GMT Managed Investment Scheme Annual Report

Goodman Property Trust
Managed
Investment
Scheme
Annual Report 2019

This Annual Report has been prepared for the purposes of the Financial Markets Conduct Regulations 2014 and is
distinct from the Annual Report prepared in compliance with the NZX Listing Rules.
Contents
Details of the Scheme 1
Description of the Scheme 1
Information on composition 1
of the Scheme
Changes relating to the Scheme 2
Financial condition and 3
performance of the Scheme
Fees 4
Scheme property 6
Changes to persons involved 7
in the Scheme
How to find further information 7
Contact details and complaints 8
Goodman Property Trust
Managed Investment Scheme
Annual Report 2019

Details
of the Scheme
The scheme is the Goodman Property Trust
(“Scheme” or “GMT”) which is a managed
investment scheme for the purposes of
the Financial Markets Conduct Act 2013
(“FMCA”).
The Manager of the Scheme is Goodman
(NZ) Limited and the Supervisor is Covenant
Trustee Services Limited.
A Product Disclosure Statement has not been
prepared for the Scheme as no regulated
offers of units have been made pursuant to
the FMCA.
The Scheme’s latest financial statements and
the auditor’s report for those statements were
lodged with the Registrar on 21 June 2019.
Units in the Scheme are listed on the NZX
with the code of GMT.
Description
of the Scheme
The Scheme owns, develops and manages
commercial property and business real estate
space located in New Zealand.
The Scheme is a unit trust established on
23 April 1999 under the Unit Trusts Act 1960.
Information on composition
of the Scheme
This Annual Report covers the accounting
period from 1 April 2018 to 31 March 2019.
The number of managed investment
products, being units in the Scheme, (“Units”)
on issue at the start of the accounting period
was 1,287,781,937.
The number of Units on issue at the end of
the accounting period was 1,294,900,545.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2019
1

Changes relating
to the Scheme
Material changes to the nature of the Scheme, the Scheme property, or the management of the
Scheme over the accounting period are as follows:
Statement of Investment Policies
and Objections (SIPO)
The SIPO was lodged on 16 November 2016.
It was updated with effect from 10 December
2018, to allow an increase in the proportion
of uncommitted development projects being
undertaken.
Trust Deed
There have been no amendments to the Trust
Deed during the period from 1 April 2018 to
31 March 2019.
A copy of the supplemental deed which
amended GMT’s Trust Deed with effect
from 14 November 2016 is available on
the Corporate Governance section of the
Goodman Property Trust Website at
www.goodman.com/nz. It is also available
on the Disclose Register accessible on
the Companies Office website
(https://www.companiesoffice.govt.nz/
disclose).
Related party
transactions
During the period 1 April 2018 to 31 March
2019 there was no change to the nature and
scale of related party transactions.
There were no related party transactions that
were not on arm’s-length terms.
Further details of the related party fees paid
by GMT to Goodman (NZ) Limited and
Goodman Property Services (NZ) Limited
(“GPSNZ”) can be found in the financial
statements for GMT which have been lodged
with the Registrar.
During the period from 1 April 2018 to
31 March 2019 there have been no material
changes to:
(d) “terms of offer”; and
(e) “valuation and pricing methodologies”
in relation to GMT.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2019
2

Financial condition and
performance of the Scheme
The scheme has been repositioned as an industrial property specialist to meet the growing
demand for warehouse and distribution space across Auckland. This investment strategy has
enhanced the portfolio, generated strong profits and reduced gearing.
Highlights include:
+ A statutory profit of $334.8 million
before tax (including valuation gains of
$201.9 million), compared to $207.2 million
(including valuation gains of $83.8 million)
previously.
+ A 13% increase in net tangible assets, from
138.9 cents per unit, to 157.0 cents per
unit at 31 March 2019.
+ Adjusted operating earnings
1
of $117.0
million before tax or 9.04 cents per unit.
+ Cash distributions of 6.65 cents per unit,
representing around 95% of GMT’s cash
earnings
2
of 6.98 cents per unit.
+ Asset sales totalling $370.5 million,
including GMT’s 51% share in the joint
venture that owned the VXV office portfolio.
+ Greater balance sheet capacity with a loan
to value ratio
3
of 19.7% and committed
gearing of just 23.7%.
+ Continued development momentum with
the commencement of 11 new projects,
total project cost $160.5 million.
+ Strong operating results with portfolio
occupancy of 98% and a weighted
average lease term of 5.2 years
4
.
As at 31 March 2019 the Scheme had total
current assets of $60.2 million, total
non-current assets of $2,660.3 million and
total liabilities of $674.3 million (net assets
of $2,046.2 million).
Total comprehensive income for the 12 month
period to 31 March 2019 was $319.5 million,
and total distributions relating to the period to
Unit holders were $86.0 million, representing
6.65 cents per Unit.
Total comprehensive income for the 12 month
period to 31 March 2018 was $194.0 million,
and total distributions relating to the period to
Unit holders were $85.5 million, representing
6.65 cents per Unit.
Total distributions of 6.65 cents per Unit are
expected to be maintained for the 12 month
period to 31 March 2020.
You can find a copy of the Scheme’s
financial statements, including information
on distributions made by the Scheme on the
Disclose register at www.companies.govt.
Further information on the financial result
is provided in GMT’s Annual Report at:
www.goodmanreport.co.nz.
1
Adjusted operating earnings is a non-GAAP financial measure included to provide an assessment of the performance
of GMT’s principal operating activities. Refer to note 4.2 of GMT’s financial statements for further information. This can
be found in GMT’s Annual Report prepared in compliance with the NZX Listing Rules.
2
A non-GAAP measure of free cash flow. The calculation is set out on page 39 of GMT’s Annual Report prepared in
compliance with the NZX Listing Rules.
3
Refer to note 3.5 of GMT’s financial statements for further information. This can be found in GMT’s Annual Report prepared
in compliance with the NZX Listing Rules.
4
After all contracted sales, including post balance date transactions.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2019
3

Fees
The following fees and expenses were charged in respect of the Scheme in dollars and as a
percentage of Scheme’s net assets for the 12 month period to 31 March 2019.
Fees and Expenses Description
Value
($ million)
% of
Scheme’s
net assets
1

Valuation fees 0.60.03
Auditor’s fees 0.2
0.01
Trustee fees 0.3
0.01
Other costs
1.60.08
Fees/expenses charged by other persons 2.70.13
Manager’s base fee
2
9.80.48
Manager’s performance fee
2
8.60.42
Property management fees 3.30.16
Leasing fees 2.10.10
Acquisition and disposal fees 4.20.21
Minor project fees 1.00.05
Development management fees 5.10.25
Fees charged by the Manager and its associated persons 34.11.67
Total Fees and Expenses 36.81.80
1
The net assets of the Scheme as at 31 March 2019 were $2,046.2 million.
2
Reinvested in Units in accordance with the provisions of GMT’s Trust Deed.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2019
4

Any performance below the target return is carried forward indefinitely to future periods. GMT
will not earn a performance fee on any performance in excess of the target return plus 5% per
annum. Any performance over that cap will be carried forward indefinitely to future periods
(except in a period in which GNZ ceases to hold office, or GMT terminates). No performance fee
is payable for any year where GMT’s performance is less than 0%, however, any under or over
performance is carried forward indefinitely to future periods.
The Manager is required to use performance fee proceeds to reinvest in GMT units in
accordance with the terms of the Trust Deed. The issue price for these units is equal to the
higher of market price and the net asset value per unit.
At 31 March 2019 a performance fee carry forward of $11.2 million (2018: deficit of $1.1 million)
was carried forward to include in the calculation to determine whether a performance fee is
payable in future periods.
Property management fees
Property management fees are paid to
GPSNZ for day to day management of
properties.
Leasing fees
Leasing fees are paid to GPSNZ for executing
leasing transactions.
Acquisition and disposal fees
Acquisition and disposal fees are paid to
GPSNZ for executing sale and purchase
agreements.
Minor project fees
Minor project fees are paid to GPSNZ
for services provided to manage capital
expenditure projects for stabilised properties.
Development management fees
Development management fees are paid
to GPSNZ for services provided to manage
capital expenditure projects for developments.
Reimbursement of expenses
for services provided
Certain services are provided by GPSNZ in
lieu of using external providers. Fees and
expenses can only be charged to GMT by the
Manager and GPSNZ in accordance with the
terms of the service arrangements and/or the
GMT Trust Deed.
Any change to the service arrangements and
the GMT Trust Deed requires the approval of
the Supervisor (or in certain circumstances,
Unit holders) and would be advised to Unit
holders via the NZX.
For more information in respect to the
Fees, please refer to the Scheme’s financial
statements, on the Disclose register at
www.companies.govt.nz/disclose, scheme
number SCH11225.
A summary of the fees payable can be found
in the corporate governance of the GMT
website.
Fees — continued
Goodman Property Trust
Managed Investment Scheme
Annual Report 2019
5

Scheme property
The table below contains the assets of the Scheme extracted from the balance sheet as at
31 March 2019 and 31 March 2018:

$ million
20192018
Non-current assets
Stabilised properties 2,478.62,043.5
Developments 85.26 7. 5
Land
69.6120.0
Investment in joint venture
–114. 3
Derivative financial instruments 25.08.9
Deferred tax assets 1.95.2
Total non-current assets
2,660.3
2,359.4
Current assets
Investment property contracted for sale 43.5238.6
Advances to joint venture –107.5
Debtors and other assets 13.69.3
Cash 3.14.7
Total current assets 60.2360.1
Total assets 2,720.52,719.5
Goodman Property Trust
Managed Investment Scheme
Annual Report 2019
6

Changes to persons
involved in the Scheme
There have been no changes to persons involved in the Scheme during the accounting period.
How to find
further information
Copies of documents relating to the Scheme,
such as the Trust Deed, SIPO and the annual
financial statements are available on the
Disclose register at www.companies.govt.nz/
disclose, scheme number SCH11225.
You have the right, free of charge and during
normal office hours, to inspect that part of
the Unit register that relates to your Units on
giving 5 working days’ notice to the Manager.
You also have the right, free of charge, on
giving 5 working days’ notice and during
normal office hours, to inspect a copy of
the Trust Deed, SIPO and annual financial
statements at the Manager’s registered
office, which is located at Level 2,
18 Viaduct Harbour Avenue, Auckland 1010.
Alternatively, you can obtain a copy free of
charge by writing to us at PO Box 90940,
Auckland 1142.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2019
7

Contact details
and complaints
Manager
Goodman (NZ) Limited
Level 2, 18 Viaduct Harbour Avenue
Auckland 1010
PO Box 90940
Victoria Street West
Auckland 1142
Toll free: 0800 000 656 (within New Zealand)
Telephone: +64 9 375 6060
(outside New Zealand)
Email: info-nz@goodman.com
Website: www.goodman.com/nz
Helpline
The Manager has a dedicated toll free
number, 0800 000 656 (+64 9 375 6073
from outside New Zealand), which will
connect Unitholders directly with the investor
relations team who will assist with any
queries.
Trustee and Supervisor
Covenant Trustee Services Limited
Level 6, Crombie Lockwood Building
191 Queen Street
PO Box 4243
Auckland 1140
Telephone: +64 9 302 0638
Registrar
Computershare Investor Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Private Bag 92119
Auckland 1142
Toll free: 0800 359 999 (within New Zealand)
Telephone: +64 9 488 8777
(outside New Zealand)
Facsimile: +64 9 488 8787
Email: enquiry@computershare.co.nz
Complaints
Complaints may be made to the Manager
or Supervisor.
As a financial service provider registered
under the Financial Service Providers
(Registration and Dispute Resolution)
Act 2008, the Manager is a member of
an approved dispute resolution scheme
(registration number FSP36542).
Financial Dispute Resolution
Freepost 231075
PO Box 2272
Wellington 6140
Toll Free: 0508 337 337 (within New Zealand)
Telephone: +64 4 910 9952
(outside New Zealand)
Email: enquiries@fdr.org.nz

There will be no fee charged to any
complainant in connection with investigation.
Goodman Property Trust
Managed Investment Scheme
Annual Report 2019
8

Goodman Property Trust
Managed Investment Scheme
Annual Report 2019

www.goodman.com/nz

---

Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz
nzx release+
GMT Managed Investment Scheme Annual Report
Date
17 July 2019
Release
Immediate

The 2019 Annual Report of Goodman Property Trust was released on 15 May 2019.
The report contained all the information that the Trust is required to provide to its
security holders under the NZX Listing Rules.
As a managed investment scheme, under the Financial Markets Conduct Act, GMT is
required to produce a second annual report in a format consistent with that Act.
An electronic copy of this second report has been registered on Disclose and is
provided to the NZX as an attachment to this announcement.
For further information please contact:
John Dakin
Chief Executive Officer
Goodman (NZ) Limited
(09) 375 6063
(021) 321 541


About Goodman Property Trust:
GMT is an externally managed unit trust, listed on the NZX. It has a market capitalisation of around $2.6
billion, ranking it in the top 20 of all listed investment vehicles. The Manager of the Trust is a subsidiary of
the ASX listed Goodman Group, Goodman Group is also the Trust’s largest investor with a cornerstone
unitholding of 21.6%.

GMT is New Zealand’s leading industrial space provider. It has a substantial property portfolio, with a value
of $2.6 billion. The Trust holds an investment grade credit rating of BBB from Standard & Poor’s.