Investore Property Limited – FY19 Annual Results
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.
4
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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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7
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
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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
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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
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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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47
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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49
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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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%
52
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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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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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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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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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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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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
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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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