruitment,

promotion and remuneration

Promotion of

Diverse Ideas

Investore values diversity in skills,

backgrounds, and ideas which come

from a diverse workforce

Culture

Investore believes that diversity

is a strong contributor to a rich

workplace culture where individuals

are free to be themselves and thrive

Objective Progress as at 31 March 2019

Recruitment

Ensure recruitment

procedures provide

for a wide range of

potential Director

candidates to

be considered at

Board level

Investore follows an efficient recruitment

process, which encourages applications from

a diverse range of Director candidates and

utilises a variety of channels. These channels

include the use of external recruiting agencies

and internal referrals. As announced, the Board

undertook a comprehensive process during

FY18 in the search for a new independent

Director to support Investore in its next phase of

development, and Director Gráinne Troute was

appointed effective 19 April 2018. The addition

of a third independent Director broadens the

diversity of thinking at the Board table, for the

benefit of investors.

Reporting

SIML will report

periodically to the

Board on diversity-

related matters

within its business

Investore has elected to adopt a Diversity

Policy for its Board which is aligned with the

Manager’s Diversity Policy. This ensures a

synergy of approach to diversity at a governance

and operational level, the latter of which is

undertaken by the Manager and its employees,

who implement the strategic objectives and

administration of Investore, as delegated by

the Board. Oversight of the Manager’s diversity

approach is important to Investore.

Table 2

4 Key Principles of the Diversity Policy

Diagram 3 – Directors' Skill Matrix

Table 3

Diversity Objectives and Progress FY19

Board Self-Review

Directors carry out an annual

performance review and evaluation of the

Board, its Charter and committee(s), with

Directors’ views sought and discussed

on issues relevant to the Board and its

governance practices. Following the

formal review and evaluation process

undertaken in FY18 using the Better

Boards tool and following the recruitment

and subsequent appointment of Director

Gráinne Troute in FY19 (selected

following an assessment of the needs

of the Board at the time), Directors have

undertaken a less formal self-review of its

processes, efficiency and effectiveness

for the balance of FY19. Throughout the

year, Directors have Board only time to

consider various issues, with self-review

a regular part of its activity across the

reporting period.

Diversity

Investore believes that diversity is an

essential component of a successful

business, acknowledging and valuing

the role diversity plays in strengthening

an organisation and its performance.

Investore is committed to promoting

diversity on its Board by attracting,

developing and retaining high calibre

Directors from a diverse pool of

individuals and skill sets.

The Board has adopted a Diversity

Policy for itself (noting Investore has no

employees), with this policy aligned with

the Manager’s Diversity Policy. The Board

considers that a synergy of approach

to diversity at both a governance and

operational level is important.

For more information on the Manager’s

diversity strategy, refer to the FY19

Annual Report of Stride at

www.strideproperty.co.nz (due for

release on 29 May 2019). For information

on the gender composition of the Board

for FY19, refer to Table 1.

The Diversity Policy takes a holistic view

of diversity which is broader than gender

and is anchored around diversity of

thought, and includes those differences

resulting from varying experiences, age,

religious beliefs, capabilities, sexual

preference, family and cultural heritage.

The four key principles of diversity for

Investore are set out below in Table 2.

The Diversity Policy addresses the

practical application of a diverse and

inclusive environment, setting out

the process for an annual review and

measurement of both the objectives

of the Diversity Policy and progress in

achieving them. Investore has conducted

a review of its Diversity Policy and for the

year in review, the Board considers that

the company has achieved its objectives,

with its progress towards achieving its

objectives summarised in Table 3.

An understanding of both

financial and non-financial risk

management, and the ability

to assess risk associated

with the operation of long-life

assets, safety, policy, and

growth opportunities

Experience in real estate

management, leasing,

development, design and

construction, including

direct experience in making

property investment

decisions and evaluating

risk/return scenarios

Experience with driving

customer experience,

knowledge of customer

segmentation, retailing and/

or consumer services and

products

Senior experience in

finance, including in financial

accounting and reporting,

sufficient to satisfy the

‘financial expert test’ of the

NZX

Senior experience in capital

management strategies,

corporate finance, debt and

equity markets and funds

management

Experience in a listed company

environment or large private

stand-alone company, in an

executive or professional

capacity, with a clear

understanding and value of

good corporate governance

Organisational

leadership, including

experience in senior

executive roles

Experience in developing and

implementing strategy and

the analytical skills required

to identify critical success

factors in fulfilling and achieving

company objectives, in the

successful execution of strategy

REAL ESTATE

MANAGEMENT

FINANCIAL ACUMEN

GOVERNANCE

Table 1

Gender Composition

of the Board

As at 31 March 2019, two out of

five Directors were women (40%),

by comparison as at 31 March

2018, one out of four Directors

were women (25%)

CUSTOMER/RETAIL

CAPITAL

MANAGEMENT

LEADERSHIP

RISK MANAGEMENT

AND AUDIT

STRATEGY

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Board Committee

Governance

The Board acknowledges that Board

committees play a crucial part in the

governance framework. For the year

in review, the Board has relied on one

standing committee, the Audit and Risk

Committee, to assist in the exercise of its

functions and duties. A summary of the

role of the Audit and Risk Committee is

set out in Diagram 4.

In addition, during the year in review

the Board established a Share Buyback

Pricing Committee, comprising of

members of the Board and Manager,

to assist with the review, monitoring

and oversight of trading parameters

for the share buyback. This temporary

Committee has been established for a

specific purpose, namely assisting the

Board for the duration of the 12-month

share buyback programme, announced

on 1 August 2018.

The NZX Code recommends that

a Remuneration Committee and a

Nominations Committee be established to

address at a high level the benchmarking

of remuneration packages for Directors

and senior employees and the recruitment

and appointment of Directors.

For many issuers, these two objectives

are combined into one Remuneration

and Nominations Committee function.

As Investore has no employees and a

relatively small Board, the function of

Director remuneration and recruitment is

undertaken by the full Board, with both

Director remuneration and appointments

ultimately requiring shareholder approval.

For more information on Director

remuneration, refer to Table 5 on page 81.

Committees

Audit and Risk Committee

The Audit and Risk Committee’s Charter

requires that the Audit and Risk Committee

be comprised solely of non-executive

Directors, have at least three members,

with the majority of members being

Independent Directors. The Chair of the

Audit and Risk Committee is to be an

Independent Director and may not be

the Chair of the Board. All Audit and Risk

Committee members are expected to

have an appropriate degree of financial

acumen for the position of Audit and Risk

Committee member and at least one

Table 4

Board and Committee Meeting Attendance

Board

Audit and Risk

Committee

Share Buyback

Pricing CommitteeStrategy Day

Number of meetings in FY198371

Mike Allen 8 351

Kate Healy 830 1

Tim Storey 8301

John Harvey8301

Gráinne Troute8371

NZX Principle 3

Board Committees

“The board should use

committees where

this will enhance its

effectiveness in key areas,

while still retaining board

responsibility.”

member must have accounting or related

financial management expertise. Refer

to Diagram 4 for the membership of the

Audit and Risk Committee, with it noted

that Directors who are not committee

members, regularly attend the Audit and

Risk Committee meetings.

Meetings of the Audit and Risk Committee

are held at least twice a year, having regard

to Investore’s reporting and audit cycle.

Additional meetings may be held at the

discretion of the Chair, or if requested by

any Audit and Risk Committee member or

the external auditor.

The NZX Code recommends that Directors

who are not members of the Audit and

Risk Committee and employees (which in

this case, would be senior management

of SIML) should only attend Audit and Risk

Committee meetings at the invitation of the

Committee. The Audit and Risk Committee

Charter does not prevent Directors who

are not members of the Audit and Risk

Committee from attending meetings, and

the Chief Executive Officer and senior

management of SIML, and the external

auditor, have a standing invitation to attend

Audit and Risk Committee meetings.

The Audit and Risk Committee provides

assistance to Directors in fulfilling

their responsibility to investors and the

investment community, in relation to the

reporting practices of Investore, and the

quality, integrity and transparency of the

financial reports of Investore. In so doing,

it is the responsibility of the Audit and Risk

Committee to maintain free and open

communication between the Directors, the

external auditors and SIML, as Manager,

about the financial management of

Investore.

Share Buyback Pricing Committee

For the year in review, a temporary Board

Committee has been established, named

the Share Buyback Pricing Committee,

for the purpose of providing oversight of

the work associated with the 12-month

share buyback programme announced

on 1 August 2018. The Share Buyback

Pricing Committee comprises of two

Directors, Mike Allen and Gráinne Troute,

and members of SIML. The principal

function of the committee is to meet at

the beginning of the relevant week, review

and oversee pricing, volumes and other

considerations relevant to the share

buyback programme and instruct the

broker for the forthcoming trading week

to acquire shares in accordance with the

trading parameters set by the Board.

Note 1 These Directors are not members of the Audit and Risk Committee but attend the meeting.

Note 2 These Directors are not members of the Share Buyback Pricing Committee.

1. Director Gráinne Troute was appointed to the Audit and Risk Committee on 17 May 2019.

2. Director Kate Healy will cease being a Director of Investore from 22 May 2019.

Takeover Protocols

While the Board has not established a

standing independent takeover committee,

it has adopted appropriate protocols to

guide the Board in the event there is, or is

the possibility of, a takeover offer or similar

control transaction in respect of Investore.

Board and Committee Meetings

and Attendance

The Board schedules a minimum of six

meetings per year, at which Directors

receive written reports and presentations

from SIML’s Chief Executive and senior

management providing monthly monitoring,

addressing and updating Directors

on performance against strategy, and

recommending matters for Board approval.

Additional meetings are called as required.

The number of Board and Committee

meetings held during the year and details

of Directors’ attendance at those meetings

are disclosed in Table 4.

Directors also visit from time to time

Investore's assets and participated in an

annual strategy day, attended briefings

with senior managers of SIML on an

ad-hoc basis and attended investor

briefings in connection with their role as

Director of Investore during the year in

review.

Diagram 4

Audit and Risk Committee

1

Kate Healy

2

(Chair), Mike Allen

and John Harvey

The principal purpose of the Audit

and Risk Committee is to assist the

Board in the proper and efficient

discharge of its responsibilities in

relation to:

• The integrity of external financial

reporting prepared by the Manager

• Financial management

• Internal control systems

• Accounting policy and practice

• Appointment and performance of

external auditors

• Related-party transactions

• The risk management framework

and the monitoring of compliance

within that framework

A copy of the Audit and Risk

Committee Charter can be found at

www.investoreproperty.co.nz

Note 1Note 2

Note 2

Note 1

Note 2

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Market Disclosure Policy

To meet the requirements of the NZX,

Investore has a Market Disclosure

Policy to provide guidance in the area of

continuous disclosure obligations and the

release of material information. Investore

is committed to:

• Ensuring that shareholders, bondholders

and the market are provided with full and

timely information about its activities.

• Complying with the general and

continuous disclosure principles

contained in the Listing Rules and

the FMCA.

• Ensuring that all market participants

have equal opportunities to receive

externally available information issued by

Investore.

A Disclosure Committee, comprising

Investore’s Chair and the Manager's Chief

Executive Officer, Chief Financial Officer

and General Manager Corporate Services

(who is the Disclosure Officer under the

policy), is responsible for making decisions

about what information is material

information and ensuring that appropriate

disclosures are made in a timely manner

to the market.

Corporate Governance Documents

& Investore's Reports

The Board Charter and Audit and Risk

Committee Charter, annual and interim

reports, announcements, key corporate

governance policies and other investor-

related material (as recommended in the

NZX Code) are available on the Investore

website at www.investoreproperty.co.nz

Financial / Non-Financial

Reporting and Disclosure

Financial Reporting

Investore is committed to appropriate

financial and non-financial reporting.

Oversight of Investore’s financial

reporting is applied through the Audit and

Risk Committee, with more information

on this function and process within the

commentary on NZX Principle 3.

Non-Financial Reporting

Investore, through the Manager, regularly

reviews all financial and non-financial

risks. These include risks at a portfolio

level and for individual projects or

sites. All identified risks have specific

mitigation strategies where appropriate,

and the Manager regularly reviews the

effectiveness of these strategies.

The Board does not consider that

Investore has significant exposure to

environmental or social responsibility

risks, and its corporate governance

approach has been explained in this

section of the Annual Report.

Environmental, Social Responsibility

& Corporate Governance

Investore is committed to addressing

issues related to Environmental

Sustainability, Social Responsibility

and Corporate Governance (ESG), and

the risks associated with these, as

well as other non-financial risks. This

is undertaken in practice by aligning

Investore’s ESG strategy and objectives

with that of the Manager. Both entities

share a common view that the key

elements of a sustainable and well-

performing business involve the balance

Directors’ Remuneration

Directors are remunerated in the

form of Directors’ fees as approved

by shareholders, with a higher level of

remuneration for the Chair of the Board

and an additional amount for the Chair of

the Audit and Risk Committee, to reflect

the additional time and responsibilities

that these positions require. The Board is

collectively responsible for recommending

Director remuneration packages to

shareholders.

of social, environmental and economic

considerations, all of which are then

supported through the foundations of

strong governance.


As signalled in the FY18 Annual Report

for both Investore and the Manager

(i.e., Stride’s FY18 Annual Report), a key

focus for the current financial year was

to commence the process of creating

a more formalised ESG strategy and

framework for the Manager and its

managed funds, which currently works on

a more site-specific and informal basis. To

deliver on this, the Manager has engaged

the services of an organisation called

'thinkstep' (Thinkstep), who assists entities

worldwide in recalibrating their respective

business strategy and operations for long

term sustainability success.

With the assistance of Thinkstep, the

Manager has recently completed a work

stream involving the participation of the

Investore and Stride Directors, as well as

internal and external stakeholders from

each of the entities managed by SIML

(i.e., tenants, local council, suppliers,

employees of the Manager), all of whom

are in some way impacted by the activities

and operations of the Manager and its

managed funds, including Investore.

As signalled at the 2017 Annual

Shareholder Meeting, the Chair informed

the market that Investore intended to

review Directors’ remuneration in 2019,

which will be three years since listing and

that the Board believed it was appropriate

to review Directors’ remuneration on a

two-yearly cycle thereafter. Shareholders

were advised that the Board would

have regard to benchmarking data

of entities similar in size to Investore

and have regard to Director workloads

and responsibilities, and Investore’s

performance when reviewing Directors’

remuneration. Investore is committed

to the principle that remuneration is set

and managed in a manner which is fair,

transparent and reasonable.

No Director of Investore is entitled to

any remuneration other than by way

of Directors’ fees and the reasonable

reimbursement of travel, accommodation

and other expenses incurred in the course

of performing duties or exercising their role

as a Director. Directors do not participate in

any company share or option plan.

In Table 5, the following people held

office as Directors during the year to

31 March 2019 and received the noted

remuneration for the period.

In partnership with Thinkstep, surveys,

interviews and workshops were used

to identify and rank the issues which

stakeholders regard as material to the

relevant fund’s business. The rationale

for including external stakeholders as

well as internal, is an acknowledgment

that while the respective boards and the

management team can make a well-

informed assessment of what matters to

the business, it is essential to determine

whether this aligns with what external

stakeholders value. The end result is a

list of material issues that are deemed

important to achieving SIML and its

managed funds' respective sustainability

strategy and implementing a business

model to create value.

The survey results informed the FY19

materiality matrix presented on page 26.

For more information on the work the

Manager is undertaking in this area,

please refer to the Stride FY19 Annual

Report (due to be released 29 May 2019)

at www.strideproperty.co.nz

Table 5

Directors’ Remuneration

DirectorFY19 Fees

Mike Allen (Chair)$70,000

Kate Healy (Chair of the Audit and Risk Committee)$45,000

Gráinne Troute

Note 1

$38,022

Tim Storey $40,000

John Harvey$40,000

Tot al


Note 2

$233,022

Note 1


Director Gráinne Troute was appointed on 19 April 2018.

Note 2


Total Directors’ fees exclude GST and reimbursed costs directly associated with carrying out Director duties.

No additional fees were provided to Directors who were members of the Share Buyback Pricing Committee.

NZX Principle 4

Reporting &

Disclosure

“The board should demand

integrity in financial and

non-financial reporting, and

in the timeliness and balance

of corporate disclosures.”

NZX Principle 5

Remuneration

“The remuneration of

directors and executives

should be transparent,

fair and reasonable.”

GOVERNANCE

SOCIAL

ENVIRONMENTAL

ECONOMIC

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83

NZX Principle 7

Auditors

“The board should ensure the

quality and independence of

the external audit process.”

NZX Principle 6

Risk Management

“Directors should have a

sound understanding of

the material risks faced

by the issuer and how to

manage them. The board

should regularly verify that

the issuer has appropriate

processes that identify

and manage potential

and material risks.”

Risk Management

Framework

Identification and effective

management of the risks of Investore

and its operations is a priority for

the Board. The Board is responsible

for overseeing and approving the

company’s risk management strategy

and policies, as well as ensuring

effective audit, risk management and

compliance systems are in place. The

Audit and Risk Committee assists the

Board in fulfilling its risk assurance and

audit responsibilities and the Board

then delegates the implementation of

a Board approved risk management

framework to the Manager.

Investore has a risk management

framework which is supported by a

set of risk-based policies appropriate

for Investore, including a Treasury

Policy, the Manager’s Conflicts Policy,

Investment Mandates and Delegations

of Authority Policy (which are endorsed

and approved by Investore). The

principal purpose of this framework

is to integrate risk management into

Investore’s operations, and to formalise

risk management as part of Investore’s

internal control and corporate

governance arrangements.

At a practical level, Investore’s business

risk management processes and policies

minimise exposure to financial and

operational risk. Internal systems have

been designed to:

• Identify material risks.

• Assess the impact of specific risks.

• Identify strategies to mitigate risk.

• Monitor and report progress on risk

mitigation strategies.

Management of Health

and Safety Risk

Investore’s health and safety framework

reflects its commitment to health and

safety, and acknowledges that effective

governance of health and safety is

essential for the continued and sustained

success of Investore.

The Board aims for the highest level of

safety across its sites and operates within

a framework of continuous improvement

in this area, working with the Manager and

engaging tenants throughout the year to

create healthy and safe environments.

For FY19, Investore has supported a

Manager-led review of its health and

safety framework and practices, which has

resulted in the adoption of a new Investore

Health and Safety Policy, a strategic Health

and Safety Framework and corresponding

work plan which supports the initiatives

and operates across all of SIML's

managed funds. At the heart of this is the

articulation of four key strategic health and

safety pillars that support achievement

of the long-term goal set by the Manager

and Investore. These are summarised in

Diagram 5.

Some key health and safety

initiatives undertaken during the

year in review, include:

• Development of a new contractor

management framework, to

ensure that all contractors

engaged on Investore sites

undertaking landlord works

have the appropriate health and

safety practices and procedures

in place. Investore is committed

to ensuring it only partners with

contractors who align with safe

practices, in the recognition that

Investore also has the ability to

influence the safety practices of

the industry in which it operates.

• Implementation of a new health

and safety software system,

which went live on 1 April 2019

and enables SIML employees

to record incidents and risks

immediately via mobile devices,

creating real time and quality lag

and lead indicator data, which

enables a more comprehensive

approach to risk and safety.

• Key performance indicators

have been developed to monitor

the progress of achieving the

four strategic pillars. Regular

reporting against these will

be provided to the Board and

monitored via internal and

external reviews and audits.

External Audit Function

and Audit Independence

PricewaterhouseCoopers is the auditor

of Investore. The Listing Rules require

rotation of the lead audit partner at least

every five years and this requirement

is reflected in Investore’s Audit

Independence Guidelines that form part

of the Audit and Risk Committee Charter.

The purpose of this requirement is

to ensure that audit independence is

maintained, both in fact and appearance,

so that Investore’s external financial

reporting is both reliable and credible.

The guidelines adopted provide guidance

on the provision of external audit services

by any person engaged to perform

external audit services for Investore.

The Audit and Risk Committee meet

at least twice a year with the external

auditors, with the opportunity to meet

without any representatives of the

Manager present. The Board invites

the external auditor to attend meetings

of the Audit and Risk Committee as

required. Directors are free to make

direct contact with the external auditor

as necessary to obtain independent

advice and information.

Internal Audit Function

The Board and/or Manager engage

consultants to undertake internal reviews

from time-to-time on a project-by-project

basis, and can monitor, amongst other

things, internal controls, risk management

or the integrity of financial systems.

Such projects can operate both with and

independently from the Manager, with

findings reported directly to the Board.

Health & Safety


Strategic Pillars

Long Term


Goal

Our employees will be

strong leaders in health &

safety and will promote the

wellbeing of our employees,

contractors, visitors and

tenants.

We will provide safe &

healthy environments for

all places that we manage.

We will ensure our people

have the tools, skills &

resources to achieve

continuous improvements

in health & safety.

We will ensure regular

effective communication

& consultation to ensure

our employees are fully

engaged in health & safety.

PEOPLEENVIRONMENTRESOURCESCOMMUNICATIONS

"We lead by

example"

"Our places are

safe & healthy"

"We have the skills

& resources to keep

improving"

"We talk about

safety daily"

Diagram 5 – Health & Safety Strategy

To provide leading health and safety

performance in the New Zealand

property market

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85

Table 6 – Interests Register Entries




DirectorPositionCompany

Mike Allen

(Chair)

DirectorGodfrey Hirst NZ Limited

DirectorBreakwater Consulting Limited

Director Canterbury Spinners Limited

Director China Construction Bank (New Zealand) Limited

Director Tainui Group Holdings Limited

Director Waikato-Tainui Fisheries Limited

Director Taumata Plantations Limited

Director Coats Group PLC

Director Johnston’s Coachlines (NZ) Limited

Director Go-Bus Transport Limited

Director Go Bus Limited

Director Go-Bus Holdings Limited

DirectorNgai Tahu Tainui Go Bus Holdings Limited

Director

Abano Healthcare Group Limited

2

Gráinne Troute

3

Director Tourism Holdings Limited

DirectorSummerset Group Holdings Limited

Director Evolve Education Group Limited

Tim Storey Chairman Stride Property Limited

ChairmanStride Investment Management Limited

DirectorStride Holdings Limited

Director Diversified NZ Property Fund Limited

Director

Reading New Zealand Limited

1

Director

Reading Properties New Zealand Limited

1

Director

Reading New Lynn Limited

1

Director

Reading Dunedin Limited

1

Director

Farming New Zealand Limited

1


Director Farming NZ Management Limited

Director Prolex Limited

Director Prolex Investments Limited

Director Prolex Management Limited

ChairmanLawFinance Limited

DirectorJustKapital Litigation (NZ) Partners Limited

John HarveyDirector Stride Property Limited

DirectorStride Investment Management Limited

Director Stride Holdings Limited

Director/Shareholder Pomare Investments Limited

Chairman

New Zealand Opera Limited

1

Director Kathmandu Holdings Limited

DirectorHeartland Bank Limited

Director

Port of Napier Limited

2

Disclosures of Interest

The general disclosures of interest

made by Directors of the Board

during the reporting period

pursuant to section 140 and section

211(e) of the Companies Act 1993,

are shown in Table 6.

NZX Principle 8

Shareholder

Rights & Relations

“The board should respect

the rights of shareholders

and foster constructive

relationships with

shareholders that encourage

them to engage with the

issuer.”

Investor Relations

The Board believes that a high level

of disclosure and communication

to shareholders and bondholders is

very important. Investors deserve to

be provided with all the information

possible about the performance of

their investment and to be informed on

any significant matters relating to their

investment in Investore.

Investore is committed to notifying

the market of any material information

related to its operations, as required by

the Listing Rules. It is mindful of the need

to keep stakeholders informed through

a timely, clear and balanced approach,

which communicates both positive

and negative news. The Board has

adopted a Market Disclosure Policy that

establishes procedures which are aimed

at ensuring Directors are aware of and

fulfil their disclosure obligations under

the Listing Rules (which is discussed

under NZX Principle 4). Significant

market announcements, including the

announcement of the half year and full

year results, the accounts for those

periods and any advice of a change

in earnings forecast, require the prior

approval of the Board.

In addition to these general disclosure

obligations, the Market Disclosure Policy

requires Directors to regularly consider

whether there is any information that

may require disclosure in accordance

with the Market Disclosure Policy,

the Listing Rules, the FMCA and best

practice in this area.

Investore’s Website

and Material

Investore’s website is actively used

to complement the official release of

material information to the market,

enabling broader access to Investore’s

information by investors and stakeholders.

The Investore website has copies

of presentations and reports, and

shareholders are encouraged to refer to

the website www.investoreproperty.co.nz

for information on the company.

For the year in review, reporting to

shareholders was primarily undertaken

through the Annual Report and

Interim Report. Events of interest

within Investore’s portfolio, or relating

to Investore’s business, that occur

between regular reporting periods

are communicated on-line, via market

announcements to the NZX

(www.nzx.com) under the ticker code

‘IPL’ and on Investore’s website, meeting

the need for the market to be informed

in a timely manner.

The Annual Reports and Interim Reports

are available electronically on the website

and investors can request hard copies

by contacting Investore’s Share Registrar

(whose contact details can be found in

the Corporate Directory at the back of

this Annual Report).

The Company encourages investors

to provide email addresses to enable

the receipt of investor communications

by electronic means, with 44% of

Investore’s shareholders and bondholders

electing to receive at least one form of

communication electronically as at

31 March 2019.

Shareholder Voting

and Participation at the

Shareholder Meetings

Investore’s shareholders have one

vote per share in Investore and have

the right to vote on major decisions, in

accordance with the Listing Rules and

the Companies Act.

Investore is not permitted to count any

votes cast by SPL (and its Associated

Persons (as defined in the Listing Rules)

(other than votes cast by a Director in

respect of shares owned or held in their

personal capacity)) on the election or

removal of the independent Directors.

Each Notice of Meeting and transcripts

of the Annual Shareholder Meeting are

made available on Investore’s website

and on the NZX.

In order for shareholders to fully

participate in an Annual Shareholder

Meeting, the Board will endeavour where

possible, to distribute the Notice of

Meeting at least 20 working days prior

to the Annual Shareholder Meeting, as

recommended by the NZX Code 2019.

Annual Shareholder Meetings

Shareholders are encouraged to attend

Investore’s Annual Shareholder Meeting

and take the opportunity to meet the

Board and to ask questions about the

performance of Investore.

The Chair provides time for questions

from the floor and these are answered

by the appropriate member of the

Board or Manager. Investore’s external

auditor attends the meeting and is

available to take questions on the

preparation of the financial statements

and the auditor's report.

Statutory

Disclosures

DirectorNature of the Interest

Kate Healy An interest noted with the Bank of New Zealand (BNZ), which is

part of Investore's syndicated senior bank facilities. Kate Healy's

husband is Chief Customer Officer, Business Bank and Private

Bank, at National Australia Bank of which the BNZ is a subsidiary.

1. Entries removed by notices given by Directors during the year ended 31 March 2019.

2. Entries added by notices given by Directors during the year ended 31 March 2019.

3. Director Gráinne Troute was appointed on 19 April 2018 so all of Gráinne's interests are deemed to have been added during the year ended 31 March 2019.

The following declarations of interest

were made pursuant to section 140(1)

of the Companies Act 1993:

The next Annual Shareholder

Meeting for Investore is scheduled

to be held on 28 June 2019, at the

Pullman Hotel in Auckland.

1

1

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87

Directors of Subsidiary

Companies

Investore Property Limited had no

subsidiaries as at 31 March 2019.

Indemnity and Insurance

As permitted by Investore’s Constitution,

Investore has entered into a deed of

access, indemnity and insurance to

indemnify its Directors for liabilities or

costs they may incur for acts or omissions

in their capacity as a Director to the

extent permitted under the Companies

Act. The indemnity does not cover wilful

default or fraud, criminal liability, liability

for failure to act in good faith and in the

best interests of the relevant company,

or liabilities that cannot be legally

indemnified. Investore also has a Directors

and Officers liability insurance policy in

place. Among other things, the Directors

and Officers liability insurance policy

excludes cover for deliberate dishonesty,

insider trading, fines and penalties (except

for legally indemnifiable civil fines or

civil penalties), liability arising out of a

breach of professional duty other than

as a professional director, and liability for

which the insured is legally indemnified.

During FY19, the Board authorised the

placement of insurance in respect of

Investore’s senior secured fixed rate bond

offer in accordance with the Companies

Act and Investore’s Constitution.

Use of Company Information

No notices have been received by Investore

under section 145 of the Companies

Act with regard to the use of Investore’s

information received by Directors in their

capacities as Directors of Investore.

Loans to Directors

There are no loans to the Directors of

Investore.

Disclosures of Directors’

Interests in Share Transactions

In accordance with section 211(1)(e) of the

Companies Act, there were no Directors’

interests in share transactions for Investore

in F Y19.

Directors’ Interests in Shares

Directors disclosed the following relevant interests in Investore shares as at 31 March 2019:

Director Relevant interest held in ordinary shares

Mike Allen 25,000

Kate Healy 17,500

Gráinne Troute20,000

Tim Storey 31,638

John Harvey 31,638

Twenty Largest Registered Shareholders as at 31 March 2019

*


Name

Number

of shares

% of

shares

Stride Property Limited 51,791,786 19.91

ANZ Wholesale Trans-Tasman Property Securities Fund – NZCSD 18,699,450 7.19

HSBC Nominees (New Zealand) Limited – NZCSD18,555,0297.13

Accident Compensation Corporation – NZCSD 15,184,891 5.84

JBWere (NZ) Nominees Limited 12,597,882 4.84

National Nominees New Zealand Limited – NZCSD 10,450,285 4.02

Forsyth Barr Custodians Limited 10,315,524 3.97

BNP Paribas Nominees (NZ) Limited – NZCSD 9,635,517 3.70

FNZ Custodians Limited 7,775,4802.99

Citibank Nominees (New Zealand) Limited – NZCSD 7,404,953 2.85

BNP Paribas Nominees (NZ) Limited – NZCSD 6,717,064 2.58

ANZ Wholesale Australasian Share Fund – NZCSD 5,596,504 2.15

MFL Mutual Fund Limited – NZCSD 5,564,846 2.14

ANZ Wholesale Property Securities – NZCSD 5,183,121 1.99

Custodial Services Limited A/C 3 4,274,082 1.64

Generate KiwiSaver Public Trust Nominees Limited – NZCSD 3,231,752 1.24

Mint Nominees Limited – NZCSD2,879,6771.11

Custodial Services Limited A/C 4 2,651,734 1.02

Custodial Services Limited A/C 2 2,181,824 0.84

New Zealand Depository Nominee Limited 1,933,456 0.74

Total 202,624,857 7 7. 91%

* Shares held by New Zealand Central Securities Depository Limited (NZCSD) are grouped under a single legal

holding as reflected in the spread of equity security holders. The 20 largest registered shareholders in the table

above, shows the beneficial holder of the shares in the NZCSD register. Some numbers in the above table may not

sum due to rounding.

Substantial Product Holders

*

As at 31 March 2019, the names of all persons who are substantial product holders in Investore pursuant to sub-part 5 of part 5 of

the Financial Markets Conduct Act 2013, are noted below:

Date of substantial

security notice

Relevant interest in

the number of shares

% of shares held

at date of notice

Stride Property Limited12 June 201652,091,78619.89%

ANZ New Zealand Investments Limited

and related bodies corporate

2 June 2017 37,647, 96414.38%

Salt Funds Management Limited9 July 201829,947,082 11.44%

Accident Compensation Corporation13 September 201813,135,4855.03%

Westpac Banking Corporation

and related bodies corporate

22 January 2019 18,331,240 7.04%

* The number of ordinary shares listed in the table are as per the last substantial product holder notice filed. As this notice is required to be filed only if the total holding of a

shareholder changes by 1% or more since the last notice filed, the number noted in this table may differ from that shown in the list of the 20 largest shareholdings to the left.


Distribution of Ordinary Shares and Shareholdings as at 31 March 2019

*

Size of

the holding

Number of

shareholders

% of

shareholders

Number of

ordinary shares

% of

ordinary shares

1 to 499 194 3.70 58,286 0.02

500 to 999 358 6.82 259,558 0.10

1,000 to 1,999 872 16.61 1,282,258 0.49

2,000 to 4,999 1,465 27.90 4,679,727 1.80

5,000 to 9,999 1,102 20.99 7,603,218 2.92

10,000 to 49,999 1,095 20.86 20,836,718 8.01

50,000 to 99,999 82 1.56 5,391,636 2.07

100,000 to 499,999 53 1.01 8,516,510 3.27

500,000 to 999,999 5 0.10 3,439,440 1.32

1,000,000 and over 24 0.46 208,008,262 79.98

Totals 5,250 100% 260,075,613 100%

Distribution of Holders of Listed Bonds as at 31 March 2019

*

Security Code: IPL010

Size of

the holding

Number of

bondholders

% of

bondholders

Issued

bonds ($)

% of

issued bonds

5,000 to 9,999 41 6.66 225,0000.23

10,000 to 49,999 42869.48 8,452,000 8.45

50,000 to 99,999 81 13 .15 4,726,000 4.73

100,000 to 499,999 47 7.63 7, 267,0 0 0 7.27

500,000 to 999,999 5 0.81 3,262,000 3.26

1,000,000 and over 14 2.27 76,068,000 76.07

Totals 616 100% 100,000,000 100%

* Totals may not sum due to rounding.

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Investore Property Limited | Annual Report 2019Corporate Governance

Donations

Investore made no donations in the year

ended 31 March 2019.

Credit Rating

As at the date of this Annual Report,

Investore does not have a credit rating.

Exercise of NZX

Disciplinary Powers

The NZX did not exercise any of its

powers under Listing Rule 5.4.2 in

relation to Investore during FY19.

Auditor’s Fees

As noted, PricewaterhouseCoopers has

continued to act as auditor for Investore

and the amount payable by Investore to

PricewaterhouseCoopers, for audit fees

and non-audit work fees undertaken in

respect of FY19, is set out in note 7.1 to

the Financial Statements.

NZX Waivers

The following waivers from the Listing

Rules (dated 1 October 2017) were

granted and/or relied on by Investore

during the 12 months to 31 March 2019.

A copy of these waivers is available at

www.nzx.com/companies/IPL

Listing Rules 3.3.5 to 3.3.15

Listing Rules 3.3.5 to 3.3.15 stipulate

certain requirements in relation to the

appointment, removal and rotation of

Directors. A waiver from Listing Rules

3.3.5 to 3.3.15 was granted to the extent

that SIML, as the Manager of Investore,

has exercised its right to appoint two

Directors (the SIML appointed Directors).

This waiver is subject to a number of

conditions, including that:

• The Chair of the Board is independent

and has a casting vote on any Board

resolutions;

• Investore is not permitted to count any

votes cast by SPL (and its Associated

Persons (as defined in the Listing

Rules) (other than votes cast by a

Director in respect of shares owned or

held in their personal capacity)) on the

election or removal of the Independent

Directors; and

• That this waiver be disclosed as a part

of Investore’s offer documents and half-

year and annual reports.

This waiver was requested and granted

to ensure that SIML, whilst it is the

Manager of Investore, is able to have

influence over the strategic direction

of Investore by being able to appoint

two (but not less than two) Directors

and to remove any such Director and

appoint another in their place. The SIML

appointed Directors are not required to

retire by rotation under Listing

Rule 3.3.11.

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.

Listing Rule 3.4.3

Listing Rule 3.4.3 limits the ability of

Directors to vote on matters in which

they are “interested” for the purposes

of the Companies Act. A waiver from

Listing Rule 3.4.3 was granted to permit

the SIML appointed Directors to vote on

matters in which they are “interested”

solely due to their directorship of both

Investore and SIML. This waiver is subject

to the conditions that:

• The Chair of the Board is independent

and has a casting vote on any Board

resolutions;

• SIML appointed Directors be identified

in offer documents, half-year and

annual reports;

• That each Director certify to NZX

Regulation that any Board resolution

that they approve will be in the best

interests of Investore; and

• That this waiver be disclosed as a part

of Investore’s offer documents and half-

year and annual reports.

This waiver was requested, and granted,

to ensure that SIML appointed Directors

were not restricted from voting on

Investore Board resolutions solely due to

being Directors of SIML.

Directors’ Statement

This Annual Report is dated

21 May 2019 and is signed for and on

behalf of the Board of Directors

of Investore Property Limited by:


Mike Allen

Chair of the Board



Kate Healy

Chair of the Audit and Risk Committee

Board of Directors
(as at 31 March 2019)

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

Legal Adviser

Bell Gully

Level 21, Vero Centre

48 Shortland Street

Auckland 1010

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

Bond Supervisor

Public Trust

Level 9, 34 Shortland Street

Auckland 1010

PO BOX 1598

Auckland 1140

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

W strideproperty.co.nz

Corporate Directory

---

Annual Results P
resentation

For the year ended 31 March 2019

21 May 2019

Agenda and Contents
1

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Page Speaker

Welcome

Philip LittlewoodChief Executive Officer of the Manager, SIML*

Highlights

2

Strategic Principles

5

Financial Performance

6

Jennifer WhooleyChief Financial Officer of the Manager, SIML

Proactive Capital Management

10

Portfolio Overview

13

Fabio PaganoInvestore Fund Manager, SIML

Year Ahead and Conclusion

22

Philip LittlewoodChief Executive Officer of the Manager, SIML

Appendices

25

*Stride Investment Management Limited (SIML)

Highlights
12

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Countdown & specialty tenantsCnr Fernlea Avenue & Roberts Line Kelvin Grove, Palmerston North

Financial Performance•
Net rental income of $47.4m ($44.2m),

up $3.3m


Corporate expenses of $6.0m ($5.4m),

up $0.6m

,largely

due to a performance fee of $0.5m payable to SIML for the quarter ended 31 March 2019


Profit before other income/(e

xpense) and income tax of

$27.0m ($26.8m),

up $0.2m


Profit after income tax of $38.6m ($46.2m),

down $7.6m,

due largely to lower revaluation movement as compared to FY18


Distributable profit

1

after current income tax of $20.9m

($20.5m),

up $0.4m


Annual cash dividend of 7.60cps (7.46cps),

up 0.14cps

on FY18 and initial FY19 forecast.

1.935cps cash

dividend for quarter ended 31 March 2019

1. Distributable profit is a

non-GAAP financial measure adopted

by Investore Property Limited (I

nvestore) to assist Investore

and its investors in a

ssessing 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 extens

ions) and current tax. Further

information, including

the calculation of

distributable profit

and the adjustments to p

rofit before incom

e tax, is set out in note 3.2

to the Financial

Statements in th

e Annual Report for the year ended 31 March 2019.

Values above are calculated

based on the number

s in the financi

al statements for each respecti

ve financial period and may not s

um due to rounding.

FY18 figures in brackets

Highlights

Net rental income

$47.4m

up $3.3m

Profit before other income/(expense) and income tax

$27.0m

up $0.2m

Distributable profit

1

after current income tax

$20.9m

up $0.4m

Annual cash dividend for FY19

7.60

cps

up 0.14cps

3

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Portfolio•
WALT

2

12.4 years (13.1 years), with tw

o significant lease renewals


Total property portfolio

3

net valuation gain of $17.2m or 2.3%


Portfolio market capitalisation rate strengthened to 6.05% (6.1

9%)


Occupancy at 99.9% (99.9%)


Net Tangible Assets (NTA) backing per share of $1.70 ($1.64)


Countdown Dunedin South divestment for $19.328m at 5.6% premium to 31 March 2018 book value

Capital Management•

$100m six year fixed rate listed inaugural bond issue April 201

8


$70m bank debt refinanced, term extended to 2022


Purchased 1.7m shares through share buyback programme


Loan to value ratio (LVR) 41.8% (41.6%)

Management and Governance•

Fabio Pagano, new Investore Fund Manager appointed


Independent Director Gráinne Troute elected 27 June 2018


Director Kate Healy stepping down

as a Director from 22 May 201

9

As at 31 March 2018 figures in brackets

Highlights

(continued)

WALT

2

12.4

years

Property portfolio

3

value

$761.2m

net gain of $17.2m

Market capitalisationrate

6.05%

Occupancy

99.9%

Capital refinancing

$170m

2. Weighted Average Lease Term (WALT). 3. Includes the property at 323 Andersons Bay Road, Dunedin, di

sclosed as investment property cla

ssified as held for sale in t

he 2019 financial statements and t

he fair value of $19.046m refl

ects the sales price net of d

isposal costs. Settlement

occurred post balance date on 1 April 2019.

4

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Investore’s strategy is 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 Investore’s strength is this singular focus — it is the only NZX listed company concentrated on the large format retail property asset classWith Investore’s tenant’s focus on non-discretionary retail, Investore is well positioned to optimise returns, providing a secure income stream for our investors
1. Active Portfolio Management Focus on owning properties with long lease terms and high occupancy, with nationally recognised quality tenant brands, and maintaining strong and enduring tenant relationships that support the portfolio

4. Proactive Capital ManagementProactive capital management to maintain a healthy and flexible balance sheet for growth, while preserving sustainable returns to investors 2. Targeted GrowthConsidered acquisitions and developments which deliver growth, while continuing to enhance geographical and/or tenant portfolio diversification, and where appropriate, consider disposals to maintain balance sheet capacity and optionality

3. Continued Optimisation of the Portfolio Development of existing properties to meet the needs of tenants and the surrounding catchment, which may include acquiring sites adjacent to existing assets, to provide development options for the future

Strategic Principles

5

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Financial Performance
6

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

2019
Actual

$m

2018

Actual

$m

Change

$m

%

Net rental income

47.4

44.2

+3.3

+7.4

Corporate expenses

(6.

0)

(5.4)

(0.6)

(10.9)

Profit before net finance expen

se, other income/(expense) and i

ncome tax

41.4

38.7

+2.7

+6.9

Net finance expense

(14.4)

(11.9)

(2.5)

(20.7)

Profit before other income/(exp

ense) and income tax

27.0

26.8

+0.2

+0.8

Other income/(expense)

4

17.1

26.1

(9.0)

(34.3)

Profit before income tax

44.1

52.9

(8.7)

(16.5)

Income tax expense

(5.5)

(6.7)

+1.1

+17.0

Profit after income tax attribut

able to shareholders

38.6

46.2

(7.

6)

(16.5)

4. Other income/(expense) inclu

des net change in fair value of

investment properties.

Values in the table above are

calculated based on the numbers i

n the financial statements for eac

h respective financial period

and may not sum due to rounding.

Financial Performance

7

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

2019
Actual

$m

2018

Actual

$m

Change

$m

%

Profit before income tax

44.1

52.9

(8.7)

(16.5)

Non-recurring and non-cash adjustments:- Net change in fair value of inves

tment properties

(17.2)

(23.1)

+

5.9

+25.6

- Gain on disposal of investment

properties

0.0

(2.9)

+2.9

+100.0

- Net change in fair value of deriv

ative financial instruments

0.

1

0.0

+0.1

+331.6

- Spreading of fixed rental increases

(1.3)

(1.0)

(0.3)

(30.6)

- Borrowings establishment costs amortisation

0.6

0.3

+0.3

+134.4

Distributable profit before current income tax

26.3

26.0

+0.2

+0.9

Current tax expense

(5.3)

(5.5)

+0.1

+2.6

Distributable profit after curre

nt income tax

20.9

20.5

+0.4

+1.8

Adjustments to funds from operations:- Maintenance capital expenditure

(1.3)

(2.0)

+0.8

+38.3

Adjusted Funds From Operations (AFFO)

19.7

18.5

+1.1

+6.2

Weighted average number of shares (millions)

260.9

261.8

Basic and diluted distributable p

rofit after current income tax

per

share - weighted (cents)

8.01

7.85

AFFO basic and diluted distributable profit after current incom

e tax per

share - weighted (cents)

7.53

7.07

5. Distributable Profit – refe

r footnote 1 on page 3 for definit

ion.

Values in the table above are

calculated based on the numbers i

n the financial statements for eac

h respective financial period

and may not sum due to rounding.

Distributable Profit

5

8

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

As at
31 Mar 2019

Actual

As at

31 Mar 2018

Actual

Change

Investment Property value ($m)

761.2

6

738.3

+22.8

Drawn debt ($m)

318.5

307.4

+11.1

Loan to value ratio

41.8%

41.6%

+0.2%

Equity ($m)

443.2

429.1

+14.2

Shares on issue (millions)

260.1

261.8

(1.7)

Net Tangible Assets (NTA) per share

$1.70

$1.64

+$0.06

Adjusted NTA

7

per share

$1.71

$1.64

+$0.07

6. Refer to foot

note 3 on page 4.

7. Excludes the after tax fair v

alue of interest rate derivativ

es

.

Financial Summary

9

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Proactive Capital Management
10

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Countdown326 Great South Road Greenlane, Auckland

Debt facilities
As at

31 Mar

2019

As at

31 Mar

2018

Banking facility limit

(ANZ, BNZ, CBA, Westpac),plus $100m bond

8

$370m

$370m

Debt facilities drawn

$319m

$307m

Weighted maturity of debt facilities

3.1 years

2.2 years

Debt covenantsLVR

(Drawn Debt / Property Values)Covenant: ≤ 65%

41.8%

41.6%

Interest Cover Ratio

(EBIT/Interest and Financing Costs)Covenant: ≥ 1.75x

2.9x

3.2x

WALT

9

Covenant: > 6.0 years

12.4

years

13.1

years

Key transactions• Inaugural listed bond issue 18

April 2018 - $100m of six year f

ixed rate

bonds, resulting in increased we

ighted average tenor of debt fa

cilities

and increased diversific

ation of fundi

ng sources

• $70m bank facility refinanced A

ugust 2018, increasing average

tenor

of total debt facilities to 3.1

years as at 31 March 2019. Next

debt

facility maturing is $35m in June 2020

• Following settlement of the Countdown Dunedin South sale on 1

April

2019, LVR reduced to 40.4%

• Considering further capital management initiatives where marke

t

conditions are conducive, such as a second bond issue

8. $100m of Investore’s bank fac

ilities were repaid and cancell

ed following the $100m bond

issuance on 18 April 2018.

9. The unexpired leased term in a property or portfolio, assumi

ng the property or portfolio is fully leased. This is weighted b

y the income applicable to each l

ease and a current market renta

l with nil term for vacant space.

Investore’s policy is a maximum LVR of 48%

Proactive Capital Management

11

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Cost of debt
As at

31 Mar

2019

As at

31 Mar

2018

Weighted average cost of debt (incl. current interest rate derivatives, bond and bank margins, and line fees)

4.38%

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)

3.0 years

3.3 years

% of drawn debt fixed

96%

75%

Key transactions – hedging• $25m six year fixed-to-floating

interest rate swap entered int

o,

commenced 18 April 2018

• $20m swaps cancelled on 2 April 2019

Share Buyback• On-market share buyback programme of up to 5% of ordinary

shares, announced on 1 August 2018

• Investore acquired 1.7m shares over 25 active buying

days, at an average cost of $1.53 per share ($2.6m cost)

• Investore’s share price increased 13.1% from $1.37 to $1.55

from the announcement of a potential share buyback in November 2017 to 11 February 2019 (when the buyback was last paused for the third quarter dividend announcement)

• Share buyback programme has now been concluded

Proactive Capital Management

(continued)

12

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Portfolio Overview
13

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

PAK‘nSAVE53 Leach StreetNew Plymouth

Total property portfolio
As at

31 Mar

2019

10

As at

31 Mar

2018

Number of properties

40

40

Number of tenants

78

78

Net Contract Rental

11

($m)

47.6

46.9

Portfolio value ($m)

761.2

738.3

Net lettable area (NLA) (sqm)

209,980

209,980

Total land area (sqm)

512,705

512,705

Occupancy rate (% by area)

99.9

99.9

WALT (years)

12.4

13.1

Market capitalisation rate (%)

6.05

6.19

Car parking ratio (bays per 100sqm of NLA)

3.9

3.9

10. Includes the property at 323 Andersons Bay Road, Dunedin, d

isclosed as investment property

classified as held for sale in t

he 2019 financial statements. Se

ttlement occurred post balance

date on 1 April 2019.

11. Contract Rental is the amoun

t of rent payable by each tenan

t, plus other amounts payable to

Investore by that tenant under

the terms of the relevant leas

e as at 31 March 2019, annualise

d for the 12 month peri

od on the basis of the

occupancy level for the relevan

t property as at 31 March 2019,

and assuming no default by the tenant.

12. 230-240 Fenton Street, Rotorua.13. Cnr Anglesea and Live

rpool Streets, Hamilton.

Key transactions• Mitre 10 Mega, Botany, Auckland, development completed

increasing property value to

$34.1m, up 11% from 31 March 2018,


and generating additional $0.

3m p.a. net rental

• Completed divestment of Countdown Dunedin South for

$19.328m at a 5.6% premium to 31 March 2018 valuation, settled


1 April 2019

• Lease renewals of Countdown Rotorua

12

and Countdown

Hamilton

13

, delivering 10 and 5 year leases respectively

• Portfolio occupancy 99.9% • Further refurbishments comple

ted at Countdown stores in

Greenlane Auckland, Lower Hutt and Upper Hutt in FY19, with a total of 10 store refurbishmen

ts completed across Investore-

owned Countdown stores in the last two years

Portfolio Overview

14

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Sustainability
Investore aligns its sustainability objectives with that of SIML, its Manager, for whom sustainability has been a key focus for FY19 Through its refurbishment programme and other development works, Investore has taken the opportunity to:• Install new energy efficient

heating, ventilation and air conditioning systems (HVAC)

• Install LED lighting • Support Countdown Rototuna,

Hamilton, in a trial launched in November 2018, where electric vehicle charging stations were installed and made available free of charge for shoppers at the store

15

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

CountdownCnr Hukanui & Thomas RoadsRototuna, Hamilton

Countdown Lower Hutt261 High Street, Wellington
Countdown Lower Hutt, Wellington

Investore partners with its tenants on a variety of projects. This successful formula of working alongside our tenants has been a particular feature of Investore’s approach and strategy, and is one that is valued by our tenantsDuring FY19, Countdown Lower Hutt was refurbished with Investore repainting the exterior of the store and upgrading car parking amenitiesProperties that were refurbished in FY19 produced a combined weighted average net valuation increase of +6.8%

16

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Tenant

Countdown

Occupancy

100%

NLA

5,078sqm

Land area

9,974sqm

Car parking ratio (bays per 100sqm of NLA)

5.1

WALT

15.9 years

Valuation

$18.5m

Market cap rate

6.25%

Over the past year, Investore has undertaken a number of capital projects to upgrade and improve assets, supporting tenant works$4.1m incurred in FY19 on capital projects, or 0.5% of the portfolio value, including:• HVAC units upgraded to modern energy efficient
systems

• Landscaping and car parking upgrades to enhance

customer amenities

• Mitre 10 Mega, Botany, Auckland, $2.8m

development complet

ed in December 2018

Investore continues to invest in maintaining its portfolio through scheduled maintenance each year

Capital expenditure by typefor the year to 31 March 2019

Capital Expenditure

17

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Development

$2.8m

HVAC

$0.4m

Roofing

works

$0.8m

Other

$0.1m

83% of portfolio Contract Rental
15

has an expiry of

greater than 10 years from 31 March 2019FY20


1.1% of Contract Rental expiring


Major expiry - Animates at 226 Great South Road, Auckland, equating to 0.7% of Contract Rental

FY21


2.1% of Contract Rental expiring


Major expiry - The Warehouse at 91 Johnsonville Road, Wellington, equating to 1.2% of Contract Rental

FY22


2.0% of Contract Rental expiring


Major expiry - The Warehouse at 35 MacLagganStreet, Dunedin, equating to 1.8% of Contract Rental

14. Represents the scheduled expir

y for each lease, excluding a

ny rights of renewal that may

be granted under eac

h lease, for t

he entire portfolio as at 31 Ma

rch 2019, as a percentage of Con

tract Rental.

15. Contract Rental – refer f

ootnote 11 on page 14 for definitio

n.

Numbers in the above char

t may not add due to rounding.

Lease Expiry Profile

18

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Lease Expiry Profile

14

by Contract Rental

15

as at 31 March 2019

WALT 12.4 years

16. Calculated as the leased ar
ea as a portion

of the lettable

area.

Portfolio Occupancy

19

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

As at 31 March 2019

Property

Occupancy

16

(%)

V

acancy

(sqm)

Total area

(sqm)

3 - 7 Mill Lane, Warkworth

98.0

76

3,815

Cnr Hanson Street, John Street & Adelaide Road, Wellington

98.7

6

4

4,881

Other properties

100.0

0

201,284

Total

99.9

140

209,980

Post balance dateInvestore has secured a specialt

y tenant for the vacant 76sqm

tenancy at 3 - 7 Mill Lane, Warkwor

th, on a 2 + 2 year lease,

commencing June 2019

Tenant diversification by gross Contract Rental
17

As at 31 March 2019

73%

10%

5%

5%

4%

3%

General Distributors (Countdown)BunningsFoodstuffsSpecialtyMitre 10The Warehouse

17. Contract Rental – refer f

ootnote 11 page 14 for definition.

Portfolio Diversification

20

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

30%

11%

16%

19%

11%

7%

6%

76%

24%

AucklandWaikatoWellingtonOther North IslandCanterburyOtagoOther South Island

Geographic diversification by net Contract Rental

17

As at 31 March 2019

73%10%

5%5%4%3%

30%11%16%19%11%

7%6%

North Island

76%

South Island

24%

Countdown Takanini226 Great South Road, Auckland
Countdown Takanini, Auckland

Investore’s retail properties provide consumers with access to a diverse range of tenants that are anchored by strong national retailers with long leasesInvestore’s Countdown Takanini, Auckland, property is the largest in the portfolio by value and by number of tenants. Tenanted by national retailers, this convenience-based property includes:• Countdown supermarket• 11 specialty tenants, including

Animates, McDonald’s, Amcal Pharmacy, Westpac Bank, Snap Fitness and Resene

• 256 on-grade car parking bays• Convenient main road access

21

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Tenancies

12

Anchor tenant CountdownOccupancy

100%

NLA

7,384sqm

Land Area

21,827sqm

Car parking ratio (bays per 100sqm of NLA)

4.8

WALT

9.2 years

Valuation

$39.7m

Market cap rate

6.00%

Year Ahead and Conclusion
22

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Bunnings446 Te Rapa Road

Hamilton

Outlook•
Target properties and tenants that focus on non-discretionary and convenience retail


Consider further capital management initiatives which may include a second bond issue


Continued focus on Countdown property refurbishments, aligned with Countdown’s refurbishment programme

Investore’s focus for the year ahead

23

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

1.

Disciplined and considered investments to target growth opportunities

2.

Continued proactive capital management

3.

Partnering with tenants in the execution of the FY20 store refurbishment programme

4.

Evolve Investore’s sustainability strategy

Capital initiatives reduce risk and enhance returns•
Proactive bank refinancing to manage refinancing risk


Inaugural listed bond issue improved debt maturity profile and diversified funding sources


Share buyback programme was an efficient use of balance sheet capacity

Delivering Performance•

Net rental income growth from a solid portfolio


Active leasing renewals across key properties


Strong portfolio metrics including 99.9% occupancy and 12.4 years WALT as at 31 March 2019


FY20 annual cash dividend guidance 7.60 cps

Conclusion

Proactive debt refinancing

$170m

Strong portfolio metrics

99.9%

Occupancy

12.4 years

WALT

Annual cash dividend guidancefor FY20

7.60

cps

24

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Appendices
25

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Mitre 10 MegaCnr Te Irirangi Drive & Bishop Dunn Place Botany, Auckland

$26.8m
$27.0m

$4.4m

($1.8m)

$0.4m

$0.3m

($2.5m)

($0.5m)

($0.4m)

$0.3m

31-Mar-18

Net rental

increase from

acquisitions

Net rental

reduction from

disposals

Net rental

increase from

existing portfolio

NZ IFRS

adjustments

Higher net

finance expense

Performance fee

expense

Higher

management

fees expense

Lower

administration

expense

31-Mar-19

Profit before other income/(expense) and income tax

$46.9m

$0.3m

$0.3m

$0.1m

$47.6m

31-Mar-18

Developments

Rent revie

ws

Turnover rental

31-Mar-19

Net Contract Rental

Appendix 1

26

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

$738.3m
$761.2m

$17.2m

$4.2m

$0.2m

$1.3m

31-Mar-18

Net change in fair value Capital expenditure

Transfer fr

om work in

progress

Spreading of fixed rental

increases

31-Mar-19

Investment properties

$1.64

$1.70

$0.17

($0.02)

($0.01)

($0.08)

31-Mar-18

Profit before tax

Income tax expense Movement in cash fl

ow

hedges, net of tax

Dividends paid

31-Mar-19

NTA per share

Appendix 2

27

Investore Property Limited | Annual Results Presentation for th

e year ended 31 March 2019

Important Notice: The information in this presentation is an ov
erview and does not contain all information

necessary to make an investment decision. It is intended to cons

titute a summary of certain information relating

to the performance of Investore for the year ended 31 March 201

9. Please refer to Investore’s Annual Report

2019 for further information in relation to the year ended 31 M

arch 2019. 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 merit

s and risks involved. Investors should consult with

their own legal, tax, busine

ss and/or financial advisors in con

nection with any acquisition of securities.

No representation or warranty, e

xpress or implied, is made as t

o the accuracy, adequacy or reliability of any

statements, estimates or opinion

s or other information containe

d in this presentation, any of which may change

without notice. To the maximum extent permitted by law, Investo

re, Stride Investment Management Limited and

their respective directors,

officers, employees, agents and adv

isers 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, o

fficers, 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 omitt

ed from, this presentation.

This presentation is not a pr

oduct disclosure statement or othe

r disclosure document.

Thank you

Level 12, 34 Shortland StreetAuckland 1010, New ZealandPO Box 6320, Wellesley StreetAuckland 1141, New ZealandP +64 9 912 2690W investoreproperty.co.nz

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¹

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APPENDIX 7 – NZSX Listing Rules
Number of pages including this one

(Please provide any other relevant

NZSX Listing Rule 7.12.2. For rights, NZSX Listing Rules 7.10.9 and 7.10.10. details on additional pages)

For change to allotment, NZSX Listing Rule 7.12.1, a separate advice is required.

Full name

of Issuer

Name of officer authorised to

Authority for event,

make this notice

e.g. Directors' resolution

Contact phone

Contact fax

numbernumber

Date

Nature of event

BonusIf ticked,

Rights Issue

Tick as appropriate

Issue

state whether:Taxable

/ Non TaxableConversionInterestRenouncable

Rights IssueCapitalCallDividend

If ticked, stateFull

non-renouncable

change

x

whether:

InterimYear

x

SpecialDRP Applies

EXISTING securities affected by this

If more than one security is affected by the event, use a separate form.

Description of theISIN

class of securities

If unknown, contact NZX

Details of securities issued pursuant to this eventIf more than one class of security is to be issued, use a separate form for each class.

Description of theISIN

class of securities

If unknown, contact NZX

Number of Securities toMinimum

Ratio, e.g

be issued following eventEntitlement

1 for 2 for

Conversion, Maturity, Call

Treatment of Fractions

Payable or Exercise Date

Tick if

provide an

pari passu

ORexplanation

Strike price per security for any issue in lieu or date

of the

Strike Price available.

ranking

Monies Associated with Event

Dividend payable, Call payable, Exercise price, Conversion price, Redemption price, Application money.

Source of

Amount per security*

Payment

(does not include any excluded income)

Excluded income per security*Notes: *

(only applicable to listed PIEs)

Supplementary

Amount per security

Currencydividendin dollars and cents

details -

NZSX Listing Rule 7.12.7

Total monies*

TaxationAmount per Security in Dollars and cents to six decimal places

In the case of a taxable bonusResident

Imputation Credits

issue state strike priceWithholding Tax(Give details)

Foreign

FWP Credits

Withholding Tax(Give details)

Timing

(Refer Appendix 8 in the NZSX Listing Rules)

Record Date 5pmApplication Date

For calculation of entitlements -Also, Call Payable, Dividend /

Interest Payable, Exercise Date,

Conversion Date. In the case

of applications this must be the

last business day of the week.

Notice DateAllotment Date

Entitlement letters, call notices,For the issue of new securities.

conversion notices mailedMust be within 5 business days

of application closing date.

OFFICE USE ONLY

Ex Date:

Commence Quoting Rights:Security Code:

Cease Quoting Rights 5pm:

Commence Quoting New Securities:Security Code:

Cease Quoting Old Security 5pm:

7 June 201914 June 2019

$

$NZ$0.002373

$5,032,463

Date Payable

14 June 2019

In dollars and cents

Retained Earnings

$0.013449

$0.005901

$$0.005231

Ordinary Shares of Investore Property LimitedNZIPLE0001S3

Enter N/A if not

applicable

EMAIL: announce@nzx.com

Notice of event affecting securities

1

Investore Property Limited

2105

Jennifer WhooleyDirectors' Resolution

09 912 269009 912 26932019

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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