GMT’s delivers statutory profit of $284.4 million before ta
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’s delivers statutory profit of $284.4 million before tax
Date 28 May 2020
Release Immediate
Goodman (NZ) Limited, the manager of Goodman Property Trust (“GMT” or “Trust”)
has released the Trust’s financial results for the year ended 31 March 2020.
The continued execution of an investment strategy focused on the supply-constrained
Auckland industrial market has contributed to another strong operating result from GMT.
Keith Smith, Chairman of Goodman (NZ) Limited said, “While the economic outlook has
deteriorated rapidly over the last three months as a result of COVID-19, the quality of the
Trust’s $3.1 billion portfolio, its focus on the industrial sector and low level of gearing will
enable it to respond to future challenges and opportunities.”
FY20 result overview
GMT’s investment strategy has been refined in recent years to meet the increased demand
for warehouse and distribution space across Auckland. Driven by economic growth and
other structural drivers, the city’s industrial property market has to date, been New
Zealand’s best performing commercial real estate sector.
Key operational and financial results of FY20 include:
+ A statutory profit of $284.4 million before tax (including investment property valuation
gains of $165.8 million), compared to $334.8 million before tax (including investment
property valuation gains of $201.9 million) previously.
+ A 10% increase in net tangible assets to 172.7 cents per unit, from 157.0 cents per unit at
31 March 2019.
+ Adjusted operating earnings
1
of $109.7 million before tax or 8.16 cents per unit.
+ Cash distributions of 6.65 cents per unit, representing around 107% of GMT’s cash
earnings
2
of 6.22 cents per unit.
+ Successful capital management initiatives with $175 million of new equity raised in
September and October 2019, through a $150 million placement and a $25 million Retail
Unit Offer.
+ Substantial balance sheet capacity with reported gearing of just 18.9% and almost
$400 million of available liquidity, at 31 March 2020.
+ Further development progress with $158.6 million of projects completed during the year
and $101 million
3
of projects in progress.
+ The acquisition of the T&G Global facility in Mt Wellington for $65.0 million in September
2019 and, post balance date, the neighbouring property at 7-8 Monahan Road for
$13.0 million.
+ Strong portfolio metrics with occupancy of 99.4% and a weighted average lease term of
5.5 years, at 31 March 2020.
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 3.1 of GMT’s financial statements for further information.
2
Cash earnings is a non-GAAP financial measure that assesses underlying cashflows, on a per unit basis. The calculation is
set out on page 29 of the Annual Report.
3
Total project cost of projects under active development, at 31 March 2020.
Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142 Tel +64 9 375 6060 |
www.goodman.com/nz
Further financial information is provided in the Trust’s 2020 Annual Report which was
released today. A copy of the report has been provided to the NZX and will be available on
the website, www.goodman.com/nz
, later this morning.
COVID-19 impacts and responses
Chief Executive Officer, John Dakin said, “Alongside many of our customers in the logistics
and warehousing sectors we have continued to operate through the Alert Level restrictions,
providing the critical business infrastructure that is supporting essential supply chains, while
maintaining the health and safety of our people, customers and stakeholders.”
John Dakin said, “A secure and efficient supply chain, that includes warehouse and logistics
facilities close to consumers, has proven to be essential for a modern city to function and
grow.
Despite the uncertain operating environment, customer demand in the online, logistics,
food, consumer goods and digital economy, continues to support our portfolio fundamentals
and targeted development activity.”
John Dakin said, “The business is responding to the disruption caused by COVID-19 and
we’re adapting our approach to ensure GMT’s stable cashflows and strong financial position
are maintained.”
These initiatives have included:
+ Assisting vulnerable customers with rental support, balancing the needs of these
businesses with our obligations to investors
+ Managing the development workbook by pausing certain development projects until a
customer commitment is secured. While customer demand is likely to be lower, a
significant number of new projects is still anticipated this year
+ Continuing to act prudently by raising the hurdles for new investment spending.
Outlook - FY21 guidance and changes to distribution policy
Commenting on the outlook for FY21, John Dakin said, “If the portfolio continues to perform
in line with our expectations, we forecast cash earnings to be materially consistent with last
year, at around 6.2 cents per unit.”
To ensure the business can continue to grow sustainably the Board has amended its
distribution policy for the Trust. Adopting a target payout ratio of between 80% and 90% of
cash earnings, better aligns distributions with the underlying cashflows from the Trust’s
stabilised portfolio.
Keith Smith said, “The amendment to the distribution policy is another step in the evolution
of a high-quality, low risk property business focused on sustainable long-term growth.”
Under the new policy cash distributions of at least 5.3 cents per unit are expected to be paid
in FY21.
The guidance is subject to there being no further material adverse changes in market
conditions or the occurrence of other unforeseen events.
Summary
GMT delivered a strong operating performance over the last 12 months. With an investment
strategy focused on urban logistics it remains well positioned for the challenges that will
arise as a result of COVID-19 and beyond.
John Dakin said, “Along with others in the business community, our strategy has been
stress-tested throughout these last few months. Investing in the supply-constrained
Auckland industrial market has delivered strong returns for Unitholders and demonstrated
the Trust is uniquely placed to benefit from the rapid growth in e-commerce and the critical
role the city’s industrial sector plays in the national supply chain.”
Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142 Tel +64 9 375 6060 |
www.goodman.com/nz
For additional information please contact:
John Dakin Andy Eakin
Chief Executive Officer Chief Financial Officer
Goodman (NZ) Limited Goodman (NZ) Limited
(021) 321 541 (021) 305 316
James Spence
Director Investment Management
Goodman (NZ) Limited
(021) 538 934
Attachments provided to NZX:
1. Goodman Property Trust and GMT Bond Issuer Limited Annual Report 2020
2. GMT Annual Result Presentation
3. NZX Result Announcement
About Goodman Property Trust:
GMT is an externally managed unit trust, listed on the NZX. It has a market capitalisation of around $3.2 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%.
GMT is New Zealand’s leading industrial space provider. It has a substantial property portfolio, with a value of $3.1 billion. The
Trust holds an investment grade credit rating of BBB from Standard & Poor’s.
---
1
Annual
Result
Goodman Property Trust
2020
2
Goodman Property Trust Annual Result 2020
Contents
03Overview
06Financial result
13Capital management
17Investment portfolio
28Development programme
31FY21 Outlook & guidance
34Appendix
Presented by:
John Dakin Chief Executive Officer + James Spence Director - Investment Management + Andy Eakin Chief Financial Officer
M20 Business Park, WiriUnless otherwise indicated, all numerical data provided in this presentation is stated as at 31 March 2020. All dollar valuesare NZD unless otherwise stated. All figures are rounded. Non-GAAP financial measures may not be consistent with their calculationby other similar entities.
3
Overview
Gateway warehouses, Highbrook Business Park
Goodman Property Trust Annual Result 2020
4
Goodman Property Trust Annual Result 2020
Changing landscape
We acknowledge the unprecedented times we’re experiencing and the impact COVID-19 is having on people’s lives and
livelihoods
Today’s operating outlook is more uncertain with the social and economic impacts of the COVID-19 pandemic likely to be far
reaching
New Zealand’s industrial sector is an important part of the economy, delivering essential business infrastructure and enabling
distribution of critical supplies
Despite the challenging macro environment, offshore and local markets show an acceleration in consumer take-up of online
retail. The trend continues to be a positive demand driver for logistics property, supporting underlying fundamentals:
+Increased focus on timely and cost-effective distribution as consumer demands intensify
+Increased use of technology & automation as distributors seek to maximise productivity from within existing assets
+Greater occupier sophistication, differentiating between locations and building quality
5
Goodman Property Trust Annual Result 2020
Strategic overview
Industrial
Auckland industrial market at capacity (1.2% vacancy
1
)
Prime locations, close to consumers, expected to deliver
best returns
Low capital outlay over life cycle
Strongest investment performance of all property sectors
Auckland
Geographically constrained with limited well-located
industrial land supply
NZ’s urban centre, with scale supporting innovation
and e
-commerce trends
Congested distribution networks driving selectiveness
for locations
Targeted investment in the Auckland industrial and
urban logistics market
Focus on long-term total return, through continued value
creation within underlying portfolio
Development programme producing quality long-t
erm assets,
monetising GMT’s land bank
Substantial balance sheet capacity, providing resilience and
c
apacity for further investment
Updated distribution policy which provides for a long-term
sustainable distribution, better aligned with the underlying
cash flows from GMT’s stabilised portfolio
1
CBRE Research, Q4 2019
6
Financial
result
NCI Packaging, SavillLink
Goodman Property Trust Annual Result 2020
7
Goodman Property Trust Annual Result 2020
Financial highlights
Goodman Property Trust Annual Result 2020
NCI Packaging, Savill Link
18.9%
Loan-to-value ratio
1
172.7cpu
Net tangible asset backing
$165.8m
Portfolio revaluation
$284.4m
Profit before tax
4.0years
Weighted average debt term
4
6.65cpu
FY20 distribution
6.22cpu
Cash earnings
3
1
LVR is a non-GAAP financial measure used to assess the strength of GMT’s balance sheet
2
GMT’s stock market performance calculated on an accumulation basis, aligned with performance fee calculation
3
Cash earnings is a non-GAAP financial measure that assesses underlying cash flows, on a per unit basis, after adjusting for borrowing costs and Manager’s base fee capitalised to land and expenditure related to building maintenance
4
Calculated on drawn debt assuming bank debt is drawn from the longest term facility
28.1%
Total Unitholder Return
2
12 months to 31 March 2020
8
Goodman Property Trust Annual Result 2020
126.8
14.3
+4.9
+11.5
+3.6
+3.0
-4.2
-0.2
-14.3
141.1
145.3
100
105
110
115
120
125
130
135
140
145
150
FY19DisposalsAcquisitionsDevelopmentsUnderlying
portfolio -
Auckland
Additional
income
IFRS 16
adjustment
(ground
leases)
FY20
GMTWPHGMTWPH
Net property income
Net property income bridge
($m)
Income from acquisitions and developments in
addition to like-for-like rental growth has offset the
impact of asset disposals and deleveraging
Underlying like-for-like rental growth of ~4% for
the period
1
Ground lease rental payments now accounted for
in accordance with IFRS16
1
Net rental income on underlying portfolio, adjusted to remove straightliningand fitout rents
9
Goodman Property Trust Annual Result 2020
Cash earnings
FY20 cash earnings per unit materially consistent
with restated FY19
Distribution of 6.65 cents per unit equates to 106.9%
of cash earnings for the period
Capitalised borrowing costs on land have fallen to
$3.7 million with a land weighting of 1.5% at balance
date
$12.5 million of capex spent on stabilised portfolio, of
which $2.9 million is considered to be maintenance
FY21 benefits from ~$4 million of tax savings from
reinstatement of building depreciation, effective tax
rate expected to be around 15% for the year
FY20FY19
Adjusted operating earnings before tax
1
109.7117.0
Tax on adjusted operating earnings(19.2)(17.5)
Adjusted operating earnings after tax90.599.5
Base management fee – paid in units-(9.3)
Capitalised borrowing costs – land(3.7)(6.0)
Capitalised management fees –land(0.3)(0.5)
Maintenance capex(2.9)(3.1)
Cash earnings
2
83.680.6
Cash earnings per unit (cpu)6.226.24
Distribution per unit (cpu)6.656.65
Distribution % of cash earnings106.9%106.6%
Cash earnings’ summary ($m)
1
Adjusted operating earnings is a non-GAAP financial measure that includes the Trust’s share of Wynyard Precinct Holdings Limited joint venture’s operating earnings in FY19. Refer to note 3.1of GMT’s financial statements for further information.
2
Cash earnings is a non-GAAP financial measure that assesses underlying operating cashflows, after adjusting for borrowing costs and Manager’s base fee capitalised to land and expenditure related to building maintenance. Cash earnings for the prior year have been restated for consistency
with FY20, treating the management fee as if it had been paid in cash.
10
Goodman Property Trust Annual Result 2020
172.7
+2.6
+0.4
+10.7
+1.3
+1.4
+0.7
-1.5
157.0
140.0
145.0
150.0
155.0
160.0
165.0
170.0
175.0
180.0
31-Mar-19Equity
placement
Retail offerRevaluation -
stabilised
Revaluation -
developments
and land
Movement in
fair value of
financial
instruments
FY20
Performance
fee
Other31-Mar-20
NTA increased 15.7 cents per unit (10.0%) for the
year to 172.7 cents per unit
5.7% increase in portfolio value main contributor
$175 million of new equity raised mid-y
ear at $2.10
per unit, a 23% premium to NTA
$22.5 million revaluation gains on developments
r
eflects an average margin of 16.2%
1
GMT’s strong relative performance in FY20 resulted
in a performance fee of $11.4 million being payable
Capital growth
Net tangible assets
(cents per unit)
1
Margin reflects completed developments only
11
Goodman Property Trust Annual Result 2020
Investment property
Investment property
($m)
Total investment property increased
by $440.6 million to $3.1 billion
Acquisitions and developments
adding $221.4 million
Interests in leasehold land valued at
$63.3 million under IFRS16
(corresponding lease liability of
$60.1 million)
Capital
transactions
DevelopmentsOther
2,478.6
2,951.8
85.2
74.9
69.6
47.3
-12.5
-4.8
+106.3
+75.3
+30.5
+3.7
+5.6
+148.1
+25.0
+63.3
2,633.4
3,074.0
2,000
2,200
2,400
2,600
2,800
3,000
3,200
31-Mar-19DisposalsAcquisitionsHighbrookSavillM20WestneyStabilised
revaluation
Land
revaluation
Capitalised
costs
IFRS 16
adjustment
31-Mar-20
StabilisedDevelopmentLand
1
Capitalised costs include capital expenditure, capitalised holding costs and deferred costs on stabilised and land
1
12
Goodman Property Trust Annual Result 2020
Gearing
Loan to value ratio
GMT continues to be conservatively
l
everaged
LVR of 18.9% at 31 March 2020 with
fully committed LVR at 20.6%
Medium-term range remains 25% -
35%
LVR covenant limit of 50% under
Trust Deed and all financing
arrangements
Balance sheet position provides
significant resilience and capacity for
both acquisitions and investment in
development pipeline
18.9%
20.6%
+3.1%
+2.6%
+0.9%
+0.3%
+1.3%
-0.3%
-1.2%
-5.8%
19.7%
10%
12%
14%
16%
18%
20%
22%
24%
26%
28%
31-Mar-19AcquisitionsDevelopments
incl.
revaluation
DisposalsStabilised
revaluation
Equity raiseOther31-Mar-20Committed
acquisitions
Committed
developments
Committed
LVR
1
1
Excludes pauseddevelopments previously announced
LVR is a non-GAAP financial measure used to assess the strength of GMT’s balance sheet. Calculation of LVR is set out in note 2.6 of GMT’s financial statements
13
Capital
management
HighbrookBusiness Park
Goodman Property Trust Annual Result 2020
14
Goodman Property Trust Annual Result 2020
135135
130
100
100
100
100
525252
0
50
100
150
200
250
FY21FY22FY23FY24FY25FY26FY27FY28FY29FY30FY31
Retail bondsBank facilityUSPP notesBank debt drawn
Managing funding risk
Maturity profile
($m)
Refinancing of GMT’s bank facility was completed
in November 2019
Increased facility size by $100m to $400m, with
funding from BNZ, CBA, HSBC and Westpac
Maintained Standard & Poor’s corporate rating of
BBB (stable), BBB+ debt issue rating
31-Mar-2031-Mar-19
Non-bank funding (drawn)96%98%
Headroom (bank facility)$375m$288m
Weighted average debt term (drawn)
1
4.0y5.0y
Gearing covenant (<50%)
2
20.3%22.4%
1
Calculated on drawn debt assuming bank debt is drawn from the longest term facility
2
Asset pool for LVR covenant excludes development spend on projects in progress, cash, and certain properties. LVR is a non-GAAP metric used to measure the strength of GMT’s balance sheet.
15
Goodman Property Trust Annual Result 2020
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
Y1Y2Y3Y4Y5
Managing interest rate risk
Hedging profile
Hedging levels provide over 30% exposure to
l
ow floating rates
Interest rate swaps net ITM $16.5 million
Cross currency swaps fully hedge USPP notes
(ITM $44.6 million)
FY21 WACD expected to be around 3.7%
31-Mar-2031-Mar-19
12 month forward hedging level68%76%
Weighted average debt cost5.0%4.9%
ICR covenant (>2.0x)3.9x3.6x
16
Goodman Property Trust Annual Result 2020
Distribution policy
Updated distribution policy which better aligns distributions with the underlying cash flows from GMT’s stabilised portfolio:
+Remains linked to cash earnings
1
; GMT’s preferred measure for analysing underlying financial performance
+Provides for distributions to be cash covered as opposed to partially funded by debt, and retains earnings towards capex
on GMT’s stabilised portfolio
From FY21, future distributions are expected to range between 80% and 90% of cash earnings
1
1
Cash earnings is a non-GAAP financial measure that assesses underlying operating cashflows, after adjusting for borrowing costs and Manager’s base fee capitalised to land and expenditure related to building maintenance. Refer also to slide 9.
17
Investment
portfolio
Big Chill Distribution, HighbrookBusiness Park
Goodman Property Trust Annual Result 2020
18
Goodman Property Trust Annual Result 2020
201.9
179.0
115.9
196.6
282.5
211.1
148.7
124.2
278.8
243.9
370.5
13.1
500.0
400.0
300.0
200.0
100.0
0.0
100.0
200.0
300.0
400.0
FY15FY16FY17FY18FY19FY20
DevelopmentsAcquisitionsDisposals
Portfolio repositioned
Investment activity
2
($m)
3
Over the last 6 years, $1.2 billion of asset sales and
$1.0 billion
1
of investment into acquisitions and
development commencements has transformed and
significantly improved GMT’s portfolio quality:
+Around 80% of portfolio built since 2004
+100% Auckland industrial weighting
+Land weighting reduced from 10.8% to 1.5%
Gearing reduced from 36.0% to 18.9%
1
Acquisitions and development commencements – total project cost excluding land, includes paused developments previously announced
2
Transactions contracted in the period
3
Development commencements –total project cost including land. Includes paused developments previously announced
19
Goodman Property Trust Annual Result 2020
GMT’s property portfolio
Goodman Property Trust Annual Result 2020
Efficient and desirable distribution locations.
$3.1bn
Property portfolio
1.1m sqm
Net lettable area
11
Estates
20
Goodman Property Trust Annual Result 2020
Portfolio metrics
Goodman Property Trust Annual Result 2020
99.4%
Occupancy
100%
Auckland industrial weighting
1.5%
Land weighting
$158.6m
Development completions
1
5.5years
Weighted average lease term
Gateway warehouses, HighbrookBusiness Park
1
Valuation upon completion
21
Goodman Property Trust Annual Result 2020
0.0%
5.0%
10.0%
15.0%
20.0%
25.0%
VacantFY21FY22FY23FY24FY25FY26FY27FY28FY29>FY29
Value AddCoreLeased since March 2019
Portfolio leasing
Leasing for the year across stabilised portfolio
totalled 140,269 sqm (12.6% of portfolio)
Occupancy of 99.4% with FY21 expiries reducing
from 15.0% to 7.7% over the last 12 months
Average lease up period on vacancies of 2
months
Development leasing a strong mixture of
expansion for GMT’s existing customer base
(20,856 sqm) and 10 new customers (18,244
sqm)
Portfolio review profile
(% of portfolio income)
Occupancy (% of portfolio income)
95%
96%
97%
98%
99%
100%
FY16FY17FY18FY19FY20
1
Value-add estates include: Tamaki Estate, Roma Road, Penrose Industrial, Favona, Mt Wellington, Connect Industrial
1
22
Goodman Property Trust Annual Result 2020
FY21 Portfolio review profile
(% of portfolio income)
FY20 saw 72% of portfolio income subject to review by way
of fixed, indexed or market review
1
during the year for an
average increase of 3.7%
2
+Average fixed and indexed increases of 2.5%
+Average increase on market events of 6.3%
3
55% of portfolio subject to fixed or indexed review during
FY21with fixed reviews having an average increase of 2.6%
per annum
Expiries and market reviews due in FY21 considered to be
7-8% under rented
4
when assessed in November 2019
Portfolio reviews
1
Reviews include renewals and new leasing following expiries
2
Face rental increases
3
Market events are market reviews, renewals and new leases
4
Assessed by Management on a face rent basis
23
Goodman Property Trust Annual Result 2020
Customer base
Top 10 customers accounting for 31% of portfolio income, generally
focussed on storage, logistics and distribution
1.2% of GMT’s portfolio weighted towards retail (cafes, restaurants,
gyms etc)
Top ten customers
(% of portfolio income, including subsidiary companies)
Industry exposure (% of income)
1
1
Leased to Big Chill Distribution Limited, a subsidiary of Freightways
0%1%2%3%4%5%6%
NZ Post
DHL
OfficeMax
Fletcher Building
Coda
T&G Global
Foodstuffs
Freightways
Fliway Transport
Toll
24
Goodman Property Trust Annual Result 2020
COVID-19 impact
COVID-19 has had a significant impact on the businesses of many customers, particularly those not classed as essential services
during Alert Level 4
+Approximately 40% of GMT’s customers, representing around 70% of the Trust’s total annual rental income, were utilising their
premises to some degree through the Alert Level 4 lock down restrictions
+> 90%
1
of customers were open to some extent from Alert Level 3
A number of distribution customers have had to find space for expansion to cater for changing demand, with two of GMT’s warehouse
vacancies leased since the onset of COVID-19
A number of GMT’s customers have sought rent relief as they manage the combined impacts of trading restrictions and a sharp
economic correction
+GMT’s standard form of lease does not allow for rental relief in circumstances of “no access for emergency”. Fair abatement for
no access applies in a handful of leases (<5%), generally where inherited through acquisitions
1
Measured by income
25
Goodman Property Trust Annual Result 2020
COVID-19 response
GMT has received ~90% of rental due for April and May 2020
GMT’s response to requests for rental relief have been made on a case by case basis, and have included:
+Targeted support by way of abatement for the most vulnerable businesses; generally those closed during both Alert Levels 4 and 3and
with limited financial resources
+Mutually beneficial leasing outcomes, with30,585sqm of leasing deals completed since 1 April 2020
+Limited rental deferrals to support businesses with short-term cash flow
Other responses to COVID-19 have included:
+Pausing certain development projects until a customer commitment is secured
+Providing marketing support for retail and amenity customers
+Assisting our suppliers with cash flow support by:
-Paying construction partners twice monthly for completed work
-Paying other suppliers on invoice approval, not waiting for 20
th
of month normal payment terms
26
Goodman Property Trust Annual Result 2020
Strategic infill investments with holding income.
New investments
Goodman Property Trust Annual Result 2020
$116.9m
Purchase price
14.7ha
Land area
4.7%
Passing yield
New investments include FY20 settlements of acquisitions of properties at FavonaRoad, 2-6 Monahan Road (Mt Wellington), 7-8 Monahan Road (Mt Wellington)(post balance date) and Pilkington Road (part of Tamaki Estate),
27
Goodman Property Trust Annual Result 2020
Portfolio valuation
Portfolio summary as at 31 March 2020
Valuation $mCap rateInitial YieldWALE yearsOccupancyNet lettable area sqm
Highbrook Business Park
1,443.3
5.3%5.0%6.3100%432,640
Savill Link
361.9
5.1%5.1%6.7100%129,466
M20 Business Park
279.1
5.6%5.8%4.9100%108,391
The Gate Industry Park
1
244.1
5.4%5.2%2.997%85,439
Westney Industry Park
1
193.9
7.1%8.2%5.7100%105,763
Value-add estates
345.2
5.5%5.3%2.9100%176,824
Underlying stabilised portfolio2,867.55.4%5.3%5.5100%1,038,523
Completed developments (2H)83.95.4%4.7%7.093%20,740
Total stabilised properties2,951.85.4%5.3%5.599%1,059,263
Partially completed developments34.84.8%5.1%11.6100%12,833
Developments held at cost40.1--2.630%43,007
Land47.3-----
Total investment portfolio3,074.05.4%5.3%5.599%1,115,103
1
Includes right of use assets in respect of ground leases of $63.3m
Portfolio revaluation $m
1H FY202H FY20Total
Stabilised159.9(11.8)148.1
Development12.410.122.5
Land0.1(4.9)(4.8)
Total investment portfolio172.4(6.6)165.8
28
Development
programme
Active Healthcare, HighbrookBusiness Park
Goodman Property Trust Annual Result 2020
29
Goodman Property Trust Annual Result 2020
Completed developments
Leasing outcomes
11 developments completed across 34,977 sqm of NLA
22,075 sqm developed on a pre-committed basis for
customers Quest, NCI, Big Chill and Panasonic
12,901 sqm developed on a build-to -lease basis and are
100% leased
1
with an average let up period of less than
1 month
Completed development metrics
FY20
% leased100%
1
Average WALE10.4 years
Yield on cost6.4%
Yield on additional cost8.4%
Cap rate on completion5.3%
1
Excludes the Crossing Carpark which is 99% leased. Underwood 1,000 was leased post balance date
30
Goodman Property Trust Annual Result 2020
Current development programme
Work-in -progress summary
Current development programmec
onsists of 33,790
sqm across 7 projects at Highbrook, Savill Link,
Westney and M20 business parks
Two previously announced build-to -lease (speculative)
developments have been paused prior to construction
commencement with minimal spend
+Allows GMT to manage exposure to build-to -lease
(speculative) development, which equates to just
0.8% of total portfolio
Work in progress costs relating to COVID-19 have
been agreed and are within project contingencies
Estate
Total project cost
$m
Lettable area
sqm
Expected
completion date
1
Leased
Highbrook53.716,029Feb-2169%
Savill Link18.05,480May-20100%
Westney16.48,329Nov-2046%
M2012.83,952Nov-20100%
Subtotal101.133,79073%
Paused developments58.322,050TBC-
Total 159.455,84046%
1
Last completion date of current work in progress
Developments (excluding paused)sqm
Currently under construction33,790
Uncommitted9,230
Total GMT portfolio1,115,103
Exposure0.8%
Leasing exposure
31
FY21
outlook& g uidance
NCI Packaging, SavillLink
Goodman Property Trust Annual Result 2020
32
Goodman Property Trust Annual Result 2020
While the operating environment has deteriorated and the immediate outlook is uncertain, we will continue to pursue an
investment strategy focused on the urban logistics’ market:
The important role industrial property plays in the supply chain, providing the physical infrastructure that allows goods and
m
aterials to be stored and distributed quickly and efficiently has been clearly demonstrated in the consumer response to
COVID-19
Prudent capital management has provided GMT with substantial financial flexibility and liquidity, providing resilience and the
abi
lity to take advantage of acquisitions and/or development opportunities in line with strategy
FY21 guidance
Based on the current economic outlook and our expectations of its portfolio impact, cash earnings are expected to be
m
aterially consistent with FY20 at around 6.2 cents per unit
1
Distributions for FY21 to be not less than 5.3 cents per unit, the midpoint of the 80-90% FY21 cash earnings’ guidance
The guidance is subject to there being no further material adverse changes in market conditions or the occurrence of other
unf
oreseen events
Outlook and guidance
1
Operating earnings adjusted for interest capitalised on land, maintenance capex and capitalised management fees on land
33
Thank
you
Goodman Property Trust Annual Result 2020
Disclaimer: The information and opinions in this presentation were prepared by Goodman (NZ) Limited on behalf of Goodman Property Trust and its subsidiaries (Goodman).
Goodman makes no representation or warranty as to the accuracy or completeness of the information in this presentation.
Opinions including estimates and projections in this presentation constitute the current judgment of Goodman as at the date of this presentation. They are subject to change without notice. Such opinions are not guarantees or predictions of future performance, and involve known and
unknown risks, uncertainties and other factors, many of which are beyond Goodman’s control, and which may cause actual results to differ materially from those expressed in this presentation.
Goodman undertakes no obligation to update any information or opinions whether as a result of new information, future events or otherwise.
This presentation is provided for information purposes only.
No contract or other legal obligations shall arise between Goodman and any recipient of this presentation.
Neither Goodman, nor any of its Board members, officers, employees, advisers or other representatives will be liable (in contract or tort, including negligence, or otherwise) for any direct or indirect damage, loss or cost (including legal costs) incurred or suffered by any recipient of this
presentation or other person in connection with this presentation.
34
Appendix
WestneyIndustry Park
Goodman Property Trust Annual Result 2020
35
Goodman Property Trust Annual Result 2020
DevelopmentEstate
Total project cost
$m
Lettable area
sqm
Completion dateLeased
Savill Drive UnitsSavill Link18.05,480May-20100%
OfficeMax ExpansionHighbrook Business Park20.37,353Sep-20100%
68 Westney RoadWestney Industry Park9.84,970Nov-20100%
Waiouru PointHighbrook Business Park15.14,416Nov-20100%
Westney 4,500Westney Industry Park9.84,970Nov-200%
Ingram Micro ExpansionM20 Business Park12.83,952Nov-20100%
Island UnitsHighbrook Business Park18.34,260Feb-210%
Total existing projects101.133,79073%
M20 9,000M20 Business Park25.09,6300%
El Kobar 10,000Highbrook Business Park26.110,4000%
Savill ExpansionSavill Link7.22,0200%
Total paused projects58.322,0500%
Total work-in-progress159.455,84046%
Work-in-progress
36
Goodman Property Trust Annual Result 2020
Completed developments
Westney hardstand
Estate
Westney Industry Park
Completion
August 2019
Area
3,279sqm
NCI
Estate
Savill Link
Completion
July 2019
NLA
14,206 sqm
37
Goodman Property Trust Annual Result 2020
Panasonic expansion
Estate
Highbrook Business Park
Completion
February 2020
NLA
2,666 sqm
Completed developments
Big Chill expansion
Estate
Highbrook Business Park
Completion
February 2020
NLA
5,203 sqm
38
Goodman Property Trust Annual Result 2020
Paramount
Estate
Highbrook Business Park
Completion
December 2019
NLA
2,999 sqm
Completed developments
Hellmann
Estate
Highbrook Business Park
Completion
December 2019
NLA
3,548 sqm
39
Goodman Property Trust Annual Result 2020
Completed developments
Crossing carpark
Estate
Highbrook Business Park
Completion
December 2019
NLA
343 carparks
Quest expansion
Estate
Highbrook Business Park
Completion
April 2019
NLA
59 rooms
40
Goodman Property Trust Annual Result 2020
Completed developments
Waiouru yard
Estate
Highbrook Business Park
Completion
June 2019
Area
7,020 sqm
Underwood 1,000
Estate
Highbrook Business Park
Completion
October 2019
NLA
1,024 sqm
41
Goodman Property Trust Annual Result 2020
Completed developments
El Kobar units
Estate
Highbrook Business Park
Completion
March 2020
NLA
5,330 sqm
42
Goodman Property Trust Annual Result 2020
Profit or loss
43
Goodman Property Trust Annual Result 2020
Balance sheet
44
Goodman Property Trust Annual Result 2020
Cash flows
---
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 Result Announcement
Results for announcement to the market
Name of issuer Goodman Property Trust (“GMT”)
Reporting Period 12 months to 31 March 2020
Previous Reporting Period 12 months to 31 March 2019
Currency New Zealand dollars
Amount (000s) Percentage change
Revenue from continuing operations $171,800 10.7%
Total Revenue $171,800 10.7%
Net profit/(loss) from continuing operations $261,900 -18.0%
Total net profit/(loss) $261,900 -18.0%
Final Dividend
Amount per Quoted Equity Security $0.01662500
Imputed amount per Quoted Equity Security $0.00217521
Record Date 11 June 2020
Dividend Payment Date 18 June 2020
Current period Prior comparable
period
Net tangible assets per Quoted Equity
Security
$1.727 $1.570
A brief explanation of any of the figures
above necessary to enable the figures to be
understood
-
Authority for this announcement
Name of person
authorised to make this
announcement
Andy Eakin
Contact person for this announcement Andy Eakin
Contact phone number (09) 375 6077
Contact email address andy.eakin@goodman.com
Date of release through MAP
28 May 2020
Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz
Notes
1. This announcement is extracted from the annual financial statements of Goodman Property
Trust. A copy of the annual financial statements together with the independent auditor’s report
on the annual financial statements is attached to this announcement.
---
Goodman Property Trust
GMT Bond Issuer Limited
This is Goodman
Own+Develop+Manage 2
Corporate responsibility
and sustainability
Strategic framework 16
Property 18
Corporate performance 20
People and culture 22
The Goodman
Foundation 24
Financial results
Financial summary 28
Goodman
Property Trust
Financial Statements 31
GMT Bond
Issuer Limited
Financial Statements 71
Other information
Corporate governance 84
Board and Management
team profiles 92
Investor relations 94
Glossary 96
Business directory 97
Year in review
Chairman’s report 4
Management report 8
Property portfolio
Our assets 12
This document comprises the Annual Reports
of Goodman Property Trust and GMT Bond
Issuer Limited for the year ended 3 1 March 2020
and contains the information required to be
disclosed pursuant to the NZX Listing Rules.
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
Front cover image:
Gateway
warehouses
at Highbrook Business
Park, East Tamaki.
An investment strategy focused on the Auckland
industrial market provides customers with high-quality
business premises, close to major transport networks
in New Zealand’s largest consumer market.
1
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
M20 Business
Park, Wiri
Located alongside
SH20 the 1 08,391
sqm estate has
Kmart and Frucor
as key customers.
Goodman Property Trust is New Zealand’s largest
listed property investor. It is a high-quality business
built around a substantial portfolio, a wide customer
base and a proven development capability.
2
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
Westney Industry
Park, Mangere
GMT’s property
portfolio provides
customers with highly
efficient, warehouse
and logistics space.
We invest in industrial property
because of its return profile, the
depth of the market and its essential
role in the modern supply chain.
Auckland is our preferred investment
market; it is the country’s gateway city
and main logistics hub.
We own the very best assets, putting
our customers close to consumers in
key urban locations.
Strategic land holdings and a
proven development capability
provide customers with tailored
property solutions.
Around 80% of GMT’s $3.1 billion portfolio
has been developed since 2004, creating
a modern industrial portfolio of unrivalled
scale and quality.
There are around $100 million of projects
currently under development, with more
than 70% of the space already leased.
The foundation of our business
is the 200+ companies that
have chosen Goodman as their
property provider.
We manage all aspects of our business
directly and pride ourselves on the
strength of our customer relationships.
We invest for the long-term and manage
prudently to ensure we maintain a strong
balance sheet that supports sustainable
growth well into the future.
DevelopManageOwn
Own high-quality industrial property,
in key locations close to consumers
Manage assets, capital and stakeholder
relationships expertly and prudently
Develop tailored property solutions
to meet demand
Our business has the customer
as its central focus
DEVELOP
MANAGE
OWN
CUSTOMER
We think strategically and
invest for the long-term,
delivering property solutions
that will continue to meet
the needs of our customers
well into the future.
We know it’s not just what we do that’s important,
but how we achieve it too. That’s why the customer
is at the centre of our business.
3
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
This is
Goodman
Ye a r i n
review
Property
portfolio
Corporate
responsibility
and
sustainability
Financial
results
Other
information
Keith Smith
Chairman and
Independent Director
In contrast to 2019, today’s operating
environment is significantly more
challenging, with the social and
economic impacts of the COVID-19
pandemic likely to be far reaching.
Goodman Property Trust is a business that
has been positioned to perform across a
variety of economic conditions.
While the immediate outlook is uncertain,
the quality of the Trust’s substantial
property portfolio, its wide customer base,
low level of gearing and focused investment
strategy, gives the Board confidence that
GMT will continue to deliver sustainable
long-term growth.
The importance of building
a robust business that can
withstand market disruptions
and perform through
economic cycles has never
been more apparent.
4
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
Chairman’s report (continued)
Highbrook is
GMT’s largest
estate
Encompassing
107 hectares, this
award-winning
business park
features around
90 high-quality
buildings with a
work force of more
than 5,000.
Year in review
The Trust achieved a strong financial
result for the year ended 3 1 March 2020,
recording a statutory profit of $284.4 million
before tax. A portfolio revaluation of
5.7% contributed $1 65.8 million to the
profit, compared with $201 .9 million the
previous year.
From an operational perspective it was
another pleasing 1 2 months, with positive
leasing results, further development
progress and strategic acquisitions
all contributing to GMT’s financial
performance.
Adjusted operating earnings were
$1 09.7 million before tax and full year cash
distributions totalling 6.65 cents per unit
have been confirmed.
The Trust has also delivered another
outstanding investment performance,
recording a Total Unitholder Return of
28.1% over the year. The execution of
an investment strategy focused on the
Auckland industrial market has continued
to attract investor support and GMT has
outperformed its listed peers over the last
one, three and five-year periods.
The strong return is reflected in the
payment of a performance fee to the
Manager this year.
With a relative return 39.4% above its
benchmark, a fee of $1 1 .4 million was
earned. In accordance with the Trust Deed
the fee is used to subscribe for new units
in the Trust. The requirement ensures
the close alignment of interests between
Goodman, as Manager and cornerstone
investor, and other Unitholders.
To address an inconsistency in the
performance fee calculation methodology,
GMT’s Trust Deed has been amended.
The amendments have been approved by
the Trustee and Supervisor of GMT on the
basis that the changes are not prejudicial
to Unitholders.
See the financial summary section, pages
28 to 29, for comprehensive commentary
on GMT’s financial performance.
5
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
This is
Goodman
Ye a r i n
review
Property
portfolio
Corporate
responsibility
and
sustainability
Financial
results
Other
information
Strategic focus
GMT’s investment strategy has been
refined in recent years to meet the growing
demand for warehouse and distribution
space across Auckland. Driven by a strong
regional economy and other structural
changes, the city’s industrial property
market has been New Zealand’s best
performing commercial real estate sector.
The COVID-1 9 pandemic doesn’t change
this wider investment strategy and we
remain confident that the Auckland
industrial market will continue to be the best
performing property sector, even as the
economy enters a recession.
Being agile and quickly adapting to a
more uncertain operating environment
is important to ensure GMT’s stable
cashflows and strong financial position
are maintained.
Recent initiatives have included:
Working with customers that require
rental support
Pausing certain development projects
until a customer commitment is secured
Limiting new investment spending to
the most compelling opportunities.
As a business partner, we are supporting
customers to the extent we can. Rent
abatements, rent deferrals and lease
restructures have offered some relief
through the Alert Level restrictions, the
period when revenues were most
impacted.
With historically low gearing and only
partially drawn debt facilities, the Trust
has a very strong balance sheet. Actively
managing the portfolio and selectively
allocating capital to new developments and
acquisitions will help preserve this position.
Chairman’s report (continued)
FY21 guidance and distribution
The strength of GMT’s rental cashflows is
underpinned by the 200+ customers that
occupy the portfolio.
While the economic outlook has
deteriorated over the last three months,
the quality of the assets, the focus on the
industrial sector and low level of gearing
gives the Board confidence that GMT will
continue to deliver strong operating results.
If the portfolio continues to perform in line
with our expectations, cash earnings will
be materially consistent with last year at
around 6.2 cents per unit.
GMT has been repositioned over the
last five years as an industrial property
specialist. The repositioning has also
included initiatives to enhance its capital
structure. Asset sales and equity issuance
have significantly deleveraged the
balance sheet, while new debt issues have
diversified the Trust’s sources of funding
and extended the term of its debt.
To ensure the business can continue to
grow sustainably the Board has amended
its distribution policy for the Trust. Adopting
a target payout ratio of between 80%
and 90% of cash earnings, on average
over time, better aligns distributions with
the underlying cashflows from the Trust’s
stabilised portfolio.
It’s another step in the creation of a high-
quality, low risk property business focused
on sustainable long-term growth.
Under the new policy cash distributions of
at least 5.3 cents per unit are expected to
be paid in FY21.
This guidance is subject to there being no
further material adverse changes in market
conditions or the occurrence of other
unforeseen events.
6
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
Linfox, Westney
Industry Park
The logistics operator
uses this facility
as a distribution
centre for a large
supermarket chain.
Corporate governance
While the immediate focus is on the
operational performance of the Trust,
the Board will continue to progress its
corporate governance programme.
Included on the agenda is a plan for
Director renewal. To maintain continuity,
and ensure an orderly transition, the Board
refresh will be managed over a two to three-
year period. The timing of retirements and
new appointments will be addressed once
the economic challenges of COVID-1 9
have passed.
A clearer understanding of the impacts of
the pandemic will be gained as we progress
through the year. The Annual Meeting of
Unitholders, scheduled for 22 July 2020,
will be the next opportunity to update the
market on GMT’s operating performance
and business outlook.
We are also working to address the
legislative anomaly that became apparent
in last year’s equity raising. A successful
outcome will ensure Unitholders aren’t
burdened by additional levels of compliance,
compared to ordinary shareholders, as a
result of GMT’s unit trust structure.
The Trust’s corporate reporting continues to
be extended and improved with this year’s
annual report including new sustainability
targets. Setting objectives to mitigate the
impacts of climate change builds on existing
Chairman’s report (continued)
Keith Smith
Chairman and Independent Director
carbon reporting initiatives. It also aligns
GMT’s sustainability programme more
closely with that of the wider Goodman
Group. See pages 1 6 to 23 for further detail.
Summary and outlook
GMT has delivered a strong operating
performance over the last 1 2 months
and is well positioned for the commercial
challenges that will arise as a result of
COVID -1 9.
While the economic environment has
deteriorated, GMT’s investment strategy
remains focused on the Auckland industrial
market. An efficient supply chain, that
includes well-located warehouse and
logistics facilities, is essential for a modern
city to function and grow.
Unitholders can be confident that the Trust
will continue to be managed prudently and
that the Board will adapt its strategy to deal
with a disrupted economy.
A high-quality property portfolio, strong
capital base and proven management
capability ensures that GMT is a resilient
business with the flexibility to adapt to a
changing operating environment.
7
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
This is
Goodman
Ye a r i n
review
Property
portfolio
Corporate
responsibility
and
sustainability
Financial
results
Other
information
CourierPost,
Highbrook
Business Park
The national
delivery service
provider occupies
a 20,000 sqm
warehouse that
includes a highly
automated parcel
sorting system.
GMT’s financial year ended on
3 1 March 2020, shortly after the
COVID -1 9 pandemic began to severely
disrupt the New Zealand economy.
The Alert Level restrictions have highlighted
the important role a secure and efficient
supply chain plays in the orderly functioning
of a modern urban economy. Well-located
industrial property is a key component of these
distribution networks, providing the physical
infrastructure that allows businesses to store,
and then deliver, goods and materials.
It is also the focus of GMT’s $3.1 billion property
portfolio. Investing in the supply-constrained
Auckland industrial market has delivered
strong returns for Unitholders and positioned
the Trust to benefit from the continued
growth of the city and the rapid expansion
of e-commerce.
John Dakin
Chief Executive Officer
Andy Eakin
Chief Financial Officer
With demographic changes
and consumer behaviour
driving the growth in online
retail, we believe that the
Auckland industrial market
will continue to be the best
performing property sector.
8
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
To p :
DHL , Westney
Industry Park
This international
logistics operator
occupies three
facilities within
the portfolio.
Bottom:
The growth in
online retailing is
driving demand
for urban logistics
space close
to consumers.
Industrial property forms an important
link in the supply chain, providing the
physical infrastructure that allows
businesses to store, and then quickly
distribute, goods and materials.
FY20 operational performance
The focus on urban logistics has been a
successful strategy for GMT. Customer
demand for well-located facilities, close
to consumers, exceeds supply in many
locations across Auckland. These positive
market dynamics continued last year and
were reflected in the Trust’s operating results.
Highlights include:
Successful leasing with 140,269 sqm
of space, approximately 1 2.6% of the
portfolio, secured on new and revised
terms
An average occupancy rate of 99.3%
over the year and 99.4% as at
3 1 March 2020
Maintaining a weighted average lease
term of more than five years
Further development progress with
$1 58.6 million of completed projects
and $1 0 1 .1 million of work in progress
The acquisition of the T&G Global
facility in Mt Wellington for $65.0 million
in September 201 9 and, after balance
date, the neighbouring property at
7- 8 Monahan Road for $1 3.0 million
Independent valuations confirming
5 .7% growth in asset values over the
year contributing $1 65.8 million of fair
value gains to GMT’s financial result.
High occupancy levels and sustained rental
growth, together with additional revenue
from completed developments and new
acquisitions, have largely offset the impact
of earlier asset sales and balance sheet
deleveraging.
As a result, cash earnings were
$83.6 million, or 6.22 cents per unit,
for the year.
GMT’s future financial performance will be
determined by the continued success of
its customers. These companies provide
the strong rental cashflows that underpin
the Trust’s operating earnings. It is a
diverse group of businesses, representing
the automotive, building products, freight
and logistics, retail, warehousing and
distribution sectors.
COVID-19 impacts
The health and safety of Goodman staff,
customers and contractors has been the
priority of the Board and Manager since
COVID -19 spread to New Zealand in
March 2020.
Business continuity plans were
implemented, with development sites
and management offices closed in
accordance with the Government’s Alert
Level restrictions. An agile workplace
enabled all 60 team members to work
remotely with seamless access to network
applications and other resources.
Management report (continued)
9
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
This is
Goodman
Ye a r i n
review
Property
portfolio
Corporate
responsibility
and
sustainability
Financial
results
Other
information
Around 40% of GMT’s customers,
representing around 70% of the Trust’s
total annual rental income, were open to
some extent through the Alert Level 4
restrictions. This increased to 90% with
the transition to Alert Level 3 and almost all
were back operating under Alert Level 2
from 1 4 May 2020.
The New Zealand economy is expected to
contract by up to 10% this year as a result of
COVID -19. A number of GMT’s customers
have sought rent relief as they manage the
combined impacts of trading restrictions
and a sharp recession.
With requests from small retailers, charities,
SMEs and even some of New Zealand’s
largest businesses, we’ve had to make
some difficult decisions about which
customers to support, balancing the
needs of customers with our obligations
to investors.
This support has typically been directed
at the most vulnerable businesses, those
in genuine distress with limited financial
capacity.
Management report (continued)
The type of support has included:
Rent abatement
Rent deferrals
Rent freezes
Lease restructures
Marketing support
We have continued to purchase goods
and services from our suppliers and have
extended our support by accelerating
invoice payments. We have also increased
the frequency of progress payments to our
construction partners.
We are also extending our support to those
in our communities that are struggling.
Through the Goodman Foundation, we
sponsor KiwiHarvest and provide the food
rescue organisation with a distribution facility
at Highbrook Business Park in East Tamaki.
Demand from social agencies for food
parcels has escalated rapidly as a result
of COVID -19 and the volume of food being
collected and distributed by KiwiHarvest
more than doubled.
To help meet the growing need and
address the waste that occurs in food
production and distribution, we have also
helped facilitate the establishment of a
National Food Network.
Development programme
With around 80% of the portfolio built since
2004, GMT’s development capability has
been a critical factor in the growth of the
business.
The development programme has been
accelerated over the last five years to take
advantage of strong economic growth,
robust property market fundamentals and
sustained customer demand. It has been
a successful approach, rapidly converting
GMT’s strategic land holdings into high-
quality, income-producing industrial assets.
Nine new projects, with a total project cost
of $123. 2 million, were announced last year.
It’s a substantial level of construction activity
that includes both design-build and build-
to-lease projects.
To reduce vacancy risk two previously
announced projects will be paused until
a pre-commitment is secured, or market
conditions improve. A customer expansion
project has also been cancelled following a
reassessment of the space requirements of
its business.
While customer demand is likely to be
lower, a significant number of new projects
is still anticipated this year. Pre-committed
design-build projects are preferred,
but build-to-lease projects will also be
considered if there is sufficient demand
and investment returns are commensurate
with risk.
Maintaining a development pipeline is
essential if GMT is to meet the future
property requirements of its customers.
With just 8.4 hectares of greenfield
land remaining in the portfolio, new
investment opportunities that provide
future redevelopment potential are
being targeted.
10
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
Big Chill
Distribution,
Highbrook
Business Park
The specialist
carrier, owned by
Freightways, is one of
the many customers
that have expanded
to accommodate
business growth.
The acquisition of neighbouring
Mt Wellington properties, in separate
transactions, is an example of this strategy.
Central to Auckland’s large population
base, the two properties complement
the portfolio and are ideally located for
fulfilment and logistics businesses. The
existing facilities, acquired on a sale and
lease back basis, provide steady holding
income while future amalgamation of the
two sites offers considerable opportunity.
Strong liquidity and low gearing
Successful capital management initiatives
undertaken during the year were prudent
and have proven to be timely, given the
rapid change in the operating environment.
The combination of an underwritten
placement and Retail Unit Offer, in
September and October 2019, raised
$175 million of new equity at the fixed
issue price of $2.10 per unit. Strong capital
markets, supportive investors and a clear
investment strategy meant both offers were
significantly oversubscribed.
The new equity has reduced committed
gearing to just 20.6%, at 3 1 March 2020.
It’s a conservative level that provides
substantial headroom against GMT’s Trust
Deed and debt facility covenants. These
covenants include a maximum loan to value
ratio of 50%.
The refinancing and extension of the Trust’s
bank facility during the year also provides
GMT with greater financial flexibility.
Renewed on competitive terms, the size of
the facility was increased by $100 million
to $400 million, and the tenor extended
with the three tranches having a weighted
average term to expiry of three years at
commencement.
With low gearing and only partially drawn
debt facilities, the Trust has a very strong
balance sheet. The capacity it provides
ensures GMT can continue to take
advantage of new development and
investment opportunities as they arise.
The strength of GMT’s business is also
reflected in the investment grade rating
from Standard & Poor’s. The agency re-
affirmed its BBB rating for GMT and BBB+
rating for its secured debt in July 2019. The
assessment has remained stable since it
was first assigned in 2009.
The next 12 months
The benefits of earlier investment decisions
and prudent capital management mean
that GMT is a resilient business able to
withstand economic shocks and market
disruptions.
While the operating environment has
deteriorated and the immediate outlook
is uncertain, we will continue to pursue an
investment strategy focused on the urban
logistics market.
The important role industrial property
plays in the supply chain, providing the
physical infrastructure that allows goods
and materials to be stored and distributed
quickly and efficiently, has been clearly
demonstrated in the consumer response
to COVID -1 9.
Management report (continued)
With demographic changes and consumer
behaviour driving the growth in online retail,
we believe that the Auckland industrial
market will continue to be the best
performing property sector.
The disciplined execution of this investment
strategy and the active management of
the portfolio will ensure the Trust is well
positioned to meet any further challenges
as the economy recovers.
John Dakin
Chief Executive Officer and Executive Director
Andy Eakin
Chief Financial Officer
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NCI Packaging,
Savill Link,
Otahuhu
The specialist
packaging supplier
utilises automated
technology
throughout its
manufacturing
and distribution
process.
Ports of Auckland
CBD
Auckland Airport
Wiri Inland Port
MetroPort
Tamaki
Mt Wellington
Penrose
Favona
Savill
M20
Roma
Westney
Highbrook
The Gate
Connect
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GMT properties are
shown highlighted
in green
The full names of the
estates and portfolio
weighting are shown
on page 14.
Ports of Auckland
CBD
Auckland Airport
Wiri Inland Port
MetroPort
Tamaki
Mt Wellington
Penrose
Favona
Savill
M20
Roma
Westney
Highbrook
The Gate
Connect
GMT’s substantial property
portfolio provides its 200+
customers with high-quality
logistics and warehouse
space in strategic locations
across Auckland.
These properties are modern, highly specified and operationally
efficient. They are designed to meet the requirements of a variety
of end users and can accommodate businesses that need access
to air, port, rail and road freight networks.
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as at 31 March 2020
Properties and key customers Portfolio weighting
Highbrook Business Park, East Tamaki
Big Chill, DHL, NZ Post, OfficeMax, Viridian53%
Savill Link, Otahuhu
Coda, Mainstream, Steel & Tube, SuperCheap, Toll12%
M20 Business Park, Wiri
Kmart, Fliway, Frucor, Ingram Micro, Opal9%
The Gate Industry Park, Penrose
Asaleo Care, Coda, Iron Mountain, Winstone Wallboards8%
Westney Industry Park, Mangere
Cotton On, DHL, Fliway, Linfox, Winstone Wallboards6%
Roma Road, Mt Roskill
Foodstuffs3%
Penrose Industrial Estate, Penrose
Bridgestone, George Weston, Turners3%
Mt Wellington Estate, Mt Wellington
T&G Global2%
Tamaki Estate, Panmure
ContainerCo, Camelspace, Earthwise, Jellicoe, Habitat for Humanity2%
Connect Industrial Estate, Penrose
Fletcher Steel, Mosscar Services1%
Favona Road, Mangere
T&G Global1%
Our assets (continued)
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Our assets (continued)
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We work closely with our team, customers, investors and foundation
partners to ensure GMT is a sustainable business that contributes
positively to society, for the benefit of all our stakeholders.
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Esplanade reserve,
Highbrook
Business Park
Neighbouring
the Tamaki River,
Highbrook features
40ha of parklands
in a master planned
business park.
We need to have a sustainable
business strategy that provides
our customers with the spaces
they need to succeed, today and
into the future.
By aligning our corporate responsibility
and sustainability vision with our
purpose, we believe we can make space
for greatness for all our stakeholders.
The three pillars of our sustainability
framework include:
Strategy
Sustainability is about long-term thinking
and leading by example. A business
strategy that delivers positive economic,
environmental and social outcomes for
all its stakeholders is our aspiration.
Goodman’s own+develop+manage
business model represents its core
commercial functions. It is supported
by the three pillars of a sustainability
framework that guide our actions.
The three pillars of Property, Corporate
performance and People and culture
are linked to our material factors. We’ve
previously identified 16 factors as important
contributors to the long-term performance
of our business.
We’re challenging ourselves to do better,
and do more for the benefit of all, across
each of these areas. The following pages
describe this approach. It includes reporting
on a range of non-financial metrics,
monitoring progress against future targets
and being accountable for our performance.
UN Sustainable
Development Goals
New Zealand is a signatory to the United
Nations Sustainable Development Goals
established in 2015. The 17 goals relate
to some of the world’s most significant
challenges including clean water and
sanitation, climate change, equality,
hunger, and poverty.
We have identified nine that are applicable
to our business. Having these as
overarching objectives ensures we are
part of the collective effort working toward
a sustainable future.
Click here to learn more:
www.sustainabledevelopment.un.org
We understand the world is constantly
changing and to be part of the future
we must remain agile and open to
new technologies and alternative
ways of working.
Property
Corporate performance
People and culture
The nine
goals relevant
to GMT
include:
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Energy efficiency
All new warehouse
developments
include energy
efficient LED
lighting skylights
to maximise
natural light.
As a long-term investor,
we seek to future-proof
our portfolio. We develop
high-quality facilities in
strategic locations, close
to consumers and key
transport infrastructure.
The material factors that guide
our investment strategy include:
Sustainable design
Building resilience and adaption
Building materials and supply chain
Biodiversity and habitat
Carbon emissions and climate
change
Energy consumption
Water consumption
Waste management
Our base-build specification ensures our
new facilities are designed to be industry-
leading. They are constructed from
sustainably-sourced building materials
and we manage the development process
to reduce waste and other environmental
impacts.
We work collaboratively with our customers
and consultants, incorporating the latest
technology to maximise the operational
performance and energy efficiency of these
new buildings. We also focus on workplace
amenity, ensuring our customers have
functional and flexible facilities that meet
their wider needs.
Maintaining our properties to a high
standard and our focus on customer
service contribute to the strong
relationships that underpin our financial
results. A target occupancy rate above
95% ensures we are meeting the needs
of our customers and developing only to
meet demand.
Our ability to manage our assets over their
lifecycle also improves their long-term
environmental and financial performance
Ongoing energy and waste monitoring
across the portfolio allow us to benchmark
our assets against best-practice industry
standards.
The energy consumed in FY20 totalled
2,988 MWh, all of which was electricity. Our
greenhouse gas emissions (scope 1 & 2)
have been estimated at 953 tCO₂.
It represents a 74% reduction from
FY1 5 and continues a five-year trend of
falling emissions, largely resulting from
the divestment of office assets. New
energy efficiency initiatives together with
HVAC and building management system
upgrades have also contributed to the
reduction.
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GMT’s modern
property portfolio is
strategically located
across Auckland,
close to consumers
and key transport
infrastructure.
TargetTimeframeProgress
100% renewable
energy use
2025 90% of energy is currently from
renewable sources
Solar PV 2025
Partnering with select customers on
solar projects
Outcome will determine speed and
extent of future initiatives
Carbon neutral
operations
2025
Scope 1 & 2 emissions total around
9 5 3 tCO₂ per annum
Reduction strategies and alternative
technologies to reduce emissions
Property (continued)
Addressing climate risk
We are committed to reducing the impacts of climate change and have adopted
the following targets to align our focus with the objectives of the Paris Agreement.
Achieving these goals will reduce our carbon emissions and help limit global warming
to less then 2 degrees.
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To p:
Award winning
The Gateway
development at
the entrance to
Highbrook won an
Excellence Award
in the industrial
category at the
2019 Property
Council Awards.
Below:
Electric vehicles
New electric
charging technology
is being incorporated
into many new
developments.
Recognising that our corporate
performance depends strongly
on the quality of our partnerships,
we seek to establish long-term,
mutually beneficial relationships
with all our stakeholders.
The material factors critical to the success of our
business include:
Customer attraction and retention
Capital structure and financial results
Risk management
Corporate governance
We critically assess our performance and provide investors,
regulators, customers and community partners with detailed
information about our business activities. Transparent and robust
governance structures give these stakeholders confidence
in our reporting and we engage regularly across a variety of
communication channels.
Financial stability is a prerequisite for a sustainable business.
Maintaining high occupancy and customer retention levels is an
ongoing focus. The strength of these businesses underpins our
own financial performance, providing the strong rental cashflows
that drive our earnings.
We have a disciplined approach to investment and manage
prudently ensuring we retain a strong balance sheet. The strength
of our financial position is reflected in the investment grade credit
rating of BBB from Standard & Poor’s. The rating has remained
stable since it was first assigned in 2009.
Ensuring risk is managed effectively is the responsibility of the
Board. This includes consideration of all strategic, operational,
financial and compliance risk. Pandemics and climate change are
included within the risk framework of the business.
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2019 Annual
Meeting
Around 120
Unitholders and guests
took the opportunity
to meet the Board and
Goodman staff at last
year’s meeting, held at
Eden Park.
TargetProgress
Retain BBB investment grade
credit rating
Continue to meet financial targets while maintaining gearing within the 25% to 35% target range
Target occupancy of more than 95%
Governance and reporting Maintain alignment with the NZX Corporate Governance Code
Board renewal to occur over the medium-term
Material factors to be reviewed and GRI reporting framework to be adopted from 2021
External certification
Future CDP submissions to include independent audit assurance
Green Star Performance pilot assessment to complete in FY21
Corporate performance (continued)
A commitment to improving our
environmental performance led Goodman
to first participate in the Carbon Disclosure
Project (CDP) in 2009. The global initiative
encourages companies, cities, states
and regions to monitor greenhouse gas
emissions and implement strategies to
reduce carbon pollution and minimise
climate change impacts.
CDP released the results of its 2019 global
survey in January 2020. There were
approximately 15 NZX companies that
contributed data and CDP evaluated more
than 8,400 organisations worldwide. The
Trust received a rating of B- which was
consistent with the previous year and better
than the average rating of C.
You can find out more about the Carbon
Disclosure Project and the rating process
at www.CDP.net.
We are an active and respected industry
participant and work to advance the
interests of all our stakeholders. The
governance framework we have adopted
provides transparency and helps ensure
we achieve these objectives.
The corporate governance section on
page 84 provides further detail and
compares our approach against the
principles and recommendations of the
NZX Corporate Governance Code.
Established and transparent reporting
structures, that follow credible and proven
frameworks, create the foundations of a
sustainable long-term business.
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Green Star
Performance
A pilot study is
underway at
Highbrook. The
rating tool provides
an independent
assessment
of a building’s
environmental
performance.
Focusing on the following material
factors helps create a safe and
inclusive business:
Health and safety
Diversity and workplace
Stakeholder engagement
Community and investment
The health, safety and wellbeing of our
people, our customers, our contractors
and the wider community, is fundamental
to our business. We work to ensure our
obligations under the Health and Safety
at Work Act 201 5 are complied with every
day. Extensive training and induction
programmes together with comprehensive
safety procedures and work practices,
help us with the aim of no serious harm
accidents across all our workplaces.
It’s a goal that we’re proud to have achieved
over the last two years.
Goodman's values guide how we think
and act, upholding high standards of
professional behaviour and ensuring
we work in the best interests of all our
stakeholders.
We celebrate individual differences and
have a comprehensive inclusion and
diversity policy that sets goals across
gender, ethnicity and age. Flexible work
practices and employment policies that
encourage diversity, help reduce bias and
ensure we are an inclusive and progressive
organisation.
To further empower our people we have
a wellbeing programme focused on their
health and happiness. These initiatives
include annual flu vaccines and skin
checks, run & walk events at Highbrook
Business Park, Steptember fundraising
and touch rugby at Victoria Park. Through
the Employee Assistance Programme staff
also have access to confidential workplace
support any time they need it.
We provide training and development
opportunities for our team members and
encourage participation in our industry
with an annual scholarship for an Auckland
University property student.
Regular communication with all our
community stakeholders, using both formal
and informal channels, helps support our
social initiatives. The Goodman Foundation
aims to improve the quality of life, standard
of living and health of people in the
communities where we operate.
See pages 25 to 26 for a profile of the
charities and groups that benefit from our
community participation.
We believe that a business
with a safe and inclusive
culture, that is positively
connected with its
community, will deliver
superior long-term results.
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2020 Highbrook
Fun Run
Over 600 participants
chose to either run or
walk the picturesque
course around the
estate, raising money
for local charities.
People and culture (continued)
TargetProgress
Safe workplaces
Target of zero serious harm injuries across all Goodman
workplaces and contractor-controlled worksites
Goodman safety framework with training and induction
programmes
Contractor induction and certification
Diverse workplace
Gender, ethnicity and age representation targets set
for 2023
Updated work policies and practices encourage a more
diverse business
Partnering with Champions for Change and Diversity Works
Goodman values
demonstrated widely
and consistently
Internal training and communication programmes to
promote corporate values
Formal performance assessments include measurement
against Goodman values
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Top left:
Steptember 2019
The Goodman team
after a morning
collecting rubbish
around Highbrook’s
esplanade reserve.
To p r i g h t :
Jason Gillard
Is a young man
who has overcome
learning difficulties to
become Goodman’s
architectural model
m a ke r.
Left:
Goodman
superheroes
Team members
hosted a fun day
for the pupils of
Auckland Central
Specialist School in
September 2019.
The Goodman Foundation is committed to doing good in
local communities all around the world, partnering with
dedicated organisations to improve social outcomes.
Supporting the various stakeholder
groups in the communities where
we operate is fundamental for a
business focused on long-term
relationships and sustainable growth.
We support our community partners
in four ways:
1. Cash grants
Provided to fund a project or
programme or meet an immediate need,
these donations include both annual
and multi-year funding commitments.
2. Do good
Do good is a staff engagement
programme where the Goodman
team are encouraged to volunteer
their time or participate in fundraising
opportunities in support of a cause
close to their heart.
3. Giving back
This programme is a workplace
giving scheme where regular staff
contributions are matched dollar for
dollar by the Goodman Foundation.
4. In-kind support
Our facilities, expertise and surplus
equipment are donated to meet a
specific need. Temporary warehouse
space for a community organisation or
computer equipment for a local school
are examples.
We partner with
charities who, like
us are striving to do
good in the world,
in three key areas.
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The Goodman Foundation (continued)
Cerebral Palsy
The Goodman Foundation has been the
global sponsor of Steptember for the
last five years. It’s an annual event that
encourages participants to get active and
walk 1 0,000 steps a day, while raising
money for local Cerebral Palsy charities.
In New Zealand, Goodman entered
1 6 teams of four in the month-long event.
The teams raised $27,648 through
donations, sponsorships and various
fundraising events.
Goodman also sponsored and hosted
a special event at the Central Auckland
Specialist School during the month. The
Steptember fun day was a great success
with games, entertainment, superheroes
and an ice mountain keeping the
1 50 students engaged.
www.cerebralpalsy.org.nz
KiwiHarvest
The largest of our community partnerships
in New Zealand is with KiwiHarvest, a food
rescue organisation that collects perishable
food that would otherwise be consigned
to landfill. The food is supplied to over
280 community agencies for redistribution
to those in need.
Founded by Deborah Manning in Dunedin
in 201 2, and now with facilities in Auckland,
Hawke’s Bay and Queenstown, the service
has collected and redistributed 4.1 million kgs
of food over the last eight years.
The volume of food is equivalent to
1 0.5 million meals. It’s an exceptional
achievement only made possible through
the food contributions of over 250 donors
and the collective efforts of more than
300 volunteers and staff.
The Goodman Foundation was an early
supporter, facilitating KiwiHarvest’s
Ongoing support
Through payroll giving and other
fundraising, financial contributions
were also made to the following
community and community health
organisations:
4U Mentoring
Diabetes New Zealand
Middlemore Foundation
Multiple Sclerosis Society of
New Zealand
Ronald McDonald House
Starship Foundation
The Goodman Foundation works with
charity organisations who reduce waste and
support those in need by redistributing fresh
food or useful items.
The Foundation works with charities that
support people living with a condition, illness
or disability, or whose focus is on creating a
more inclusive and equitable community.
Food
rescue
and
environment
Community
and
community
health
expansion into Auckland in 2017 and
its recent move to larger premises at
Highbrook Business Park in 2019.
www.kiwiharvest.org.nz
New Zealand Food Network
The Foundation is also proud to be
supporting the establishment of a
national food distribution network. It is
a new initiative of Deborah Manning
that is also addressing the issues of
food poverty and food waste.
With unemployment increasing as a
result of COVID -1 9 , the number of
families impacted by food poverty is
escalating rapidly. The establishment
of a countrywide network, supported
by the government, will allow a
much greater volume of food to be
redistributed to areas that need it
the most.
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Left:
KiwiHarvest
The food rescue
organisation has its
Auckland head office
and distribution centre
located at Highbrook
Business Park.
Right:
Cerebral Palsy
Goodman extended
its partnership with
Cerebral Palsy last year
hosting an event for
the children at Central
Auckland Specialist
School.
The Goodman Foundation (continued)
Great Potentials
Foundation
HIPPY (Home Interaction Programme
for Parents and Youngsters) is an
early childhood education initiative of
the Great Potentials Foundation. It is
a home-based learning system with
weekly workbooks and activities that
help children become competent
learners before they start school.
The programme is designed
specifically for those parents who
may not feel comfortable in their own
abilities to support their children’s
education.
www.greatpotentials.org.nz
Safer families
Everyone has the right to be safe,
have shelter, be fed, be loved, to
dream, have their say and be heard.
The Aunties and Women’s Refuge are
two organisations supporting families
impacted by domestic violence. Both
charities received donations from the
Goodman Foundation last year.
www.aunties.co.nz
www.womensrefuge.org.nz
Duffy Books in Homes
Recognising that children who can’t read
often become adults who can’t write, led
author Alan Duff to establish this nationwide
reading initiative in 1 994. Helping break
the cycle of ‘booklessness’, more than
1 2 million books have been distributed
with 700+ schools and education
centres participating.
The Goodman Foundation currently
sponsors three South Auckland primary
schools, with 1,500 students each
receiving five new books a year.
They include:
Fairburn School, Otahuhu
Sir Edmund Hillary Junior School,
Otara
Wiri Central School, Wiri
Strong relationships have been
established with these schools and
additional donations of surplus IT
equipment have also been made in
recent years.
www.booksinhomes.org.nz
Scholarships
Through its sponsorship of the Tania
Dalton Foundation and Keystone Trust,
the Goodman Foundation is supporting
annual scholarships for young athletes and
students who face circumstantial hardship
that restricts their opportunities.
Both organisations include mentoring and
extensive pastoral care to help recipients
achieve their potential, develop as people
and make a difference in their communities.
www.taniadaltonfoundation.org.nz
www.keystonetrust.org.nz
Children
and
youth
The benefits of early intervention, quality
education and ongoing assistance underpins
the Goodman Foundation’s work with
charitable organisations that help to protect,
nurture and support children and young people.
The Goodman Foundation has been
a Duffy supporter for more than
10 years. Providing Kiwi kids with books
that inspire a lifelong love of reading
stimulates learning and helps them
achieve their potential.
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Duffy Books
A Duffy Kid enjoying
one of the five free
books every child
on the programme
receives, each year.
Customer mix
GMT’s broad
customer base is
dominated by the
warehousing and
distribution sectors
but it also includes
manufacturing
businesses.
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Financial
summary
A substantial portfolio revaluation has
been a significant contributor to GMT’s
$284.4 million profit before tax.
OverviewFY20FY19% change
Profit before tax ($m)284.4334.8(15.1)
Profit after tax ($m)261.9319.5(18.0)
Movement in fair value of investment property ($m)165.8201.9(17.9)
Adjusted operating earnings before tax ($m) 109.7117.0(6.2)
Adjusted operating earnings after tax ($m)
1
90.599.5(9.0)
Adjusted operating earnings per unit before tax (cpu)
1
8.169.04(9.7)
Adjusted operating earnings per unit after tax (cpu)
1
6.737.68(12.4)
Cash earnings per unit (cpu)
2
6.226.24(0.3)
Cash distribution per unit (cpu)6.656.65–
Loan to value ratio (%)
3
18.919.7(4.1)
Net tangible assets (cpu)172.7157.010.0
Management expense ratio0.860.798.9
Management expense ratio (%)
– excluding performance fee0.470.462.2
Non-GA AP financial measures may not be calculated in a manner consistent with other entities.
(1)
Adjusted operating earnings is a non-GA AP financial measure that includes the Trust’s share
of Wynyard Precinct Holdings Limited joint venture in FY19. Refer to note 3.1 of GMT’s financial
statements for further information.
(2)
Cash earnings is a non-GA AP financial measure that assesses underlying operating cashflows, on a per
unit basis, after adjusting for borrowing costs and Manager’s base fee capitalised to land and expenditure
related to building maintenance. Cash earnings for the prior period have been restated for consistency
with FY20, treating the management fee as if it had been paid in cash.
(3)
Refer to note 2.6 of GMT’s Financial Statements.
(4)
Operating earnings is a non-GA AP financial measure included to provide an assessment of the
performance of GMT’s principal operating activities. Calculation of operating earnings is as set out
in GMT’s Profit or Loss statement.
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The revaluation of the Trust’s property
portfolio contributed $1 65.8 million of fair
value gains to this year’s profit. The 5.7%
rise in asset values reflects the quality of the
portfolio, higher market rentals and positive
investor sentiment toward Auckland
industrial property.
These factors are reflected in the portfolio’s
average capitalisation rate which has
strengthened 40 bps over the last
1 2 months to 5.4% , while market rents have
increased by 5. 2% on a like-for-like basis.
The uplift in the value of the Trust’s property
portfolio follows the 8.2% or $201.9 million
increase recorded last year. Although still
substantial, the lower portfolio revaluation
is one of the main variances with last year’s
profit before tax of $334.8 million. The prior
year also benefitted from the $35.1 million
profit on disposal achieved with the sale of
GMT’s 5 1 % interest in the Wynyard Precinct
Holdings Limited joint venture.
Adjusting for these and other cash and
non-cash items provides the reconciliation
between profit and operating earnings.
4
Operating performance
Sustained customer demand, driven
by low vacancy rates and continued
economic growth, was reflected in strong
leasing results and new development
commitments during the year. Earlier asset
sales have provided the balance sheet
capacity to fund these new projects. It has
also allowed the Trust to make strategic
acquisitions, acquiring the T&G Global
facility in Mt Wellington.
The additional rental income from these
new developments and acquisitions
has offset the reduction in income from
asset sales, with net rental income of
$1 45.3 million being a record for GMT.
The largest of the expense variances is the
base management fee of $1 1 .1 million. This
expense has previously been excluded
from operating earnings with the Manager
required to use this fee to subscribe
for new units in the Trust. The five-year
requirement, implemented by the Manager
to support the Trust while the portfolio was
repositioned, expired in FY1 9.
In contrast to the base management
fee, any performance fee earned by the
Manager is required to be reinvested into
new units and is excluded from operating
earnings. This Trust Deed requirement
ensures the interests of the Manager are
well aligned with the interests of other
investors. The investment performance
of the Trust was one of the strongest
of any NZX50 entity during FY20. The
performance fee of $1 1 .4 million reflects
GMT’s relative performance against
its listed peers, delivering Unitholders
a total return of 28.1% compared to the
benchmark return of (1 1 .3)%.
Financial summary (continued)
29
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
This is
Goodman
Ye a r i n
review
Property
portfolio
Corporate
responsibility
and
sustainability
Financial
results
Other
information
Net interest costs of $21 .9 million are
comparable to the prior year on a look
through basis that includes GMT’s share
in the Wynyard Precinct Holdings Limited
joint venture. This entity was contracted
for sale in May 201 8 and disposed of in
December 201 8.
Administrative expenses have reduced
slightly to $2.6 million.
The revenue and expense items described
above result in adjusted operating earnings
before tax of $1 09.7 million for FY20. This
compares with adjusted operating earnings
before tax of $1 1 7.0 million for FY1 9 or
$1 07.7 million when normalised to include
the base management fee paid in units.
On a weighted average unit basis, operating
earnings before tax were 8.1 6 cents per unit
and 6.73 cents per unit after tax. Full year
cash distributions paid to Unitholders total
6.65 cents per unit.
Balance sheet
The extensive sales programme that has
repositioned the Trust and deleveraged the
balance sheet was completed during the
year with the last of the contracted sales
settling. GMT’s investment strategy is now
focused on the Auckland industrial sector.
It has been a successful strategy that has
funded new development projects and
strategic acquisitions.
New equity initiatives raising $1 75 million at
$2.1 0 per unit have further reduced gearing
and provided GMT with even greater
financial flexibility.
At 31 March 2020, the Trust had a loan
to value ratio (LVR) of just 1 8.9% with
committed gearing of 20.6% . It’s a
conservative level, well below the 50%
maximum allowed under the Trust Deed
and debt facility covenants.
While the fair value movements from
GMT’s portfolio revaluation are excluded
from operating earnings, they are the main
drivers of the 1 0% increase in net tangible
asset backing to 1 72.7 cents per unit (on a
fully diluted basis).
Taxation
A total tax expense of $22.5 million results
in an after-tax profit of $261 .9 million, an
1 8% decrease from the $31 9.5 million
recorded in FY1 9.
Tax on adjusted operating earnings reflects
an effective rate of 1 7.5% , compared to
1 5.0% previously.
Along with other commercial property
investors GMT will benefit from the
reinstatement of tax deductions for building
depreciation. Effective from 1 April 2020,
the legislative change is expected to reduce
the amount of tax paid by GMT in FY21 by
around $4 million.
Cash earnings
Cash earnings is a non-GAAP measure
that assesses free cash flow, on a per unit
basis, after adjusting for certain items.
The table below shows how the Trust’s
cash earnings are calculated and how
this compares to the distribution it pays.
The base management fee, that was
paid in units, has been included in FY1 9
to compare cash earnings on a like-for-
like basis.
Despite the balance sheet deleveraging
that has occurred during the year, cash
earnings are materially consistent with the
previous year at 6. 22 cents per unit.
GMT Bond Issuer Limited
GMT Bond Issuer Limited received
$1 9.7 million of interest income and
incurred $1 9.7 million of interest expense.
The interest income and interest expense
amounts are unchanged from the
previous year.
Standard & Poor’s has maintained the credit
rating of all Goodman+Bonds at BBB+.
This is one notch higher than the Trust’s
investment grade issuer rating of BBB as
a result of the mortgage security held over
GMT’s property portfolio.
$ million
FY20
FY1 9
Adjusted operating earnings before tax109.7117.0
Tax on adjusted operating earnings(19.2)(17.5)
Adjusted operating earnings after tax
5
90.599.5
Base management fee – paid in units–(9.3)
Capitalised borrowing costs – land
6
(3.7)(6.0)
Capitalised management fees – land(0.3)(0.5)
Maintenance capex(2.9)(3.1)
Cash earnings83.680.6
Cash earnings (cpu)6.226.24
Distributions per unit (cpu)6.656.65
Distributions % of cash earnings106.9106.6
(5)
Refer to note 3.1 of GMT’s Financial Statements.
(6)
Refer to note 2.1 of GMT’s Financial Statements.
Financial summary (continued)
30
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
Five year financial summary
$ millionFY20FY19FY18FY17FY16
Profit or loss
Net property income145.3126.8130.1134.2133.8
Share of operating earnings before tax from joint ventures–2.110.38.46.3
Net interest costs(21.9)(16.0)(18.7)(18.0)(20.5)
Administrative expenses(2.6)(2.7)(2.6)(2.9)(2.6)
Manager’s base fee(11.1)––––
Operating earnings before other income / (expenses) and income tax109.7110.2119.1121.7117.0
Movement in fair value of investment property165.8201.983.8114.7145.8
Disposal of investment property0.3–0.5(4.3)(1.1)
Profit on disposal of joint venture–35.1–––
Dividend income from joint venture–2.1–––
Share of other (expenses) / income and tax from joint ventures–(0.5)20.6(1.4)(2.2)
Movement in fair value of financial instruments20.03.2(8.5)(2.5)(5.3)
Manager’s base fee expected to be reinvested in units–(8.6)(8.3)(7.7)(6.3)
Manager’s performance fee expected to be reinvested in units(11.4)(8.6)–––
Profit before tax284.4334.8207.2220.5247.9
Current tax(15.1)(16.2)(16.5)(17.8)(17.8)
Deferred tax(7.4)0.93.311.13.0
Profit after tax attributable to unitholders261.9319.5194.0213.8233.1
Adjusted operating earnings before tax per unit (cpu)8.169.049.259.519.41
Adjusted operating earnings after tax per unit (cpu)6.737.687.898.287.88
Cash earnings per unit (cpu)6.226.24–––
Cash distribution per unit (cpu)6.656.656.656.656.65
Balance sheet
Investment property3,074.02,633.42,231.02,249.32,275.3
Investment property contracted for sale–43.5238.67.743.8
Investment in joint venture––114.370.763.2
Total assets3,168.42,720.52,719.52,460.72,475.5
Borrowings for LVR calculation569.9519.0571.3681.8753.2
Total liabilities766.3674.3925.8785.8939.3
Total equity2,402.12,046.21,793.71,674.91,536.2
Loan to value ratio (%)18.919.725.629.332.8
NTA per unit (cpu)172.7157.0138.9130.4120.4
Unit price at 31 March (cpu)214.5173.0133.0120.5132.0
Property portfolio
7, 8
Net lettable area (sqm)
9
1,059,2631,004,7941,111,244989,3001,040,991
Weighted average capitalisation rate (%)5.45.86.26.56.95
Investment portfolio occupancy (%)9998989897
Weighted average lease term (years)5.55.26.15.85.7
Customers (number)206179264240281
(7)
Property portfolio metrics includes GMT’s joint venture interests where applicable.
(8)
After all contracted sales, including post balance date transactions.
(9)
Net of canopies and yard.
For the year ended 31 March 2020
31
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
ACCO,
Highbrook
Business Park
This customer
is a supplier and
distributor of
stationery and
art-related
consumer products.
The Board of Goodman (NZ) Limited, the Manager of Goodman Property
Trust, authorised these financial statements for issue on 27 May 2020.
For and on behalf of the Board:
Keith Smith Peter Simmonds
Chairman Chairman, Audit Committee
Contents
Profit or loss 32
Balance sheet 33
Cash flows 34
Changes in equity 35
General information 36
Notes to the financial statements
1. Investment property 38
2. Borrowings 48
3. Earnings per unit and net tangible assets 52
4. Derivative financial instruments 53
5. Administrative expenses 54
6. Debtors and other assets 55
7. Creditors and other liabilities 55
8. Tax 56
9. Related party disclosures 58
10. Commitments and contingencies 61
11. Reconciliation of profit after tax to net cash flows
from operating activities 62
12. Financial risk management 63
13. Operating segments 65
14. Other subsequent events 65
Independent auditor’s report 66
Profit or loss
For the year ended 3 1 March 2020
$ millionNote20202019
Property income1 .1171.8155.2
Property expenses(26.5)(28.4)
Net property income145.3126.8
Share of operating earnings before tax from joint venture–2.1
Interest cost2.1(22.6)(20.9)
Interest income2.10.74.9
Net interest cost(21.9)(16.0)
Administrative expenses5.1(2.6)(2.7)
Manager’s base fee9(11.1)–
Operating earnings before other income / (expenses) and tax109.7110.2
Other income / (expenses)
Movement in fair value of investment property1.4165.8201.9
Disposal of investment property0.3–
Profit on disposal of joint venture–35.1
Dividend income from joint venture–2.1
Share of other expenses and tax from joint venture–(0.5)
Movement in fair value of financial instruments4.120.03.2
Manager’s base fee expected to be reinvested in units9–(8.6)
Manager’s performance fee expected to be reinvested in units9(11.4)(8.6)
Profit before tax284.4334.8
Ta x
Current tax on operating earnings8.1(19.2)(16.7)
Current tax on non-operating earnings8.14.10.5
Deferred tax8.1(7.4)0.9
Total tax(22.5)(15.3)
Profit after tax attributable to unitholders261.9319.5
There are no items of other comprehensive income, therefore profit after tax attributable to unitholders equals total comprehensive income attributable to unitholders.
CentsNote20202019
Basic earnings per unit after tax3.119.4824.68
32
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Balance sheet
As at 3 1 March 2020
$ millionNote20202019
Non-current assets
Investment property1.33,074.02,633.4
Other assets0.7–
Derivative financial instruments4.275.125.0
Deferred tax assets8.2–1.9
Total non-current assets3,149.82,660.3
Current assets
Investment property contracted for sale1.8–43.5
Debtors and other assets68.013.6
Derivative financial instruments4.21.6–
Cash9.03.1
Total current assets18.660.2
Total assets3,168.42,720.5
Non-current liabilities
Borrowings2.2523.5585.1
Lease liabilities2.560.1–
Derivative financial instruments4.215.612.1
Deferred tax liabilities8.231.926.4
Total non-current liabilities631.1623.6
Current liabilities
Borrowings100.0–
Creditors and other liabilities729.647.6
Lease liabilities2.53.2–
Current tax payable2.43.1
Total current liabilities135.250.7
Total liabilities766.3674.3
Net assets2,402.12,046.2
Total equity2,402.12,046.2
33
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
$ millionNote
2020
2019
Cash flows from operating activities
Property income received178.0153.1
Property expenses paid(37.8)(29.3)
Interest income received0.24.9
Borrowings interest costs paid(19.5)(20.6)
Lease liabilities interest costs paid(3.1)–
Administrative expenses paid(2.6)(2.7)
Manager’s base fee paid(15.4)(8.6)
Manager’s performance fee paid(8.6)–
Net GST received / (paid)0.2(0.8)
Ta x p a i d(15.8)(16.8)
Net cash flows from operating activities
11
75.679.2
Cash flows from investing activities
Payments for the acquisition of investment properties(107.0)(98.8)
Proceeds from the sale of investment properties56.1233.0
Capital expenditure payments for investment properties(115.3)(130.7)
Holding costs capitalised to investment properties(9.9)(13.5)
Proceeds from the sale of joint venture–154.2
Repayments from joint venture–107.5
Dividends received from joint venture–2.1
Net cash flows from investing activities(176.1)253.8
Cash flows from financing activities
Proceeds from borrowings162.0256.0
Repayments of borrowings(149.0)(506.0)
Proceeds from the issue of units185.910.4
Distributions paid to unitholders(89.4)(86.0)
Settlement of derivative financial instruments(3.1)(9.0)
Net cash flows from financing activities106.4(334.6)
Net movement in cash5.9(1.6)
Cash at the beginning of the year3.14.7
Cash at the end of the year9.03.1
Cash flows
For the year ended 3 1 March 2020
34
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Note
Distribution
per unit
(cents)
Number
of units
(million)
Units
($ million)
Unit based
payments
reserve
($ million)
Retained
earnings
($ million)
Total
($ million)
As at 1 April 20181,287.81,408.75.3379.71,793.7
Profit after tax––319.5319.5
Distributions paid to unitholders6.65––(86.0)(86.0)
Manager’s base fee – earned9–10.4–10.4
Manager’s performance fee – earned9–8.6–8.6
Issue of units
Manager’s base fee – settled97.110.4(10.4)––
As at 31 March 20191,294.91,419.113.9613.22,046.2
Profit after tax––261.9261.9
Distributions paid to unitholders6.65––(89.4)(89.4)
Manager’s performance fee – earned9–11.4–11.4
Issue of units
Manager’s base fee – settled92.95.3(5.3)––
Manager’s performance fee – settled94.78.6(8.6)––
Placement – September 201971.4150.0––150.0
Retail Unit Offer – October 201911.925.0––25.0
Issue costs incurred–(3.0)––(3.0)
As at 31 March 20201,385.81,605.011.4785.72,402.1
There are no items of other comprehensive income to include within changes in equity, therefore profit after tax equals total comprehensive income.
Significant transactions
In September 201 9, GMT raised $1 50.0 million of new equity through an underwritten placement (“Placement”). The price of the Placement units was fixed at $2.1 0 per unit. The new units were
allotted on 24 September 201 9 and rank equally with existing units.
In October 201 9, GMT raised $25.0 million of new equity through a retail unit offer (“Retail Unit Offer”). The price of the Retail Unit Offer units was fixed at $2.1 0 per unit. The new units were allotted on
25 October 201 9 and rank equally with existing units.
Subsequent event
On 27 May 2020 a cash distribution of 1 .6625 cents per unit with 0.217521 cents per unit of imputation credits attached was declared. The record date for the distribution is 1 1 June 2020 and
payment will be made on 1 8 June 2020.
Changes in equity
For the year ended 3 1 March 2020
35
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Reporting entity
Goodman Property Trust (“GMT” or the “Trust”) is a unit trust established on
23 April 1999 under the Unit Trusts Act 1960. GMT is domiciled in New Zealand.
The Manager of the Trust is Goodman (NZ) Limited (“GNZ”) and the address of its
registered office is Level 2, 18 Viaduct Harbour Avenue, Auckland.
The financial statements presented are consolidated financial statements for
Goodman Property Trust and its subsidiaries (the “Group”).
GMT is listed on the New Zealand Stock Exchange (“NZX”), is an FMC reporting
entity for the purposes of the Financial Markets Conduct Act 2013 (“FMCA”) and
the Financial Reporting Act 2013 and is an Equity Security for the purposes of the
NZX Main Board Listing Rules.
The Group’s principal activity is to invest in real estate in New Zealand.
Basis of preparation and measurement
The financial statements of the Group have been prepared in accordance with the
requirements of Part 7 of the FMCA and the NZX Main Board Listing Rules. The
financial statements have been prepared in accordance with New Zealand Generally
Accepted Accounting Practice (“NZ GAAP”), 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 Group is a for-profit entity for the purposes of complying
with NZ GAAP. The financial statements also comply with International Financial
Reporting Standards (“IFRS”).
The financial statements have been prepared on the historical cost basis except for
assets and liabilities stated at fair value as disclosed.
The financial statements are in New Zealand dollars, the Group’s functional currency,
unless otherwise stated.
Basis of consolidation
The financial statements have eliminated in full all intercompany transactions,
intercompany balances and gains or losses on transactions between controlled
entities.
Significant estimates and judgements
Management is required to make judgements, estimates, and apply assumptions that
affect the amounts reported in the financial statements. These have been based
on historical experience and other factors management believes to be reasonable.
Actual results may differ from these estimates and the difference may be material.
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 the future periods affected.
The significant judgements made in the preparation of these financial statements are
detailed in the following notes:
Investment property (note 1.4)
Derivative financial instruments (note 4.1)
Deferred tax (note 8.2)
Significant accounting policies
Units are classified as equity. If new units are issued in the year, any external costs
directly attributable to the issue are deducted from the proceeds received.
Distributions are recognised in equity in the period in which they are paid.
Other significant accounting policies are disclosed in the relevant notes.
Changes in accounting policy
The accounting policies and methods of computation used in the preparation of
these financial statements are consistent with those used in the financial statements
for the year ended 31 March 2019, other than following the adoption of NZ IFRS 16
‘Leases’ as detailed in notes 1.5 and 2.5. Where necessary, comparative figures have
been adjusted to conform with changes in presentation in the financial statements.
New accounting standards now adopted
On 1 April 2019 the Group adopted NZ IFRS 16, which has replaced the previous
guidance in NZ IAS 17 ‘Leases’.
Under NZ IFRS 16 a contract is, or contains, a lease if the contract conveys the
right to control the use of an identified asset for a period of time in exchange for
consideration. Under NZ IAS 17, a lessee was required to make a distinction between
a finance lease (on balance sheet) and an operating lease (off balance sheet).
NZ IFRS 16 requires the recognition of ‘right-of-use assets’ representing the fair
value of the occupational ground leases and ‘lease liabilities’ reflecting the present
value of future lease payments for the occupational ground leases.
As a lessor of investment property leased to customers, the new standard has
resulted in no changes to the recognition and measurement of leases when
compared to existing accounting policies.
As a lessee, GMT’s exposure is in respect of occupational ground leases at Westney
Industry Park and The Gate Industry Park.
The Group adopted NZ IFRS 16 using the modified retrospective method of adoption
with the date of initial application of 1 April 2019. Under this method, the standard is
applied retrospectively with the cumulative effect of initially applying the standard
recognised at the date of initial application. No adjustment is made to comparative
disclosures.
General information
For the year ended 3 1 March 2020
36
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
General information—continued
NZ IFRS 16 has amended the scope of NZ IAS 40 ‘Investment Property’ by defining
investment property to include both owned investment property and investment
property held by a lessee as a right-of-use asset. This results in lessees using either
the cost model and disclosing fair value, or using the fair value model, depending on
whether the lessee accounts for the remainder of its investment property under the
cost model or the fair value model. GMT uses the fair value model.
On the 1 April 2019 adoption date, a lease liability of $61.7 million has been recorded
with the value of the right-of-use asset embedded in the fair value of the underlying
investment property. Stabilised investment property increased by $61.7 million to
adjust for cash flows relating to lease liabilities already recognised separately on the
balance sheet and also reflected in the investment property valuations. This results
in no change to net assets and no impact to profit. There are no changes to net cash
flows recognised as a result of adoption of the new standard.
The effect of adopting NZ IFRS 16 as at 1 April 2019, in respect of occupational
ground leases is as follows:
$ million
NZ IAS 17
recognition at
31 Mar 19
Adoption
impact
NZ IFRS 16
recognition at
1 Apr 19
Investment property2,633.461.72,695.1
Lease liabilities–(61.7)(61.7)
2,633.4–2,633.4
Upon adoption of NZ IFRS 16, the Group applied a single recognition and
measurement approach for all leases. The standard provides specific transition
requirements and practical expedients which have been applied by the Group.
The Group also applied the available practical expedients wherein it used a single
discount rate to a portfolio of leases with reasonably similar characteristics and used
judgements in determining the lease term where the contract contains options to
extend or terminate the lease.
A reconciliation of the minimum lease payments for ground leases that the Trust had
contracted to pay in future years at 31 March 2019 versus the lease liabilities balance
on adoption is as follows:
$ million31 Mar 201 9
Minimum lease payments to next lease renewal date25.5
Perpetual lease payments not committed192.2
Impact of discounting(156.0)
Total lease liabilities61.7
COVID-19 global pandemic
With effect from 26 March 2020, New Zealand was subject to Alert Level 4 restrictions
to counter the immediate impact of the global COVID-1 9 pandemic (https://covid1 9.
govt.nz/alert-system/alert-level-4/). The most immediate impact to the Group was to
the value of its investment property as at 3 1 March 2020, details of which are disclosed
in note 1 .4 on page 42.
The Group remains mindful of the ongoing impact of COVID-1 9 to the New Zealand
economy and continues to monitor them closely. In particular, the Group’s operations
are being managed conservatively and prudently in relation to potential impacts on
GMT resulting from COVID-1 9. Details of impacts on the Group subsequent to balance
date are disclosed in note 1 4 on page 65.
37
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
1. Investment property
Property income is earned from investment property leased to customers.
1 .1 Property income
$ million
2020
2019
Gross lease receipts156.2143.0
Service charge income20.218.4
Straight line rental adjustments1.71.0
Amortisation of capitalised lease incentives(6.3)(7.2)
Property income171.8155.2
Accounting policies
Property income from investment property leased to customers under operating leases is recognised on a straight-line basis over the term of the lease to the extent that future rental increases
are known with certainty. Fixed rental adjustments are accounted for to achieve straight-line income recognition. Where lease incentives are provided to customers, the cost of incentives is
recognised over the lease term on a straight-line basis as a reduction to rental income.
Service charge income is recognised for the recoverable portion of customer’s property operating expenses incurred in the accounting period.
1.2 Future contracted gross lease receipts
Gross lease receipts that the Trust has contracted to receive in future years are set out below. These leases cannot be cancelled by the customer.
$ million
2020
2019
Yea r 1160.8140.1
Yea r 2147.3131.3
Yea r 3126.6111.9
Yea r 4106.693.3
Yea r 590.671.0
Year 6 and later357.6245.7
Total future contracted gross lease receipts989.5793.3
Notes to the financial statements
For the year ended 3 1 March 2020
38
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
1. Investment property (continued)
1.3 Total investment property
This table details the total investment property value.
20202019
$ million
Stabilised
propertiesDevelopmentsLandTot a l
Stabilised
propertiesDevelopmentsLandTot a l
Core
Highbrook Business Park, East Tamaki1,527.643.445.81,616.81,322.853.460.31,436.5
Savill Link, Otahuhu361.918.41.5381.8292.531.12.3325.9
M20 Business Park, Wiri279.110.9–290.0247.2–7.0254.2
The Gate Industry Park, Penrose244.1––244.1232.5––232.5
Westney Industry Park, Mangere193.92.2–196.1122.70.7–123.4
Tot a l c o r e2,606.674.947.32,728.82,217.785.269.62,372.5
Value-add345.2––345.2260.9––260.9
Total investment property2,951.874.947.33,074.02,478.685.269.62,633.4
Included within stabilised properties is a gross-up equivalent to lease liabilities of $63.3 million (31 March 2019: $nil).
GMT’s estates are classified as either “core” or “value-add” estates.
Core
Those estates within the portfolio which consist largely of modern, high-quality industrial and logistics properties.
Value-add
Those estates which generally consist of older properties that are likely to have redevelopment potential over the medium to long-term. Redevelopment of the properties to
realise their maximum future value may require a change in use.
Significant transactions
In May 201 9, GMT completed the acquisition of a property at Pilkington Road, Panmure (part of the value-add Tamaki Estate) for $9.9 million.
In July 201 9, GMT completed the disposal of the remaining properties at Show Place, Christchurch, a value-add estate, for $1 3.1 million. This sale resulted in a gain of $0.3 million over the
previous carrying value.
In September 201 9, GMT completed the acquisition of value-add estates at 2-6 Monahan Road, Mt Wellington and Favona Road, Mangere for $65.0 million and $29.0 million respectively.
During the year ended 3 1 March 2020 eleven developments were completed and were independently valued at a total of $1 56.1 million.
Subsequent event
In April 2020, GMT completed the acquisition of a value-add property at 7-8 Monahan Road, Mt Wellington, Auckland for $1 3.0 million.
39
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
1. Investment property (continued)
1.4 Movement in fair value of investment property
Movement in fair value of investment property for the period is summarised below.
$ millionNote
2020
2019
Stabilised properties1.5148.1165.2
Developments1.622.526.2
Land1.7(4.8)–
Investment property contracted for sale1.8–10.5
Total movement in fair value of investment property165.8201.9
The movement in fair value of investment property contracted for sale represents the difference between contracted sale price and book value.
Key judgement
The carrying value of stabilised properties, substantially completed developments and land is the fair value of the property as determined by an expert independent valuer. The carrying value of
investment property contracted for sale reflects the contracted sale price.
Fair value reflects the Board’s assessment of highest and best use of each property at the end of the reporting period. If the Board’s view of highest and best use has changed any impact
on value will be assessed by independent valuations. Management review the valuations performed by the independent valuers for financial reporting purposes. Discussions of valuation
processes and results are held between the Board, the Chief Executive Officer, the Chief Financial Officer, the Management Valuation Committee, and the independent valuers at least twice
every year in line with the Group’s reporting dates. Full independent valuations are completed for stabilised properties, developments held at fair value and land at least annually. Developments
where fair value is not able to be reliably determined are carried at cost less any impairment. Additionally, at each financial year end all major inputs to the independent valuation reports are
verified and an assessment undertaken of all property valuation movements by management.
The fair values presented are based on market values, being the estimated amount for which a property could be exchanged on the date of valuation between a willing buyer and a willing
seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion. If this information is not available, alternative
valuation methods are used, such as; recent prices on less active markets; the capitalisation method, which determines fair value by capitalising a property’s sustainable net income at a market
derived capitalisation rate with capital adjustments made where appropriate; or discounted cash flow projections (“DCF”), which discount estimates of future cashflows by an appropriate
discount rate to derive the fair value. The key assumptions used in the valuations are derived from recent comparable transactions to the greatest extent possible; however, all three of the
valuation methods rely upon unobservable inputs in determining fair value for all investment property.
Valuations also reflect the following unobservable inputs, where appropriate: the quality of customers in occupation or responsible for meeting lease commitments or likely to be in occupation
after letting vacant accommodation, and the market’s general perception of their creditworthiness; the allocation of maintenance and insurance responsibilities between the Group and the
customer; and the remaining economic life of the property. When rent reviews or lease renewals are pending with anticipated reversionary increases, it is assumed that all notices and where
appropriate counter-notices have been served validly and within the appropriate time. All investment property is categorised as level 3 in the fair value hierarchy. Refer to note 1 2.6 for details of
the hierarchy and the Group’s transfer policy. During the year, there were no transfers of properties between levels of the fair value hierarchy.
40
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
1. Investment property (continued)
1.4 Movement in fair value of investment property (continued)
The key inputs used to measure fair value of stabilised properties and developments held at fair value are disclosed below, along with the weighted average value for each input:
Valuation input valueMeasurement sensitivity
Key valuation inputDescription20202019
Increase in
the input
Decrease in
the input
Market capitalisation rateThe capitalisation rate applied to the market rental to assess a property’s
value. Derived from similar transactional evidence considering location,
weighted average lease term, customer covenant, size and quality of the
property. Used in the capitalisation method.
5.4%5.8%DecreaseIncrease
Market rentalThe valuer’s assessment of the annual net market income per square metre
(“psm”) attributable to the property; includes both leased and vacant areas.
Used in both the capitalisation method and the DCF method.
$137 psm$134 psmIncreaseDecrease
Discount rateThe rate applied to future cashflows; it reflects transactional evidence from
similar types of property assets. Used in the DCF method.
7.1%7.5%DecreaseIncrease
Rental growth rateThe rate applied to the market rental over the 10-year cashflow projection.
Used in the DCF method.
2.2% p.a.2.7% p.a.IncreaseDecrease
Terminal capitalisation rateThe rate used to assess the terminal value of the property. Used in the
DCF method.
5.5%6.0%DecreaseIncrease
The market capitalisation rate is the main determinant of value in the valuation of investment property. The impact of a 0.25% increase in the market capitalisation rate from
5.4% to 5.65% would be equivalent to a decrease of $132.2 million / 4.4% in the fair value of investment property.
Land is valued based on recent comparable transactions, resulting in land values ranging between $298 psm and $1,000 psm for industrial land (2019: between $246 psm
and $675 psm) and $1,000 psm for office land (2019: $1,485 psm).
41
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
1. Investment property (continued)
1.4 Movement in fair value of investment property (continued)
Impact of COVID-19 global pandemic to the fair value assessment of investment property
COVID-19 was declared a ‘Global Pandemic’ by the World Health Organisation on 1 2 March 2020. Alert Level 4 restrictions were imposed across New Zealand from 26 March 2020 (remaining in
place at 3 1 March 2020) with market activity being impacted and the real estate market being effectively frozen during this period and subsequently until Alert Level 2 was reached on 1 4 May 2020.
The fair value of an investment property represents the estimated amount for which a property could be exchanged on the date of valuation between a willing buyer and a willing seller in an arm’s
length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion. Due to the restrictions imposed, these elements did not exist
as at 31 March 2020. These are an unprecedented set of circumstances on which to determine fair market value. The registered valuers have indicated that less weight can be given to previous
market evidence for comparison purposes, to inform opinions of value at 31 March 2020. Therefore the valuations prepared have been reported on the basis of material valuation uncertainty. Less
certainty and a higher degree of caution should be attached to the valuations than would normally be the case. Given the unknown future impact that COVID-19 may have on the real estate market,
the registered valuers have recommended that the valuation of each property is kept under periodic review.
The original draft fair market value assessments as at 31 March 2020 were revised by the independent valuers to take into consideration the changes in the market and economic outlook created
by COVID-19, which resulted in a lower assessment of fair value than had been determined in the original draft valuations. Valuers changed key assumptions in their valuation assessments including
a reduction of market rental assumptions, consideration for rental abatements to support customers impacted by COVID-19, a decrease in rental growth rates and an increase in the market
capitalisation rate applied. All of these items contributed to a lower fair market valuation than originally assessed.
Changes in these key valuation inputs impact valuations as detailed on the preceding page, which also includes a sensitivity for changes to market capitalisation rates, the main determinant of
value in the valuation of investment property.
The following table details the movement in fair value of investment property during the financial year split between the first half (six months to 30 September 201 9) and the second half
(1 October 2019 to 31 March 2020). This shows that the fair value increase for the financial year occurred in the first half, with a slight devaluation recorded in the second half which includes
downward revisions for the impact of the COVID-19 pandemic.
1 H FY20 movements2H FY20 movements
$ million
Fair value at
31 Mar 201 9
Fair value
movement
Other
movements
Fair value at
30 Sep 201 9
Fair value
movement
Other
movements
Fair value at
31 Mar 2020
Stabilised properties2,478.6159.9239.02,877.5(11.8)86.12,951.8
Developments85.212.4(0.6)97.010.1(32.2)74.9
Land69.60.1(21.1)48.6(4.9)3.647.3
Total investment property2,633.4172.4217.33,023.1(6.6)57.53,074.0
Other movements comprise Acquisitions, Transfers In, Net Expenditure, Disposals, Transfers Out and the impact of NZ IFRS 16 adoption. See note 1.5 for an explanation of each item.
42
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
1. Investment property (continued)
1.5 Stabilised properties
$ million
2020
Valuation
2019
Impact of NZ
IFRS 16
Acquisitions
/ transfers in
Net
expenditure
Disposals /
transfers out
Fair value
movement
Valuation
2020Valuer
Net lettable
area sqm
Weighted
market
cap rateOccupancy
WA LT
years
Core
Highbrook Business Park, East Tamaki1,322.8–105.95.5–93.41,527.6Colliers,
Savill,
CBRE
453,3805.3%99%6.3
Savill Link, Otahuhu292.5–46.01.2–22.2361.9Bayleys129,4665.1%100%6.7
M20 Business Park, Wiri247.2––0.5–31.4279.1JLL108,3915.6%100%4.9
The Gate Industry Park, Penrose232.50.3–2.7–8.6244.1CBRE85,4395.4%97%2.9
Westney Industry Park, Mangere122.763.04.20.6–3.4193.9Savills 105,7637.1%100%5.7
Tot a l c o r e2,217.763.3156.110.5
–
159.02,606.6
882,439
Value-add260.9–105.42.3(12.5)(10.9)345.2Colliers,
Savill,
CBRE,
JLL
176,8245.5%100%2.9
Total stabilised properties2,478.663.3261.512.8(12.5)148.12,951.81,059,2635.4%99%5.5
Impact of NZ IFRS 16reflects a gross-up equivalent to the lease liabilities.
Acquisitionsreflect the purchase price and any associated transaction costs.
Transfers inrepresent the net book value transferred into a category during the year.
Net expenditurecomprises capital expenditure, holding costs, straight line rental adjustments, leasing incentives and leasing costs paid, less any amortisation of
leasing incentives and leasing costs.
Fair value movementreflects the difference between the independent valuation and the net book value immediately prior to the valuation.
Disposalscomprise the net book value at the date of disposal for properties sold in the year.
Transfers outrepresent the net book value transferred out of a category during the year.
43
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
1. Investment property (continued)
1.5 Stabilised properties (continued)
$ million
2019
Valuation
2018
Acquisitions
/ transfers in
Net
expenditure
Disposals /
transfers out
Fair value
movement
Valuation
2019Valuer
Net lettable
area sqm
Weighted
market
cap rateOccupancy
WA LT
years
Core
Highbrook Business Park, East Tamaki1,091.3160.66.4–64.51,322.8Colliers,
Savill
432,6835.5%97%5.1
Savill Link, Otahuhu237.823.4––31.3292.5CBRE115,0755.8%100%6.6
M20 Business Park, Wiri233.6–––13.6247.2JLL108,4626.1%99%4.3
The Gate Industry Park, Penrose189.50.60.1–42.3232.5CBRE85,3615.5%98%3.3
Westney Industry Park, Mangere119.8–3.5–(0.6)122.7CBRE105,7777.9%98%6.2
Tot a l c o r e1,872.0184.610.0–151.12,217.7847,358
Value-add171.594.15.9(24.7)14.1260.9Colliers,
CBRE
114,3265.9%93%3.5
Total stabilised properties2,043.5278.715.9(24.7)165.22,478.6961,6845.8%98%5.2
Accounting policies
Stabilised properties are investment properties which are held to earn rental income. They are recorded initially at cost, including related transaction costs. After initial recognition, stabilised
properties are carried at fair value. A panel of expert independent valuers value the portfolio at least once each year, generally at 3 1 March. Fair values are based on estimated market values.
If this information is not available, alternative valuation methods such as recent prices in less active markets, the capitalisation method, or discounted cash flow projections are used.
Stabilised property that is being redeveloped is carried at fair value and holding costs are capitalised to the property during redevelopment. Expenditure is capitalised to a property when it is
probable that it will provide future economic benefits to the Group. All other repairs and maintenance costs are charged to Profit or Loss.
Any gain or loss arising from a change in fair value is recognised in Profit or Loss.
When sold, the net gain or loss on disposal of stabilised property is included in Profit or Loss in the period in which the sale occurred. The gain or loss on disposal is calculated as the difference
between the carrying amount of the stabilised property on the Balance Sheet and the proceeds from sale net of any costs associated with the sale.
New accounting policies
For leases where the Group is a lessee, the Group recognises a right-of-use asset at the commencement date of the lease, being the date the underlying asset is available for use. Investment
property is defined to include both owned investment property and investment property held by a lessee as a right-of-use asset. The Group therefore measures all investment property using
the same measurement basis, being the fair value model. The value of the right-of-use assets represents the fair value of a freehold interest in the land subject to ground lease interests held by
GMT. Investment property is adjusted for cash flows relating to lease liabilities already recognised separately on the balance sheet and also reflected in the investment property valuations.
44
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
1. Investment property (continued)
1.6 Developments
$ million
2020
Valuation /
Cost 2019Transfers in
Net
expenditure
Fair value
movementTransfers out
Valuation /
Cost 2020Valuer
Lettable
area sqm
Market
cap rate
Committed
Occupancy
WA LT
years
At fair value
Highbrook Business Park, East Tamaki42.38.361.012.9(105.9)18.6Savill7,3534.8%100%15.0
Savill Link, Otahuhu31.1–24.17.0(46.0)16.2Bayleys5,4804.9%100%5.6
Westney Industry Park, Mangere0.7–0.92.6(4.2)–
At cost
Highbrook Business Park, East Tamaki11.18.35.4––24.8At cost19,076–25%3.0
M20 Business Park, Wiri–7.23.7––10.9At cost13,582–36%2.5
Savill Link, Otahuhu–1.80.4––2.2At cost2,020–––
Westney Industry Park, Mangere––2.2––2.2At cost8,329–43%2.3
Total developments85.225.697.722.5(156.1)74.955,840
$ million
2019
Valuation /
Cost 2018Transfers in
Net
expenditure
Fair value
movementTransfers out
Valuation /
Cost 2019Valuer
Lettable
area sqm
Market
cap rate
Committed
Occupancy
WA LT
years
At fair value
Highbrook Business Park, East Tamaki47.15.188.417.7(143.6)14.7Savill2,2366.4%100%9.5
Savill Link, Otahuhu6.59.423.98.5(23.4)24.9CBRE14,0505.3%100%15.0
At cost
Highbrook Business Park, East Tamaki3.626.28.9––38.7At cost35,238–18%2.6
Savill Link, Otahuhu–5.70.5––6.2At cost5,485–––
Westney Industry Park, Mangere––0.7––0.7At cost7,890–––
Value-add10.3–1.1–(11.4)––––––
Total developments67.546.4123.526.2(178.4)85.264,899
Developments are categorised between fair value and cost based on their status at the end of the financial year.
45
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
1. Investment property (continued)
1.6 Developments (continued)
Accounting policies
Developments are properties that are being constructed for future use as stabilised property. They are classified as developments and initially recorded at cost of acquisition, construction or
development. All costs directly associated with the purchase and construction of developments and all subsequent capital expenditure for developments are capitalised.
Holding costs are capitalised if they are directly attributable to the acquisition or development of a property. The most significant component of holding costs is borrowing costs. Capitalisation
of borrowing costs commences when the activities to prepare the property for its intended use are in progress and expenditures and borrowing costs are being incurred. The amount
capitalised is determined by applying the weighted average cost of debt to borrowings attributed to the development. Capitalisation of borrowing costs will continue until the development of the
property is completed.
If the fair value of a development can be reliably determined during the course of its construction, then the development will be recorded at fair value in the same manner as stabilised properties.
1.7 Land
$ million
2020
Valuation
2019Acquisitions
Net
expenditure
Disposals /
transfers out
Fair value
movement
Valuation
2020Valuer
Net land
area sqm
Highbrook Business Park, East Tamaki60.3–6.9(16.6)(4.8)45.8Savill70,941
Savill Link, Otahuhu2.30.90.1(1.8)–1.5Bayleys6,455
M20 Business Park, Wiri7.0–0.2(7.2)––––
Tot a l l a n d69.60.97.2(25.6)(4.8)47.377,396
$ million
2019
Valuation
2018Acquisitions
Net
expenditure
Disposals /
transfers out
Fair value
movement
Valuation
2019Valuer
Net land
area sqm
Highbrook Business Park, East Tamaki101.0–7.7(48.3)(0.1)60.3Colliers118,985
Savill Link, Otahuhu6.6–0.5–(0.1)7.0CBRE18,770
M20 Business Park, Wiri11.94.70.6(15.1)0.22.3JLL8,810
The Gate Industry Park, Penrose0.5–0.1(0.6)––––
Tot a l l a n d120.04.78.9(64.0)–69.6146,565
Accounting policies
Land is recorded initially at cost, including related transaction costs. After initial recording, land is carried at fair value. Land is independently valued at least annually, with any changes in valuation
recognised in Profit or Loss.
46
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
1. Investment property (continued)
1.8 Investment property contracted for sale
$ million
2020
Carrying value
2019Transfers in
Net
expenditure
Fair value
movementSettlements
Carrying value
2020
Greenlane Office, Auckland8.5–0.5–(9.0)–
Concourse Industry Park, Henderson35.0–––(35.0)–
Total investment property contracted for sale43.5–0.5–(44.0)–
$ million
2019
Carrying value
2018Transfers in
Net
expenditure
Fair value
movementSettlements
Carrying value
2019
Greenlane Office, Auckland207.86.50.75.1(211.6)8.5
Glassworks, Christchurch30.8–––(30.8)–
Concourse Industry Park, Henderson–29.6–5.4–35.0
Total investment property contracted for sale238.636.10.710.5(242.4)43.5
Accounting policies
Investment property contracted for sale is recorded at the contracted sale price, with this being the best indicator of fair value.
Significant transactions
Settlement of the sale of Concourse Industry Park occurred in June 201 9.
Settlement of the sale of Greenlane Office occurred in March 2020.
47
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
2. Borrowings
2 .1 Interest
$ million
2020
2019
Interest expense on borrowings(25.7)(30.0)
Interest expense on lease liabilities(3.1)–
Amortisation of borrowing costs(2.9)(3.2)
Borrowing costs capitalised
(1)
9.112.3
Total interest cost(22.6)(20.9)
Interest income0.74.9
Net interest cost(21.9)(16.0)
(1)
Borrowing costs are capitalised at the weighted average cost of borrowing of 5.0% (201 9: 4.9%). Borrowing costs of $3.7 million were capitalised to land (201 9 : $6.0 million).
Accounting policies
Interest costs charged on borrowings are recognised as incurred. Costs associated with the establishment of borrowings are amortised over the term of the relevant borrowings.
48
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
2. Borrowings (continued)
2.2 Borrowings
$ million
2020
2019
Current
Retail bonds100.0–
Total current borrowings100.0–
Non-current
Syndicated bank facility25.012.0
Retail bonds300.0400.0
US Private Placement notes201.4176.3
Total non-current526.4588.3
Unamortised borrowings establishment costs(2.9)(3.2)
Total non-current borrowings523.5585.1
Total borrowings623.5585.1
Accounting policies
Borrowings are recorded initially at fair value, net of transaction costs. Subsequent to initial recognition, borrowings are carried at amortised cost using the effective interest method.
Significant transactions
In November 201 9 the syndicated bank facility was refinanced. Total available funding was increased by $1 00.0 million to $400.0 million, comprising three facilities expiring in November 202 1
($1 35.0 million), November 2022 ($1 35.0 million) and November 2023 ($1 30.0 million). The facility is now provided by Commonwealth Bank of Australia ($120.0 million), Westpac New Zealand
Limited ($120.0 million), Bank of New Zealand ($80.0 million) and The Hongkong and Shanghai Banking Corporation Limited ($80.0 million).
2.3 Security and covenants
All borrowing facilities are secured on an equal ranking basis over the assets of the wholly owned subsidiaries of Goodman Property Trust. A loan to value ratio covenant
restricts total borrowings incurred by the Group to 50% of the value of the secured property portfolio.
The Group has given a negative pledge to not create or permit any security interest over its assets. The principal financial ratios which must be met are the ratio of earnings
before interest, tax, depreciation and amortisation to interest expense, and the ratio of financial indebtedness to the value of the property portfolio. Further negative and
positive undertakings have been given as to the nature of the Group’s business.
49
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
2. Borrowings (continued)
2.4 Composition of borrowings
Weighted
average
remaining
term (years)
$ million
2020Date issuedExpiryInterest rate
Facility drawn
/ Amount
Undrawn
facility
Syndicated bank facilities–Nov 21 – Nov 232.5Floating25.0375.0
Retail bonds – GMB020Dec 13Dec 200.76.20%100.0–
Retail bonds – GMB030Jun 15Jun 222.25.00%100.0–
Retail bonds – GMB040May 17May 244.24.54%100.0–
Retail bonds – GMB050Mar 18Sep 233.44.00%100.0–
US Private Placement notesJun 15Jun 255.23.46%US$40.0–
US Private Placement notesJun 15Jun 277.23.56%US$40.0–
US Private Placement notesJun 15Jun 3010.23.71%US$40.0–
Weighted
average
remaining
term (years)
$ million
2019Date issuedExpiryInterest rate
Facility drawn
/ Amount
Undrawn
facility
Syndicated bank facilities–Oct 20 – Oct 212.0Floating12.0288.0
Retail bonds – GMB020Dec 13Dec 201.76.20%100.0–
Retail bonds – GMB030Jun 15Jun 223.25.00%100.0–
Retail bonds – GMB040May 17May 245.24.54%100.0–
Retail bonds – GMB050Mar 18Sep 234.44.00%100.0–
US Private Placement notesJun 15Jun 256.23.46%US$40.0–
US Private Placement notesJun 15Jun 278.23.56%US$40.0–
US Private Placement notesJun 15Jun 3011.23.71%US$40.0–
As at 31 March 2020 a $400.0 million syndicated bank facility was provided to the Trust by Commonwealth Bank of Australia, Westpac New Zealand Limited (each providing
$120.0 million), Bank of New Zealand and The Hongkong and Shanghai Banking Corporation Limited (each providing $80.0 million).
As at 31 March 2019 a $300.0 million syndicated bank facility was provided to the Trust by ANZ Bank New Zealand Limited, Bank of New Zealand, Commonwealth Bank of
Australia, Westpac New Zealand Limited (each providing $67.5 million) and The Hongkong and Shanghai Banking Corporation Limited (providing $30.0 million).
As at 31 March 2020, GMT’s drawn borrowings had a weighted average remaining term of 4.0 years (2019: 5.0 years), with 96% being drawn from non-bank sources
(2019: 98%).
Calculation of the weighted average remaining term assumes bank debt utilises the longest dated facilities.
50
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
2. Borrowings (continued)
2.5 Lease liabilities
$ million
2020
2019
Opening balance on adoption of NZ IFRS 1661.7–
Increase in liability as a result of ground rent reviews1.6–
Lease liability interest expense3.1–
Ground rent paid(3.3)–
Amortisation of incentives received0.2–
Total lease liabilities63.3–
Key judgement
The lease liabilities are for perpetually renewable ground leases at Westney Industry Park ($63.1 million) and The Gate Industry Park ($0.2 million). The calculation of the lease liability assumes
lease terms of between 65 and 68 years and utilises a discount rate based on GMT’s weighted average cost of borrowing of 5.0%.
New accounting policies
At the commencement date of a lease the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term, including expected lease
renewals. The lease payments include fixed payments, less any lease incentives receivable.
2.6 Loan to value ratio calculation
The loan to value ratio (“LVR”) is a non-GAAP metric used to measure the strength of GMT’s Balance Sheet. This non-GAAP financial measure may not be consistent with its
calculation by other similar entities. The LVR calculation is set out in the table below.
$ million
2020
2019
Total borrowings623.5585.1
US Private Placement notes – foreign exchange translation impact(44.6)(19.5)
Cash(9.0)(3.1)
Investment property contracted for sale – settlement proceeds due–(43.5)
Borrowings for LVR calculation569.9519.0
Investment property3,074.02,633.4
Lease liabilities(63.3)–
Assets for LVR calculation3,010.72,633.4
Loan to value ratio %18.9%19.7%
51
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
3. Earnings per unit and net tangible assets
3 .1 Earnings per unit
Earnings per unit measures are calculated as profit or adjusted operating earnings after tax divided by the weighted number of issued units for the year. Operating earnings
is a non-GAAP financial measure included to provide an assessment of the performance of GMT’s principal operating activities. This non-GAAP financial measure may not be
consistent with its calculation by other similar entities.
The calculation of operating earnings before other income / (expenses) and tax is set out in Profit or Loss. Adjusted operating earnings after tax, as set out below,
incorporates GMT’s share of operating earnings of the WPHL joint venture between the date it was contracted for sale and settlement date (14 December 2018), reflecting
GMT’s economic interest in the joint venture at that time.
$ million
2020
2019
Operating earnings before other income / (expenses) and tax109.7110.2
Share of operating earnings from joint venture – post-contracted for sale–6.8
Adjusted operating earnings before tax109.7117.0
Income tax on operating earnings(19.2)(16.7)
Share of income tax on operating earnings from joint venture–(0.8)
Adjusted operating earnings after tax90.599.5
Weighted units
Million
2020
2019
Weighted units1,344.81,294.8
cents per unit
2020
2019
Adjusted operating earnings per unit before tax8.169.04
Adjusted operating earnings per unit after tax6.737.68
Basic and diluted earnings per unit after tax19.4824.68
3.2 Net tangible assets
Diluted units, comprising issued units plus deferred units not yet issued, are used to calculate net tangible assets per unit.
Diluted units
Million
2020
2019
Issued units1,385.81,294.9
Deferred units for Manager’s base fee expected to be reinvested–3.1
Deferred units for Manager’s performance fee expected to be reinvested5.35.1
Diluted units1,391.11,303.1
2020
2019
Net tangible assets ($ million)2,402.12,046.2
Net tangible assets per unit (cents)172.7157.0
52
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
4. Derivative financial instruments
Derivative financial instruments are used to manage exposure to interest rate risks and foreign exchange risks arising from GMT’s borrowings.
4 .1 Movement in fair value of financial instruments
$ million
2020
2019
Interest rate derivatives(5.6)(1.2)
Cross currency interest rate derivatives relating to US Private Placement notes50.714.9
Total movement in fair value of derivative financial instruments45.113.7
Foreign exchange rate movement on US Private Placement notes(25.1)(10.5)
Total movement in fair value of financial instruments20.03.2
Accounting policies
Derivative financial instruments are initially recognised at fair value on the date a derivative contract is entered into and are subsequently measured at fair value at each reporting date. Derivative
financial instruments are classified as current or non-current based on their date of maturity.
Movements in the fair value of derivative financial instruments are recognised through Profit or Loss. GMT does not apply hedge accounting.
Key judgement
The fair values of derivative financial instruments are determined from valuations using Level 2 valuation techniques (201 9: Level 2). These are based on the present value of estimated future
cash flows, taking account of the terms and maturity of each contract and the current market interest rates at reporting date. Fair values also reflect the creditworthiness of the derivative
counterparty and GMT at balance date. The valuations were based on market rates at 3 1 March 2020 of between 0.49% for the 90-day BKBM and 0.93% for the 1 0-year swap rate
(201 9: 1 .88% for the 90-day BKBM and 2.09% 1 0-year swap rate). There were no changes to these valuation techniques during the period.
4.2 Derivative financial instruments
$ million
2020
2019
Cross currency interest rate derivatives
Non-current assets64.413.7
Interest rate derivatives
Non-current assets10.711.3
Current assets1.6–
Non-current liabilities(15.6)(12.1)
Net derivative financial instruments61.112.9
53
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
4. Derivative financial instruments (continued)
4.3 Additional derivative information
2020
2019
Cross currency interest rate derivatives
Notional contract value as fixed rate receiver ($ million)156.8156.8
Percentage of US Private Placement notes borrowings converted to floating rate NZD payments100%100%
Weighted average term to maturity (years)7.58.5
Interest rate derivatives
Notional contract value as fixed rate payer ($ million)220.0235.0
Interest rate range as fixed rate payer0.8% – 4.0%2.4% – 4.3%
Notional contract value as fixed rate receiver ($ million)
(1)
200.0200.0
Weighted average term to maturity of borrowings fixed, including retail bonds (years)4.23.7
Percentage of borrowings fixed, including retail bonds72%76%
(1)
The fixed rate receiver derivative expiries align with the retail bonds, to convert a portion of each retail bond back to floating rate interest.
5. Administrative expenses
Administrative expenses are incurred to manage the operational activity of GMT.
$ million
2020
2019
Valuation fees(0.6)(0.6)
Auditor’s fees(0.3)(0.2)
Trustees fees(0.4)(0.3)
Other costs(1.3)(1.6)
Total administrative expenses (2.6)(2.7)
Auditor’s fees
$ million
2020
2019
Audit and review of financial statements(0.3)(0.2)
Other assurance related services––
Other services––
Total auditor’s fees(0.3)(0.2)
Other assurance related
services
Fees for other assurance related services of $14,750 (2019: $7,000) comprise assurance services on the performance fee calculation, agreed
upon procedures on the financial covenants of the bank facilities, work performed for guidance on the application of materiality and reporting
to the supervisor of GMT Bond Issuer Limited.
Other servicesOther services of $2,200 comprise data analysis. In 2019, other services of $47,800 comprised data analysis and advisory services relating to
the review of an application to the Overseas Investment Office for approval to purchase a property.
54
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
6. Debtors and other assets
$ million
2020
2019
Current
Debtors0.61.4
Prepayments0.30.1
Interest receivable2.42.3
Other assets4.79.8
Total debtors and other assets8.013.6
Accounting policies
Debtors and other assets are initially recognised at fair value and subsequently measured at amortised cost. They are adjusted for expected impairment losses. Discounting is not applied to
receivables where collection is expected to occur within the next twelve months.
A provision for impairment is recognised when there is objective evidence that GMT will be unable to collect amounts due. The simplified approach to providing for expected credit losses
prescribed by NZ IFRS 9 has been applied, permitting the use of a lifetime expected loss provision for all trade receivables. The amount provided is the difference between the carrying amount
and expected recoverable amount.
7. Creditors and other liabilities
$ million
2020
2019
Current
Creditors1.60.8
Interest payable6.36.4
Related party payables1.01.7
Accrued capital expenditure15.126.6
Other liabilities5.612.1
Total creditors and other liabilities29.647.6
Accounting policies
Creditors and other liabilities are initially recognised at fair value and subsequently measured at amortised cost. All payments are expected to be made within the next twelve months.
55
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
8. Ta x
8 .1 Tax expense
$ million
2020
2019
Profit before tax284.4334.8
Tax at 28%(79.6)(93.7)
Depreciation of investment property5.94.9
Movement in fair value of investment property46.456.5
Disposal of investment property0.10.9
Disposal of joint venture–9.0
Deductible net expenditure for investment property5.55.3
Share of joint venture net profit less dividends received–1.9
Derivative financial instruments5.60.9
Performance fee(3.2)(2.4)
Other0.1–
Current tax on operating earnings(19.2)(16.7)
Depreciation recovery income for property sold and settled–(3.4)
Settlement of derivative financial instruments0.92.4
Disposal of investment property–(0.9)
Performance fee3.22.4
Current tax on non-operating earnings4.10.5
Current tax(15.1)(16.2)
Depreciation of investment property(5.9)(5.0)
Reduction of liability in respect of depreciation recovery income6.08.3
Deferred expenses(1.1)0.8
Derivative financial instruments(6.5)(3.3)
Borrowing issue costs0.10.1
Deferred tax(7.4)0.9
Total tax(22.5)(15.3)
Current tax on operating earnings is a non-GAAP measure included to provide an assessment of current tax for GMT’s principal operating activities. This non-GAAP financial
measure may not be consistent with its calculation by other similar entities.
56
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
8. Tax (continued)
Accounting policies
Tax expense for the year comprises current and deferred tax recognised in Profit or Loss.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at balance date, and includes any adjustment to tax payable in
respect of previous years.
Deferred tax is provided in full using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their
tax bases. Deferred tax is not accounted for if it arises from the initial recognition of assets or liabilities in a transaction, other than a business combination, that affects neither accounting nor
taxable profit or loss and differences relating to investments in subsidiaries to the extent that they will probably not reverse in the foreseeable future.
8.2 Deferred tax
$ million
2020
2019
Deferred tax assets
Derivative financial instruments–1.9
Total deferred tax assets–1.9
Deferred tax liabilities
Investment properties – depreciation recoverable(18.1)(18.2)
Investment properties – deferred expenses(9.0)(7.9)
Derivative financial instruments(4.6)–
Borrowings issue costs(0.2)(0.3)
Total deferred tax liabilities(31.9)(26.4)
Net deferred tax(31.9)(24.5)
Key judgement
The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively
enacted at the balance date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets are reduced to the
extent that it is no longer probable that the related tax benefit will be realised.
For deferred tax liabilities potentially arising on investment property measured at fair value there is a rebuttable presumption that the carrying amount of the investment property asset will be
recovered through sale. In estimating this deferred tax liability, the Group has made reference to the Manager’s experience of tax depreciation recovered when properties of a similar nature
have been sold.
57
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
9. Related party disclosures
As a Unit Trust, GMT does not have any employees. Consequently, services that the Group requires are provided under arrangements governed by GMT’s Trust Deed or
by contractual arrangements. The Trust has related party relationships with the following parties.
EntityNature of relationship
Goodman (NZ) LimitedGNZManager of the Trust
Goodman Property Services (NZ) LimitedGPSNZProvider of property management, development management and related services to the
Trust and to its former joint venture WPHL
Goodman Investment Holdings (NZ) LimitedGIHUnitholder in GMT
Goodman LimitedGLParent entity of GNZ, GPSNZ & GIH
Goodman Industrial TrustGITProperty co-owner with GMT
Wynyard Precinct Holdings LimitedWPHLFormer joint venture between GMT and GIC, Singapore’s sovereign wealth fund (sale of
WPHL settled on 14 December 2018)
9.1 Transactions with related parties other than WPHL
RecordedCapitalisedOutstanding
$ millionRelated party
2020
2019
2020
2019
2020
2019
Manager’s base feeGNZ(11.9)(9.8)0.81.2(1.0)(5.3)
Manager’s performance feeGNZ(11.4)(8.6)––(11.4)(8.6)
Property management fees
(1)
GPSNZ(3.1)(3.3)––(0.3)(0.3)
Leasing feesGPSNZ(1.7)(2.1)––(0.7)(0.1)
Acquisition and disposal feesGPSNZ(1.5)(4.2)1.01.1––
Minor project feesGPSNZ(0.6)(1.0)0.61.0–(0.4)
Development management feesGPSNZ(5.7)(5.1)5.75.1–(0.8)
Total fees(35.9)(34.1)8.18.4(13.4)(15.5)
Reimbursement of expenses for services providedGPSNZ(1.3)(1.5)0.30.3–(0.1)
Total reimbursements(1.3)(1.5)0.30.3–(0.1)
Land acquisition – Savill LinkGIT(0.9)(4.7)0.94.7––
Total capital transactions(0.9)(4.7)0.94.7––
Issue of units for Manager’s base fee reinvestedGIH5.310.4––––
Issue of units for Manager’s performance fee reinvestedGIH8.6–––––
Total issue of units for Manager’s base fee
and performance fee reinvested13.910.4––––
Distributions paidGIH(19.2)(18.3)––––
Total distributions paid(19.2)(18.3)––––
(1)
Of the property management fees charged by GPSNZ, $2.5 million was paid by customers and was not a cost borne by GMT (201 9: $3.0 million).
58
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
9. Related party disclosures (continued)
9.2 Transactions with WPHL
RecordedCapitalisedOutstanding
$ millionRelated party
2020
2019
2020
2019
2020
2019
Repayments from joint ventureWPHL–107.5––––
Interest income received from joint ventureWPHL–3.8––––
Dividends received from joint ventureWPHL–2.1––––
Advances to WPHL were unsecured and were subordinated to WPHL’s bank debt prior to disposal. The advances were repayable on demand and incurred a market rate of
interest for advances of this type.
9.3 Other related party transactions
Capital transactions
Capital transactions that occur with related parties can only be approved by the independent directors of GNZ, with non-independent directors excluded from the approval
process.
No properties were acquired pursuant to the Co-ownership Agreement between GMT and Goodman Industrial Trust (2019: none). This agreement was approved by
unitholders at a general meeting held on 23 March 2004.
GMT purchased land at Savill Link for $0.9 million in December 2019 (2019: $4.7 million) that was co-owned via the Co-ownership Agreement between GMT and Goodman
Industrial Trust.
Key management personnel
Key management personnel are those people with the responsibility and authority for planning, directing and controlling the activities of an entity. As the Trust does not have
any employees or Directors, key management personnel is considered to be the Manager. All compensation paid to the Manager is disclosed within this note.
At 31 March 2020, Goodman Group, GNZ’s ultimate parent, through its subsidiary Goodman Investment Holdings (NZ) Limited, held 296,560,508 units in GMT out of a total
1,385,791,305 units on issue (31 March 2019: 277,250,271 units out of a total 1,294,900,545 units).
59
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
9. Related party disclosures (continued)
9.4 Explanation of related party transactions
Manager’s base fee
The Manager’s base fee is calculated as 0.50% per annum of the book value of GMT’s assets (other than cash, debtors and development land) up to $500 million, plus
0.40% per annum of the book value of GMT’s assets (other than cash, debtors and development land) greater than $500 million.
For the five years starting 1 April 2014, the Manager agreed to use its base management fee to reinvest in GMT units in accordance with terms approved by Unitholders on
5 August 2014. This agreement expired on 31 March 2019, with the base management fee reverting to a cash settlement.
Manager’s performance fee
The Manager is entitled to be paid a performance fee equal to 10% of GMT’s performance above a target return (which is calculated annually on 31 March) and is capped
at 5% of annual out performance (except in a period in which GNZ ceases to hold office, or GMT terminates). The target return is equal to the annual return of a gross
accumulation index created from NZX listed property entities having a principal focus on investment in real property, excluding GMT, with the index being compiled by a
suitably qualified and experienced person.
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, provided that the Independent Directors
of GNZ consider it in the best interests of GMT unitholders for the Manager to do so. The issue price for these units is equal to the higher of market price and the net asset
value per unit.
At 31 March 2020 a performance fee of $11.4 million is payable (2019: $8.6 million), with a carry forward of $89.5 million to include in the calculation for future periods
(2019: $11.2 million carry forward).
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 for services provided to manage capital expenditure projects for stabilised properties.
Development management fees
Development management fees are paid for services provided to manage capital expenditure projects for developments.
Reimbursement of expenses for services provided
Certain services are provided by GPSNZ instead of using external providers, with these amounts reimbursed on a cost recovery basis.
60
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
9. Related party disclosures (continued)
9.5 Additional Trust information
(a) Termination of Goodman Property Trust
GMT terminates on the earlier of:
i. The date appointed by GNZ, giving not less than three months’ written notice to the unitholders and the Trustee; or
ii. If the units are quoted, the office of trustee becomes vacant, and a new trustee is not appointed within two months of the vacancy occurring; or
iii. The date on which GMT is terminated under the Trust Deed or by operation of law.
(b) Trustee information
Covenant Trustee Services Limited is the Trustee of Goodman Property Trust. Covenant Trustee Services Limited is paid a fee as follows:
i. Up to $1,500 million of total assets, a fee of $190,000; and
ii. Over $1,500 million of total assets, $190,000 plus a fee equivalent to 0.01% of total assets greater than $1,500 million.
9.6 Related party capital commitments
$ millionRelated party
2020
2019
Development management fees for developments in progressGPSNZ2.14.8
Total related party capital commitments2.14.8
10. Commitments and contingencies
10.1 Non-related party capital commitments
These commitments are amounts payable for contractually agreed services for capital expenditure. For related party capital commitments refer to note 9.6.
$ million
2020
2019
Completion of developments48.179.1
Acquisitions12.429.0
Total non-related party capital commitments60.5108.1
10.2 Contingent liabilities
GMT has no material contingent liabilities.
61
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
11. Reconciliation of profit after tax to net cash flows from operating activities
$ million
2020
2019
Profit after tax261.9319.5
Non-cash items:
Movement in fair value of investment property(165.8)(201.9)
Disposal of investment property(0.3)–
Deferred lease incentives and leasing costs(4.9)(0.2)
Fixed rental income adjustments(1.7)(1.0)
Share of profit arising from joint venture–(3.7)
Issue costs and subsequent amortisation for non-bank borrowings0.41.0
Movement in fair value of derivative financial instruments(20.0)(3.2)
Manager’s base fee reinvested in units(5.3)–
Manager’s performance fee expected to be reinvested in units2.88.6
Disposal of joint venture–(35.1)
Deferred tax7.4(0.9)
Net cash flows from operating activities before changes in assets and liabilities74.583.1
Movements in working capital from:
Debtors and other assets0.6(0.3)
Creditors and other liabilities1.2(3.0)
Current tax payable(0.7)(0.6)
Movements in working capital1.1(3.9)
Net cash flows from operating activities75.679.2
62
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
12. Financial risk management
In addition to business risk associated with the Group’s principal activity of investing in real estate in New Zealand, the Group is also exposed to financial risk for the financial
instruments that it holds. Financial risk can be classified in the following categories; interest rate risk, credit risk, liquidity risk and capital management risk.
12 .1 Financial instruments
The following items in the Balance Sheet are classified as financial instruments: Cash, debtors and other assets, derivative financial instruments, creditors and other
liabilities, lease liabilities and borrowings. All items are recorded at amortised cost with the exception of derivative financial instruments, which are recorded at fair value
through Profit or Loss.
Accounting policies
Financial instruments are classified dependent on the purpose for which the financial instrument was acquired or assumed. Management determines the classification of its financial instruments
at initial recognition between two categories:
Amortised costInstruments recorded at amortised cost are those with fixed or determined receipts / payments that are recorded at their expected value at balance date.
Fair value through Profit or LossInstruments recorded at fair value through Profit or Loss have their fair value measured via active market inputs, or by using valuation techniques if no active
market exists.
12.2 Interest rate risk
The Group’s interest rate risk arises from borrowings. The Group manages its interest rate risk in accordance with its Financial Risk Management policy. The principal
objective of the Group’s interest rate risk management process is to mitigate negative interest rate volatility adversely affecting financial performance.
The Group manages its interest rate risk by using floating-to-fixed interest rate swaps and interest rate caps. Interest rate swaps have the economic effect of converting
borrowings from floating rates to fixed rates. Generally, the Group raises long-term borrowings at floating rates and swaps them into fixed rates that are lower than those
available if the Group borrowed directly at fixed rates. Under the interest rate swaps, the Group agrees with other parties to exchange, at specified intervals (primarily
quarterly), the difference between fixed contract rates and floating-rate interest amounts calculated by reference to the agreed notional amounts. Where the Group raises
long-term borrowings at fixed rates, it may enter into fixed-to-floating interest rate swaps to enable the cash flow interest rate risk to be managed in conjunction with its
floating rate borrowings.
The table below considers the direct impact to interest costs of a 25 basis point change to interest rates.
$ million
2020
2019
Impact to net profit after tax of a 25 basis point increase in interest rates(0.4)(0.7)
Impact to net profit after tax of a 25 basis point decrease in interest rates0.40.7
12.3 Credit risk
Credit risk arises from cash, derivative financial instruments and credit exposures to customers. For banks and financial institutions only independently credit rated parties
are accepted, and when derivative contracts are entered into their credit risk is assessed. For customers the Group assesses the credit quality of the customer, considering
its financial position, past experience and any other relevant factors. The overall credit risk is managed with a credit policy that monitors exposures and ensures that the
Group does not bear unacceptable concentrations of credit risk.
The Group’s maximum exposure to credit risk is best represented by the total of its debtors, derivative financial instrument assets and cash as shown in the Balance Sheet.
To mitigate credit risk the Group holds security deposits, bank guarantees, parent company guarantees or personal guarantees as deemed appropriate.
63
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
12. Financial risk management (continued)
12.4 Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations from its financial liabilities. The Group’s approach to management of liquidity risk is to
ensure that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking
damage to the Group’s reputation. The Group manages this risk through active monitoring of the Group’s liquidity position and availability of borrowings from committed
facilities.
The following table outlines the Group’s financial liabilities by their relevant contractual maturity date. Values are the contractual undiscounted cash flows and include both
principal and interest where applicable.
$ millionYea r 1Yea r 2Yea r 3Yea r 4Yea r 5
Year 6
and later
Total
cash flows
Carrying
value
2020
Borrowings122.843.3114.2110.8105.3168.6665.0581.8
Derivative financial instruments2.62.52.52.01.92.413.915.6
Lease liabilities3.43.43.43.43.03.520.163.3
Creditors and other liabilities29.6–––––29.629.6
Tot a l158.449.2120.1116.2110.2174.5728.6690.3
2019
Borrowings26.5124.732.1116.1112.6279.9691.9585.1
Derivative financial instruments
(1)
3.52.91.81.41.01.812.412.1
Creditors and other liabilities47.6–––––47.647.6
Tot a l77.6127.638.9117.5113.6281.7751.9644.8
(1)
Comparative year has been restated to ensure consistency with presentation in the current year.
12.5 Capital management risk
The Group’s policy is to maintain a strong capital base to maintain investor, creditor and market confidence, while maximising the return to investors through optimising the
mix of debt and equity. The Group meets its objectives for managing capital through its investment decisions on the acquisition, development and disposal of assets, its
distribution policy and raising new equity. The Group’s policies in respect of capital management are reviewed regularly by the Board of Directors of the Manager.
The Group’s capital structure includes bank debt, retail bonds, US Private Placement notes and unitholders’ equity. GMT’s Trust Deed requires the Group’s ratio of
borrowings to the aggregate value of its property assets to be less than 50%. The Group complied with this requirement during this year and the prior year.
The Group has issued US Private Placement notes and retail bonds, the terms of which require that the total borrowings of GMT and its subsidiaries do not exceed 50% of
the value of the property portfolio on which these borrowings are secured. The Group complied with this requirement during this year and the prior year.
64
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Notes to the financial statements (continued)
For the year ended 31 March 2020
12. Financial risk management (continued)
12.6 Fair value of financial instruments
Except for the retail bonds and US Private Placement notes; the carrying values of all balance sheet financial instruments approximate their estimated fair value. The fair
values of retail bonds and US Private Placement notes are as follows:
$ millionFair value hierarchy20202019
Retail bondsLevel 1414.9421.1
US Private Placement NotesLevel 2US$127.9US$118.4
The Group classifies its fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the 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 (i.e. as prices) or indirectly (i.e. derived from
prices).
– Level 3: Inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs).
The fair value of financial instruments classified as Level 2, being US Private Placement Notes, is measured using a present value calculation of the future cashflows using
the relevant term swap rate as the discount factor.
The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest input to the fair value measurement. If a
fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, the measurement is a Level 3 measurement.
The Group’s policy is to recognise transfers into and transfers out of fair value hierarchy levels at the date of the event or change in circumstances that caused the transfer.
13. Operating segments
The Trust’s activities are reported to the Board as a single operating segment; therefore, these financial statements are presented in a consistent manner to that reporting.
14. Other subsequent events
COVID-19 global pandemic
New Zealand entered Alert Level 4 on 26 March 2020, immediately prior to balance date. This severely restricted situation continued, with varying restrictions on the operation of many of GMT’s
customers, until Alert Level 2 was reached on 1 4 May 2020. Since balance date, support has been provided to customers impacted by COVID-1 9 in a range of manners; including rent abatements,
rent deferrals and lease restructures. Certain uncommitted development projects have been paused until a customer commitment is secured or market conditions permit a restart.
At the date of approval of these financial statements, there has been no evidence to suggest a material impact on the business has occurred as a direct result of the pandemic. The impact to the
fair value of investment property in the year ended 3 1 March 2020 has been disclosed in note 1 .4 on page 42.
65
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Independent auditor’s report
To the unitholders of Goodman Property Trust
66
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
We have audited the financial statements which comprise:
the balance sheet as at 31 March 2020;
the statement of profit or loss 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 general information and notes to the financial statements, which include significant accounting policies.
Our opinion
In our opinion, the accompanying financial statements of Goodman Property Trust (the Trust), including its subsidiaries (the Group), present fairly, in all material respects, the financial position of
the Group as at 31 March 2020, 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 Group 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 Group in the areas of data analysis and assurance services relating to the performance fee calculation, agreed upon procedures relating to the financial
covenants of the bank facilities, guidance on the application of materiality and reporting to the supervisor of GMT Bond Issuer Limited. The provision of these other services has not impaired our
independence as auditor of the Group.
Key audit matter
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 being
the valuation of investment property, including the material valuation uncertainty arising from the global pandemic, COVID-19. 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.
Independent auditor’s report (continued)
To the unitholders of Goodman Property Trust
67
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Valuation of investment property, including material valuation uncertainty arising from COVID-19
Description of the key audit matter
As disclosed in note 1, the portfolio of investment properties comprising Auckland industrial
and development land held by the Group was valued at $3.1 billion as at 31 March 2020.
The valuation of investment properties is inherently subjective. A small difference in any
one of the key market input assumptions, when aggregated, could result in a material
misstatement of the valuation of investment properties.
The independent registered valuers have included material valuation uncertainty clauses
in their reports. These highlight that less certainty, and consequently a higher degree of
caution, should be attached to the point estimate valuation as a result of the COVID-19
pandemic. This represents a significant estimation uncertainty in relation to the valuation of
investment property.
Considering all the above, we have, therefore, given specific audit focus and attention to
this area.
The valuations were carried out by independent registered valuers selected by the Group.
The valuers performed their work in accordance with the International Valuation Standards
and the Australia and New Zealand Valuation and Property Standards. The valuers used are
well-known firms, with experience in the markets in which the Group operates.
In determining a property’s valuation, the valuers consider property specific information
such as current tenancy agreements and rental income earned by the asset.
They then apply assumptions in relation to market capitalisation rates, market rental and
rental growth rates, based on available market data and transactions. The assumptions
were then adjusted to recognise the impact of COVID-19, to arrive at a range of valuation
outcomes, from which they derive a point estimate.
Management’s considerations of the impact of COVID-19 on the valuations are explained
further in note 1.4.
Due to the unique nature of each property, the assumptions applied take into consideration
the individual property characteristics, as well as the qualities of the property as a whole.
Management verifies all key inputs to the valuations, assesses property valuation
movements against prior year and holds discussions with the directors of the Manager on
the process and results of the valuation.
How our audit addressed the key audit matter
The valuation of investment properties is inherently subjective given that there are
alternative assumptions and valuation methods that may result in a range of values.
The impact of COVID-19 at 31 March 2020 has resulted in material valuation uncertainty
and a wider range of possible values than at past valuation points, refer to note 1.4.
We considered the adequacy of the disclosures made in note 1 to the financial statements.
This note explains that there is significant estimation uncertainty in relation to the valuation
of investment property. We discussed with management and obtained sufficient appropriate
audit evidence to demonstrate that management’s assessment of the suitability of the
inclusion of the valuation in the balance sheet and disclosures made in the financial
statements was appropriate.
In assessing the individual valuations, we performed the procedures outlined below.
We held discussions with management to understand:
movements in the Group’s investment property portfolio,
changes in the conditions of properties within the portfolio,
the controls in place over the valuation process, and
the impact that COVID-19 has had on the Group’s investment property portfolio,
including any tenant rent abatements.
On a sample basis, with emphasis on properties with significant or unusual fluctuations in
key inputs compared to other investment properties held by the Group, we performed the
following procedures:
obtained an understanding of the key inputs in the valuation
agreed forecast contractual rental and lease terms to lease agreements with tenants
considered whether seismic assessments and/or capital maintenance requirements
had been taken into account in the valuations with reference to supporting
documentation, including support from third parties
assessed that the inclusion of specific COVID-19 related adjustments, for example
rent abatements for higher risk tenants, had been factored into the valuations.
We held separate discussions with each of the independent registered valuers to gain an
understanding of the assumptions and estimates used and the valuation methodology
applied. This included the impact that COVID-19 has had on key assumptions such as
the capitalisation, discount or growth rate and future forecast rentals. We also sought to
understand and consider restrictions imposed on the valuation process (if any) and the
market conditions at balance date.
We also engaged our own valuation experts to critique and independently assess, based on
their market and valuation knowledge, the work performed, and assumptions and estimates
made by the valuers, on a sample basis.
We found no evidence of bias in determining the values.
Independent auditor’s report (continued)
To the unitholders of Goodman Property Trust
68
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Our audit approach
Overview
An audit is designed to obtain reasonable assurance whether the financial statements are free from material misstatement.
Overall materiality: $4.9 million, which represents approximately 5% of profit before tax excluding movements in the fair value of investment property and financial
instruments.
We chose profit before tax excluding movements in the fair value of investment property and financial instruments as the benchmark because, in our view, it is the
benchmark which best reflects the performance of the Group.
We agreed with the Audit Committee that we would report to them misstatements identified during our audit above $490,000, which represents approximately 10% of
our overall materiality, as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons.
As noted earlier, we have one key audit matter being the valuation of investment property, including material valuation uncertainty arising from COVID-19.
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.
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 Group, the
accounting processes and controls, and the industry in which the Group operates.
Materiality
Audit Scope
Key audit
matters
Independent auditor’s report (continued)
To the unitholders of Goodman Property Trust
69
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Information other than the financial statements and auditor’s report
The directors of the Manager 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 of the Manager for the financial statements
The directors of the Manager are responsible, on behalf of the Trust, for the preparation and fair presentation of the financial statements in accordance with NZ IFRS and IFRS, and for such internal
control as the Manager determines 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 Manager is responsible for assessing the Group’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 Manager either intends to liquidate the Group 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 the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs (NZ) and ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of the use of the going concern basis of accounting by the directors of the Manager and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our auditor’s opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial statements. We are
responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our opinion.
Communicate with the directors of the Manager regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in
internal control that we identify during the audit.
Provide the directors of the Manager with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
Determine those matters, from the matters communicated with the directors of the Manager, that were of most significance in the audit of the financial statements of the current period and are
therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances,
we determine that a matter should not be communicated in our auditor’s report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.
Independent auditor’s report (continued)
To the unitholders of Goodman Property Trust
70
Goodman
Property Trust
Annual Report
2020
Financial
Statements
of Goodman
Property Trust
Who we report to
This report is made solely to the Trust’s unitholders, 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 Trust and the Trust’s unitholders, 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 Richard Day.
For and on behalf of:
Chartered Accountants Auckland
27 May 2020
For the year ended 31 March 2020
71
GMT Bond
Issuer Limited
Annual Report
2020
Financial
Statements
of GMT Bond
Issuer Limited
The Crossing
carpark,
Highbrook
Business Park
The rapid growth
of Highbrook has
supported the
development of a
multi-storey carpark
at the town centre.
The Board of GMT Bond Issuer Limited, authorised these financial
statements for issue on 27 May 2020. For and on behalf of the Board:
Keith Smith Peter Simmonds
Chairman Chairman, Audit Committee
Contents
Profit or loss 72
Balance sheet 72
Cashflows 73
Changes in equity 73
General information 74
Notes to the financial statements
1. Borrowings 75
2. Advances to related parties 75
3. Administrative expenses 76
4. Commitments and contingencies 76
5. Reconciliation of profit after tax to net cash flows
from operating activities 76
6. Financial risk management 76
7. Equity 78
Independent auditor’s report 79
$ million
2020
2019
Interest income19.719.7
Interest cost(19.7)(19.7)
Profit before tax––
Ta x––
Profit after tax attributable to shareholder––
There are no items of other comprehensive income, therefore profit after tax attributable to shareholder equals total comprehensive income attributable to shareholder.
Balance sheet
As at 3 1 March 2020
$ millionNote
2020
2019
Non-current assets
Advances to related parties 2300.0400.0
Current assets
Advances to related parties2100.0–
Interest receivable from related parties5.05.0
Cash0.20.2
Total assets405.2405.2
Non-current liabilities
Borrowings1300.0400.0
Current liabilities
Borrowings1100.0–
Interest payable on retail bonds5.25.2
Total liabilities405.2405.2
Net assets––
Equity
Contributed equity7––
Retained earnings ––
Total equity––
Profit or loss
For the year ended 3 1 March 2020
72
GMT Bond
Issuer Limited
Annual Report
2020
Financial
Statements
of GMT Bond
Issuer Limited
$ million
2020
2019
Cash flows from operating activities
Interest income received19.719.7
Interest costs paid(19.7)(19.5)
Net cash flows from operating activities–0.2
Cash flows from investing activities
Related party advances made––
Net cash flows from investing activities––
Cash flows from financing activities
Proceeds received from retail bonds––
Net cash flows from financing activities––
Net movement in cash–0.2
Cash at the beginning of the year0.2–
Cash at the end of the year0.20.2
Changes in equity
For the year ended 3 1 March 2020
$ million
Contributed
equity
Retained
earningsTot a l
As at 1 April 2018–––
Profit after tax–––
As at 31 March 2019–––
Profit after tax–––
As at 31 March 2020–––
There are no items of other comprehensive income to include within changes in equity, therefore profit after tax equals total comprehensive income.
Cash flows
For the year ended 3 1 March 2020
73
GMT Bond
Issuer Limited
Annual Report
2020
Financial
Statements
of GMT Bond
Issuer Limited
Reporting entity
GMT Bond Issuer Limited (“the Company”) was incorporated on 5 November 2009.
The address of its registered office is Level 2, 18 Viaduct Harbour Avenue, Auckland.
GMT Bond Issuer Limited is an issuer for the purposes of the Financial Reporting
Act 2013 as its issued debt securities are listed on the New Zealand Debt Exchange
(“NZDX”). GMT Bond Issuer Limited is a registered company under the Companies
Act 1993.
GMT Bond Issuer Limited is a profit-oriented company incorporated and domiciled in
New Zealand. The Company was incorporated to undertake issues of debt securities
with the purpose of on lending the proceeds to Goodman Property Trust (“GMT”) by
way of interest bearing advances.
Basis of preparation and measurement
The principal accounting policies applied in the preparation of the financial report are
set out below. These policies have been consistently applied to all periods presented
unless otherwise stated.
The financial statements of the Company have been prepared in accordance
with the requirements of Part 7 of the Financial Markets Conduct Act 2013. The
financial statements have been prepared in accordance with New Zealand Generally
Accepted Accounting Practice (“NZ GAAP”), 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 Company is a for-profit entity for the purposes of complying
with NZ GAAP. The financial statements also comply with International Financial
Reporting Standards (“IFRS”).
The financial statements have been prepared on the historical cost basis.
The financial statements are in New Zealand dollars, the Company’s functional
currency.
Significant estimates and judgements
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 the future periods affected.
Significant accounting policies
Interest income
Interest income from advances to related parties is recognised using the effective
interest method.
Interest cost
Interest expense charged on borrowings is recognised as incurred using the
effective interest method.
Advances to related parties
Advances to related parties are recorded initially at fair value, net of transaction
costs. Subsequent to initial recognition, they are carried at amortised cost using the
effective interest method.
Interest receivable from related parties
These amounts represent the fair value of interest income recognised but not yet
due for payment. Due to the short term nature of the receivables the recoverable
value represents the fair value.
Borrowings
Borrowings are recorded initially at fair value, net of transaction costs. Subsequent
to initial recognition, borrowings are carried at amortised cost using the effective
interest method.
Interest payable
Interest payable represents interest costs recognised as an expense but not yet due
for payment.
Financial risk management
Financial instruments are classified dependent on the purpose for which the financial
instrument was acquired or assumed. Management determines the classification of
its financial instruments at initial recognition between two categories:
Amortised costInstruments recorded at amortised cost are those with fixed
or determined receipts / payments that are recorded at their
expected value at balance date.
Fair value through
Profit or Loss
Instruments recorded at fair value through Profit or Loss have
their fair value measured via active market inputs, or by using
valuation techniques if no active market exists.
Changes in accounting policy
There have been no changes in accounting policies made during the financial year.
New accounting standards now adopted
There have been no new accounting standards that are applicable to these financial
statements.
General information
For the year ended 3 1 March 2020
74
GMT Bond
Issuer Limited
Annual Report
2020
Financial
Statements
of GMT Bond
Issuer Limited
1. Borrowings
1 .1 Composition of borrowings
Carried at
Date
issuedMaturityInterest rate
2020
$ million
2019
$ million
Retail bonds – GMB020Amortised costDec 13Dec 206.20%100.0100.0
Retail bonds – GMB030Amortised costJun 15Jun 225.00%100.0100.0
Retail bonds – GMB040Amortised costMay 17May 244.54%100.0100.0
Retail bonds – GMB050Amortised costMar 18Sep 234.00%100.0100.0
Tot a l400.0400.0
Retail bonds GMB020 are classified as a current liability for the year ended 31 March 2020.
1.2 Security and covenants
All borrowing facilities are secured on an equal ranking basis over the assets of the wholly-owned subsidiaries of the Company’s parent entity, Goodman Property Trust.
A loan to value covenant restricts total borrowings incurred by the Goodman Property Trust Group to 50% of the value of the secured property portfolio.
The Goodman Property Trust Group has given a negative pledge which provides that it will not create or permit any security interest over its assets. The principal financial
ratio which must be met is the ratio of financial indebtedness to the value of the property portfolio. Further negative and positive undertakings have been given as to the
nature of the Goodman Property Trust Group’s business.
2. Advances to related parties
GMT Bond Issuer Limited is a wholly-owned subsidiary of Goodman Property Trust. All members of the Goodman Property Trust Group are considered to be related parties
of the Company.
2 .1 Composition of advances to related parties
Carried at
Date
issuedMaturityInterest rate
2020
$ million
2019
$ million
Advance made to Goodman Property Trust in December 2013Amortised costDec 13Dec 206.20%100.0100.0
Advance made to Goodman Property Trust in June 2015Amortised costJun 15Jun 225.00%100.0100.0
Advance made to Goodman Property Trust in May 2017Amortised costMay 17May 244.54%100.0100.0
Advance made to Goodman Property Trust in March 2018Amortised costMar 18Sep 234.00%100.0100.0
Tot a l400.0400.0
The advance made to Goodman Property Trust in December 2013 is classified as a current asset for the year ended 31 March 2020.
2.2 Guarantee
Covenant Trustee Services Limited (as Trustee for Goodman Property Trust) has entered into a guarantee under which Goodman Property Trust unconditionally and
irrevocably guarantees all of the obligations of GMT Bond Issuer Limited under its Bond Trust Documents.
Notes to the financial statements
For the year ended 3 1 March 2020
75
GMT Bond
Issuer Limited
Annual Report
2020
Financial
Statements
of GMT Bond
Issuer Limited
Notes to the financial statements (continued)
For the year ended 31 March 2020
3. Administrative expenses
Goodman Property Trust, the Company’s parent, paid all fees for audit services provided to the Company (2020: $8,000, 2019: $7,600) and audit related services of
reporting to the Supervisor (2020: $2,000, 2019: $nil).
4. Commitments and contingencies
4 .1 Capital commitments payable
GMT Bond Issuer Limited has no capital commitments.
4.2 Contingent liabilities
GMT Bond Issuer Limited has no material contingent liabilities.
5. Reconciliation of profit after tax to net cash flows from operating activities
$ million
2020
2019
Profit after tax––
Movements in working capital from:
Interest payable on retail bonds–0.2
Movements working capital–0.2
Net cash flows from operating activities–0.2
6. Financial risk management
The Company is exposed to financial risk for the financial instruments that it holds. Financial risk can be classified in the following categories; interest rate risk, credit risk,
liquidity risk and capital management risk.
The Board has delegated to the Goodman (NZ) Limited Audit Committee the responsibility to review the effectiveness and efficiency of management processes, risk
management and internal financial controls and systems as part of their duties.
6 .1 Financial instruments
The following items in the Balance Sheet are classified as financial instruments: Advances to related parties, cash, interest receivable from related parties, borrowings and
interest payable. All items are recorded at amortised cost.
6.2 Interest rate risk
Interest rate risk is the risk that the value or future value of cash flows of a financial instrument will fluctuate because of changes in interest rates. The Board is responsible
for the management of the interest rate risk arising from the external borrowings.
To mitigate interest rate risk all advances to related parties have fixed interest rates receivable that match the fixed interest rates payable on borrowings.
76
GMT Bond
Issuer Limited
Annual Report
2020
Financial
Statements
of GMT Bond
Issuer Limited
Notes to the financial statements (continued)
For the year ended 31 March 2020
6. Financial risk management (continued)
6.3 Credit risk
Credit risk is the risk of loss that arises from a counterparty failing to meet their contractual commitment in full and on time, or from losses arising from the change in value
of a trading financial instrument as a result of changes in credit risk of that instrument.
The Company’s exposure to credit risk is limited to cash and deposits held with banks and credit exposure for the advances to related parties.
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if applicable) or to historical information
about counterparty default rates. All financial assets are with Goodman Property Trust. Goodman Property Trust has been assigned a rating of BBB with a stable outlook by
Standard & Poor’s.
6.4 Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations from its financial liabilities. The Company’s approach to management of liquidity risk
is to ensure that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or
risking damage to the Company’s reputation.
The following table outlines the Company’s financial liabilities by their relevant contractual maturity date. Values are the contractual undiscounted cash flows and include
both principal and interest where applicable.
$ millionYea r 1Yea r 2Yea r 3Yea r 4Yea r 5
Year 6
and later
Total
cash flows
Carrying
value
2020
Cash0.2–––––0.20.2
Financial assets – Advances to related parties117.713.5109.7106.2100.8–447.9405.0
Financial liabilities – Retail bonds(117.9)(13.5)(109.7)(106.2)(100.8)–(448.1)(405.2)
Tot a l––––––––
2019
Cash0.2–––––0.20.2
Financial assets – Advances to related parties19.7117.913.5109.7106.2100.8467.8405.0
Financial liabilities – Retail bonds(19.9)(117.9)(13.5)(109.7)(106.2)(100.8)(468.0)(405.2)
Tot a l––––––––
6.5 Capital management risk
The Company’s policy is to match the value, term and maturity of external borrowings to the value, term and maturity of advances made to related parties. This minimises
capital management risk for the Company.
77
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Issuer Limited
Annual Report
2020
Financial
Statements
of GMT Bond
Issuer Limited
Notes to the financial statements (continued)
For the year ended 31 March 2020
6. Financial risk management (continued)
6.6 Fair value of financial instruments
The fair value of financial instruments has been estimated as follows:
$ millionFair value hierarchy
2020
2019
Related party receivablesLevel 2414.9421.1
Retail bondsLevel 1(414.9)(421.1)
For instruments where there is no active market, the Company may use internally developed models which are usually based on valuation methods and techniques generally
recognised as standard within the industry. Some of the inputs to these models may not be market observable and are therefore estimated based on assumptions.
The Company classifies its fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the 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 (i.e. as prices) or indirectly (i.e. derived from
prices).
— Level 3: Inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs).
The fair value of financial instruments classified as Level 2, being the related party receivables, is measured using the quoted prices of the retail bonds liability.
The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest input to the fair value measurement. If a
fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, the measurement is a Level 3 measurement.
The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the
transfer.
7. Equity
As at 31 March 2020, 100 ordinary shares had been issued for nil consideration (2019: 100 ordinary shares for nil consideration). All shares rank equally with one vote
attached to each share.
The Company has tangible assets of $0.2 million, and its net assets are nil. Consequently, the net tangible assets per bond at 31 March 2020 are nil (2019: nil).
78
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Issuer Limited
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Financial
Statements
of GMT Bond
Issuer Limited
Independent auditor’s report
To the shareholder of GMT Bond Issuer Limited
79
GMT Bond
Issuer Limited
Annual Report
2020
Financial
Statements
of GMT Bond
Issuer Limited
We have audited the financial statements which comprise:
the balance sheet as at 31 March 2020;
the statement of profit or loss 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 general information and notes to the financial statements, which include significant accounting policies.
Our opinion
In our opinion, the accompanying financial statements of GMT Bond Issuer Limited (the Company), present fairly, in all material respects, the financial position of the Company as at 31 March 2020,
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 area of reporting to the supervisor. The provision of these other services has not impaired our independence as auditor of the Company.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current year. The entity obtains funding from the issue
of debt securities and then lends the proceeds to Goodman Property Trust at the same cost. Given the nature of the Company’s operations, we determined that there were no key audit matters to
communicate in our report.
Independent auditor’s report (continued)
To the shareholder of GMT Bond Issuer Limited
80
GMT Bond
Issuer Limited
Annual Report
2020
Financial
Statements
of GMT Bond
Issuer Limited
Our audit approach
Overview
An audit is designed to obtain reasonable assurance whether the financial statements are free from material misstatement.
Overall materiality: $1 97,000, which represents approximately 1% of interest expense.
We chose interest expense as the benchmark because, in our view, it is the benchmark against which the performance of the Company is most commonly measured by
users, and is a generally accepted benchmark.
As noted earlier, we have not identified any key audit matters from our audit given the nature of the entity. Refer to the Key audit matters section of our report.
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.
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.
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.
Materiality
Audit Scope
Key audit
matters
Independent auditor’s report (continued)
To the shareholder of GMT Bond Issuer Limited
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Financial
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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 the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs (NZ) and ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the Company’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
Conclude on the appropriateness of the use of the going concern basis of accounting by the directors and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention
in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our auditor’s opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern
Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
Communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control
that we identify during the audit.
Provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
Determine those matters, from the matters communicated with the directors, that were of most significance in the audit of the financial statements of the current period and are therefore the
key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine
that a matter should not be communicated in our auditor’s report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
Independent auditor’s report (continued)
To the shareholder of GMT Bond Issuer Limited
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Financial
Statements
of GMT Bond
Issuer Limited
Who we report to
This report is made solely to the Company’s shareholder. 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 shareholder 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 Richard Day.
For and on behalf of:
Chartered Accountants Auckland
27 May 2020
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El Kobar Units,
Highbrook
Business Park
The multi-unit
warehouse
development
was completed
in March 2020.
Contents
Corporate governance 84
Board and Management 92
team profiles
Investor relations 94
Glossary 96
Corporate directory 97
Corporate
governance
Introduction
Corporate governance is the system by which organisations are directed and managed. It
influences how an organisation’s objectives are achieved, how its risks are monitored and
assessed, and how its performance is optimised.
The Board has adopted an overall corporate governance framework that is designed to meet
best practice standards and recognises that an effective corporate governance culture is critical
to success.
At all times, the Board strives to achieve governance outcomes which effectively balance the
needs of GMT and GMT Bond Issuer Limited investors, regulators and the wider market.
The governance section of the Goodman Property Trust website contains all the relevant
policies, charters and other documents described in this report.
GMT and GMT Bond Issuer Limited
GMT is an NZX listed unit trust created by the Trust Deed and administered under the Financial
Markets Conduct Act 2013 (“FMCA”). Covenant Trustee Services Limited is the Trustee and
supervisor of GMT and is appointed to hold the assets of GMT on trust for Unitholders. The
Trustee has the rights and powers in respect of the assets of GMT it could exercise as if it was
the absolute owner of such assets, but subject to the FMCA and the rights given to the Manager
by the FMCA and the Trust Deed.
GMT Bond Issuer Limited is a wholly owned subsidiary of GMT and issuer of Goodman+Bonds.
Goodman+Bonds are debt securities listed on the NZDX. They are direct, secured, unsub-
ordinated, obligations of the issuer, ranking equally with debt owed to GMT’s main banking
syndicate. Public Trust is the Bond Trustee for Goodman+Bonds.
GMT Bond Issuer Limited has no activities other than those necessary or incidental to the
issuing of Goodman+Bonds and complying with its obligations at law.
Relationship with Goodman Group
Goodman Group is the Trust’s largest investor, owning approximately 21.4% of Units on issue at
31 March 2020.
It is also the Manager of the Trust through its wholly owned subsidiary, Goodman (NZ) Limited.
The Manager receives fees for the fund management, property services, development
management and other services it provides through Goodman (NZ) Limited and Goodman
Property Services (NZ) Limited. These fees are summarised on the website within the corporate
governance section.
Goodman Group’s cornerstone investment and management contract, which includes a market
leading performance fee structure, ensures close alignment of interests between Goodman
Group and other Unitholders.
Goodman Group holds no Goodman+Bonds.
NZX Corporate Governance Code
The following section assesses GMT’s corporate governance framework against the principles
and recommendations of the NZX Corporate Governance Code. A more detailed analysis
against the NZX Code is set out in the Corporate Governance Statement which can be found in
the governance section of the Goodman Property Trust website.
Principle 1 — Code of Ethical Behaviour
The highest standards of behaviour are expected from the Directors and employees of the
Manager. These expectations are formalised in the following policies, practices and processes.
Code of Conduct
This policy establishes the standards of ethical and personal conduct expected of Directors and
Employees. It is consistent with the wider corporate values of the Manager and compliance with
the policy is a condition of employment. Induction training and regular refresher sessions are
provided.
The policy specifically requires Directors and employees to act with honesty and integrity in a
professional and respectful manner, respecting confidentiality and in accordance with the law.
All stakeholders are to be treated fairly and individuals are expected to be transparent, declaring
and managing any conflicts of interest.
All Directors and employees are responsible for reporting unethical or corrupt behaviour and
the Manager will take whatever disciplinary action it considers appropriate in the circumstances,
including dismissal.
Financial Products Trading Policy
This policy reflects the insider trading provisions of the FMCA and strengthens those
requirements with additional compliance standards and procedures which Directors and
employees who wish to trade in GMT Units or Goodman+Bonds must comply with.
The Manager imposes trading windows through this policy as well as requiring written approval
of the CEO or Chairman prior to any trade.
Principle 2 — Board Composition & Performance
The Board works with Management to formulate and implement its strategy for the Trust,
monitoring its performance against set objectives. The Board also has the responsibility to
ensure business risks are appropriately identified and managed and that the statutory, financial
and social responsibilities of the Manager are complied with.
Board Charter
The Board Charter sets out the roles and responsibilities of the Board, while a statement of
investment policies and objectives provides the strategic framework.
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Corporate governance (continued)
To facilitate the effective execution of its responsibilities, the Board has developed a statement
of delegated authority for Management. This statement clarifies which matters are dealt with by
the Board and which matters are the responsibility of Management and includes areas such as
finance, corporate matters and property transactions.
A copy of the Board’s approved mandate and Board Charter can be found on the website within
the corporate governance section.
Board Composition
The Board of the Manager comprises seven Directors, with a majority being independent (as
defined in the Listing Rules). John Dakin, Gregory Goodman and Phil Pryke are not considered
independent due to their relationship with Goodman Group. The biographies of the Directors
can be found online at www.goodmanreport.co.nz.
The Board includes:
NameClassificationOriginal appointmentExpiry of current term
Keith SmithIndependent Director13 May 2004The date of the
annual meeting of
unitholders in 2022
Leonie FreemanIndependent Director11 October 2011The date of the
annual meeting of
unitholders in 2021
Susan PatersonIndependent Director11 April 2008The date of the
annual meeting of
unitholders in 2020
Peter SimmondsIndependent Director14 October 2010The date of
annual meeting of
unitholders in 2022
Gregory GoodmanNon-executive Director23 December 2003n/a
Phil PrykeNon-executive Director28 January 200428 February 2023
John DakinExecutive Director1 July 201230 June 2021
Directors have an average tenure of 12.3 years at 31 March 2020. They are encouraged to
undertake training to ensure they have the market knowledge and governance expertise to
perform their roles and duties. Any new director receives a comprehensive induction that
includes a tour of the Trust’s assets.
All Directors are appointed for three-year terms, after which they are eligible for
reappointment
(1)
. Independent Directors are appointed by Unitholders in the manner
described in the Trust Deed. As the Manager is a wholly owned subsidiary of Goodman Group,
appointment of non-independent directors is made by Goodman Group.
The Board of GMT Bond Issuer Limited replicates the Board of the Manager. A separate Board,
including separate Board meetings, is maintained to ensure the obligations of GMT Bond Issuer
Limited as the issuer of the Goodman+Bonds are met.
(1)
The exception is Gregory Goodman who has a standing appointment in his role as Group CEO of
Goodman Group.
Both entities have written agreements with each Director setting out the terms and conditions of
their appointment.
Diversity and inclusion
As an externally managed Unit Trust, GMT does not have any employees. The Directors and
staff are employed through Goodman (NZ) Limited and Goodman Property Services (NZ)
Limited, subsidiaries of Goodman Group.
A diversity and inclusion policy, specific to NZ Directors and employees was adopted in 2018.
It recognises that an inclusive and diverse culture provides a greater variety of views and ideas
that lead to better business outcomes. Under this policy, the Manager undertakes to measure
gender, ethnicity and age on a regular basis and to report progress against future targets.
The table below shows gender diversity as at 31 March 2020. Of the 66 employees and
directors included, 43.9% are female and 56.1% are male. The average employee has been with
Goodman for 7 years and is 39.1 years old. It is a team that includes 12 different ethnicities and
has speakers of 12 languages.
Gender diversity
Tot a l
persons
FemaleMale
201920202023201920202023
Board728.6%28.6%>40%71.4%71.4%<60%
Executive728.6%28.6%>40%71.4%71.4%<60%
Managerial1220.0%25.0%>35%80.0%75.0%<65%
Other staff4056.1%55.0%=50%43.9%45.0%=50%
The Chairman and the Chief Executive Officer
As recommended by the NZX Code, the roles of Chairman and Chief Executive Officer are
separated. This separation avoids concentrations of influence and increases accountability.
Keith Smith is the Chairman and John Dakin is the Chief Executive Officer of the Manager.
John is also an Executive Director of the Manager.
Board Meetings
The Board typically meets in person five times a year, with one of those meetings focused on
business planning and strategy.
During the financial year to 31 March 2020 all seven Directors attended each Board meeting.
The 100% attendance record was also maintained in the 2019 financial year.
The Independent Directors are encouraged to meet separately when necessary and, in any
event, not less than once a year. They are also entitled to take independent legal advice at the
Manager’s expense should they believe it necessary to adequately perform their role.
Company Secretary
The company secretarial function is performed by Anton Shead, the Manager’s General
Counsel. Refer to page 93 for Anton’s biography.
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Principle 3 – Board Committees
The Board establishes committees to assist in the exercise of its functions and duties and to
ensure that all risks are effectively monitored and managed.
Audit Committee
The Audit Committee is a permanent committee which typically meets four times a year. As
at the date of this Report, the Audit Committee has a majority of Independent Directors and
comprises: Peter Simmonds (Chairman), Keith Smith, Leonie Freeman, Susan Paterson and
Phil Pryke. Phil Pryke is the only Director on the Audit Committee who is not independent.
All members of the Audit Committee are non-executive Directors.
The Audit Committee operates under the terms of a formal charter, a copy of which is available
on the website within the corporate governance section. The duties and responsibilities of the
Audit Committee include the following:
monitoring the independence, ability and objectivity of the external auditor;
ensuring the Key Audit Partner (as defined in the Listing Rules) is changed every five years;
reviewing the financial statements of GMT and GMT Bond Issuer Limited and overseeing the
auditing of those financial statements;
reviewing and reporting to the Board on the appropriateness of GMT’s Financial Risk
Management policy;
setting the parameters for the internal audit programme, overseeing its implementation and
reviewing its outputs and recommendations; and
overseeing and advising on the Manager’s internal risk management programme.
Remuneration Committee
The NZX Code recommends that a Remuneration Committee be established to benchmark
remuneration packages for Directors and senior employees and that this be disclosed to
investors.
GMT has not followed this recommendation during the financial year ended 31 March 2020,
as its external management structure means that these costs are borne by the Manager and a
Remuneration Committee is not required.
In the interests of transparency and good governance the Manager has disclosed the basis
upon which the Goodman Group Remuneration and Nominations Committee determines the
packages payable to Directors and employees involved with its New Zealand operations. This
disclosure is included under Principle 5 on page 87.
Nomination Committee
GMT’s Trust Deed gives Unitholders the right to nominate and appoint Independent Directors.
The Board, rather than a committee, manage the nomination and appointment process of any
new non-independent director. The Goodman Group Remuneration and Nomination Charter
applies to the extent relevant and should the Board decide to add a director (whether as the
result of a retirement or otherwise), then the Board may constitute a committee to consider that
appointment.
Other Committees
The Board may from time to time establish other committees for a specific purpose. The terms
of reference for each committee is agreed by the Board as part of the establishment process.
Examples include:
(a) Due Diligence Committee
The Board will establish a Due Diligence Committee to oversee and report to the Board on
any transaction of a significant size and/or complexity.
A Due Diligence Committee will usually include at least one Independent Director, relevant
external consultants and members of Management considered appropriate for the
transaction in question.
(b) Appointments Committee
The Board will, when it considers appropriate, constitute an Appointments Committee to
consider senior executive and director appointments and performance. An Appointments
Committee will usually include at least one Independent Director and other persons
considered appropriate.
Takeover protocol
The Board has approved a Takeover Response Manual, which establishes the procedure to be
followed if there is a takeover offer, including the establishment of an independent committee to
manage the response obligations.
Principle 4 — Reporting & Disclosure
A fully informed and efficient market builds investor confidence which ultimately contributes to
the investment performance of the Trust and its ability to raise capital.
The Manager is committed to keeping Unitholders, regulators and other stakeholders fully and
promptly informed of all material information. The Manager has policies and procedures that
govern the behaviour of the Directors and employees ensuring balanced and timely information
is provided to the market.
Continuous Disclosure Policy
The Manager has a Continuous Disclosure Policy which details the relevant legal requirements
and sets out the procedures put in place to ensure compliance with them.
Related Party Policy
The Manager believes that having a Board with a majority of experienced and strong
Independent Directors, effectively manages any related party issues or conflicts that could arise
with an external management structure.
A comprehensive Related Party Policy summarises the relevant restrictions contained in
the Listing Rules, the law and relevant contractual commitments, and how these issues are
managed. The Manager uses this policy as a tool to ensure that:
Management and the Board are properly briefed and educated on the relevant restrictions
and the processes put in place to ensure compliance with these restrictions; and
Unitholders and the investment market recognise that the Manager deals with related party
issues in an appropriate, transparent and robust manner.
Corporate governance (continued)
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Other reporting
The Manager has extended GMT’s corporate reporting in recent years to provide a broader
overview of the business, explaining how the Trust creates long-term value for all its
stakeholders. It includes additional information about the Managers own-develop-manage
business model, the current investment strategy and achievements in the sustainability
programme.
Sixteen factors were identified as key drivers of the Trust’s success in a materiality survey
undertaken with a representative group of stakeholders in early 2018. The six most important
included, customer relationships, sustainable development, resilient property portfolio, capital
structure and financial results, along with health and safety. These six areas are the focus of
GMT’s corporate reporting.
Access to key governance documents
The governance section of the website, https://nz.goodman.com/who-we-are/corporate-
governance contains all the relevant policies, charters and other documents described in this
report including;
The Trust Deed of Goodman Property Trust
The Statement of Investment Policies and Objectives for Goodman Property Trust
Goodman (NZ) Limited Audit Committee Charter
Goodman Property Trust Fee Summary
Goodman (NZ) Limited Board Charter
Goodman (NZ) Limited Board Mandate
Code of Conduct
Corporate Governance Statement 2019
Financial Products Trading Policy
Goodman (NZ) Limited Diversity Policy
Continuous Disclosure Policy
Related Party Policy
Together with the Trust Deed of GMT Bond Issuer Limited (including the Supplemental Trust
Deeds).
Principle 5 — Remuneration
GMT’s external management structure means that the Trust does not have any Directors or
employees of its own.
The remuneration of the Directors and employees are direct costs of Goodman (NZ) Limited
and Goodman Property Services (NZ) Limited respectively. The expense is a cost of managing
GMT, a service for which these entities receive fees. For these reasons, during the financial
year ended 31 March 2020, GMT has not complied with the NZX Code recommendations for
issuers to have a remuneration policy and to recommend Director remuneration to Unitholders
for approval.
A breakdown of the fees paid by GMT in FY20 is provided in Note 9 of the Financial Statements,
page 58.
In the interests of transparency and good governance the Manager has disclosed the basis
upon which the Goodman Group Remuneration and Nominations Committee determines the
packages payable to Directors and employees involved with its New Zealand operations. This
detail is provided with the consent of the Directors and the Chief Executive Officer.
Directors remuneration
Directors of Goodman (NZ) Limited are paid fees that reflect the responsibility of governing the
Trust and implementing a strategy that creates value for its investors. The level of remuneration
is regularly benchmarked against other comparable companies.
Directors were entitled to fees, including fees for Due Diligence Committee matters, as set out
below. None of the Directors are paid performance related fees relating to their directorships.
DirectorRole
2020
$
2019
$
Keith SmithChairman, Independent Director158,500155,000
Peter SimmondsChairman Audit Committee,
Independent Director100,000100,000
Susan PatersonIndependent Director90,00090,000
Leonie FreemanIndependent Director90,00090,000
Phil PrykeNon-executive Director90,00090,000
Greg GoodmanNon-executive Director––
John DakinExecutive Director––
The Chairman receives $155,000 per annum, the Chairman of the Audit Committee $100,000
per annum and each other Director $90,000 per annum. In addition, Directors are paid
$300 per hour for time spent in relation to Due Diligence Committee matters.
Greg Goodman and John Dakin are remunerated by way of salary for their executive roles and
are not paid any additional remuneration for their positions as Directors on the Board.
Chief Executive Officer and employee remuneration
The remuneration of the CEO and other employees is designed to attract and retain the most
talented and effective individuals. Packages include a base salary, together with short-term and
long-term incentive components.
A summary of key remuneration principles is set out below:
the basis of remuneration is local market referenced base salary, reviewed annually;
employees may be awarded short term incentives in the form of discretionary cash bonuses,
subject to GMT, Goodman Group and personal achievement of financial and operational
targets;
all employees can participate equally in two long term incentive plans designed to maximise
long-term alignment with Unitholders of GMT (“NZ LTIP”) and Securityholders of Goodman
Group (“Goodman Group LTIP”);
Corporate governance (continued)
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Corporate governance (continued)
the NZ LTIP, performance rights are issued which give employees the right to acquire, for nil
consideration, Goodman Property Trust units subject to the satisfaction of hurdles assessed
over specific three-year testing period timeframes. GMT units awarded are sourced from
units held by Goodman Group or purchased on market by Goodman Group . GMT does not
issue any new units in relation to the NZ LTIP;
under the Goodman Group LTIP, performance rights are issued which give employees the
right to acquire, for nil consideration, stapled securities of Goodman Group subject to the
satisfaction of hurdles assessed over specific three-year testing period timeframes; and
for both LTIP schemes, an employee is required to remain employed for a five-year period
from the initial granting to be eligible to receive all the awards that meet performance hurdles.
Employees automatically receive life cover and salary continuance insurance and for those that
are participating, KiwiSaver contributions of 3% are made.
The remuneration of the CEO, including the nature and amount of each major element, is shown
below. All amounts are in New Zealand dollars.
Chief Executive Officer’s Short-Term Remuneration
Salary
$
Bonus
$
KiwiSaver
$
Tot a l
$
31 March 2020432,692625,00032,2501,089,942
31 March 2019413,654500,00027,900941,554
Chief Executive Officer’s Short-Term Remuneration
Goodman Group LTIPN Z LT I P
Performance
Rights Granted
Number
Performance
Rights Vesting
Number
Performance
Rights
Granted Number
Performance
Rights Vesting
Number
31 March 2020100,000121,229825,898720,372
31 March 2019125,00099,431961,750574,649
(1)
Bonus paid in the year ended 3 1 March 2020 related to GPSNZ’s year ended 30 June 201 9. Bonus paid in
the year ended 3 1 March 201 9 related to GPSNZ’s year ended 30 June 2018.
More than 80% of the CEO’s total remuneration is performance based and therefore at risk.
On average, other executives have around 65% of their total remuneration at risk. For the year
ended 3 1 March 2020 the ratio between the average base salary paid to an employee and the
Chief Executive Officer was 1 to 4.9.
Participation in long term incentive plans
For the year ended 3 1 March 2020 the NZ LTIP awarded employees a total of 2,884,654 GMT
units with a market value of $5.3 million on the date of vesting. The Goodman Group LTIP
awarded employees a total of 507,71 1 GMG securities with a market value of NZ$7.7 million
on the date of vesting.
(1)
As at 31 March 2020 under both LTIP schemes employees held performance rights some of
which had completed their three-year testing period and met some or all of the performance
hurdles (“Tested performance rights”). These performance rights will vest to employees over the
next three years subject to continuing employment and limited other circumstances. In addition,
employees hold performance rights which have not yet reached the end of their three-year
testing period (“Untested performance rights”).
Total performance rights held by employees at 31 March 2020 are summarised below:
NZ
LT I P
Goodman Group
LT I P
Tested performance rights 3,210,339562,527
Untested performance rights11,734,7211,501,535
Total performance rights held14,945,0602,064,062
Principle 6 — Risk Management
The Manager maintains a risk management framework for GMT that includes regular reporting
to both the Audit Committee and the Board and the undertaking of an annual risk assessment
f o r G M T.
The Board has the overall responsibility for ensuring that risk is managed effectively. This
includes consideration of all strategic, operational, financial and compliance risks. The Audit
Committee reviews the effectiveness of the risk management process.
Risk register
The register identifies the material risks to the business, assessing the impact and likelihood
of each risk along with the steps taken to mitigate possible adverse impacts. Customer,
environmental, financial, human, health and safety, regulatory and reputational impacts are all
considered.
The Manager’s businesses risk function facilitates the annual review of the risk register in
conjunction with senior management. Existing risks are reassessed, and new risks considered
during the review.
Financial risk management policy
The policy reflects the Board’s approach to managing financial risks. It includes policies, controls
relating to:
Liquidity risk
Interest rate risk
Foreign exchange risk
Counterparty credit risk
Operational risk
This policy is reviewed by the Board annually.
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Corporate governance (continued)
Health and Safety
The health, safety and wellbeing of employees, customers, contractors and the wider
community is a business priority.
Since the introduction of the Health and Safety at Work Act 2015 the Manager has worked
closely with staff and contractors to develop a culture of greater safety awareness. The
emphasis on proper processes, vigilance and personal responsibility is consistent with the aim
of being free of serious harm accidents.
Detailed reporting, including trend analysis, is provided to the Board on a regular basis and used
to identify and mitigate future health and safety risks.
There were no serious harm accidents recorded in the last financial year.
Principle 7 — Auditors
The Audit Committee ensures the quality and independence of the external audit process.
The Committee ensures the annual audit is carried our independently and without impairment
maintaining the credibility and reliability of the Trust’s financial reporting.
Annual meeting attendance
The Manager also requires the external auditors to attend the annual meeting to answer
Unitholders’ questions about the conduct of the audit, as well as the preparation and content of
the independent auditor’s report.
Internal audit
The Audit Committee approves the annual internal audit programme. The scope of the internal
audit programme varies from year to year depending on the outcome of the risk assessment
review described in Principle 6.
The service is performed by Goodman Group with its engagement approved by the Trust’s
supervisor and the Independent Directors.
Principle 8 — Unitholder Rights & Relations
The Board and Manager encourage investor engagement and facilitate this through regular
communication and meeting opportunities. The Manager’s investor relations resource is
responsible for delivering this programme. It typically includes:
An annual meeting
Investor open days
Periodic newsletters
Annual reports
Live webcasts of the interim and annual result presentations
Regular institutional investor and analyst meetings
National road show presentations
Investor briefings
The investor relations section of the website is the repository of important information about
GMT and GMT Bond Issuer Limited. It includes, NZX releases, financial result and meeting
presentations, reports and newsletters, and distribution histories. It also allows investors to view
current prices and link to the Registrar to check their holding, update details and download forms.
Investors have the option of receiving communication in printed or electronic format and live
webcasting is provided for the annual meeting and financial result presentations.
A dedicated toll-free investor line is also available for any investment related queries,
0800 000 656 (+64 9 375 6073 from outside New Zealand).
Annual meeting of Unitholders
The Trust Deed requires an annual meeting of Unitholders every year. The Board encourages
the participation of Unitholders at these meetings to ensure accountability and familiarity with
the objectives of its investment strategy.
The next annual meeting is to be held on 22 July 2020.
Further details will be contained in the Notice of Meeting, which is expected to be distributed
on or around 23 June 2020. This timing is consistent with the NZX requirement of being at least
28 days ahead of the meeting.
Voting on resolutions is done by poll and online proxy voting is provided for investors unable to
attend. Unitholders have one vote per unit they hold.
Other statutory and listing rule disclosures
NZX Waivers
NZX has granted waivers to GMT and GMT Bond Issuer at various times, some of which have
been relied upon by GMT and GMT Bond Issuer Limited during the year ended 31 March 2020.
GMT
On 6 May 201 9, NZX granted GMT waivers from various Listing Rules, set out below. GMT was
granted waivers by the NZX from the equivalent provisions of the Listing Rules, which applied
before 1 January 2020, in decisions dated 21 April 2005 and 18 October 2010.
1. NZX granted GMT waivers from various governance requirements in Listing Rules 2.2,
2.3, 2.4, 2.7 and 2.8 to the extent that these rules would apply to GMT’s non-Independent
Directors. As GMT is a managed investment scheme, the governance requirements and
processes to be followed by issuers of Equity Securities (in receiving nominations and the
appointment and duration of that appointment of a Director), are not readily applicable to
GMT’s governance structure. The effect of the waivers from Listing Rules 2.2, 2.3, 2.4, 2.7
and 2.8 is that the governance processes of the Board of the Manager remains consistent
with how it was governed before the waivers were granted. The waivers from Listing Rules
2.2, 2.3, 2.4, 2.7 and 2.8 have been granted on the condition that GMT complies with those
Listing Rules in respect of the Manager’s Independent Directors, and GMT having a Non
Standard (NS) designation in accordance with Listing Rule 1.1 8.1.
2. NZX granted GMT a waiver from Listing Rule 2.10 to the extent that Directors of the
Manager are “interested” in transactions that the Manager is entering for the purposes
of the day-to-day management of GMT, solely due to those Directors being a Director of
the Manager. Without this waiver, the Directors of the Manager could be deemed to be
“interested” in every decision relating to the investments by GMT due to the relationship
between the Manager, GMT and Unitholders, with the Directors therefore unable to vote
on these decisions. The waiver from Listing Rule 2.10 has been granted on the condition that
any Director abstain from voting on any transactions entered into by the Manager on behalf
of GMT with another entity in respect of which the Director would be otherwise “interested”.
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3. NZX granted GMT a waiver from Listing Rules 2.1 1 and 2.12. The effect of the waivers from
Listing Rules 2.1 1 and 2.12 is that the remuneration of the Directors of the Manager is not
required to be approved by Unitholders, as the remuneration is paid out of the fees the
Manager is entitled to in relation to its role as manager of GMT under the Trust Deed, and
which has been approved by Unitholders. The waivers from Listing Rules 2.1 1 and 2.12 are
granted on the following conditions:
(a) all of the Manager’s Directors’ remuneration is paid directly from the income of the
Manager;
(b) the income of GMT cannot directly be applied in satisfaction of Directors’
remuneration; and
(c) the Manager discloses in its annual report the income it has earned in respect of its
management of GMT for the prior financial year.
4. NZX granted GMT a waiver from Listing Rule 2.20.1(a)(i) to the extent that this rule requires
Rules 2.2.1 and 2.8.1 to be incorporated by reference into the Trust Deed of GMT, which
GMT has been granted waivers from, discussed above. The effect of this waiver is to ensure
there is consistency between the waivers granted and the contents of the Trust Deed.
5. NZX granted GMT a waiver from Listing Rule 4.2.2 permitting the issue of Units (on a
perpetual basis) to the Manager as consideration for the Manager’s performance fee
(“Performance Fee Units”) under the terms of the Trust Deed, without the annual approval
of Unitholders. The waiver from Listing Rule 4.2.2 has been granted on the following
conditions:
(a) that any Performance Fee Units would be issued to the Manager in accordance with
the terms of the Trust Deed, as approved by Unitholders at GMT’s annual meeting on
2 August 2011;
(b) the terms and effect of this waiver are disclosed in any Offering Document distributed
or registered in respect of an offer of Units during the period in which this waiver is
relied upon; and
(c) the number and price of Performance Fee Units issued to the Manager is disclosed in
each annual report during the period in which those Units are issued.
GMT Bond Issuer
No waivers were relied upon during the period.
A complete copy of the waivers provided by NZX can be found at www.nzx.com under the
GMT code.
Summary of recent Trust Deed amendments
During the period from 1 April 2019 to 31 March 2020, GMT’s Trust Deed was amended by
supplemental deed with effect from 1 5 May 2019. The amendments to the Trust Deed, as
approved by the Manager and the Supervisor, were made so that the Trust Deed complies
with the updated NZX Listing Rules dated 1 January 2019, as well as other minor amendments
for consistency.
A copy of the supplemental deed which amended GMT’s Trust Deed 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).
Register of Directors’ holdings as at the Balance Date (to 31 March 2020)
The table below shows all relevant interests of Directors in Units and Goodman+Bonds under
the FMCA, which include legal and beneficial interests in Units.
DirectorUnits
Goodman+
Bonds
Keith Smith (Chairman)
(1)
462,654150,000
Leonie Freeman
(2)
173,750Nil
Susan Paterson
(3)
329,060Nil
Peter Simmonds
(4)
201,741Nil
Gregory GoodmanNilNil
Phil PrykeNilNil
John Dakin
(5)
1,516,605Nil
(1)
Keith holds a beneficial interest in 378,460 GMT units through The Selwyn Trust. He is also a trustee of
that trust. Keith has an interest as a trustee only (i.e. no beneficial interest) in a further 84,194 units, through
being trustee of The Gwendoline Trust. Keith also has a beneficial interest in 150,000 GMB020 Bonds
held by Gwendoline Holdings Limited.
(2)
Leonie holds her GMT units through the Wave Trust of which she is a trustee and beneficiary.
(3)
Susan holds her GMT units through the SM Taylor Family Trust of which she is a trustee and beneficiary.
(4)
Peter holds his GMT units through the Simmonds Family Trust of which he is a trustee and beneficiary
(with the exception of 40,505 units which he holds personally).
(5)
John holds his units through the SGH Investment Trust of which he is a trustee and beneficiary.
Corporate governance (continued)
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Other Disclosures for GMT Bond Issuer Limited
Interests register
GMT Bond Issuer Limited is required to maintain an interests register in which the particulars of
certain transactions and matters involving the Directors must be recorded. The interests register
is available for inspection on request.
Specific disclosures of interests
During the financial period, GMT Bond Issuer Limited did not enter into any transactions in which
its Directors had an interest. Accordingly, no disclosures of interest were made.
Indemnity and insurance
In accordance with section 1 62 of the Companies Act 1 993 and its constitution, GMT Bond
Issuer Limited has provided insurance for, and indemnities to, Directors for losses from actions
undertaken in the course of their duties. The insurance includes indemnity costs and expenses
incurred to defend an action that falls outside the scope of the indemnity. The cost of such
insurance has been certified as fair by the Directors of GMT Bond Issuer Limited. Particulars
have been entered in the interests register pursuant to section 1 62 of the Companies Act 1 993.
Use of company information by Directors
No member of the Board issued a notice requesting to use information received in his or her
capacity as a Director which would not have otherwise been available to that Director.
Donations
GMT Bond Issuer Limited did not make any donations during the financial period.
Audit fees
All audit fees and fees for other services provided by PricewaterhouseCoopers are paid by GMT.
Directors’ disclosure
During the year ended 31 March 2020, Directors’ disclosed interest or cessation of interest
(indicated by (C)), in the following entities pursuant to section 1 40 of the Companies Act 1 993.
Gregory Goodman
Goodman Australia Investments No.2 Pty Limited
Goodman Australia Investments Pty Limited
Goodman Custodian Pty Limited
Goodman JV Holdings (Aust) Pty Limited
Riding Boundary Pty Limited
Susan Paterson
Cambridge Creamery Limited (C)
Wondermins Limited (C)
Eroad Limited
Keith Smith
Westland Dairy Company Limited (C)
Corporate governance (continued)
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Keith Smith
Chairman and Independent Director
Keith is a professional director. He was
previously a partner in the Chartered
Accountancy practice of BDO. Keith is
the Deputy Chairman of The Warehouse
Group Limited, having been involved since
its establishment in 1982. He is also a
Director of Mercury NZ Limited and Sky
Network Television Limited. Keith also holds
board positions for a number of private
companies in the motor vehicle, finance and
health industries, and is a past President
of the Chartered Accountants Australia
New Zealand. Keith has been on the Board
for 15 years.
John Dakin
Chief Executive Officer and Executive Director
John is responsible for all aspects of
Goodman Group’s New Zealand business
including the management of Goodman
Property Trust. With an industrial portfolio
valued at $3.1 billion and a market
capitalisation of around $3.0 billion it is the
NZX’s largest listed property entity. John has
been the CEO of Goodman NZ for 17 years
and prior to this he held senior roles in the
United Kingdom, Australia and New Zealand.
His career has included asset management,
investment management, property and
corporate transactions, research and
valuation. He is a member of the Goodman
Group Operations Committee, a Director
of Goodman (NZ) Limited, the current
National President of the Property Council
of New Zealand and a Champion For Change
advocate.
Leonie Freeman
Independent Director
Leonie is the CEO of the Property Council.
Prior to this she has been an entrepreneur,
business futurist and speaker who has broad
experience across a range of property
disciplines having held senior development,
property management, strategic and
education roles. Her 30-year career has also
included the establishment of RealENZ.co.nz
in 1996 (later renamed realestate.co.nz), a
successful property consultancy business as
well as the purchase, transformation and sale
of a large property management business
in 2007. She spent eight years holding
senior and advisory positions with local
and central government – either in strategic
property advice or troubleshooting public
sector development projects. In October
2016 she launched a philanthropic and
independent initiative with the sole purpose
of solving Auckland’s housing crisis – called
thehomepage.nz. Leonie is a Life Member of
the Property Institute. She achieved first class
honours in her Masters of Commerce Degree
and has previously held board positions with
the New Zealand Institute of Valuers, the
Massey University Property Foundation and
Government Property Services. Leonie has
been on the Board for nine years.
Susan Paterson
Independent Director
Susan has been a professional director since
1996. She has a Bachelor of Pharmacy and
practised as a pharmacist before moving
into management roles in New Zealand and
the United Kingdom. Susan completed an
MBA at London Business School and was
a strategy consultant for the Boston based
Index Group across Europe and the USA .
She chairs Steel and Tube and Theta Ltd, with
other Board positions including the Reserve
Bank, Electricity Authority, Arvida Group
Ltd, Les Mills Holdings Limited, Eroad, and
Sky TV. She has been an external monetary
policy advisor to the Governor of the Reserve
Bank. Past directorships include Airways
(Chair), Transpower NZ, Abano, St Cuthbert’s
College, the NZ Eco Labelling Trust, Housing
New Zealand and Ports of Auckland. Susan
was made an Officer of the New Zealand
Order of Merit in 2015 for services to
corporate governance. Susan has been on
the Board for 12 years.
Peter Simmonds
Independent Director
Peter’s career has spanned over 30 years,
with extensive experience in the listed
property sector as a senior executive. He is a
qualified chartered accountant and was one of
the founders of Kiwi Property Group Limited
(formerly Kiwi Income Property Trust) where
he served as Chief Financial Officer for over
ten years. From 2004 to 2008, he was Chief
Financial Officer of GNZ where he had overall
responsibility for the financial management
of Goodman Property. Peter has been on the
Board for nine years.
Gregory Goodman
Non-executive Director
Gregory is the Chief Executive Officer of
Goodman Group and is responsible for its
overall operations and the implementation
of its strategic plan. He has over 30 years
of experience in the property industry
with significant expertise in the industrial
property arena. Gregory was a co-founder
of Goodman Group, playing an integral role
in establishing its specialist global position
in the property market through various
corporate transactions, including takeovers,
mergers and acquisitions. He is a director
and/or a representative on other subsidiaries,
management companies and partnerships of
the Goodman Group. Greg has been on the
Board for 16 years.
Phillip Pryke
Non-executive Director
Phillip is a Director of Goodman Group
and a Director of Carbine Aginvest Ltd. His
previous roles include former Deputy Chair
of Contact Energy Ltd, Director of Northridge
Partners Pty Ltd , Vice President of EDS,
Chief Executive of Nextgen Networks, Chief
Executive Officer of Lucent Technologies
Australia Pty Limited and New Zealand Health
Funding Authority, and a Member of the Treaty
of Waitangi Fisheries Commission. Phillip has
been on the Board for 16 years.
Board of
Directors
Board and Management team profiles
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John Dakin
Chief Executive Officer and Executive Director
John is responsible for all aspects of
Goodman Group’s New Zealand business
including the management of Goodman
Property Trust. With an industrial portfolio
valued at $3.1 billion and a market
capitalisation of around $3.0 billion it is
the NZX’s largest listed property entity.
John has been the CEO of Goodman NZ
for 17 years and prior to this he held senior
roles in the United Kingdom, Australia and
New Zealand. His career has included asset
management, investment management,
property and corporate transactions,
research and valuation. He is a member of
the Goodman Group Operations Committee,
a Director of Goodman (NZ) Limited, the
current National President of the Property
Council of New Zealand and a Champion For
Change advocate.
Andy Eakin
Chief Financial Officer
Andy’s role as Chief Financial Officer involves
managing the finance and associated activities
of Goodman Property Trust and Goodman’s
New Zealand operations. Andy has over
25 years’ experience in finance roles and has
worked in Ireland, Scotland and New Zealand.
Before joining Goodman in March 201 1, Andy
was Group Reporting Manager at Fonterra
and prior to Fonterra he worked at Landco
Limited and PricewaterhouseCoopers.
Kimberley Richards
Director – Investment Management
and Capital Transactions
Kimberley is the Director of Investment
Management and Capital Transactions,
responsible for the acquisitions and disposals
of GMT and Goodman NZ. She has 15 years’
experience and previously worked in London
for Europa Capital covering transactions
across Northern Europe. Kimberley holds
a Bachelor of Commerce and a Bachelor
of Property from the University of Auckland
as well as a Masters in Real Estate Finance
from the University of Cambridge, United
Kingdom.
James Spence
Director – Investment Management (GMT)
James is the Director of Investment
Management for GMT, responsible for
overseeing the investment decisions of
GMT and heading up the property team.
He joined Goodman in 2006 and held
various roles within the New Zealand
business before moving to Europe with
Goodman in 2011. During his time in Europe,
James was responsible for managing
Goodman wholesale funds and leading its
capital transaction programme. James holds
a degree in Property from the University of
Auckland as well as a Graduate Diploma
in Applied Finance from Kaplan Education
in Australia.
Mandy Waldin
Marketing Director
As Marketing Director, Mandy is responsible
for branding, advertising and corporate
communications across all Goodman
business activities in New Zealand. Mandy
has over 20 years’ experience in brand
development and marketing, holding various
senior management positions, including
launching LG Electronics into NZ. She was
co-owner and director of a marketing
& graphic design company where she
developed and implemented communication
strategies for various NZX listed companies
including Auckland Airport, Port of Tauranga
and Trustpower. Mandy started with Goodman
in 2010.
Jonathan Simpson
Head of Corporate Affairs
Jonathan is Head of Corporate Affairs
for Goodman in New Zealand. He has
responsibility for investor relations, corporate
communications and managing sustainability
initiatives including the Goodman Foundation.
He has around 25 years of experience in the
property and capital markets, with the last
16 at Goodman. Jonathan has previously
held positions with the Property Council of
New Zealand and the Investment Property
Databank in the United Kingdom.
Anton Shead
General Counsel and Company Secretary
Anton is responsible for the provision of
legal and compliance support to the business.
Anton has over 20 years’ legal experience.
Prior to joining Goodman, Anton worked
for Bell Gully. Anton has also worked for
international law firm Herbert Smith LLP in
its London office, Carey Olsen, a specialist
corporate law firm in the Channel Islands
and Buddle Findlay.
Michael Gimblett
General Manager – Development
As General Manager Development, Michael is
responsible for all development activities for
Goodman. Since joining Goodman in 2005,
Michael has held a number of roles including
acquisition, portfolio management and
development management. With 20 years’
experience in the property industry, Michael
has a proven track record of driving success
in a variety of areas and has also formed solid
relationships both internally and externally.
Management
team
Board and Management team profiles (continued)
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Investor
relations
Introduction
Ensuring Unitholders and Bondholders are well informed and easily able to manage their
investment is a key priority of the Manager’s investor relations team. Regular meetings and
communications, its website and a dedicated toll-free contact number provide investors with
the means to make informed decisions.
Investor centre
The website, www.goodman.com/nz, enables Unitholders and Bondholders to view information
about their investment, download investor forms, check current prices and view publications
and announcements.
Reports
For Unitholders and Bondholders who elect to receive printed copies, the Annual and Interim
Reports are typically mailed around June and December of each year respectively.
Unitholder distribution
The Trust typically pays its distributions quarterly in the third month that follows each quarter.
For example, the distribution for the March 2020 quarter will be paid in June 2020.
Bondholder interest payments
Interest is paid semi-annually, each year, until redemption. No dividends or distributions have
been paid by GMT Bond Issuer Limited.
Helpline
The Manager has a dedicated toll-free number, 0800 000 656 (+64 9 375 6073 from outside
New Zealand), which will connect Unitholders and Bondholders directly with the investor
relations team who will assist with any queries.
Registrar
Computershare Investor Services Limited is the registrar with responsibility for administering
and maintaining the Trust’s Unit and Bond Registers.
If you have a question about the administration of your investment, Computershare can be
contacted directly:
by phone, on their toll-free number 0800 359 999
(+64 9 488 8777 from outside New Zealand);
by email, to enquiry@computershare.co.nz; or
by mail, to Computershare Investor Services Limited, Private Bag 92119, Auckland 1142.
Complaints procedure
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).
Complaints may be made to the Manager or through the financial dispute resolution scheme.
Contact details of both are included in the corporate directory at the end of this document.
Top 20 Unitholders
As at 2 May 2020
Rank Holder Name
Number of
units held
% of total
issued units
1
Goodman Investment Holdings (NZ) Limited 296,560,508 21.4 0
2
HSBC Nominees (New Zealand) Limited 125,748,276 9.07
3
Citibank Nominees (New Zealand) Limited 73,176,936 5.28
4
Accident Compensation Corporation 68,990,370 4.98
5
FNZ Custodians Limited 66,907,876 4.83
6
HSBC Nominees (New Zealand) Limited
A/C State Street
59,922,724 4.32
7
JPMorgan Chase Bank NA NZ Branch
– Segregated Clients Acct
57,215,457 4 .13
8
Investment Custodial Services Limited 44,051,412 3 .18
9
Forsyth Barr Custodians Limited 42,979,163 3 .10
10
BNP Paribas Nominees (NZ) limited 32,391,844 2.34
11
New Zealand Depository Nominee Limited 23,496,716 1.70
12
ANZ Wholesale Trans-Tasman
Property Securities Fund
20,330,280 1.47
13
BNP Paribas Nominees (NZ) limited 17,022,928 1.23
14
Tea Custodians Limited Client Property Trust Account 14,379,372 1.04
15
JBWere (NZ) Nominees Limited 12,667,238 0.91
16
Custodial Services Limited 12,132,134 0.88
17
BNP Paribas Nominees (NZ) limited 10,834,754 0.78
18
Custodial Services Limited 10,211,643 0.74
19
ANZ Wholesale Property Securities 9,780,213 0.71
20
Mint Nominees Limited 9,100,784 0.66
Units held by top 20 Unitholders 1,007,900,628 72.73
Balance of Units held 377,890,677 27.27
Total of issued Units 1,385,791,305 100.00
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Unitholder Distribution
As at 2 May 2020
Unitholding Range
Number of
Unitholders
Number of
Units
1 to 9,999 3,26716,053,040
10,000 to 49,999 4,90910 8 , 0 74 ,18 5
50,000 to 99,999 71446,910,044
100,000 to 499,999 44379,584,239
500,000 to 999,999 3119,585,490
1,000,000 and above 491,115 , 5 8 4 , 3 0 7
Tot a l 9,4131,385,791,305
Substantial Unitholders
As at 3 1 March 2020
It is a requirement of the Financial Markets Conduct Act 2013
(1)
that each listed issuer
makes available the following information in its Annual Report.
Unitholder
Number of
Units Held
(2)
Goodman Investment Holdings (NZ) Limited 262,447,211
(3)
Goodman Limited 262,447,211
(3)
Accident Compensation Corporation 58,295,875
(1)
The numbers of Units listed above are as at 3 1 March 2020 according to disclosures made under section
280(1)(b) of the Financial Markets Conduct Act 2013 and (prior to 1 December 2014) notices received
under section 26 of the Securities Markets Act 1988. As these disclosures and notices are required
to be filed only if the total holding of a Unitholder changes by 1% or more since the last notice filed, the
numbers noted in this table may differ from those shown in the list of top 20 Unitholders. The list of top 20
Unitholders is shown as at 2 May 2020, rather than 3 1 March 2020.
(2)
The total number of Units on issue as at 3 1 March 2020 was 1,385,791,305.
(3)
Due to the breadth of the definition of ‘Substantial Product Holder’ in the Financial Markets Conduct Act
2013 and the nature of Goodman Group’s corporate structure, the list above requires Goodman Group’s
holding in GMT to be shown through multiple entities each holding differing (i.e. legal or beneficial)
interests. The total holding of Goodman Group as at 3 1 March 2020 is 296,560,508 Units.
Bondholder Distribution
As at 2 May 2020
GMB020
Number of
Bondholders
Number of
Bonds
1 to 9,999 159941,000
10,000 to 49,999 79414,675,000
50,000 to 99,999 1146,340,000
100,000 to 499,999 508,038,000
500,000 to 999,999 64,235,000
1,000,000 and above 1965,771,000
Tot a l 1,142100,000,000
GMB030
Number of
Bondholders
Number of
Bonds
1 to 9,999 171947,000
10,000 to 49,999 64211,350,000
50,000 to 99,999 1096,656,000
100,000 to 499,999 446,878,000
500,000 to 999,999 95,674,000
1,000,000 and above 1768,495,000
Tot a l 992100,000,000
GMB040
Number of
Bondholders
Number of
Bonds
1 to 9,999 1596,000
10,000 to 49,999 1442,995,000
50,000 to 99,999 291,758,000
100,000 to 499,999 204,203,000
500,000 to 999,999 74,364,000
1,000,000 and above 2386,584,000
Tot a l 238100,000,000
GMB050
Number of
Bondholders
Number of
Bonds
1 to 9,999 31164,000
10,000 to 49,999 1863,494,000
50,000 to 99,999 271,710,000
100,000 to 499,999 172,722,000
500,000 to 999,999 85,388,000
1,000,000 and above 1886,522,000
Tot a l 287100,000,000
Investor relations (continued)
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Glossary
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$ and cents
New Zealand currency.
Associated Person
has the meaning given to that term in the Listing
Rules.
ASX
ASX Limited or any market operated by it, as the
context requires.
Balance Date
3 1 March 2020.
Board
the Board of Directors of the Manager and GMT
Bond Issuer Limited.
Bondholder
a person whose name is recorded in the register as
a holder of a Goodman+Bond.
Cash earnings
Cash earnings is a non-GAAP measure that
assesses free cash flow, on a per unit basis, after
adjusting for certain items. Calculation of GMT’s
cash earnings is set out on page 29.
CEO
the Chief Executive Officer of the Manager.
Chairman
the Chairman of the Board of the Manager.
Co-ownership Agreement
the agreement of that name between the Manager,
Goodman Property Aggregated Limited, the
Trustee, Goodman Funds Management Limited
as responsible entity of GIT, Tallina Pty Limited as
trustee of Penrose Trust, and Trust Company Limited
as custodian of Tallina Pty Limited, dated 1 April
2004 as amended by the Restructuring Agreement
between the same parties dated 7 March 2005,
relating to the buying, selling and holding of property
by the Trust and Goodman Group in 50/50 shares.
CPU or cpu
cents per unit.
Disclose Register
the Disclose Register is a register for offers of
financial products and managed investment
schemes under the Financial Markets Conduct
Act 201 3.
Director
a director of the Manager and GMT Bond Issuer
Limited.
GIC
the sovereign wealth fund of Singapore.
GIT
Goodman Industrial Trust and its controlled entities,
as the context requires.
GL
Goodman Limited and its controlled entities, as the
context requires.
GMB
GMT Bond Issuer Limited, a wholly owned
subsidiary of Goodman Property Trust.
Goodman
means Goodman (NZ) Limited as the Manager
of the Trust.
Goodman Group or GMG
means GL, GIT and Goodman Logistics (HK)
Limited, operating together as a stapled group.
Where either GL, GIT or and Goodman Logistics
(HK) Limited is party to a contract or agreement or
responsible for an obligation or liability, without the
other, all references to Goodman Group as concerns
that contract, agreement or responsibility shall be to
that party alone.
Goodman+Bond or Bond
a bond issued by GMB.
GPSNZ
Goodman Property Services (NZ) Limited.
Independent Director
has the meaning given to that term in the Listing
Rules which, for the Manager are those persons
listed on the following page.
Listing Rules
the Listing Rules of NZX from time to time and ‘LR’ is
a reference to any of those rules.
Management
the senior executives of the Manager.
Manager or GNZ
the manager of the Trust, Goodman (NZ) Limited.
NTA
net tangible assets.
NZ IAS
New Zealand equivalents to International Accounting
Standards.
NZ IFRS
New Zealand equivalents to International Financial
Reporting Standards.
NZDX
the New Zealand debt market operated by NZX.
NZX
means NZX Limited.
NZX Code
means the NZX Corporate Governance Code 201 9.
Operating Earnings
Operating earnings are a non-GAAP financial
measure included to provide an assessment of the
performance of GMT’s principal operating activities.
Calculation of operating earnings are as set out in
GMT’s Profit or Loss statement.
Registrar
the unit registrar for GMT and Goodman+Bond
registrar for GMB which, at the date of this Annual
Report, is Computershare Investor Services Limited.
sqm
square metres.
Total Unitholder Return
GMT’s stock market performance including unit
price appreciation and distributions paid.
Trust Deed
the GMT trust deed dated 23 April 1 999, as
amended from time to time.
Trust or GMT
Goodman Property Trust and its controlled entities,
including GMB, as the context requires.
Trustee
the trustee of the Trust, Covenant Trustee Services
Limited.
Unitholder or unitholder
any holder of a Unit whose name is recorded in the
register.
Unit or unit
a unit in GMT.
WPH or Wynyard Precinct
Wynyard Precinct Holdings Limited, the joint venture
between GMT and GIC, the sovereign wealth fund
of Singapore.
Business
directory
97
Goodman
Property Trust
Annual Report
2020
GMT Bond
Issuer Limited
Annual Report
2020
This is
Goodman
Ye a r i n
review
Property
portfolio
Corporate
responsibility
and
sustainability
Financial
results
Other
information
Manager of Goodman Property Trust
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
Issuer of Goodman+Bonds
GMT Bond Issuer 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
Complaint procedure
Financial Dispute Resolution Service
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
Auditor
PricewaterhouseCoopers
PwC Tower
188 Quay Street
Private Bag 92162
Auckland 1142
Telephone: +64 9 355 8000
Facsimile: +64 9 355 8001
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
Legal Advisors
Russell McVeagh
Level 30, Vero Centre
48 Shortland Street
PO Box 8
Auckland 1140
Telephone: +64 9 367 8000
Facsimile: +64 9 367 8163
Trustee and Supervisor for
Goodman Property Trust
Covenant Trustee Services Limited
Level 6, Crombie Lockwood Building
191 Queen Street
PO Box 4243
Auckland 1140
Telephone: +64 9 302 0638
B o n d Tr u s t e e
Public Trust
Level 9
34 Shortland Street
PO Box 1598
Shortland Street
Auckland 1140
Toll free: 0800 371 471 (within New Zealand)
Telephone: +64 9 985 5300 (outside New Zealand)
Facsimile: 0800 371 001
Directors of Goodman (NZ) Limited
and GMT Bond Issuer Limited
Chairman and Independent Director
Keith Smith
Independent Directors
Leonie Freeman
Susan Paterson ONZM
Peter Simmonds
Executive Director
John Dakin
Non-executive Directors
Gregory Goodman
Phillip Pryke
Management Team of Goodman (NZ)
Limited and GMT Bond Issuer Limited
Chief Executive Officer
John Dakin
Chief Financial Officer
Andy Eakin
General Counsel and Company Secretary
Anton Shead
Director Investment Management
James Spence
General Manager Development
Michael Gimblett
Director Investment Management
and Capital Transactions
Kimberley Richards
Head of Corporate Affairs
Jonathan Simpson
Marketing Director
Mandy Waldin
goodman.com/nz
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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