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FY20 Results

Full Year Results2 June 2020IPLReal Estate

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Investore Property Limited
Annual Report

2020

FY20 Highlights
Chair’s Letter

Board of Directors

Delivering on Strategy

Manager’s Report

Benefits of Large Format Retail Property

Key Characteristics of Investore’s Portfolio

Portfolio Summary

Proactive Capital Management

Sustainability

Financial Statements

Corporate Governance

Statutory Disclosures

Glossary

3

8

12

14

16

19

20

22

24

26

30

74

91

96

“The Board of Investore is pleased to present

the Annual Report for Investore for FY20, a year

in which the Company undertook a number

of transactions designed to further its targeted

growth strategy, while also delivering positive

underlying financial performance”

Contents

Investore has been designated as a “Non-Standard” (NS) issuer by NZX. A copy of the waivers granted by NZX from

NZX Listing Rules (January 2020) 2.2.1 to 2.8.1 and 2.10.1 in respect of Investore’s “NS” designation can be found at

www.nzx.com/companies/IPL/documents

Capitalised and technical terms are defined in the glossary on page 96, before the back cover.

Investore Property Limited Annual Report 20203Investore Property Limited Annual Report 20202
FY20

Highlights

Investore’s strategy is to invest

in quality, large format retail

properties throughout New

Zealand, and actively manage

shareholders’ capital, to maximise

distributions and total returns over

the medium to long term.

Our strategy is based on four

principles – active portfolio

management, targeted growth,

continued optimisation of the

portfolio, and proactive capital

management

$21.1m

up $0.2m from FY19 ($20.9m)

Distributable profit

1

after

current income tax

$28.6m

down $9.9m primarily due to

a lower net valuation increase

($7.7m) compared with FY19

($17.2m)

Profit after income tax

7.60 cents

per share cash dividend

$26.7m

down $0.2m from FY19 ($27.0m)

Profit before other income/

(expense) and income tax

Mitre 10 MEGA,

Botany, Auckland

1

See glossary on page 96, before the back cover.

Note: Values above are calculated based on the numbers in the

financial statements for each respective financial period and may

not sum due to rounding.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 202045
3

See glossary on page 96, before the back cover.

1

Excludes lease liabilities of $11.1m.

2

Due to COVID-19, Investore’s 31 March 2020 valuations have been reported on the basis of ‘material valuation uncertainty’, meaning less certainty and

a higher degree of caution should be applied. The opinion of value has been determined at the valuation date based on a certain set of assumptions,

however these could change in a short period of time due to subsequent events.

$761.4m

as at 31 March 2020

2

, representing a net valuation gain

of 1.0% from 31 March 2019. Valuations were impacted

by COVID-19, changing by between 0% and -7.5% from

draft valuations received prior to the impact of COVID-19

Total portfolio value

1

of

40rent reviews

completed across 125,000 sqm, resulting in

a 4.0% increase to previous rentals

Active Portfolio Management

1.

$77.7m

gross proceeds

Placement and retail share offer completed

in late 2019, raising

Following completion of the post balance

date capital raising, and acquisition of three

properties on 30 April, Investore’s Loan to Value

Ratio (LVR) is

30.4%

a reduction of 11.4% from 31 March 2019

$101m of bank debt refinanced post balance

date for a further 3 years to June 2024 and a

new $50m 5 year facility secured

$35mof bank debt completed

Refinancing of

Post balance date, Investore completed

a further capital raising, raising

providing funding flexibility to continue

Investore’s strategy to grow its portfolio

gross proceeds

$105m

Proactive Capital Management

4.

COVID-19

Investore’s focus on tenants that provide ‘everyday needs’ to consumers means it is well

placed to weather the current COVID-19 crisis

Over 80% of Investore’s portfolio (including the three properties acquired from Stride

Property Limited (SPL)) by Contract Rental

3

comprise ‘essential businesses’ as advised by

the Government, with a limited number of leases permitting tenants to suspend or abate

rental payments due to Government restrictions

Settled 23 August 2019

Countdown

New Brighton

$5.75m

Settled 30 April 2020

$48.5m

Bunnings

Carr Road

Settled 30 April 2020

$53.0m

Bay Central

Shopping Centre

Settled 30 April 2020

$39.25m

Mt Wellington

Shopping Centre

Settled 19 March 2020

Land adjacent to existing

Papakura Countdown

$1.2m

Investore purchased or agreed to purchase five properties during FY20, for an aggregate

purchase price of $147.7m

Targeted Growth

2.

Refurbishment programme continuing with key tenant Countdown, including a focus on “pickup”

bays, better enabling online orders

Continued Optimisation of the Portfolio

3.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 202067
Countdown

Greenlane,

Auckland

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 202089
• Countdown New Brighton was acquired in August 2019

for a purchase price of $5.75m. This property is well-

located in an area of Christchurch that the Christchurch

City Council has earmarked for redevelopment, and we

believe this property will benefit from the revitalisation

of the area.

• In March 2020 Investore acquired a small property

adjacent to its existing Countdown in Papakura, Auckland

for $1.2m. This site had a retail structure on it which

was at the end of its useful life. Following settlement,

Investore has embarked upon a project to demolish the

existing building and expand the Countdown carpark and

improve customer access to the store. This acquisition was

undertaken to meet the needs of Countdown, Investore’s

tenant, and is an example of Investore working with its

tenants to ensure that the site meets the tenant’s needs

and to drive improved customer visitation where possible.

• In November 2019 Investore announced that it had

agreed to acquire three large format retail properties

from SPL for a total purchase price of $140.75m. These

three properties comprise a standalone Bunnings at

Carr Road, Mt Roskill, Auckland, a Countdown-anchored

shopping centre at Mt Wellington, Auckland, and a large

format retail shopping centre, Bay Central Shopping

Centre in Tauranga. The key benefits of the transaction

included improving the portfolio tenant diversification

with new nationally recognised tenants such as Rebel

Sport, Briscoes, Hunting & Fishing and Freedom

Furniture, increasing Investore’s exposure to the growing

regions of Auckland and Tauranga, and strengthening

long-standing relationships with existing core tenants

including Countdown and Bunnings.

In preparation for settlement of the acquisition from SPL,

Investore obtained updated independent valuations of the

three properties to be acquired, which show a decline in

value of $7.0m or -5% from that assessed at the time of

entry into the sale and purchase agreement. This movement

is primarily due to the impact of COVID-19 and is consistent

with the valuation change seen in Investore’s other

properties between the initial draft and revised valuations

Chair’s Letter

Financial Performance

Investore’s financial performance for FY20 was consistent

with the prior financial year. Net rental income was higher,

at $48.1m compared with $47.4m for FY19, which the

Board considers to be very positive given that Investore

settled the sale of Countdown Dunedin South on 1 April 2019,

and accordingly did not receive rental income from this

property for the year. On a comparative basis, excluding

Countdown Dunedin South and Countdown New Brighton

which was acquired in August 2019, and excluding lease

expenses that are no longer treated as direct operating

expenses under NZ IFRS 16, net rental income increased

over the year by $0.9m or 2.0%, demonstrating higher

underlying portfolio income and reduced direct property

operating expenses.

Overall, profit before other income/(expense) and income

tax was marginally lower than FY19 at $26.7m (FY19:

$27.0m). Profit after income tax was lower than FY19 due

to a net valuation movement of $7.7m for FY20 compared

with a net valuation movement in FY19 of $17.2m. This net

valuation movement for FY20 of +1% is pleasing given the

impact of COVID-19 on property valuations, and is the result

of Investore’s unique position in the New Zealand publicly

listed property sector, with its singular focus on quality large

format retail properties. The resilience of Investore’s portfolio

in the economic climate created by COVID-19 has led to the

valuations remaining relatively robust. Investore’s net tangible

assets per share (NTA) as at 31 March 2020 was $1.73 (FY19:

$1.70) and, taking into account the most recent capital raise

and acquisition of the three properties from SPL, the NTA

would be $1.69 as at 31 March 2020 if those transactions had

been completed on that date.

Targeted Growth

During the year in review Investore acquired, or agreed

to acquire, five properties, consistent with our strategy of

targeted growth and acquisitions that enhance geographical

and/or tenant portfolio diversification. Each of these

acquisitions were approved by the Board because they

enhanced the portfolio:

Dear Investors,

On behalf of the Board of Directors, I am pleased to present the

Annual Report of Investore for the year to 31 March 2020.

FY20 was a positive year for Investore, and we have been very active

in seeking to deliver on our strategy of targeted growth outlined in our

FY19 Annual Report.

an independent and robust process where shareholders

would have confidence in the integrity of all aspects of the

transaction process, which included:

• The independent Investore Directors negotiated the sale

and purchase agreements on an arms’ length basis with

the board of SPL, with the assistance of independent

legal advisors for Investore and for the independent

Directors.

• The standing conflicts protocol was adhered to in

negotiating the transaction, and a transaction-specific

conflicts protocol was also adopted.

• Independent valuations of all properties were obtained

by Investore from Savills (NZ) Limited, with the valuations

supporting the purchase price at the time of entry into the

sale and purchase agreements.

• The SIML-appointed Investore Directors, Tim Storey

and John Harvey, abstained from voting on the Board

approval of the transaction.

Proactive Capital Management

One of Investore’s key strategic pillars is proactive capital

management, to maintain a healthy and flexible balance

sheet for growth, while preserving sustainable returns for

investors. The Board is actively involved in all decision-making

regarding capital management and regularly assesses the

business’s capital position to ensure it is optimally positioned

to support delivery of Investore’s strategy to maximise

distributions and total returns to investors over the medium

to long term. During the year in review, Investore refinanced

$35m of its banking facilities, and undertook a capital raising

in connection with the acquisition of the three properties from

SPL, raising $77.7m of gross proceeds. The net proceeds

of the capital raising were used to pay down drawn debt

while the conditions to the settlement of the acquisition were

being satisfied, with debt subsequently used to fund the

purchase price. The capital raise was structured to be as fair

as possible to all existing shareholders and enabled almost all

shareholders to participate through either the placement or

the retail offer.

Since balance date, Investore has also refinanced a further

$101m of debt facilities for a further 3 years to June 2024,

secured a new $50m, 5 year facility with its banking group and

introduced another bank to its syndicate, China Construction

Bank, New Zealand Branch. Investore’s next maturing bank

debt is $99m of facility due to mature in June 2021.

as at 31 March 2020. Despite the decline in valuation due to

COVID-19, the Board remains confident in this acquisition,

given the benefits it delivers to the Investore portfolio.

The acquisition of the three properties from SPL settled on

30 April 2020, and including these properties, Investore’s

portfolio is valued at $895.2m.

1


Since balance date Investore has successfully completed

a capital raising, with $105m gross proceeds received.

The Board considers Investore to be conservatively funded

given its property profile. It has significant capital resources

available to continue its strategy of targeted growth.

Governance

One of Investore’s important governance features is majority

independent Director representation on the Investore Board,

with the Manager, SIML, having the right to appoint two

Directors to the Board. The Board embarked on a thorough

search for a third independent Director following the

resignation of Director Kate Healy in May 2019. The Investore

Board was very pleased to announce the appointment of

independent Director Adrian Walker to the Investore Board

on 3 April 2020. Adrian was previously a senior executive

with Woolworths NZ, the owner of the Countdown branded

supermarkets in New Zealand, responsible for their New

Zealand property portfolio. Investore will benefit greatly

from Adrian’s thorough knowledge of the property and

supermarket industries in New Zealand, as well as his strong

background in financial planning and strategic management.

In addition, Investore is very pleased to participate in the

Institute of Directors’ “future directors” programme, a

programme which seeks to encourage directorship by giving

talented people the opportunity to observe a company

board while giving the company exposure to the talent and

benefits a different perspective can bring. Emma McDonald

joined Investore as a future director on 17 April 2020 for a

period of two years. The Board is pleased to be able to assist

Emma with her development as a director and will benefit

greatly from Emma’s perspectives, given her strong project

management experience.

The Board is mindful of the potential for conflicts of interest

and takes a conservative position to management of conflicts

of interest when they arise. During FY20, the Investore

Board was conscious of carefully managing the actual and

perceived conflicts of interest involved in the acquisition of

the three properties from SPL, given the relationship between

Investore and Stride Property Group. The Board established

1

Excludes lease liabilities. Under the sale and purchase agreement SPL is to complete seismic works of $7m and has provided a rental guarantee of $0.5m.

The valuations of the three large format retail properties have been prepared on the basis that the seismic works had been completed, and the seismic

strengthening costs and rental guarantee have been recorded as a $7.5m non-current prepayment.

Investore Property Limited Annual Report 202011Investore Property Limited Annual Report 202010
In addition, as announced on 29 April 2020, Investore has

undertaken a further capital raise, raising $105m in gross

proceeds, with the net proceeds being used to pay down debt

and reduce Investore’s loan to value ratio.

Following the refinancing and including the additional $50m

facility described above, Investore has $420m of total debt

facilities available, including bank facilities and bonds.

Following settlement of the acquisition of the three properties

from SPL and after paying down debt using the net proceeds

of the most recent capital raising, Investore has a loan to

value ratio of 30.4%, well within the Board’s stated maximum

of 48%. With $148m of undrawn banking facility headroom

available, Investore is well positioned to continue its strategy

of growing its portfolio through considered acquisitions

to enhance Investore’s portfolio and support delivery of

Investore’s overall objective of maximising distributions and

total returns to investors over the medium to long term.

Investore continues to consider additional capital

management initiatives, if market conditions allow,

which may include a second bond issue.

The Manager and Management Fees

The Board is pleased with the level of service provided by the

Manager. The Manager’s relationships with Investore’s tenants

and its knowledge of the market has assisted Investore

to secure a number of key transactions for its portfolio,

including the acquisition of Countdown New Brighton and

the refurbishment of a number of Countdown supermarkets.

In addition, the Manager has worked hard to manage and

mitigate the impact of COVID-19 on Investore while also

supporting tenants where possible.

For FY20, $6.6m of management fees were incurred to SIML,

equating to 0.9% of the value of Investore’s assets under

management as at 31 March 2020. This is higher than FY19

fees of $5.6m, primarily due to performance fees incurred to

SIML of $1.5m, compared with $0.5m in FY19.

The fees paid to SIML include an asset management fee for

the provision of management services, which is calculated

as a percentage of the value of properties (other than

development properties) per year, which percentage reduces

from 0.55% to 0.45% for the value of properties above

$750m. Accordingly, as the value of Investore’s portfolio

grows, the marginal cost of asset management fees reduces.

Chair’s Letter (cont)

The performance fee incurred to SIML during FY20 of

$1.5m is in accordance with the terms of the Management

Agreement, and is calculated based on shareholder returns,

including a carry forward provision

1

.

Consistent with its policy of reviewing fees every two years,

the Investore Board intends to undertake a further review of

the Manager and its performance in FY21 in accordance with

the terms of the Management Agreement with SIML. This will

include a review of the management fee structure to ensure

it remains fair and broadly consistent with comparable listed

property entities.

‘Everyday Needs’ Focus and COVID-19

Towards the end of March 2020, the key issue affecting the

world was COVID-19. As investors know, New Zealand quickly

moved to a lockdown state, with only ‘essential businesses’ (as

defined on the Government’s website, covid19.govt.nz) able

to remain open and trading, although they were required to

ensure protective physical distancing measures were in place.

Investore focusses on large format retail properties, with

tenants that operate in categories that are ‘everyday needs’,

such as supermarkets, pharmacies, and hardware stores.

These types of businesses drive repeat, regular visitation to

Investore’s properties, and support customer visitation to

other stores in centres anchored by a supermarket or other

non-discretionary retail tenant. These ‘everyday needs’ tenants

represent categories of spend that remain resilient through

different market conditions.

Investore’s strategy of investing solely in these large format retail

properties, with nationally recognised, quality tenants that operate

in the ‘everyday needs’ categories, has meant that COVID-19 has

had a limited impact on Investore’s business to date. Including

the three SPL properties acquired on 30 April 2020, over 80%

of Investore’s portfolio is classed as ‘essential businesses’ as

set out on the Government website covid19.govt.nz, including

supermarkets, pharmacies and hardware stores, a vital part of the

supply chain for New Zealanders.

In addition, Investore has a limited number of leases (by

Contract Rental

2

) which contain contractual rights for tenants

to suspend or abate rental payments due to the Government

lockdown restrictions. Investore expects net revenue to

remain relatively resilient in the COVID-19 environment and

based on discussions to date with tenants, expects reduced

gross rent receivable for FY21 as a result of COVID-19 of

between $1m and $2m (assuming no further deterioration

in economic conditions due to COVID-19 and no further

Government intervention). Investore is also discussing deferred

payment arrangements with other tenants, but expects almost

all deferred rental will be received within FY21.

Offset against the expected cost of COVID-19 to Investore is

the expected benefit from changes made to the tax system

by the Government as part of its financial support package in

response to COVID-19 and its impact on the economy. The

Government has reintroduced building depreciation deduction

claims for property owners with commercial properties at a

level of two percent a year on diminishing value, starting in

April 2020. This is estimated to provide a financial benefit to

Investore of approximately $2.2m for FY21.

Outlook

Over the coming year Investore will continue with its strategy

of targeted growth to support its objective of maximising

distributions and total returns to investors over the medium

to long term. Investore will maintain a disciplined investment

approach, focussed on opportunities that enhance the

existing Investore portfolio. The Investore Board expects to

continue its proactive, prudent capital management approach

to support execution of its growth strategy and its objective of

maximising distributions and total returns over the medium to

long term.

Following the most recent capital raise in April and May

2020 and resulting lower loan to value ratio, and after

allowing for the benefits of the recent acquisition of the three

properties from SPL and the tax effect of the new depreciation

allowances described above, before the contribution arising

from any future acquisitions, and assuming no further

deterioration in economic conditions due to COVID-19,

Investore currently expects to pay a minimum cash dividend

of 7.60 cents per share for FY21, in accordance with

its dividend policy of paying between 95 and 100% of

distributable profit

2

.

On behalf of the Board, I would like to thank investors for their

continued support of Investore.

MIKE ALLEN

Chair of the Board

Independent Director

Monitoring the impact

of COVID-19, seeking to

minimise the impact to

Investore’s business, while

also assisting tenants

to maintain profitable,

sustainable businesses

Targeted growth to enhance the

portfolio and maximise returns

to investors over the medium to

long term

Continue to invest in

refurbishment of stores and

enhancing customer visitation

Maintain disciplined capital

management to allow for the

execution of our strategy

Investore’s focus for the

year ahead is:

1

For further information on the calculation of performance fees, refer to note 4.0 within the FY20 Financial Statements, and for more

information on the background to the performance fee structure, refer to the Product Disclosure Statement dated 10 June 2016 at

http://www.investoreproperty.co.nz/documents/Product_Disclosure_Statement_100616.pdf

2

See glossary on page 96, before the back cover.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20201213
Board of

Directors

John has over 35 years’ professional

experience as a chartered accountant,

including at PricewaterhouseCoopers

(PWC) where he was a partner for

23 years and held a number of

management and governance roles.

John retired from PWC in 2009 to

pursue a career as a professional

independent director. He is currently

a director of Stride Property Limited,

Stride Investment Management

Limited, Kathmandu Holdings Limited,

Heartland Bank Limited and Port of

Napier Limited.

John Harvey

SIML Nominee and

Non-Executive Director

Mike is the independent Chair of

Investore. Mike has considerable

governance experience and is currently

a director of Abano Healthcare Group

Limited, China Construction Bank

(New Zealand) Limited, Taumata

Plantations Limited, and Ngai Tahu

Tainui Go-Bus Holdings Limited. Prior

to his governance career, he had an

executive career in investment banking

and general management experience in

New Zealand and the United Kingdom.

Gráinne is an independent Director

of Investore and is the Chair of the

Audit and Risk Committee. Gráinne

has over 30 years’ experience in listed

and unlisted organisations, in highly

competitive and customer-focussed

sectors, including McDonald’s New

Zealand and SKYCITY Entertainment

Group. Gráinne is currently a director of

Tourism Holdings Limited, Summerset

Group Holdings Limited and Chair of

Tourism Industry Aotearoa.

Mike Allen

Chair of the Board

Independent,

Non-Executive Director

Appointed 9 June 2016

Last elected 2019

Gráinne Troute

Chair of the Audit and

Risk Committee

Independent,

Non-Executive Director

Appointed 19 April 2018

Last elected 2018

Adrian is a very experienced

commercial property executive, with

over thirty years’ experience in the

property sector, including twenty years

as the General Manager of Property at

Woolworths NZ (owner of Countdown

brand supermarkets). Adrian brings

to Investore a deep knowledge of the

property industry in New Zealand, as

well as the supermarket sector, a sector

that makes up a significant portion of

Investore’s property portfolio. Adrian

has a strong background in property,

financial planning and strategic

management.

Tim has more than 30 years of

experience across a range of business

sectors, having practised as a lawyer

in Australia and New Zealand. Tim was

a partner in the Bell Gully partnership,

having retired in 2006, and is Chairman

of Stride Property Limited, Stride

Investment Management Limited and

is Chairman of ASX listed LawFinance

Limited.

Tim Storey

SIML Nominee and

Non-Executive Director

Adrian Walker

Independent,

Non-Executive Director

Appointed 3 April 2020

Emma has been appointed as a future

director programme participant

by Investore under the Institute of

Directors’ future directors programme.

Emma is a director of Pragmatix, a

project management business, and

has considerable experience in project

management, having previously

been in project management and

bid management roles with Fletcher

Construction and Shell International.

Emma brings valuable experience

and insights to the Investore Board,

and participates in Investore Board

meetings but does not vote or have

any role as a director.

Emma McDonald

Future Director

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20201415
Delivering on

Strategy

Active Portfolio ManagementTargeted Growth

Focus on owning well-located properties

with long lease terms and high occupancy,

with nationally recognised quality tenant

brands, and maintaining strong and

enduring tenant relationships that support

the portfolio

Considered acquisitions and developments

which deliver growth, while continuing to

enhance geographical and/or tenant portfolio

diversification, and where appropriate,

consider disposals to maintain balance sheet

capacity and optionality

• 10.4 years WALT

• 99.7% occupancy by area

• 71% of leases by Contract Rental

1

expiring in 2030

or beyond

• Acquisitions have added new nationally recognised

quality tenant brands to the portfolio, including

Bunnings (acquisition in February 2018), Hunting

& Fishing, Freedom Furniture, Briscoes and Rebel

Sport (acquisition in April 2020)

• Continued good relationship with Countdown

through programme of refurbishments that align

with Countdown’s store strategy

• Acquisition of three large format retail properties

from SPL in April 2020 for an aggregate purchase

price of $140.75m, being Bunnings Carr Road,

Mt Wellington Shopping Centre and Bay Central

Shopping Centre, enhancing both the geographical

and tenant diversification of the portfolio

• Acquisition of Countdown New Brighton,

Christchurch, in August 2019, for $5.75m, at an

initial yield of 7.2%

• Three Bunnings properties acquired from SPL

in February 2018 for a combined purchase

price of $78.5m, adding the Bunnings brand to

Investore’s stable of tenants and enhancing tenant

diversification of the portfolio

• Sale of Countdown Dunedin South settled

1 April 2019 for $19.3m, representing an

initial yield of 6.3% and a 5.6% premium to the

31 March 2018 value

• Disposal of Countdown in Hornby, Christchurch,

and Fresh Choice Queenstown completed in March

2018 for an aggregate sales price of $32.6m,

11.3% above book value, representing

a weighted average initial yield of 5.8%

• $2.2m development in Invercargill completed in

February 2017, consisting of two retail tenancies,

Animates and a medical facility

1.2.

Note: All metrics are as at 31 March 2020, as if the acquisition of the three properties from SPL had settled as at that date.

1

See glossary on page 96, before the back cover.

Continued Optimisation of

the Portfolio

Proactive Capital

Management

Development of existing properties to meet

the needs of tenants and the surrounding

catchment, which may include acquiring

sites adjacent to existing assets, to provide

development options for the future

Proactive capital management to maintain

a healthy and flexible balance sheet for

growth, while preserving sustainable

returns to investors

• Property adjacent to existing Investore-owned

Countdown Papakura acquired in March 2020

for $1.2m, enabling expansion of carpark and

improved customer access

• Bunnings has given notice of an intention to

undertake capital upgrade works for Bunnings

Carr Road (acquired in April 2020) to a value

of up to $6m at Investore’s cost, including

expansion of the trade sales area, with associated

improvements rental and a new ten year lease to

commence on completion

• Programme of refurbishment of existing

Countdown stores agreed with General

Distributors, the Countdown store operator,

including improving pickup bays, helping to drive

increased “click and collect” orders, improve

sales and deliver customers to the centre, driving

additional demand at stores within Countdown

anchored centres

• Extension of Mitre 10 MEGA, Botany completed in

December 2018, at a cost of $2.8m

• Properties acquired in Timaru adjacent to existing

Countdown, between July and November 2017,

for an aggregate price of $1.4m, to provide future

development capacity

• Placement and share purchase plan completed in

May 2020, raising $105m gross proceeds

• Placement and retail offer completed in December

2019, raising $77.7m gross proceeds

• Following completion of the latest capital raising

and acquisition of the three properties from SPL,

Investore’s loan to value ratio is 30.4%, well within

the Board’s stated maximum of 48%

• Bank debt monitored and refinanced proactively.

$186m of bank debt refinanced since April 2019

2

.

No debt maturing until June 2021, with a weighted

average debt maturity of 3.3 years

3

• $100m successful inaugural retail bond issue

completed April 2018

• Share buyback programme conducted over period

August 2018 to May 2019, with 1.7m shares being

acquired at an average price of $1.53 per share,

below the NTA per share of $1.70 as at March

2019. The Board considered the buyback to be an

efficient use of balance sheet capacity

3.4.

Investore’s strategy is to invest in quality, large format retail

properties throughout New Zealand, and actively manage

shareholders’ capital, to maximise distributions and total

returns over the medium to long term

Since listing in 2016, Investore has undertaken a number

of initiatives aligned with its four strategic principles which

underpin Investore’s delivery of its strategy

2

Includes new $50m facility put in place in April 2020, as announced on 28 April 2020.

3

As at 31 March 2020, as if the new facility and extended facility announced on 28 April 2020 had been in place at that time.

Bunnings Te Rapa,
Hamilton

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20201617

Manager’s Report

SIML has a team which is dedicated to management of

Investore’s business and also draws on other specialist

support functions within SIML in order to provide the highest

level of service to Investore.

The SIML team works hard to develop and nurture

relationships with key Investore tenants, and this positive

working relationship has led to a number of benefits for

Investore during the year in review. It was due to the SIML

team’s relationship with Countdown operator, General

Distributors Limited, that Investore was able to acquire the

Countdown at New Brighton in Christchurch. This property

is well located in a region that has been earmarked for

development by the Christchurch City Council, and both

Investore and SIML are confident that it will be a valuable

investment for Investore. In connection with the acquisition,

SIML, on behalf of Investore, negotiated a new nine year

lease of the property to Countdown, which expires in 2028,

immediately improving the value of the property.

In addition, SIML seeks, on behalf of Investore, to actively

work with Countdown on refurbishments of stores across

New Zealand. Three refurbishments were completed during

FY20, with refurbishment of a further three stores currently

underway. These refurbishments reflect a positive working

relationship between SIML, on behalf of Investore, and

the Countdown team, as Investore undertakes upgrades

of its facilities at the same time as Countdown invests in

refurbishing the interior of the store. We continue to see

a positive outcome from the refurbishments with sales

from these stores outperforming the broader portfolio of

Countdown supermarkets.

Investore derives turnover rental from its Countdown stores,

calculated based on sales at the individual store, and with a

minimum level of sales before turnover rent applies. Investore

is seeing an increase in turnover rent which, while coming

from a low base, is up $0.2m or 65% to $0.55m during the

year to 31 March 2020, based on unaudited sales. Investore

continues to work proactively with Countdown on initiatives

to drive increased sales, thereby benefiting Investore through

improved turnover rent.

SIML is also working collaboratively with Countdown on

other initiatives to drive customer visitation to our properties,

thereby benefiting not only Countdown but other Investore

tenants in centres anchored by a Countdown supermarket.

In particular, Investore is investing in improving accessibility

and efficiency of the “pickup” bay, where customers can

collect their “click and collect” orders. By supporting

Countdown to improve the ease with which customers can

collect their online orders, this will result in more people

visiting centres anchored by a Countdown supermarket to

collect their groceries, thereby driving increased visitation to

other tenants within the centre.

As an active portfolio manager, we have completed 47 lease

transactions in the 12 months to 31 March 2020, including

40 rent reviews over 125,000 sqm, resulting in a 4% increase

to previous rentals. One new lease was secured and six

leases were renewed, supporting Investore’s 99.7% portfolio

occupancy by area and long WALT

1

, which at 11.5 years (or

10.4 years following the acquisition of the three properties

from SPL), is one of the longest in the New Zealand listed

property sector.

In addition to leasing activity, SIML has also been very proud

to assist Investore with its acquisitions and capital raisings

undertaken during the year and following balance date. With

the recent acquisitions, SIML is working to ensure these

deliver value to Investore’s portfolio, including by securing

amenity upgrades, such as the planned expansion of Bunnings

in Mt Roskill.

More recently, SIML has worked hard to understand and

manage the impact of COVID-19 on Investore’s portfolio.

While the large proportion of Investore’s portfolio has

remained open and operating at all COVID-19 alert levels as

‘essential businesses’, SIML has worked proactively with other

tenants to support them where possible during the lockdown

period and following.

In conjunction with the Investore Board, SIML has been

planning for the year ahead, during which Investore intends

to continue its strategy of targeted growth to enhance the

portfolio, and SIML looks forward to continuing to support

Investore in delivering on this strategy.

Thank you for your continued support of Investore and of

Stride Investment Management Limited as Manager.

PHILIP LITTLEWOOD

Chief Executive Officer

Stride Investment Management Limited

FABIO PAGANO

Investore Fund Manager

Stride Investment Management Limited

Dear Investors,

Stride Investment Management Limited

(SIML) is proud to continue to support

Investore in achieving its strategic

objective of investing in quality, large

format retail properties and actively

managing shareholder’s capital to

maximise distributions and total returns

over the medium to long term.

1

See glossary on page 96, before the back cover.

Fabio

Pagano

Philip

Littlewood

Countdown
Mt Roskill,

Auckland

Investore Property Limited Annual Report 202019Investore Property Limited Annual Report 202018

Benefits of Large Format

Retail Property

Investore defines Large

Format Retail property as

TenantsBenefits of Large Format

Retail Property

• A large, free-standing, usually rectangular, single floor

structure on a concrete slab

• The site is well serviced by convenient vehicle access and

plenty of carparking on site

• Building improvements and maintenance of the asset

require straightforward enhancement and/or upkeep,

with typically low lifecycle maintenance

• Sites generally have a single anchor or limited number of

tenants and the majority of rental income is received from

lease arrangements with nationally recognised brands

and companies

• Leases are structured in order to ensure Investore has the

security of long lease terms and a stable income stream,

net of operating costs

• Typical anchor tenants include non-discretionary or

‘everyday needs’ retail

• Tenants are nationally recognised brands, such as

Countdown, New World, Bunnings, Mitre 10, Rebel

Sport, Briscoes, Hunting & Fishing, Freedom Furniture,

McDonald’s, Resene, Animates

• Tenants focus on ‘everyday needs’, categories which

are resilient to market fluctuations and trends

• Anchor tenants draw people to the sites on a

regular basis

• Lower total occupancy costs for tenants compared

with other forms of retail in New Zealand, evidenced by

average net Contract Rental

1

of $228 per sqm of net

lettable area across the portfolio

• Demand for tenant goods and services tends to be

resilient to market trends

• Relatively low lifecycle costs of 0.3% of asset value per

annum on average

• Supports Investore’s objective of providing a stable and

secure return to investors

Investore’s singular and

unique focus is on investing

in large format retail property,

a category that delivers

resilient cash flows that

support distributions

1

See glossary on page 96, before the back cover.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20202021
• Anchor tenants contribute 87% of

Contract Rental

1


• 71% of Investore’s portfolio by Contract Rental

is categorised as ‘everyday needs’, drawing

customers to the properties on a regular basis

and providing a strong tenant proposition

• Long portfolio WALT

1

of 10.4 years

• 71% of leases by Contract Rental expiring in

2030 or beyond

• High occupancy rate of 99.7% by area

• Specialty retailers comprise a small proportion of

Contract Rental

• Investore’s portfolio comprises 59 hectares

of commercial property with an average

site coverage of 41%, providing future

development opportunities


Note: All metrics are as at 31 March 2020, as if the acquisition of the three properties from SPL had settled as at that date, unless otherwise specified.

*

Numbers in charts may not sum due to rounding.

1

See glossary on page 96, before the back cover.

2

By Contract Rental as at 31 March 2020, as if the acquisition of the three properties from SPL had settled as at that date.

Portfolio by

Tenant Type

Type of tenant% of portfolio

by Net

Lettable Area

% of portfolio

by Contract

Rental

1

Anchor tenants

9087

Mini-major tenants

56

Other retail tenants

57

Total

100100

Portfolio Tenant Classification

2

Hardware

16%

Everyday Needs

71%

Food / Beverage

3%

General

Merchandise /

Retail

9%

Everyday needs (71%)

• Countdown

• New World

• Pak’nSave

• Animates

• Pet Essentials

Food / Beverage (3%)

• McDonald’s

• St Pierre’s Sushi

• Domino’s

• Columbus Coffee

• Burger Fuel

• Pita Pit

Hardware (16%)

• Bunnings

• Resene

• Mitre 10

General Merchandise /

Retail (9%)

• The Warehouse

• Hunting & Fishing

• Briscoes

• Freedom Furniture

Not all tenants are reflected in the above

Lease Expiry Profile

2

71% of leases by Contract Rental

expiring in 2030 or beyond

14.6%

5.1%

18.0%

0.0%

29.4%

3.5%

4.3%

3.5%

1.2%

4.5%

5.4%

1.7%

4.6%

3.2%

1.0%

FY35FY34FY33FY32FY31FY30FY29FY28

WA LT

10.4 years

FY27FY26FY25FY24FY23FY22FY21

Key Characteristics of

Investore’s Portfolio

Anchor Tenant Concentration

2

Countdown63%

Bunnings13%

Foodstuffs5%

Mitre 103%

The Warehouse Group2%

Briscoes Group1%

NZ Post1%

Bunnings, Te Rapa
Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20202223

Portfolio Summary

While Investore’s portfolio is singularly focused on large format

retail properties, within that category it seeks to ensure geographical

diversification and diversification by tenant type. Recent transactions

have reduced the concentration of Countdown within the portfolio,

and increased Investore’s exposure to New Zealand’s growth regions of

Auckland and Tauranga

As at 31 March 2020

including three properties

acquired from SPL

1

As at

31 March 2020

As at 31 March 2019

(excluding Dunedin

South)

2

Number of Properties434039

Number of Tenants1307877

Net Lettable Area (sqm) (NLA)

246,176208,125205,909

Net Contract Rental

3

($m)56.247.546.4

WA LT

3

(years)10.411.512.4

Market Capitalisation Rate (%)6.086.066.04

Occupancy Rate by Area99.799.799.9

Portfolio Value ($m)895.2

4

761.4

5

742.1

Number of Properties North Island322929

Number of Properties South Island111110

Contract Rental North Island (%)827978

Contract Rental South Island (%)182122

1

As at 31 March 2020, as if the acquisition of the three properties from SPL on 30 April 2020 had settled as at 31 March 2020.

2

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

3

See glossary on page 96, before the back cover.

4

Excludes lease liabilities. Under the sale and purchase agreement SPL is to complete seismic works of $7m and has provided a rental guarantee of $0.5m.

The valuations of the three large format retail properties have been prepared on the basis that the seismic works had been completed, and the seismic

strengthening costs and rental guarantee have been recorded as a $7.5m non-current prepayment.

5

Excludes lease liabilities.

Waikato

(10% of Contract Rental)

5 properties

11 tenants

28,458 sqm NLA

$80m asset value

Auckland

(36% of Contract Rental

3

)

12 properties

50 tenants

73,938 sqm NLA

$331m asset value

North

Island

82%

South

Island

18%

Canterbury & Central Otago

(13% of Contract Rental)

8 properties

10 tenants

31,832 sqm NLA

$119m asset value

Other North Is.

(22% of Contract Rental)

8 properties

41 tenants

70,593 sqm NLA

$200m asset value

Other South Is.

(5% of Contract Rental)

3 properties

5 tenants

10,956 sqm NLA

$47m asset value

Wellington

(14% of Contract Rental)

7 properties

13 tenants

30,400 sqm NLA

$119m asset value

* Numbers may not sum due to rounding.

Map depicts Investore portfolio as at

31 March 2020, as if the acquisition of

the three properties from SPL had

settled as at that date.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20202425
Proactive Capital

Management

Investore’s strategy is to proactively manage its capital in

order to maintain a healthy and flexible balance sheet for

growth, while preserving sustainable returns to investors

One of the key characteristics of large format retail properties

is their relatively long WALT

1

. As at 31 March 2020, the WALT

of Investore’s portfolio of properties was 10.4 years (including

the three properties acquired from SPL, as if those properties

had been owned by Investore on 31 March 2020). Investore’s

capital management strategy is to align Investore’s debt

profile with its long WALT profile, to the extent possible, while

also managing its cost of debt and seeking diversity in its

funding sources.

Investore’s most recent capital raise, completed in May 2020,

provides Investore with significant debt facility headroom,

providing funding flexibility and positioning Investore well

to secure investment opportunities that may arise to enable

Investore to continue its objective of maximising distributions

and total returns to investors over the medium to long term.

31 March 2020

Adjusted

2

31 March 202031 March 2019

Facility limit ($m)$420$370$370

Drawn debt ($m)$272$238$319

Average debt maturity (yrs)3.32.23.1

LV R

1

(%) (Covenant: ≤65%)30.4%31.3%41.8%

Interest cover ratio (Covenant: ≥1.75x)n/a2.7x2.9x

WA LT

3

(yrs) (Covenant: > 6.0 years)

10.4

11.4

12.4

% debt fixed or hedged83%94%96%

Average fixed/hedged interest rate maturity (yrs)2.42.43.0

Key Debt Metrics

1

See glossary on page 96, before the back cover.

2

As at 31 March 2020, assuming that the acquisition of the three properties from SPL had settled and the capital raise announced in April 2020 had

completed as at that date, and as if the new facility and extended facility announced on 28 April 2020 had been in place at that date.

3

The unexpired lease term in a property or portfolio, assuming the property or portfolio is fully leased. This is weighted by the income applicable to each

lease and a current market rental with nil term for vacant space.

4

As at 31 March 2020, as if the new facility and extended facility announced on 28 April 2020 had been in place at that time.

5

Includes $100m of bonds expiring in FY25.

Key Transactions Completed

$99m

FY22FY21

$70m

FY23FY24

$201m

5

FY25

$50m

FY26

Debt facilities expiry profile

4

$75m

Mar 24

2.9%

$225m

2.6%

Mar 20

$195m

Mar 21

2.7%

$135m

Mar 22

2.8%

$75m

Mar 23

2.9%

Fixed interest rate profile as at 31 March 2020

Notional fixed

rate debt (net of

fixed-to-floating

hedging)

Weighted

average interest

rate of fixed

rate debt (excl.

margin and

line fees)

$35m bank

facility refinanced

September 2019

Post balance date Investore

extended the term of $101m of

debt facility for a further three

years to June 2024

Post balance date Investore

secured a new $50m, 5 year

bank facility

Investore announced a further capital raise on 29 April

2020, comprising a placement and share purchase

plan, raising gross proceeds of $105m

Placement and retail offer

completed in November and

December 2019, raising gross

proceeds of $77.7m

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20202627
Sustainability

The key sustainability issues identified by Investore through the materiality matrix that was completed in FY19 as

being of most importance to stakeholders and also having the greatest impact on Investore’s business were:

Investore’s strategic plan is based on the three key pillars for a successful, sustainable business – people, planet (or

places in Investore’s case) and prosperity, and seeks to address each of the material issues identified above within

each of these pillars. A detailed three year plan which identifies specific actions against each objective is being

prepared, and Investore is working proactively with its tenants in order to ensure that its sustainability activities align

with those of its major tenants, in order to achieve the most effective outcome.

Investore Sustainability Strategic Plan and FY20 Achievements

As we reported in the Annual Report for FY19, Investore embarked

on progressing its sustainability approach through the development

of a materiality matrix and gap analysis during FY19. In the past

year Investore has built on this work, with the assistance of SIML, by

implementing a sustainability strategic plan, linking the outcomes of

the gap analysis and materiality matrix to Investore’s sustainability

goals. The strategic plan sets the direction for improving sustainability

across Investore to achieve its long-term strategy.

PillarPeoplePlanet/PlacesProsperity

Material

issues

• Health, safety and

wellbeing

• Communication

• Diversity

• Governance

• Community involvement

and engagement

• Tenant relationships

• Asset quality

• Attracting investors

• Social licence

Objectives

• Provide leading health and

safety performance in the

NZ property market

• Engage and communicate

with stakeholders as

transparently as possible

• Contribute to and

undertake activities

which benefit our local

communities

• Understand our tenants’

sustainability goals so we

can work jointly to achieve

positive outcomes

• Minimise adverse

contributions toward

climate change from

Investore’s operations

• Consider the impact on

the environment from our

activities

• Ensure our assets are

resilient to potential climate

change impacts

• Provide sustainable returns

to our investors

• Maintain the ability to

attract capital through

more than just financial

returns

• Embed ethical and

transparent business

practices throughout our

operations

• Embed sustainability within

our organisational decision

making

• Lead by example to

raise the standards of

sustainability within the

industry

FY20

achievements

• The Investore Board

actively monitors health

and safety performance,

including reviewing all

incidents and near misses

to understand the learnings

and eliminate any ongoing

risks, and understand and

manage critical risks across

the business

• The Investore Board

provides regular market

updates and seeks to

ensure its reporting is

clear and accessible,

communicating with all

stakeholders in a timely and

fulsome manner

• Investore is in discussion

with key tenants

to understand the

sustainability goals of those

tenants and seeks to work

with the tenants to ensure

sustainability efforts align

and complement each other

• Investore entered into a

Supercharger Partnership

with American automotive

and energy company

Tesla for the installation of

three dedicated charging

stations for the new Tesla

Model 3 at Countdown

Johnsonville

• SIML, as Manager, is

tracking carbon emissions,

in order to be able to

manage and minimise

these emissions

• We have supported our

tenants’ refurbishment

programmes with

installation of LED lighting

at several stores, including

Mitre 10 Botany, Bunnings

Palmerston North and

Countdown refurbishments

• As described in this report,

Investore’s strategy is to

maximise distributions

and total returns over the

medium to long term

• Investore has adopted a

Code of Ethics which sets

the standard expected by

Investore of its Directors

and of the employees of

SIML when conducting the

business of Investore

• SIML, as Manager, has

established a sustainability

committee, which will

ensure that sustainability

considerations are a part of

the business of Investore

and all key decision-making

Health, safety &

wellbeing

Social

licence

Community

involvement &

engagement

Asset

quality

Tenant

relationships

Attracting

investors

Communication

Diversity

Governance

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20202829
Bay Central

Shopping Centre,

Tauranga

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20203031
Statement of Comprehensive Income

Statement of Changes in Equity

Statement of Financial Position

Statement of Cash Flows

Notes to the Financial Statements

32

33

34

35

37

ContentsFinancial

Statements

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20203233
Notes

2020

$000

2019

$000

Gross rental income

54,416

54,666

Direct property operating expenses

(6,342)

(7,243)

Net rental income2.148,074

47,423

Less corporate expenses

Management fee expense

4.0(4,109)

(4,066)

Performance fee expense

4.0(1,523)

(493)

Administration expenses

(1,819)

(1,475)

Total corporate expenses(7,451)

(6,034)

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

and income tax

40,623

41,389

Finance income

52

89

Finance expense

(13,926)

(14,485)

Net finance expense5.3(13,874)

(14,396)

Profit before other income/(expense) and income tax26,749

26,993

Other income/(expense)

Net change in fair value of investment properties

2.27,716

17,206

Net change in fair value of derivative financial instruments

(18)

(88)

Profit before income tax34,447

44,111

Income tax expense

7.3(5,832)

(5,549)

Profit after income tax attributable to shareholders28,615

38,562

Other comprehensive income:

Items that may be reclassified subsequently to profit or loss

Movement in cash flow hedges, net of tax

5.5(464)

(2,097)

Total comprehensive income after tax attributable to shareholders28,151

36,465

Basic and diluted earnings per share (cents)3.110.40

14.78

Statement of Comprehensive Income

For the year ended 31 March 2020

Statement of Changes in Equity

For the year ended 31 March 2020

Notes

Cents

per

share

Number

of shares

000

Share

capital

$000

Retained

earnings

$000

Cash flow

hedge

reserve

$000

Total

$000

Balance 1 Apr 18

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

Transactions with shareholders:

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

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

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

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

Share buyback

5.4

(1,696)(2,638)--(2,638)

Total transactions with shareholders

(1,696)(2,638)(19,676)-(22,314)

Other comprehensive income:

Movement in cash flow hedges, net of tax

5.5

---(2,097)(2,097)

Total other comprehensive income

---(2,097)(2,097)

Profit after income tax--38,562-38,562

Total comprehensive income

--38,562(2,097)36,465

Balance 31 Mar 19260,076379,60965,830(2,230)443,209

Transactions with shareholders:

Q4 2019 final dividend1.935

--(5,033)-(5,033)

Q1 2020 interim dividend1.900

--(4,941)-(4,941)

Q2 2020 interim dividend1.900

--(4,941)-(4,941)

Q3 2020 interim dividend1.900

--(5,786)-(5,786)

Issue of shares

5.444,42377,740--77,740

Capital raising expenses

-(1,708)--(1,708)

Total transactions with shareholders44,42376,032(20,701)-55,331

Other comprehensive income:

Movement in cash flow hedges, net of tax

5.5---(464)(464)

Total other comprehensive income---(464)(464)

Profit after income tax

--28,615-28,615

Total comprehensive income--28,615(464)28,151

Balance 31 Mar 20304,499455,64173,744(2,694)526,691

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

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20203435
Notes

2020

$000

2019

$000

Cash flows from operating activities

Gross rental received

52,754

53,208

Operating expenses

(11,982)

(12,994)

Performance fee expenses

(1,501)

-

Interest received

52

89

Interest paid

(13,998)

(13,817)

Income tax paid

(5,387)

(5,308)

Net cash provided by operating activities19,938

21,178

Cash flows from investing activities

Capital expenditure on investment properties

(1,436)

(5,545)

Acquisition of investment properties

(6,984)

-

Deposit on investment properties

(5,000)

-

Proceeds from disposal of investment properties

19,046

-

Net cash provided by/(applied to) investing activities5,626

(5,545)

Cash flows from financing activities

Proceeds from equity issued

77,740

-

Capital raising expenses

(1,708)

-

Repayment of bank borrowings from capital raise

(75,800)

-

Net (repayment)/drawdown of bank borrowings

(4,330)

11,130

Dividends paid

(20,701)

(19,676)

Refinancing of bank borrowings

(41)

(105)

Lease liabilities payments

(43)

-

Swap break expense

5.2(1,563)

-

Repayment of bank borrowings from bonds proceeds

-

(100,000)

Net proceeds from issuance of fixed rate bonds

-

98,568

Share buyback costs

-

(2,638)

Net cash applied to financing activities(26,446)

(12,721)

Net (decrease)/increase in cash and cash equivalents held(882)

2,912

Opening cash and cash equivalents

5,111

2,199

Closing cash and cash equivalents4,229

5,111

Cash and cash equivalents at year end comprises:

Cash at bank

4,229

5,111

Cash and cash equivalents at year end4,229

5,111

Notes

2020

$000

2019

$000

Current assets

Cash at bank

4,229

5,111

Trade and other receivables

7.4543

415

Prepayments

53

53

Other current assets

1,227

1,011

6,052

6,590

Investment property classified as held for sale

-

19,046

6,052

25,636

Non-current assets

Investment properties

2.2772,547

742,125

Deposit and other prepayments on investment property

5,385

-

Derivative financial instruments

5.22,323

1,320

Deferred tax asset

7.3318

796

780,573

744,241

Total assets786,625

769,877

Current liabilities

Trade and other payables

7.55,914

4,193

Current tax liability

1,085

1,306

Lease liabilities

2.352

-

Derivative financial instruments

5.2231

90

7,282

5,589

Non-current liabilities

Borrowings

5.1236,946

316,631

Lease liabilities

2.311,065

-

Derivative financial instruments

5.24,641

4,448

252,652

321,079

Total liabilities259,934

326,668

Net assets526,691

443,209

Share capital

455,641

379,609

Retained earnings

73,744

65,830

Reserve

5.5(2,694)

(2,230)

Equity526,691

443,209

For and on behalf of the Board of Directors, dated 3 June 2020:

Mike Allen

Chair of the Board

Gráinne Troute

Chair of the Audit and Risk Committee

Statement of Financial Position

As at 31 March 2020

Statement of Cash Flows

For the year ended 31 March 2020

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

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20203637
Reconciliation of profit after income tax attributable to shareholders to net cash flows from operating activities

Notes

2020

$000

2019

$000

Profit after income tax attributable to shareholders28,615

38,562

Add/(less) non-cash items:

Movement in deferred tax

7.3273

208

Income tax movement in cash flow reserve

7.3392

-

Net change in fair value of investment properties

(7,716)

(17,206)

Spreading of fixed rental increases

(1,095)

(1,318)

Capitalised lease incentives

(50)

(11)

Lease incentives amortisation

8

1

Movement in loss allowance

7.417

(11)

Borrowings establishment costs amortisation

486

586

Accrued interest movement in derivative financial instruments

5.263

(57)

Net change in fair value of derivative financial instruments

5.218

88

Depreciation

-

1

21,011

20,843

Less activity classified as investing activity:

Movement in working capital items relating to investing activities

(1,827)

1,400

19,184

22,243

Movement in working capital:

Increase in trade and other receivables

(145)

(170)

Increase in prepayments and other current assets

(601)

(324)

Increase/(decrease) in trade and other payables

1,721

(615)

(Decrease)/increase in current tax liability

(221)

44

Net cash provided by operating activities19,938

21,178

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

Statement of Cash Flows (continued)

For the year ended 31 March 2020

1.0 General information 38

1.1 Reporting entity 38

1.2 Basis of preparation 38

1.3 Adoption of new standard - NZ IFRS 16 Leases 38

1.4 New standards, amendments and interpretations 39

1.5 Fair value estimation 39

1.6 Significant accounting policies, estimates and judgements 39

1.7 Significant events and transactions 41

1.8 Non-GAAP measures 41

2.0 Property 42

2.1 Net rental income 42

2.2 Investment properties 44

2.3 Lease liabilities 51

2.4 Capital expenditure commitments contracted for 51

3.0 Investor returns 52

3.1 Basic and diluted earnings per share 52

3.2 Distributable profit 53

4.0 Related party disclosures 54

5.0 Capital structure and funding 56

5.1 Borrowings 56

5.2 Derivative financial instruments 57

5.3 Net finance expense 59

5.4 Share capital 60

5.5 Reserve 60

5.6 Capital risk management 60

6.0 Financial instruments and risk management 61

6.1 Financial assets at amortised cost 61

6.2 Financial liabilities at amortised cost 62

6.3 Financial risk management 62

6.4 Interest rate risk 62

6.5 Credit risk 63

6.6 Liquidity risk 63

6.7 Fair values 63

7.0 Other 64

7.1 Operating segments 64

7.2 Corporate expenses 64

7.3 Tax 65

7.4 Trade and other receivables 67

7.5 Trade and other payables 67

7.6 Contingent liabilities 68

7.7 Subsequent events 68

Notes to the Financial Statements

For the year ended 31 March 2020

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20203839
This section sets out Investore’s accounting policies that relate to the financial statements as a whole. Where an accounting

policy is specific to a note, the policy is described within the note to which it relates.

1.1 Reporting entity

The financial statements presented are those of Investore Property Limited (Investore). Investore is domiciled in New Zealand and is

registered under the Companies Act 1993. Investore is also an FMC reporting entity under Part 7 of the Financial Markets Conduct

Act 2013.

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

The financial statements were approved for issue by the Board of Directors of Investore (the Board) on 3 June 2020.

1.2 Basis of preparation

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

2013, the NZX Main Board Listing Rules (NZX Listing Rules) and New Zealand Generally Accepted Accounting Practice (NZ GAAP).

The financial statements comply with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS), other New

Zealand accounting standards and authoritative notices that are applicable to entities that apply NZ IFRS. The financial statements also

comply with International Financial Reporting Standards (IFRS). Investore is a for-profit entity for the purposes of financial reporting.

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

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

stated otherwise.

1.3 Adoption of new standard - NZ IFRS 16 Leases

Investore has adopted NZ IFRS 16 Leases (NZ IFRS 16) from 1 April 2019 which has replaced the previous guidance in NZ IAS 17

Leases (NZ IAS 17). As a lessor of investment property leased to customers, NZ IFRS 16 has resulted in no changes to the recognition

and measurement of leases as compared to existing accounting policies. However, where Investore is a lessee it is required to

recognise a lease liability reflecting future lease payments and a right-of-use asset applying the fair value model given the ground lease

is held solely for the purpose of holding the related investment property building.

Investore had eleven operating leases as at 31 March 2019 where Investore was the lessee. There were seven leases at the corner of

Anglesea and Liverpool Streets, Hamilton, one at 3 Averill Street, Auckland, one at 70 Studholme Street, Morrinsville, one at 51 Arthur

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

As a lessee, Investore has applied NZ IFRS 16 using the simplified retrospective approach. Under this approach, Investore has

recognised lease liabilities of $11,160,000 as at 1 April 2019, representing the present value of the remaining lease cash flows with

the right-of-use asset embedded in the fair value of the underlying investment property. The prior period comparatives have not been

restated, as permitted under the specific transitional provisions in the standard.

Adjustments recognised on adoption of NZ IFRS 16

On adoption of NZ IFRS 16, Investore has recognised a right-of-use asset within the fair value of investment property and a corresponding

lease liability within interest bearing liabilities in relation to leases which had previously been classified as operating leases under the

principles of NZ IAS 17. The liabilities were measured at the present value of the remaining lease payments, discounted at a rate of 5.88%,

being the incremental borrowing rate applied to the lease liability as at 1 April 2019. The discount rate is based on the weighted average

interest rate of debt at 31 March 2019 of 4.38% plus 1.50% to factor in the additional lease term and smaller asset value compared to

Investore’s portfolio.

1.0 General Information1.0 General Information (continued)

1.3 Adoption of new standard – NZ IFRS 16 Leases (continued)

Adjustments recognised on adoption of NZ IFRS 16 (continued)

A reconciliation between the operating lease commitments disclosed as at 31 March 2019 and the lease liabilities recognised on

adoption of NZ IFRS 16 on 1 April 2019 is provided below.

$000

Operating lease commitments disclosed as at 31 March 2019

1,793

Operating lease commitments from next review to final lease expiry

37,722

Discounted using the lessee’s incremental borrowing rate at the date of initial application

(28,355)

Lease liabilities recognised as at 1 April 201911,160

Of which were:

Current lease liabilities

43

Non-current lease liabilities

11,117

Lease liabilities recognised as at 1 April 201911,160

Lease liabilities recognised as at 1 April 2019 differs to that reported as at 30 September 2019 due to SIML revisiting the estimated

maturity of several ground leases. As a result of this, the revised lease liabilities and right-of-use asset at 30 September 2019 would

have been approximately $11.13 million, an increase of $3.50 million from that previously reported. The impact on the reported lease

liabilities interest and depreciation of the right-of-use asset for the period ended 30 September 2019 was not material.

In applying NZ IFRS 16 for the first time, Investore has used the practical expedient permitted by the standard of the use of a single

discount rate to a portfolio of leases with reasonably similar characteristics.

The commitments shown as at 31 March 2019 reflected amounts payable under current signed lease contracts up until the next rent

review, at which time the terms of the leases may be renegotiated.

1.4 New standards, amendments and interpretations

At the date of approval of the financial statements, there were no relevant standards in issue but not applied.

1.5 Fair value estimation

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

measurements. The fair value hierarchy has the following levels:

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

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

indirectly (derived from prices); and

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

1.6 Significant accounting policies, estimates and judgements

In the application of NZ IFRS, the Board and SIML are required to make judgements, estimates and assumptions about carrying values

of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on

experience and other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making

the judgements. Actual results may differ from the estimates, judgements and assumptions made by the Board and SIML.

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

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

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

a significant risk of material adjustments in the next year are disclosed, where applicable, in the relevant notes to the financial statements.

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

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

· Investment properties (note 2.2);

· Derivative financial instruments (note 5.2); and

· Deferred tax (note 7.3).

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20204041
1.0 General Information (continued)

1.6 Significant accounting policies, estimates and judgements (continued)

COVID-19

COVID-19 Alert Level 4 came into force at 11:59pm Wednesday 25 March 2020; New Zealand moved to Alert Level 3 at 11:59pm on

Monday 27 April 2020 and Alert Level 2 at 11.59pm Wednesday 13 May 2020. As at 31 March 2020, around 90% (reducing to over

80% after including the three properties that were acquired from Stride Property Limited (SPL) post balance date on 30 April 2020)

of Investore’s portfolio by gross contract rental was categorised as Essential Businesses, based on the advice from the New Zealand

Government available on the covid19.govt.nz website. These tenants include supermarkets, hardware stores, pet stores and pharmacies.

The global COVID-19 pandemic and resulting impacts on credit and property markets has increased the level of uncertainty around

estimates in these financial statements. An assessment of the impact of COVID-19 on Investore’s statement of financial position is set

out in the following table, based on the information available at the time of preparing these financial statements.

ItemCOVID-19 assessmentNotes

CashNo impact to the carrying value of cash on hand.

Trade and other

receivables, prepayments

and other current assets

Investore has increased the expected credit loss allowance in trade and other receivables

by $0.05 million following a credit risk assessment on its debtors that were not an

essential service and based on Investore’s understanding and experience with the tenant.

Subsequent to balance date, Investore received $405,914 from General Distributors

Limited in relation to turnover rent which had been included in the over 30 days overdue

carrying amount as at 31 March 2020.

7.4

Investment propertiesDue to the uncertainty related to the COVID-19 pandemic that has led to a reduction in

the number of real estate transactions and has impacted the availability of market data

relating to conditions as at 31 March 2020, the independent valuations of Investore’s

portfolio as at 31 March 2020 have been reported on the basis of ‘material valuation

uncertainty’, meaning less certainty and a higher degree of caution should be applied.

The opinion of value has been determined at the valuation date based on a certain set of

assumptions commonly used by valuers, however these could change in a short period

of time due to subsequent events.

Investore had received draft valuations of its portfolio in early March 2020, and these

valuations were subsequently withdrawn by the valuers due to the impact of COVID-19. With

Investore’s singular focus on quality large format retail properties, the resilience of Investore’s

portfolio in the economic climate created by COVID-19 has led to the valuations remaining

relatively robust. The valuers reassessed a number of their assumptions including for rental

growth, downtime and ongoing trading conditions. The revised valuations reflect changes in

the value of individual properties of between 0% and -7.5% from the original draft valuations.

As at 31 March 2020, a $5 million deposit had been paid in relation to the purchase

of three large format retail properties from SPL for $140.75 million. Settlement of the

acquisitions was completed on 30 April 2020. In preparation for the settlement, Investore

received updated independent valuations which showed a decline in value of $7.0 million

or -5.0% from that assessed at the time of entry into the sale and purchase agreement.

This movement is primarily due to the impact of COVID-19, and is consistent with the

valuation change seen in Investore’s other properties, reflecting the impacts of COVID-19.

2.2, 7.7

Right of use assets and

lease liabilities

Investore is committed under eleven leases where Investore is the lessee. Investore is

not currently seeking any rent relief from lessors or considered any changes to extension

of leases within the lease portfolio resulting from COVID-19.

2.3

Derivative financial

instruments

COVID-19 has impacted interest rate derivatives through the drop in interest rates and

an increase in Investore’s own credit risk spread.

5.2

BorrowingsBorrowings are held at amortised cost. Subsequent to balance date, Investore

refinanced $101 million of debt facility which was due to mature in June 2021,

extending this facility for a further three years to 9 June 2024. In addition, Investore has

secured a new $50 million, 5 year facility with its banking group.

5.1, 7.7

CapitalSubsequent to balance date, Investore undertook a capital raise during April and May 2020

which resulted in a gross amount of $105 million raised of which $102 million was used

to repay bank debt. The purpose of the offer was to enable Investore to manage any

unexpected downside scenarios and provide funding flexibility to continue Investore’s

strategy to grow its portfolio, positioning it well to secure investment opportunities that

may arise.

7.7

1.0 General Information (continued)

1.7 Significant events and transactions

The financial position and performance of Investore was affected by the following events and transactions that occurred during the

reporting period:

Sale of 323 Andersons Bay Road, Dunedin

On 1 April 2019, Investore disposed of the property at 323 Andersons Bay Road, Dunedin, for $19.328 million gross of transaction costs.

Acquisition of 24 Brighton Mall, Christchurch

On 23 August 2019, Investore acquired the property at 24 Brighton Mall, Christchurch, for $5.75 million excluding transaction costs.

Acquisition of 210 - 214 Great South Road, Auckland

On 19 March 2020, Investore acquired the property at 210 - 214 Great South Road, Auckland, for $1.20 million excluding transaction costs.

Capital raise and acquisition of properties from Stride Property Limited (SPL)

Investore undertook a capital raise during November and December 2019 which resulted in a gross amount of $77.7 million raised;

$65 million from an institutional placement, which settled on 25 November 2019, and $12.7 million from a retail offer which settled on

10 December 2019 with 44,423,056 shares issued at $1.75 per share.

Investore entered into conditional contracts to purchase three large format retail properties from SPL for a purchase price of

$140.75 million. Under the sale and purchase agreement, SPL is to complete seismic works of $7 million and has provided a rental

guarantee of $0.5 million. The net proceeds from the capital raise in November and December 2019 were used to pay down debt,

providing capacity to fund these acquisitions. The properties the subject of the transaction are:

• Bunnings Mt Roskill, Auckland;

• Mt Wellington Shopping Centre, Auckland; and

• Bay Central Shopping Centre, Tauranga.

On 16 January 2020, the Investore shareholders approved the acquisition of the three properties at a Special Meeting. As at balance

date, the acquisition remained subject to Overseas Investment Office (OIO) consent. On Friday 24 April 2020, OIO consent was received

and Investore settled on the acquisition of the three properties on 30 April 2020. Refer note 7.7.

1.8 Non-GAAP measures

The statement of comprehensive income includes two non-GAAP measures; Profit before net finance expense, other income/(expense)

and income tax; and Profit before other income/(expense) and income tax. These non-GAAP measures have been presented to assist

investors in understanding the different aspects of Investore’s financial performance.

Note 3.2 sets out Investore’s calculation for distributable profit and Adjusted Funds From Operations (AFFO) which are both non-GAAP

measures. Distributable profit is presented to enable investors to see an earnings measure which more closely aligns to Investore’s

underlying and recurring earnings from its operations. AFFO is intended as a supplementary measure of operating performance.

Cash spent during the period on capital expenditure as part of maintaining a building’s grade / quality, but not expensed as part of

distributable profit after tax, is adjusted to reflect cash earnings for the year.

These non-GAAP measures do not have a standard meaning prescribed by GAAP and therefore may not be compared to information

presented by other entities.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20204243
2.0 Property2.0 Property (continued)

2.1 Net rental income

Accounting Policy

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

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

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

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

cancellable portion of the lease to which they relate.

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

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

expenses are incurred in accordance with the contractual terms.

2020

$000

2019

$000

Gross rental income

Rental income and service charge income recovered from tenants

53,306

53,338

Spreading of fixed rental increases

1,095

1,318

Capitalised lease incentives

20

11

Lease incentives amortisation

(5)

(1)

Total gross rental income54,416

54,666

Direct property operating expenses

Service charge expenses to tenants

(3,956)

(3,669)

Movement in loss allowance

(17)

11

Other non-recoverable property operating expenses

(2,369)

(3,585)

Total direct property operating expenses(6,342)

(7,243)

Net rental income48,074

47,423

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

tenants and property leasing expenses.

Investore has reviewed its portfolio for the impact of the Government moving the country to Alert Level 4 through to Level 2 and:

• After including the three properties that were acquired from SPL post balance date on 30 April 2020, over 80% of Investore’s

tenants by gross rental comprise Essential Businesses as defined on the New Zealand Government’s covid19.govt.nz website, and

accordingly were permitted to remain open and trading. In addition, a number of additional tenants reopened for trade during Alert

Level 3 with the remainder able to open at Level 2.

• A small number of leases provide a contractual right to suspend rental payments in the situation where their premises are

inaccessible, including because of the New Zealand Government shutdown order. At the commencement of the Alert Level 4

lockdown period in late March 2020, Investore determined that, excluding Essential Businesses as defined on the Government’s

covid19.govt.nz website, leases which entitled the tenant to a contractual right to suspend rental payments would represent a loss

of rental income of $0.02 million over an Alert Level 4 four week shutdown period. Annualised, these tenants would comprise only

$0.2 million, or approximately 0.4%, of gross rental income. This figure excludes the leases associated with the three properties

acquired from SPL on 30 April 2020, after New Zealand moved out of Alert Level 4.

2.1 Net rental income (continued)

Accounting Policy

Lessors classify each of its leases as either an operating or finance lease based on the economic substance of the agreement so as

to reflect the risks and rewards incidental to ownership. Leases in which substantially all of the risks and rewards of ownership are

retained by the lessor are classified as operating leases.

Properties leased out under operating leases are included in investment properties in the statement of financial position.

As a lessor, Investore has determined that it retains substantially all the risks and rewards of ownership of properties and has therefore

classified all leases as operating leases.

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

2020

$000

2019

$000

Within one year

49,848

48,627

Between one and two years49,03348,988

Between two and three years48,70147,968

Between three and four years48,35847,733

Between four and five years47,20147,439

Later than five years

343,623

380,607

Future rentals receivable586,764

621,362

This section covers property assets, being large format retail properties, which generate Investore’s trading performance.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20204445
2.0 Property (continued)

2.2 Investment properties

Accounting Policy

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

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

registered valuer.

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

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

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

measured reliably. All other repairs and maintenance costs are expensed to the statement of comprehensive income during the period

in which they are incurred.

Investore reclassifies an investment property to investment property classified as held for sale when Investore has a commitment

to sell the investment property and has an active programme underway to market the property at fair value. The carrying value of the

investment property held for sale is the contracted sale price, being the best indicator of fair value.

Investore leases various properties under non-cancellable operating lease agreements. At the inception of a lease contract where

Investore is the lessee, Investore assesses whether a contract is, or contains, a lease. 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. If a contract contains a

lease, the right-of-use assets are measured on initial recognition as the initial lease liability, plus any initial indirect costs incurred, less

any lease incentives received. Right-of-use assets that meet the definition of investment property are presented within investment

property. Investore applies the fair value model to investment property, including right-of-use assets that meet the definition of

investment property.

Investment property is adjusted for cash flows relating to lease liabilities already recognised separately on the statement of financial

position and also reflected in the investment property valuations.

During the current year, Investore settled on the sale of 323 Andersons Bay Road, Dunedin, on 1 April 2019, for $19.328 million. On

23 August 2019, Investore acquired the property at 24 Brighton Mall, Christchurch, for $5.75 million excluding transaction costs and

on 19 March 2020, Investore acquired the property at 210 - 214 Great South Road, Auckland, for $1.20 million excluding transaction

costs. The valuation for 210 - 214 Great South Road, Auckland, has been included in the valuation for 3 Averill Street, Auckland.

2020

$000

2019

$000

Opening balance742,125

738,330

Initial add back of lease liabilities

11,160

-

Property acquisitions

6,984

-

Net change in fair value

7,716

17,206

Subsequent capital expenditure

3,425

4,145

Spreading of fixed rental increases

1,095

1,318

Capitalised lease incentives

50

11

Lease incentives amortisation

(8)

(1)

Transfer to investment property classified as held for sale

-

(19,046)

Transfer from work in progress

-

162

Closing balance772,547742,125

Comprising:

Investment property at valuation

761,430

742,125

Add back lease liabilities

11,117

-

Total772,547742,125

The net change in fair value of $7,716,000 (2019: $17,206,000) includes ($43,000) (2019: N/A) in relation to the change in the value

of the lease liabilities.

2.0 Property (continued)

2.2 Investment properties (continued)

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

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

investment property for more than three consecutive years. All valuations are dated effective 31 March 2020.

As reported in note 1.6, due to the uncertainty related to the COVID-19 pandemic that has led to a reduction in the number of real estate

transactions and has impacted the availability of market data relating to conditions as at 31 March 2020, the independent valuations of

Investore’s portfolio as at 31 March 2020 have been reported on the basis of ‘material valuation uncertainty’, meaning less certainty and

a higher degree of caution should be applied. The opinion of value has been determined at the valuation date based on a certain set of

assumptions commonly used by the valuers, however these could change in a short period of time due to subsequent events.


Breakdown of valuation by valuer

2020

$000

2019

$000

CBRE Limited (CBRE)

152,000

134,800

CIVAS Limited (Colliers

1

)

108,200

350,900

Colliers International (Wellington Valuation) Limited (Colliers

2

)

109,350

67,750

Jones Lang LaSalle (JLL)

192,380

188,675

Savills (NZ) Limited (Savills)

199,500

-

761,430

742,125

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

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

detail of the assets which are considered to be the most relevant to the operations of Investore. There were no changes to the valuation

techniques during the period. Colliers

1

refers to the valuer CIVAS Limited and Colliers

2

refers to the valuer Colliers International

(Wellington Valuation) Limited.

The cap rate %, contract yield %, occupancy % and WALT years for the total of investment properties in the following tables are

weighted averages. The totals may not sum due to rounding.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20204647
2.0 Property (continued)

2.2 Investment properties (continued)

As at 31 Mar 2020Valuer

Net

lettable

area

m

2

$000

Cap

rate

%

Contract

yield

%

Occupancy

%

WA LT

years

Cnr Butler & Kerikeri Roads, KerikeriSavills 3,887

18,600

6.38 6.54 100.0 12.7

3 - 7 Mill Lane, WarkworthSavills 3,816

23,200

6.00 6.14 100.0 11.9

24 Anzac Road, AucklandCBRE 4,382

24,100

5.38 5.40 100.0 14.9

112 Stoddard Road, AucklandSavills 4,200

23,300

5.88 6.24 100.0 7.9

Cnr Church & Selwyn Streets, AucklandJLL 2,011

11,000

5.75 5.95 100.0 4.9

326 Great South Road, AucklandCBRE 4,633

36,300

4.88 4.93 100.0 14.9

35a St Johns Road, AucklandColliers

1

4,457

21,400

5.63 6.24 100.0 14.9

507 Pakuranga Road, AucklandColliers

1

4,812

18,600

5.88 5.99 100.0 14.9

Cnr Te Irirangi Drive & Bishop Dunn Place, AucklandCBRE 12,124

35,000

5.00 5.28 100.0 10.7

226 Great South Road, AucklandSavills 7,362

37,500

6.38 6.68 100.0 8.9

3 Averill Street, AucklandJLL 5,435

17,000

7.63 8.50 100.0 13.3

66 - 76 Studholme Street, MorrinsvilleColliers

1

1,724

6,500

6.50 7.10 100.0 4.9

Cnr Anglesea & Liverpool Streets, HamiltonSavills 5,265

7,500

11.25 11.17 100.0 3.8

Cnr Hukanui & Thomas Roads, HamiltonSavills 4,506

16,300

6.50 6.73 100.0 10.8

Cnr Bridge & Anglesea Streets, HamiltonSavills 4,200

18,100

6.63 6.50 100.0 13.1

446 Te Rapa Road, HamiltonJLL 12,763

31,250

5.50 5.58 100.0 9.7

230 - 240 Fenton Street, RotoruaSavills 5,172

18,200

6.25 6.26 100.0 10.4

26 - 48 Old Taupo Road, RotoruaJLL13,940

27,000

5.75 5.99 100.0 9.7

53 Leach Street, New PlymouthColliers

1

8,522

28,900

5.88 5.97 100.0 9.5

9 Gloucester Street, NapierColliers

1

4,386

16,800

5.88 5.89 100.0 9.5

Cnr Fernlea Avenue & Roberts Line, Palmerston NorthColliers

2

3,611

14,000

6.50 6.61 100.0 11.4

Cnr Tremaine Avenue & Railway Road, Palmerston NorthColliers

2

13,730

26,200

6.25 6.48 100.0 9.7

14 Russell Street, Upper HuttJLL 3,037

9,500

7.25 7.28 100.0 4.9

13 - 19 Queen Street, Upper HuttColliers

2

3,427

10,900

6.38 6.94 100.0 14.9

261 High Street, Lower HuttColliers

2

5,078

19,150

6.00 6.26 100.0 14.9

91 Johnsonville Road, WellingtonJLL 6,316

20,750

6.50 7.28 100.0 9.6

3 Main Road, WellingtonJLL 4,200

19,500

5.75 5.92 100.0 13.0

Cnr Hanson Street, John Street & Adelaide Road, WellingtonColliers

2

4,882

26,250

6.00 6.37 98.7 11.5

47 Bay Road, WellingtonColliers

2

3,460

12,850

6.00 5.94 100.0 14.9

Cnr Putaitai Street & Main Road, NelsonCBRE 2,659

12,800

6.13 6.36 100.0 12.7

51 Arthur Street, BlenheimCBRE 3,136

11,200

6.50 6.94 100.0 14.9

40 - 50 Ivory Street, RangioraSavills 3,786

17,200

6.13 6.30 100.0 12.7

87 - 97 Hilton Street, KaiapoiCBRE 3,025

13,200

6.25 6.76 100.0 14.9

219 Colombo Street, ChristchurchCBRE 3,976

19,400

5.63 6.23 100.0 14.9

24 Brighton Mall, ChristchurchColliers

1

2,207

6,100

6.506.73100.08.4

Cnr Rolleston & Masefield Drives, RollestonSavills 4,251

19,600

6.13 6.14 100.0 12.7

Cnr Victoria & Browne Streets, TimaruJLL4,032

11,930

6.33 6.16 85.0 14.0

309 Cumberland Street, DunedinJLL 4,123

21,500

5.75 5.74 100.0 14.9

35 MacLaggan Street, DunedinColliers

1

6,433

9,900

7.75 8.42 100.0 1.33

172 Tay Street, InvercargillJLL 5,161

22,950

6.25 6.49 100.0 13.5

Total208,125761,430 6.06 6.29 99.711.5

2.0 Property (continued)

2.2 Investment properties (continued)

As at 31 Mar 2019Valuer

Net

lettable

area

m

2

$000

Cap

rate

%

Contract

yield

%

Occupancy

%

WA LT

years

Cnr Butler & Kerikeri Roads, KerikeriColliers

1

3,887 18,900 6.38 6.44 100.0 13.7

3 - 7 Mill Lane, WarkworthColliers

1

3,815 22,800 5.75 6.22 98.0 13.0

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

112 Stoddard Road, AucklandColliers

1

4,200 24,000 5.75 5.97 100.0 8.9

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

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

35a St Johns Road, AucklandColliers

1

4,457 21,200 5.50 5.95 100.0 15.9

507 Pakuranga Road, AucklandColliers

1

4,812 18,200 5.88 5.82 100.0 15.9

Cnr Te Irirangi Drive & Bishop Dunn Place, AucklandCBRE 12,124 34,100 5.00 5.29 100.0 11.7

226 Great South Road, AucklandColliers

1

7,384 39,700 6.00 6.19 100.0 9.2

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

66 - 76 Studholme Street, MorrinsvilleColliers

1

1,724 6,500 6.50 6.74 100.0 5.9

Cnr Anglesea & Liverpool Streets, HamiltonJLL 5,265 7,000 9.00 11.48 100.0 4.8

Cnr Hukanui & Thomas Roads, HamiltonColliers

1

4,504 16,900 6.13 6.28 100.0 11.8

Cnr Bridge & Anglesea Streets, HamiltonColliers

1

4,200 19,900 6.00 6.12 100.0 14.1

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

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

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

53 Leach Street, New PlymouthColliers

1

8,522 28,000 5.88 6.04 100.0 10.5

9 Gloucester Street, NapierColliers

1

4,386 16,400 5.88 5.92 100.0 10.5

Cnr Fernlea Avenue & Roberts Line, Palmerston NorthColliers

1

3,611 14,300 6.25 6.46 100.0 12.3

Cnr Tremaine Avenue & Railway Road, Palmerston NorthColliers

2

13,730 26,050 6.00 6.20 100.0 10.7

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

13 - 19 Queen Street, Upper HuttColliers

2

3,427 11,200 6.38 7.02 100.0 15.9

261 High Street, Lower HuttColliers

2

5,078 18,500 6.25 6.10 100.0 15.9

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

3 Main Road, WellingtonColliers

1

4,200 17,500 6.00 6.66 100.0 14.0

Cnr Hanson Street, John Street & Adelaide Road, WellingtonColliers

1

4,881 26,800 6.00 6.16 98.7 12.3

47 Bay Road, WellingtonColliers

2

3,460 12,000 6.25 6.04 100.0 15.9

Cnr Putaitai Street & Main Road, NelsonColliers

1

2,659 12,400 6.50 6.56 100.0 13.7

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

40 - 50 Ivory Street, RangioraColliers

1

3,759 17,000 6.25 6.37 100.0 13.7

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

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

Cnr Rolleston & Masefield Drives, RollestonColliers

1

4,251 19,800 6.13 6.10 100.0 13.7

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

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

35 MacLaggan Street, DunedinColliers

1

6,433 10,600 7.50 7.92 100.0 2.3

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

Total205,909742,125 6.04 6.26 99.912.4

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20204849
2.0 Property (continued)

2.2 Investment properties (continued)

Accounting Policy

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

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

property are the Income Capitalisation and the Discounted Cash Flow approaches. Each approach derives a value based on market

inputs, including:

• recent comparable transactions where available;

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

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

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

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

of cash flows.

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

functionality of the property for its expected useful life.

At each reporting date, SIML’s asset managers verify all major inputs to the independent valuation report and assess property

valuation movements when compared to the prior year valuation report. SIML’s executive team review the valuations performed by

the independent registered valuers for financial reporting purposes. This team reports directly to the SIML Chief Executive Officer.

Discussions of valuation processes and results are held between members of the executive team and the independent valuers, and the

SIML Chief Executive Officer and Investore’s Audit and Risk Committee, at least once every six months, in line with Investore’s reporting

dates. This review includes review of specific independent valuations and discussions with the independent valuers as considered

necessary. Ultimately, Investore’s Directors are responsible for reviewing and approving the investment property valuations.

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

investment properties between levels of the fair value hierarchy (2019: nil transfers).

Valuation techniques used:

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

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

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

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

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

is used to derive the terminal value. Terminal yield rate estimates are based on comparable transaction data and also consider

matters such as building age and the market environment at the end of the investment period (10 years). The present value reflects

the market based income and expenditure projections, discounted at a rate of return referred to as a discount rate. In selecting

the discount rate many factors are considered, including the degree of apparent risk, market attitudes toward future inflation, the

prospective rates of return for alternative investments and the rates of return earned by comparable properties in the past.

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

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

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

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

both the Income Capitalisation and the Discounted Cash Flow approaches.

2.0 Property (continued)

2.2 Investment properties (continued)

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

stated below:

Fair value measurement

sensitivity to significant:

Significant inputDescription

Increase

in input

Decrease

in input

Valuation

method

Cap rateThe capitalisation rate is applied to the market

income to assess an investment property’s value. The

capitalisation rate is derived from detailed analysis of

factors such as comparable sales evidence and leasing

transactions in the open market taking into account

location, tenant covenant - lease term and conditions,

WALT, size and quality of the investment property.

DecreaseIncreaseIncome

Capitalisation

Discount rateThe discount rate is applied to future cash flows

of an investment property to provide a net present

value equivalent. The discount rate adopted takes

into account recent comparable market transactions,

prospective rates of return for alternative investments

and apparent risk.

DecreaseIncreaseDiscounted

Cash Flow

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

occupied and vacant areas of the investment property.

IncreaseDecreaseIncome

Capitalisation and

Discounted Cash

Flow

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

the 10-year cash flow projection.

IncreaseDecreaseDiscounted

Cash Flow

Terminal yieldThe rate used to assess the terminal value of the

property.

DecreaseIncreaseDiscounted

Cash Flow

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

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

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

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

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

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

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

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

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

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

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

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

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

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

could potentially magnify the impact to the fair value. The valuers also anticipate that certain tenants may request abatement or other

concessions. In determining fair value of investment properties, the valuers have taken this into consideration.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20205051
2.0 Property (continued)

2.2 Investment properties (continued)

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

Cap rate

%

Discount rate

%

Market

rental

$/m

2


Rental

growth rate

%

Terminal yield

%

As at 31 Mar 204.88-11.254.75-9.50114-4010.05-3.245.38-10.50

As at 31 Mar 19

5.00-9.004.88-9.50108-3840.03-4.455.38-9.00

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

discount rate, assuming the capitalisation rate or discount rate moved equally on all the properties, is as follows:

2.0 Property (continued)

2.3 Lease liabilities

Accounting Policy

Investore leases various properties under non-cancellable operating lease agreements. At the inception of a contract, Investore

assesses whether a contract is, or contains, a lease. 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.

Lease liabilities are measured based on the present value of the fixed and variable lease payments, less any cash lease incentives

receivable. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the

lease period so as to produce a constant rate of interest on the remaining balance of the liability for each period.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is

generally the case for leases in Investore, the lessee’s incremental borrowing rate is used, being the rate that the individual lessee would

have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment

with similar terms, security and conditions.

Investore is committed under eleven (2019: eleven) leases where Investore is the lessee. Refer to note 1.3 for details.

The leases all relate to ground rent on leasehold properties and contain renewal and termination options exercisable only by Investore.

In determining the lease term, Investore considers all facts and circumstances that create an economic incentive to exercise an

extension option, or not exercise a termination option. Extension options are only included in the lease term if the lease is reasonably

certain to be extended (or not terminated).

The lease term is reassessed if an option is actually exercised (or not exercised) or Investore becomes obliged to exercise (or not

exercise) it. The assessment of reasonable certainty is only revised if a significant event or a significant change in circumstances occurs,

which affects this assessment, and that is within the control of the lessee.

2020

$000

2019

$000

Interest on lease liabilities recognised in profit or loss

662

-

Total cash outflow for leases shown in the statement of cash flows

705

-

No later than one year

52

-

Later than one year but no later than five years

382

-

Later than five years

10,683

-

Total lease liabilities recognised in the balance sheet11,117

-

2.4 Capital expenditure commitments contracted for

As at 31 March 2020, Investore had the following commitments (2019: $2,440,930):

• $140.75 million in relation to the contracts to purchase three large format retail properties from SPL. A deposit of $5 million had

been paid as at 31 March 2020 and the settlement of the acquisitions was completed on 30 April 2020; and

• $0.576 million for demolition costs to create a carpark at the property at 210 - 214 Great South Road, Auckland.

Investore has no other material commitments as at balance date.

Cap rateDiscount rate

-0.50%-0.25%+0.25%+0.50%-0.50%-0.25%+0.25%+0.50%

As at 31 Mar 20

Change $000

71,02533,516(30,411)(59,197)37,33318,304(17,138)(33,540)

Change %

94(4)(8)52(2)(4)

As at 31 Mar 19

Change $000N/A30,740(28,297)N/AN/A13,103(12,758)N/A

Change %N/A4(4)N/AN/A2(2)N/A


As a result of COVID-19, Investore has increased the range in sensitivities provided for the current year which has resulted in some

comparatives not being able to be provided (N/A).

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20205253
3.0 Investor Returns

This section sets out Investore’s earnings per share and how distributable profit is calculated. Distributable profit is a

non-GAAP measurement and is used by Investore to calculate profit available for distribution to shareholders by way

of dividends.

3.1 Basic and diluted earnings per share

Accounting Policy

Basic and diluted earnings per share amounts are calculated by dividing profit after income tax attributable to shareholders by the

weighted average number of shares on issue.

2020

$000

2019

$000

Profit after income tax attributable to shareholders28,615

38,562

Weighted average number of shares for purpose of basic and diluted earnings

per share (‘000s)

275,192

260,903

Basic and diluted earnings per share - weighted (cents)10.40

14.78

3.0 Investor Returns (continued)

3.2 Distributable profit

Accounting Policy

Investore’s dividend policy is to target a cash dividend to shareholders that is between 95% and 100% of its distributable profit.

Distributable profit is presented to enable investors to see an earnings measure which more closely aligns to Investore’s underlying and

recurring earnings from its operations.

Distributable profit is a non-GAAP measure and consists of profit/(loss) before income tax, adjusted for determined non-recurring and/

or non-cash items (including non-recurring adjustments for incentives payable to anchor tenants for lease extensions) and current tax.

Adjusted Funds From Operations (AFFO) is also a non-GAAP measure and is intended as a supplementary measure of operating

performance. Although there is no standard meaning or measure per GAAP, AFFO has been determined based on guidelines established

by the Property Council of Australia. Cash spent during the period on capital expenditure as part of maintaining a building’s grade / quality,

but not expensed as part of distributable profit after current income tax, is adjusted to enable the investors to see the cash generating

ability of the business.

2020

$000

2019

$000

Profit before income tax

34,447

44,111

Non-cash adjustments:

Net change in fair value of investment properties

(7,716)

(17,206)

Reversal of lease liabilities movement in investment properties

(43)

-

Net change in fair value of derivative financial instruments

18

88

Spreading of fixed rental increases

(1,095)

(1,318)

Capitalised lease incentives - rent free

(20)

(11)

Lease incentives amortisation - rent free

5

1

Capitalised lease incentives - cash incentives

(30)

-

Lease incentives amortisation - cash incentives

3

-

Borrowings establishment costs amortisation

486

586

Swap break expense

199

-

Depreciation

-

1

Distributable profit before current income tax26,254

26,252

Current tax expense

(5,559)

(5,341)

Adjusted for:

Income tax movement in cash flow hedges (note 7.3)

392

-

Distributable profit after current income tax21,087

20,911

Adjustments to funds from operations:

Maintenance capital expenditure

(3,231)

(1,258)

Adjusted Funds From Operations (AFFO)17,856

19,653

Weighted average number of shares for purpose of basic and diluted distributable

profit per share (000)

275,192

260,903

Basic and diluted distributable profit after current income tax per share -

weighted (cents)

7.668.01

AFFO basic and diluted distributable profit after current income tax per share -

weighted (cents)

6.497.53

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20205455
4.0 Related Party Disclosures

This section sets out the transactions that have occurred during the relevant periods between Investore and SIML, as

manager of Investore, and Stride Property Limited (SPL), which owns a cornerstone shareholding in Investore. The shares

in each of SIML and SPL are Stapled Securities and together they comprise the Stride Property Group.

The following transactions with a related party took place

2020

$000

2019

$000

SIML

Asset management fee expense

(4,109)

(4,066)

Performance fee expense

(1,523)

(493)

Building management fee expense

(396)

(400)

Accounting fee expense

(250)

(250)

Project management fee expense

(131)

(158)

Disposal fee expense

(97)

-

Leasing fee expense

(45)

(215)

Maintenance fee expense

(33)

(43)

Total(6,584)

(5,625)

SPL

Dividends paid

(4,095)

(3,913)

Deposit paid for acquisition of three large format properties (note 1.6)

(5,000)

-

Consideration received for issue of shares in capital raise

12,944

-

The following balance was payable to a related party

SIML

(617)

(541)

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

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

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

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

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

daily basis.

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

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

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

of the increase above 3.75% is carried forward and added to the calculation of shareholder returns in the next seven quarters. However,

if shareholder returns are less than 2.5% in a quarter, the deficit is carried forward and subtracted from the calculation of shareholder

returns in the next seven quarters. Additionally, the performance fee for any twelve month period is capped at 0.2% of the value of

Investore’s portfolio value, and any excess performance fee is carried forward into the following quarter.

SIML received performance fees of $523,110 for the quarter ended 30 June 2019, $484,808 for the quarter ended 30 September

2019 and is due to receive a performance fee of $514,942 for the quarter ended 31 March 2020 (quarter ended 31 March 2019:

$493,222). The performance fee payable for the year ended 31 March 2020 was capped at $1,522,860, being 0.2% of Investore’s

portfolio value as at 31 March 2020, with $804,829 of excess performance fee to be carried forward into subsequent quarters. The

carried forward return for the performance fee calculation for the quarter ended 30 June 2020 is a deficit of 3.16% (quarter ended

30 June 2019: positive 7.98%) which has been calculated in accordance with the management agreement.

4.0 Related Party Disclosures (continued)

On 25 November 2019, SPL paid Investore $12,944,181 to acquire 7,396,675 shares under Investore’s capital raise. As at 31 March

2020, SPL has a cornerstone shareholding in Investore of 19.4%, being 59,188,461 shares (2019: 19.9%, being 51,791,786 shares).

SPL is not subject to any escrow arrangements that prevent it from selling or otherwise disposing of any shares that it holds.

Subsequent to balance date, Investore undertook a capital raise (refer note 7.7). On 5 May 2020, SPL paid Investore $16,522,301 to

acquire 10,013,516 shares. Following that capital raising SPL’s shareholding in Investore became 18.8%, being 69,201,977 shares.

In the current year, Directors in total received dividends of $8,840 (2019: $9,490). Directors’ fees recognised in administration

expenses comprise the following:

2020

$000

2019

$000

Directors' fees

143

163

Chair's fees

81

70

224

233

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

amounts disclosed above.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20205657
5.0 Capital Structure and Funding (continued)

5.1 Borrowings

Accounting Policy

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

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

comprehensive income over the period of the borrowings using the effective interest method. Borrowings are classified as current

liabilities unless Investore has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.

2020

$000

2019

$000

Non-current

Bank facility drawn down

138,400

218,530

Fixed rate bonds

100,000

100,000

Unamortised borrowings establishment costs

(1,454)

(1,899)

Total net borrowings236,946

316,631

Total bank facility available270,000

270,000

Bank facility drawn down

138,400

218,530

Undrawn bank facility available

131,600

51,470

Facility A

70,000

70,000

Facility B

165,000

165,000

Facility C

35,000

35,000

Total bank facility available270,000

270,000

Bank facility expiry date

Facility A

31 Aug 2022

31 Aug 2022

Facility B

9 Jun 2021

9 Jun 2021

Facility C

9 Jun 2021

9 Jun 2020

Weighted average interest rate for debt (inclusive of current interest rate derivatives,

bonds, margins and line fees) at balance date

4.63%

4.38%

Interest rate on the bank facility (excluding margin) at balance date

2.53%

2.54%

Bank borrowings

Investore’s bank borrowings are via syndicated senior secured facilities with ANZ Bank New Zealand Limited, Bank of New Zealand,

Commonwealth Bank of Australia and Westpac New Zealand Limited.

Effective from 30 September 2019, Investore refinanced Facility C for $35 million by extending the tenor to 9 June 2021.

Subsequent to balance date, Investore refinanced $101 million of facility which was due to mature in June 2021, extending this

facility for a further three years to 9 June 2024. In addition, Investore has secured a new $50 million, 5 year facility with its banking

group. Refer note 7.7.

5.1 Borrowings (continued)

Fixed rate bonds

On 18 April 2018, Investore issued $100 million of fixed rate bonds with a six-year term, expiring on 18 April 2024, paying an interest

rate of 4.40%.

The bonds are quoted on the NZX Debt Market and their fair value was $102,493,666 (2019: $103,266,143) based on their listed

market price as at balance date. The fixed rate bonds are classified as Level 1 in the fair value hierarchy. Interest is payable quarterly in

April, July, October and January in equal instalments.

Security

The bank borrowings and fixed rate bonds are managed through a security agent who holds a first registered mortgage on all

the investment properties owned by Investore and a registered first ranking security interest under a General Security Deed over

substantially all the assets of Investore.

5.2 Derivative financial instruments

Accounting Policy

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

into and are subsequently measured at their fair value at each reporting date. Fair value of over-the-counter derivatives, such as interest

rate swaps, is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on

entity-specific estimates.

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

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

Hedge ineffectiveness for interest rate swaps may occur due to:

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

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

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

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

within the statement of comprehensive income.

When a hedge no longer meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in

equity and is recognised when the forecast transaction is ultimately recognised in profit or loss.


Notional values

2020

$000

2019

$000

Notional value of interest rate swaps - fixed rate payer

150,000

230,000

Notional value of interest rate swaps - fixed rate receiver

25,000

25,000

175,000

255,000

Fixed interest rates payer range

2.27%-3.01%

2.19%-3.01%

Fixed interest rate receiver

4.40%

4.40%

Weighted average fixed interest rate (excluding margins)

2.64%

2.58%

Percentage of drawn debt fixed

94%

96%

5.0 Capital Structure and Funding

Investore’s capital structure includes debt and equity, comprising shares and retained earnings as shown in the statement

of financial position. This section sets out how Investore manages its capital structure, funding exposure to interest rate

risk and related financing costs.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20205859
5.0 Capital Structure and Funding (continued)

5.2 Derivative financial instruments (continued)

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

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

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

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

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

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

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

the year, the economic relationship was 100% effective, with the exception of the $25 million fixed rate receiver interest rate swap.

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

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

the receiver swap, due to the misalignment to the fixed rate bonds as a result of the bonds commencing on 18 April 2018, is a fair value

loss of $68,346 (2019: fair value loss of $50,320), resulting in a fair value loss movement of $18,026 (2019: fair value loss of $88,134)

being recognised in the current year in the statement of comprehensive income.

On 2 April 2019, Investore broke interest rate derivative contracts with a notional value of $20 million for a cost of $37,100.

On 25 November 2019, Investore broke interest rate derivative contracts with a notional value of $30 million for a cost of $1,562,453.

Of the total swap break expense incurred, $161,915 has been recognised as finance expense in the current period and $1,400,538

has been recognised in equity as other reserves as at 31 March 2020. The amount of swap break expense in reserves will be amortised

to finance expense over the remaining original life of the interest rate derivative contract or until the repayment of the bank borrowings,

whichever comes first.

The fair values of interest rate derivatives are determined from valuations prepared by independent treasury advisors using valuation

techniques classified as Level 2 in the fair value hierarchy (2019: Level 2). These are based on the present value of estimated future

cash flows based on the terms and maturities of each contract and the current market interest rates as at balance date. Fair values also

reflect the current creditworthiness of the derivative counterparties. The valuations were based on market rates at 31 March 2020 of

between 0.49% for the 90-day BKBM, and 0.91% for the 10-year swap rate (2019: 1.85% and 2.16% respectively). There were no

changes to these valuation techniques during the reporting period.

As at 31 March 2020, the fair value of the interest rate derivatives was a net liability of $2,549,350, including an accrued interest liability

of $113,085 (2019: net liability of $3,217,393, including an accrued interest liability of $49,696).

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

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

20202019

Gain/(loss)

on +0.25%

$000

Gain/(loss)

on -0.25%

$000

Gain/(loss)

on +0.25%

$000

Gain/(loss)

on -0.25%

$000

Impact on equity315(316)

923(929)

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

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

Investore does not hold derivative financial instruments for trading purposes.

5.3 Net finance expense

Accounting Policy

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

incurred and are recognised using the effective interest rate.


2020

$000

2019

$000

Finance income

Bank interest income

49

58

Other finance income

3

31

52

89

Finance expense

Bank borrowings interest

(8,670)

(10,103)

Fixed rate bonds interest

(4,395)

(4,382)

Lease liability interest

(662)

-

Swap break expense (note 5.2)

(199)

-

(13,926)

(14,485)

Net finance expense(13,874)

(14,396)

5.0 Capital Structure and Funding (continued)

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20206061
5.0 Capital Structure and Funding (continued)

5.4 Share capital

Accounting Policy

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

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

There is only one class of shares, being ordinary shares, and they rank equally with each other. All issued shares are fully paid and have

no par value. Investore had 304,498,669 shares on issue as at 31 March 2020 (2019: 260,075,613).

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

12-month period. During the prior financial year, Investore acquired and cancelled 1,696,220 ordinary shares on market at an average

price of $1.53 for a total consideration of $2,599,984. Incremental costs of $38,151 incurred were deducted from equity. On 21 May

2019, Investore announced the buyback programme had been concluded.

Investore undertook a capital raise during November and December 2019 which resulted in a gross amount of $77.7 million raised,

$65 million from an institutional placement, which settled on 25 November 2019, and $12.7 million from a retail offer which settled on

10 December 2019 with 44,423,056 shares issued at $1.75 per share.

Subsequent to balance date, Investore undertook a capital raise which resulted in a gross amount of $105 million raised, $85 million

from an institutional placement which settled on 5 May 2020, and $20 million from its share purchase plan which settled on 20 May

2020, resulting in 63,636,364 shares being issued at $1.65 per share. Refer note 7.7.

5.5 Reserve

Cash flow hedge reserve

2020

$000

2019

$000

Opening balance(2,230)

(133)

Movement in fair value of interest rate derivatives

(669)

(3,035)

Tax on fair value movement

187

850

Transferred to profit or loss

18

88

Closing balance(2,694)

(2,230)

Gains and losses recognised in the cash flow hedge reserve on interest rate derivative contracts (interest rate swaps) as at 31 March

2020 will be reclassified in the same period in which the hedged forecast cash flows affect profit or loss, until the repayment of the

bank borrowings.

5.6 Capital risk management

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

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

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

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

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

provides six monthly compliance certificates to the banks and the Bond Supervisor as part of this process. Investore has complied with

these covenants during the relevant periods.

Subsequent to balance date, Investore received permission to negotiate rent relief outcomes with individual tenants as long as

Investore’s total net income reduction as a result of the agreements reached with tenants is not greater than that allowed for by the

valuers in the 31 March 2020 valuations.

Accounting Policy

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

are de-recognised if Investore’s contractual rights to the cash flows expire, or if Investore transfers them without retaining control or

substantially all risks and rewards of the asset. Financial liabilities are de-recognised if Investore’s obligations specified in the contract

are extinguished.

Investore classifies its financial assets and financial liabilities in the following measurement categories:

• those to be measured subsequently at fair value (either through other comprehensive income, or through profit or loss); and

• those to be measured at amortised cost.

Summary of financial instruments

2020

$000

2019

$000

Financial assets at amortised cost

Cash at bank

4,229

5,111

Trade and other receivables

543

415

NZX bond

75

75

Derivative financial instruments

Used for hedging

2,323

1,320

Total financial assets7,170

6,921

Financial liabilities at amortised cost

Trade and other payables

5,914

4,193

Lease liabilities

11,117

-

Borrowings

236,946

316,631

Derivative financial instruments

Used for hedging

4,854

4,450

Held for trading at fair value through profit and loss

18

88

Total financial liabilities258,849

325,362

6.1 Financial assets at amortised cost

Accounting Policy

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

profit or loss and financial assets at amortised cost. Classification is determined at initial recognition and this designation is re-evaluated

at every reporting date.

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

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

as non-current assets.

On initial recognition of a financial asset, Investore assesses on a forward-looking basis the expected credit loss associated with its

financial assets carried at amortised cost. At each reporting date, the credit risk on a financial asset, apart from trade receivables, is

assessed to determine whether there has been a significant increase in the credit risk by considering both forward-looking information

and the financial history of counterparties to assess the probability of default or likelihood that full settlement is not received. As a result

of COVID-19, Investore has increased the expected credit loss allowance for trade receivables by $0.05 million following a credit risk

assessment on its debtors that were not an essential service and based on Investore’s understanding and experience with the tenant.

6.0 Financial Instruments and Risk Management

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

risk and how Investore manages those risks.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20206263
6.0 Financial Instruments and Risk Management (continued)

6.2 Financial liabilities at amortised cost

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

6.3 Financial risk management

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

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

performance.

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

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

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

6.4 Interest rate risk

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

market interest rates.

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

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

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

debt. Investore manages its cash flow interest rate risk by predominately using floating to fixed interest rate derivatives which have the

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

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

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

At balance date, $13.4 million (2019: $13.5 million) of drawn bank debt was not hedged. If floating interest rates were 1% higher or 1%

lower, with other variables remaining constant, the 12-month finance expense would be higher or lower by $96,480 (2019: $97,416)

after tax respectively.

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

liabilities is as follows:

2020

$000

2019

$000

Financial assets

Cash at bank

4,229

5,111

Financial liabilities

Bank borrowings

138,400

218,530

Fixed rate bonds

100,000

100,000

Interest rates applicable at balance date

Cash at bank

0.05%

1.25%

Bank borrowings

2.05%

3.18%

Fixed rate bonds

4.40%

4.40%

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

derivatives, margins and line fees) of the bank borrowings

4.63%

4.38%

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

non-interest bearing.

6.0 Financial Instruments and Risk Management (continued)

6.5 Credit risk

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

rate derivatives.

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

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

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

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

of COVID-19, Investore has increased the expected credit loss allowance for trade receivables by $0.05 million following a credit risk

assessment on its debtors that were not an essential service and based on Investore’s understanding and experience with the tenant.

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

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

and an ultimate subsidiary of Woolworths Limited.

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

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

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

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

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

class of financial assets as reported in note 6.0.

6.6 Liquidity risk

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

committed credit facilities, and the ability to close out market positions. Subsequent to balance date, Investore refinanced $101 million

which was due to mature in June 2021, extending this facility for a further three years to 9 June 2024. In addition, Investore has secured

a new $50 million, 5 year facility with its banking group. Investore’s liquidity position is monitored on a regular basis and is reviewed

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

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

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

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

Total

$000

0-6 mths

$000

6-12 mths

$000

1-2 yrs

$000

2-5 yrs

$000

>5 yrs

$000

31 Mar 20

Trade and other payables

5,9145,914----

Secured bank borrowings

145,4692,1062,10670,56070,697-

Fixed rate bonds

117,8202,2002,2004,400109,020-

Lease liabilities

27,7782622985592,40924,250

Derivative financial instruments

2,166835719928(316)-

299,14711,3175,32376,447181,81024,250

31 Mar 19

Trade and other payables4,1934,193--- -

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

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

Derivative financial instruments2,316513433768614(12)

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

6.7 Fair values

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

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

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20206465
7.0 Other

7.1 Operating segments

Accounting Policy

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker.

The chief operating decision-maker has been identified as the Board, as it makes all key strategic resource allocation decisions (such as

those concerning acquisitions, divestments and significant capital expenditure).

Investore is reported as a single operating segment, being large format retail properties. Investore’s revenue streams are earned from

investment properties owned in New Zealand, with no specific exposure to geographical risk. One tenant, General Distributors Limited

(Countdown), contributes 72% of Investore’s portfolio contract rental as at 31 March 2020 (2019: 73%).

Subsequent to balance date, Investore settled on the acquisition of the three large format retail properties from SPL (refer note 7.7).

Following settlement, Countdown’s contribution to Investore’s portfolio contract rental reduced to 63% (assuming settlement had

occurred as at 31 March 2020).

7.2 Corporate expenses

2020

$000

2019

$000

Administration expenses includes:

Auditor’s remuneration

Audit and review of financial statements

166

150

Other assurance services - operating expense audits

13

14

179

164

Other services - agreed upon procedures for proxy vote

4

4

Total Auditor’s remuneration183

168

7.3 Tax

Accounting Policy

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

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

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

Revenue as required by the Income Tax Act 2007.

Income tax

2020

$000

2019

$000

Current tax

(5,559)

(5,341)

Deferred tax

(273)

(208)

Income tax expense per the statement of comprehensive income(5,832)

(5,549)

Profit before income tax34,447

44,111

Prima facie income tax using the company tax rate of 28% (9,645)

(12,351)

Decrease/(increase) in income tax due to:

Net change in fair value of investment properties

2,160

4,818

Reversal of lease liabilities movement in investment properties

12

-

Movement in fair value of derivative financial instruments

(5)

(25)

Non-taxable income

311

370

Depreciation

1,728

1,854

Depreciation recovered on disposal of investment property

(53)

-

Non-deductible expenses

(98)

(14)

Temporary differences

(65)

7

Deductible swap break expense

46

-

Over-provision in prior year

50

-

Current tax expense(5,559)

(5,341)

Investment property depreciation

(338)

(201)

Other

65

(7)

Deferred tax charged to profit or loss(273)

(208)

Income tax expense per the statement of comprehensive income(5,832)

(5,549)

Imputation credits available for use in subsequent reporting periods1,290

1,333


In the current period, the income tax benefit of $392,280 arising from the swap break expense in the cash flow hedges has been

recognised in other comprehensive income.

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

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

This section contains additional information to assist in understanding the financial performance and position of Investore.

7.0 Other (continued)

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20206667
7.4 Trade and other receivables

Accounting Policy

Trade and other receivables are recognised at their fair value and subsequently measured at amortised cost using the effective interest rate

method. Investore has applied the simplified approach to measuring expected credit loss as prescribed by NZ IFRS 9, which uses a lifetime

expected loss allowance. A loss allowance is made when there is objective evidence (such as the probability of insolvency or significant

financial difficulties of the debtor) that Investore will not be able to collect all of the amounts due under the original terms of the invoice.

2020

$000

2019

$000

Current

Trade and other receivables

593

448

Less loss allowance

(50)

(33)

543

415

Carrying amount543

415

Less than 30 days overdue

31

348

Over 30 days overdue

562

100

Less impaired assets

(50)

(33)

Movement in loss allowance

Opening balance(33)

(44)

Loss allowance

(50)

(33)

Reversal of previous loss allowance

28

24

Bad debts written off

5

20

Closing balance

(50)

(33)

Subsequent to balance date, Investore received $405,914 from General Distributors Limited in relation to turnover rent which had been

included in the over 30 days overdue carrying amount as at 31 March 2020.

7.5 Trade and other payables

Accounting Policy

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

period which are unpaid. Trade and other payables are usually paid within 30 days of recognition. The carrying amounts of trade and other

payables are assumed to be the same as their fair values, due to their short-term nature.

2020

$000

2019

$000

Current

Unsecured liabilities

Trade payables

274

703

Related party payables (note 4.0)

617

541

Rent in advance

510

509

Capital expenditure accruals

2,058

231

Other accruals and payables

2,455

2,209

5,914

4,193

Other accruals and payables include Goods and Services Tax, interest expense accruals, tenant deposits, direct property operating

expense accruals and other corporate expense accruals.

7.0 Other (continued)7.0 Other (continued)

7.3 Tax (continued)

Accounting Policy

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

carrying amounts for financial reporting purposes. Temporary differences include:

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

• tax asset arising from loss allowance;

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

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

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

the investment property will be recovered through sale. Investment properties are independently valued each year and the valuation

includes a split between the land and building components. Deferred tax is provided on the depreciation claimed to date on the building

component of the investment properties and this places reliance on the valuation split provided by the valuers.

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

liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities where

there is an intention to settle the balances on a net basis.

2019

$000

Recognised

in profit

or loss

$000

Recognised

in other

comprehensive

income

$000

2020

$000

Deferred tax assets

Other temporary differences

665-71

Derivative financial instruments

1,242-661,308

1,24865661,379

Deferred tax liabilities

Depreciation on investment properties

(97)(338)-(435)

Derivative financial instruments

(355)-(271)(626)

(452)(338)(271)(1,061)

796(273)(205)318

2018

$000$000$000

2019

$000

Deferred tax assets

Depreciation on investment properties104(104)--

Other temporary differences 13(7)-6

Derivative financial instruments37-1,2051,242

154(111) 1,2051,248

Deferred tax liabilities

Depreciation on investment properties-(97)-(97)

Derivative financial instruments--(355)(355)

-(97)(355)(452)

154(208)850796

As part of its COVID-19 support package the New Zealand Government has reintroduced a 2% diminishing value depreciation

deduction for commercial properties, starting in April 2020 for Investore. This is estimated to provide a financial benefit to Investore of

approximately $2.2 million for the year ended 31 March 2021.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20206869
7.0 Other (continued)

7.6 Contingent liabilities

Investore has no contingent liabilities at balance date (2019: $nil).

7.7 Subsequent events

On 3 April 2020, Adrian Walker was appointed to the Board as an Independent Director. As required by the NZX Listing Rules, Adrian

Walker will retire and stand for election by shareholders at the 2020 Annual Shareholder Meeting.

Effective from 16 April 2020, Investore refinanced $101 million of debt facility which was due to mature in June 2021 extending this

facility for a further three years to 9 June 2024. In addition, Investore has secured a new $50 million, 5 year facility with its banking

group which now includes China Construction Bank, New Zealand Branch.

On 17 April 2020, Emma McDonald was invited to participate as an observer to the Board for a period of two years as part of the Institute of

Directors’ “future directors” programme, a programme which seeks to encourage directorship by giving talented people the opportunity to

observe a company board while giving the company exposure to the talent and benefits a different perspective can bring. Ms McDonald is

not a director of Investore, has no formal role or authority and observes only by invitation of the Board.

Following receipt of consent from the Overseas Investment Office on Friday 24 April 2020 for Investore to acquire three large

format retail properties from SPL, settlement of the acquisitions occurred on 30 April 2020. The purchase price for these assets was

$140.75 million. Under the sale and purchase agreement, SPL is to complete seismic works of $7 million and has provided a rental

guarantee of $0.5 million. In preparation for the acquisition, Investore received updated independent valuations of the properties to be

acquired which showed a decline in value of $7.0 million or -5.0% from that assessed at the time of entry into the sale and purchase

agreement. This movement is primarily due to the impact of COVID-19, and is consistent with the valuation change seen in Investore’s

other properties, reflecting the impacts of COVID-19 which were between 0% and -7.5% from the original draft valuations (refer

note 1.6). With regards to the acquisition of the property at 2 Carr Road, Auckland, Bunnings has given notice of an intention to

undertake capital upgrade works to a value of up to $6 million at Investore’s cost, including expansion of the trade sales area with

associated improvements rental and a new 10-year lease to commence on completion.

Investore undertook a capital raise during April and May 2020 which resulted in a gross amount of $105 million raised, $85 million

from an institutional placement which settled on 5 May 2020, and $20 million from its share purchase plan which settled on 20 May

2020, resulting in 63,636,364 shares being issued at $1.65 per share. The purpose of the offer was to enable Investore to manage any

unexpected downside scenarios and provide funding flexibility to continue Investore’s strategy to grow its portfolio, positioning it well to

secure investment opportunities that may arise. Upon completion of the capital raising SPL’s shareholding in Investore became 18.8%,

being 69,201,977 shares.

On 3 June 2020, Investore declared a cash dividend for the period 1 January 2020 to 31 March 2020 of 1.90 cents per share, to be paid

on 18 June 2020 to all shareholders on Investore’s register at the close of business on 11 June 2020. This dividend will carry imputation

credits of 0.332954 cents per share. This dividend has not been recognised in the financial statements.

Investore has been in discussions with tenants that require assistance with the effects of COVID-19 and based on discussions to date

with tenants, Investore expects the impact of COVID-19 to result in reduced gross rent receivable for the year ended 31 March 2021 of

between $1 million and $2 million. In addition, Investore expects to offer rent deferrals to certain tenants which will be structured to be

repaid by 31 March 2021.

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

Independent Auditor’s Report

To the shareholders of Investore Property Limited

We have audited the financial statements which comprise:

• the statement of financial position as at 31 March 2020;

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

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

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

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

Our opinion

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

respects, the financial position of the Company as at 31 March 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 areas of other assurance services over operating expense audits and agreed

upon procedures for the proxy vote at the Annual Shareholder Meeting. 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 judgement, were of most significance in our audit of the financial

statements of the current year. We have one key audit matter, which is the valuation of investment property, including material valuation

uncertainty arising from 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.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20207071
Independent Auditor’s Report (continued)Independent Auditor’s Report (continued)

Description of the key audit matter

Valuation of investment property, including material

valuation uncertainty arising from COVID-19

As disclosed in Note 2.2 of the financial statements, the

Company’s investment properties at valuation totalled $761.4

million which represents the majority of the assets held by the

Company as at 31 March 2020.

The valuation of the Company’s property portfolio is inherently

subjective due to, amongst other factors, the individual nature of

each property, location and the expected future rental income

for each property. A small percentage difference in individual

property valuation assumptions, when aggregated, could result

in a material misstatement of the valuation.

The valuations were performed by independent registered

valuers, CBRE Limited, CIVAS Limited, Colliers International

(Wellington Valuation) Limited, Jones Lang LaSalle, and Savills

(NZ) Limited (the Valuers) as engaged by Stride Investment

Management Limited (the Company’s Manager). The Valuers

engaged by the Manager are experienced in the markets

in which the Company operates and are rotated across the

portfolio on a three-yearly cycle.

As discussed in Note 1.6 and Note 2.2 of the financial

statements, the Valuers have included a material valuation

uncertainty clause in their valuation reports. This clause

highlights 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

properties. We have, therefore, given specific audit focus and

attention to this area.

In determining a property’s valuation, the Valuers generally used

two approaches to determine the fair value of an investment

property: the Income Capitalisation approach and the

Discounted Cash Flow approach to arrive at a range of valuation

outcomes, from which the Valuers derive a point estimate.

For each property, the Valuers take into account property

specific information such as the current tenancy agreements

and rental income earned by the asset. They then apply

assumptions in relation to capitalisation rate, discount rate,

market rental, rental growth rate and terminal yield, which are

then adjusted to recognise the impacts of COVID-19.

Due to the unique nature of each property, the assumptions

applied take into consideration the individual property

characteristics at a granular tenant by tenant level, as well as the

qualities of the property as a whole.

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 a wider range of

possible values than at previous financial reporting year ends.

We considered the adequacy of the disclosures made in the Note

1.6 Significant accounting policies, estimates and judgements

and Note 2.2 Investment properties to the financial statements.

These notes explain that there is significant estimation uncertainty

in relation to the valuation of investment properties.

We discussed with the Manager and obtained sufficient

appropriate audit evidence to demonstrate that the Manager’s

assessment of the suitability of the inclusion of the valuations in

the statement of financial position and disclosures made in the

financial statements was appropriate.

We held discussions with the Manager to understand the

movements in the Company’s investment property portfolio,

changes in the condition of each property, the controls in place

over the valuation process, and the impact that COVID-19 has

had on the Company’s investment property portfolio including

tenant rent abatements and tenant occupancy risk arising from

changes in the estimated churn on lease renewal.

In assessing the individual valuations, we read the valuation

reports for all properties. We also held separate discussions

with each of the Valuers in order 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 rate, discount rate, market

rental, rental growth rate, and terminal yield. We also sought to

understand and consider restrictions imposed on the valuation

process (if any) and the market conditions at balance date.

We confirmed that the valuation approach for each property

was in accordance with accounting standards and suitable for

use in determining the fair value of investment properties at

31 March 2020.

Our work over the assumptions focused on the largest

properties in the portfolio where the assumptions used and/

or year-on-year fair value movement suggested a possible

outlier versus market data. We engaged our own in-house

valuation specialist to critique and independently assess the

work performed and assumptions used by the Valuers on a

sample basis. In particular, we obtained an understanding of the

key inputs in the valuation, agreed 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 and validated that COVID-19 relief

provided to tenants had been factored into the valuations and

that changes in tenant occupancy risk were also incorporated.

We also assessed the Valuers’ qualifications, expertise and

their objectivity and we found no evidence to suggest that the

objectivity of any Valuer, in their performance of the valuations,

was compromised.

It was also evident from our discussions with the Manager and

the Valuers and from our review of the valuation reports that

close attention had been paid to each property’s individual

characteristics and its overall quality, geographic location and

desirability as a whole.

Our audit approach

Overview

An audit is designed to obtain reasonable assurance whether the financial

statements are free from material misstatement.

Overall materiality: $1,340,000

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

them misstatements identified during our audit above $67,000, as well as

misstatements below that amount that, in our view, warranted reporting for

qualitative reasons.

As noted above, 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.

Overall materiality$1,340,000.

How we determined itApproximately 5% of profit before tax excluding the net change in fair value of investment properties.

Rationale for the materiality

benchmark applied

We applied this benchmark because, in our view, it is reflective of the metric against which the

performance of the Company is commonly measured by users.

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.

Materiality

Audit scope

Key audit

matters

Investore Property Limited Annual Report 202072
Independent Auditor’s Report (continued)

Information other than the financial statements and auditor’s report

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

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

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

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

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

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

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

Responsibilities of the Directors for the financial statements

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

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

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

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

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

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

Auditor’s responsibilities for the audit of the financial statements

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

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

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

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

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

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

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

This description forms part of our auditor’s report.

Who we report to

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

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

we do not accept or assume responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our audit

work, for this report or for the opinions we have formed.

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

For and on behalf of:

Chartered Accountants

3 June 2020

Auckland

Investore Property Limited Annual Report 202073

Mitre 10 MEGA,

Botany, Auckland

Corporate
Governance

The Board of Investore

recognises strong corporate

governance as important to

the performance of Investore

for all stakeholders. The Board

has established a framework of

policies, practices and processes

which are intended to ensure

that Investore implements best

practice standards of corporate

governance. This section of

the Annual Report provides an

overview of those corporate

governance policies, practices and

processes adopted and followed

by Investore. This statement is

current as at 1 May 2020.

Overview of Investore

Investore is a New Zealand incorporated company, whose fully

paid ordinary shares are quoted on the NZX Main Board equity

securities market under the ticker code ‘IPL’, with a ‘non-

standard’ (NS) designation. The ‘non-standard’ designation

reflects that Investore has the benefit of certain waivers from

the Listing Rules, which are intended to reflect the nature

and operations of Investore. These waivers are described on

page 95.

Investore was established by SPL as a separate listed

company in 2016 to invest in large format retail property

throughout New Zealand, with SPL holding its exposure to

this type of property through its shareholding in Investore.

Investore’s assets and operations are externally managed

by SIML, the real estate investment management business

that is part of the NZX listed stapled group, Stride Property

Group. SIML, as Manager, has appointed two Directors to the

Investore Board.

Investore is a listed Portfolio Investment Entity (PIE) for

taxation purposes.

Management of Investore

SIML has responsibility for the management of Investore

pursuant to the Management Agreement between Investore

and SIML. SIML’s responsibilities include management and

maintenance of Investore’s property portfolio, negotiating the

acquisition and disposal of property, any development and

construction planning and management, treasury and capital

management, and ensuring Investore meets its financial,

reporting, and other statutory and regulatory obligations.

Investore does not have any employees of its own.

Corporate Governance

The Board has adopted a corporate governance framework

that is consistent with the size and nature of Investore’s

operations. The Board reviews and assesses Investore’s

governance structures and processes to ensure they are

consistent with best practice standards and remain current

and effective. The corporate governance practices of

Investore have been reviewed during the year, to reflect the

NZX Code.

This section of the Annual Report provides an overview of

Investore’s corporate governance framework and includes

commentary on Investore’s compliance with each of the eight

corporate governance principles and recommendations of the

NZX Code for the year ended 31 March 2020, together with

other legal and regulatory disclosures.

Investore’s corporate governance framework and practices

are materially consistent with the NZX Code, subject to the

following exceptions:

• No Remuneration Committee has been established

(NZX Code Recommendation 3.3) and no Remuneration

Policy has been adopted (NZX Code Recommendation

5.2), due to Investore having no employees. Director

remuneration is considered by the Board as a whole and

then recommended to shareholders for approval.

• As there is no Chief Executive of Investore, the

requirement to disclose the remuneration arrangements

in place for the Chief Executive does not apply (NZX Code

Recommendation 5.3).

• Investore held a special meeting of shareholders on

16 January 2020 (the Special Meeting) in relation to the

proposed acquisition of three large format properties

from SPL, as well as the capital raising undertaken to

partially fund this acquisition. The NZX Code states that

the Board should ensure that notices of special meetings

are posted on the issuer’s website as soon as possible

and at least 20 working days prior to the meeting

(NZX Code Recommendation 8.5). In the case of the

Special Meeting, this was organised as soon as possible

following completion of the capital raising announced on

19 November 2019, with the notice of Special Meeting

released on 13 December 2019 and the meeting held

on 16 January 2020. The Christmas period meant that,

while more than one month’s notice of the Special

Meeting was provided, less than 20 working days’ notice

was provided (Investore gave 16 working days’ notice).

The Board approved the date of the Special Meeting to

ensure as many as possible of the Directors were able

to attend, and Investore notes that the notice period

did comply with the requirements of the Companies Act

1993. The Board also took a number of steps to ensure

that shareholders were aware of the Special Meeting,

including engaging with the Shareholders Association,

prior to Christmas.

Diagram 1 – Governance Framework

External Stakeholders

External Auditor

Investore Board of Directors



ShareholdersBondholders

Management Agreement

Audit and Risk Committee

Risk Management

/Internal Controls

Delegations of Authority

Other SIML

Managed Fund

Other SIML

Managed Fund

Investore

Large Format

Retail

SIML/Manager

SIML CEO/Management

SPL 19.4%

(as at 1 May 2020)

Appointment

of Directors

Accountability

Operational Management

Risk Management Framework

Investore’s Website

For additional information on Investore’s key corporate governance documents and policies, please refer to the Investore

website at www.investoreproperty.co.nz

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20207475

Principle 1:
Code of Ethical Behaviour

“Directors should set high standards

of ethical behaviour, model this

behaviour and hold management

accountable for these standards being

followed throughout the organisation.”

Investore and the Board consider that ethical behaviour

underpins the overall corporate governance practices of

Investore and SIML, as Manager. The Board adopts an ethics-

based approach to its operations and decision making.

Code of Ethics

Investore has adopted a Code of Ethics which sets the

standard expected by Investore of its Directors and of the

employees of the Manager when conducting the business

of Investore. In summary, the Code of Ethics requires that

representatives of Investore:

• act with honesty and integrity and demonstrate respect

for others;

• protect Investore’s assets and resources, including its

confidential or sensitive information;

• adhere to all legal and compliance obligations; and

• make every effort to protect the reputation of Investore

and avoid a conflict between an individual’s private

financial activities and the business activities of Investore.

The Code of Ethics is supported by other policies, including

the Manager’s Conflicts Policy, Securities Trading Policy and

Market Disclosure Policy.

Conflicts of Interest

The principles that govern the management of conflicts of

interest are addressed in a number of Investore’s governance

documents, including the Constitution, the Board Charter, the

Code of Ethics, and a range of internal policies of the Manager.

Due to the relationship between Investore and Stride Property

Group, the management of perceived and actual conflicts

of interest is an integral feature of Investore’s day-to-day

governance practices. SIML, the Manager, has adopted

a Conflicts Policy which guides SIML in identifying and

managing conflicts of interest. Investore has approved this

Conflicts Policy.

In addition to the standing conflict protocols, the Board

considers conflicts of interest for specific transactions, and this

was evidenced in the management of the acquisition of three

large format retail properties from SPL during the year in review.

The Board was particularly mindful of the conflict of interest

issues raised as a result of this transaction, given that SIML

manages and advises both Investore (the purchaser) and SPL

(the vendor), and that two members of the SPL Board (being Tim

Storey and John Harvey) are also directors of Investore.

The Board was conscious to ensure that it adopted an

independent and robust process where shareholders would

have confidence in the integrity of all aspects of the acquisition

process, and that any subsequent Board recommendation in

Diagram 2 – Board and Manager Roles and Responsibilities

Principle 2:

Board Composition and

Performance

“To ensure an effective board, there

should be a balance of independence,

skills, knowledge, experience and

perspectives.”

The Role of the Board

The Board is responsible for overseeing the effective

management and operation of Investore. The Board’s role

is to represent the interests of Investore’s stakeholders and

ensure that the operations of Investore are managed in a way

that is consistent with the achievement of Investore’s strategy

and business objectives, within a framework of regulatory and

ethical compliance.

The Board’s roles and responsibilities are formalised in a

Board Charter, which is available on the Company’s website.

The Board Charter outlines the functions that are reserved

for the Board and those that are formally delegated to SIML

as Manager. Directors review the Board Charter annually, to

favour of the acquisition was made on the basis that it delivers

the best outcome for Investore and its shareholders.

The following measures were adopted to ensure an

independent process:

• Mike Allen, the Chair of Investore, and Gráinne Troute,

being the two independent directors of Investore at the

time, negotiated the sale and purchase agreements on

an arms’ length basis with the Board of SPL, with the

assistance of independent legal advisors.

• Independent legal advisers were appointed to advise

Investore on the acquisition and, in addition, the

independent Directors took their own legal advice on

governance matters to ensure complete transparency

and robustness of advice. Separate legal advisors were

engaged by SPL.

• The SIML conflicts protocol was adhered to in negotiating

the acquisition, and in addition, a transaction-specific

conflicts protocol was adopted, which established

processes and procedures for ensuring the independence

of advisors and transaction teams and the management of

information to ensure confidentiality and separation.

• Independent valuations of all properties were obtained by

Investore from Savills (NZ) Limited.

• In accordance with the requirements of the Listing Rules,

both the valuers, Savills (NZ) Limited, and Northington

Partners Limited, who prepared the Independent

Appraisal Report, were approved by NZX.

• The SIML appointed Investore Directors, Tim Storey and

John Harvey, abstained from voting on the Board approval

of the transaction and the independent Directors held their

own discussions without wider Director participation.

Securities Trading Policy

The Board has adopted a Securities Trading Policy which

contains processes and procedures governing trading in

Investore securities. The Securities Trading Policy raises

awareness about the insider trading provisions within the

Financial Markets Conduct Act 2013 (FMCA) and reinforces

those requirements with additional internal compliance

requirements. Directors of Investore and directors and

employees of SIML who wish to trade in quoted financial

products of Investore must comply with the Securities Trading

Policy, which imposes limited trading windows and requires

all persons to whom the policy applies to obtain approval

prior to trading. Speculative trading is not permitted, except

in exceptional circumstances and with the prior approval of

the Company Secretary, with a minimum holding period of six

months imposed.

ensure it remains consistent with the Board’s objectives

and responsibilities and appropriately reflects the

distinction between the Board’s responsibilities and those

of the Manager.

The Board retains responsibility for setting the strategic

direction of Investore, overseeing performance and

communicating to the market. The Board delegates the day to

day management of Investore’s business to SIML as Manager

by way of the Management Agreement, and sets appropriate

operating parameters through formal delegations of authority.

The relationship between the Board and SIML is a closely

linked one, with regular communication and interaction, as

depicted in Diagram 2.

Board sets strategic direction and operating

frameworks of Investore; adopts policies, processes and

systems to ensure the business of Investore is operated

in an honest, ethical, safe and responsible manner;

adopts an appropriate risk management framework;

delegates day to day operations to SIML within a formal

delegation of authority.

SIML implements the Board’s strategy and follows the

Board’s approved policies and reporting procedures;

oversees day to day operations of Investore’s property

portfolio and assets; ensures Investore is meeting its

legal, regulatory, financial reporting and other statutory

obligations.

SIML makes recommendations to the Board

on company strategy and initiatives: reports to

the Board on Investore’s operating performance,

and prepares budgets and business plans for

Board approval.

Board oversees the operations of Investore

and implementation of Investore’s strategic

objectives, ensuring it is being managed

appropriately and has adequate resources to

meet Investore’s objectives and obligations;

reviews and approves Investore’s budgets,

business plans, dividend policy and financial

forecasts and oversees Investore’s capital

management; monitors the financial

performance of Investore; implements effective

audit and risk management systems; reviews

and approves market communications.

SIML communicates with investors and the market

on behalf of Investore; manages business risk in

accordance with the risk appetite adopted by the

Board and implements health and safety policies

and procedures.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20207677

Composition of the Board and
Director Independence

Investore’s Constitution requires the Board to have no less

than four and no more than five Directors at any one time.

The Board must comprise:

• At least two independent Directors where the Board

is comprised of four Directors, and at least three

independent Directors where the Board is comprised of

five Directors.

• An independent non-executive Chair, who holds a casting

vote in respect of Board resolutions.

• At least two Directors who are ordinarily resident in

New Zealand.

SIML, as Manager, has the right to appoint and remove two

Directors. The two SIML appointed Directors, Tim Storey and

John Harvey, are also directors of SIML. The independent

Directors are appointed and subject to removal in the normal

manner by Investore shareholders who are not associated

with SIML. This means that SPL, as a shareholder of Investore,

is not eligible to vote on the appointment of the independent

Directors.

Under Investore’s Constitution, if SIML has exercised its

Director appointment rights, the Chair must be ‘Independent

of the Manager’ and the Board must include at least two

Directors (where there are four Directors on the Board) or at

least three Directors (where there are five Directors on the

Board) who are ‘Independent of the Manager’.

‘Independent of the Manager’ means, in respect of a

Director, that:

• The Director is not an ‘Associated Person’ (as defined

in the Listing Rules) of SIML, any person who holds or

controls more than 25% of the ordinary shares of SIML,

or any related company of a person who holds or controls

more than 25% of the ordinary shares of SIML;

• The Director was not appointed by SIML under its

appointment rights in the Constitution;

• The Director is not an executive officer of SIML and has no

‘Disqualifying Relationship’ (as defined in the Listing Rules)

with SIML; or

• Pursuant to any NZX Regulation ruling or other written

consent of NZX, the Director is to be treated as being

independent of SIML.

The Directors of Investore who held the office of Director

during the 12 months to 31 March 2020, their status and date

of appointment, skills and expertise, is set out on pages 12

and 13, with their attendance at meetings set out on page 84.

The Board has reviewed the status of each of the Directors

and confirms that, as at the date of release of this Annual

Report, Directors Mike Allen, Gráinne Troute and Adrian Walker

are independent Directors, having regard to the factors set out

in the NZX Code.

The Chair of the Board is independent Director Mike Allen and

the Chief Executive Officer of the Manager is Philip Littlewood.

Appointment of Directors

Potential candidates for appointment as an independent

Director are nominated by the Board or shareholders and are

voted on by the shareholders of Investore. The Board may

appoint Directors to fill a casual vacancy, but where a Director

is appointed to fill a casual vacancy, that Director is required

to retire and stand for election at the first Annual Shareholder

Meeting after their appointment.

To be eligible for selection, candidates must demonstrate the

appropriate qualities and experience for the role of Director

and will be selected on a range of factors, including property

industry knowledge, business acumen, financial markets and

governance experience. Other relevant factors may include

background, professional expertise, and qualifications, and

these will be considered against the Board’s assessment

of its needs at the time and having regard to the strategy

of Investore. Before appointing a new director, the Board

undertakes appropriate pre-appointment checks, including

background checks on education, employment experience,

criminal history, and bankruptcy.

During the year in review Director Kate Healy resigned in order

to explore other opportunities in Australia where she now

resides. The Board conducted a thorough review of its skills

and experience and identified any gaps in expertise that a new

director could bring to the Board. Following a comprehensive

search, the Board appointed a new independent Director,

Adrian Walker, on 3 April 2020. Adrian brings to the Investore

Board a deep knowledge of the property industry in New

Zealand, as well as the supermarket sector, a sector that

makes up a significant portion of Investore’s portfolio.

All new non-executive Directors are appointed by way of a

formal letter of appointment setting out the key terms and

conditions of their appointment, including expected time

commitment, remuneration entitlements and indemnity and

insurance arrangements. New Directors are provided with

an induction pack containing key governance information,

policies and relevant information necessary to prepare new

Directors for their role. New Directors also meet each of the

key members of management of SIML as part of an induction

programme, designed to provide new Directors with an

overview of Investore, its strategy and operations, and the

market in which it operates.

Directors’ Skills and Experience

The Board regularly reviews its skills and experience,

particularly when there is a gap on the Board to be filled.

The Board is conscious to ensure that it collectively has an

appropriate mix of skills, knowledge, experience and diversity

to enable the Board to meet its responsibilities and to bring

different perspectives to Board discussions. A balance is

sought between Directors with experience and knowledge of

the property sector, the history and operations of Investore

and the Manager, and new Directors who bring fresh

perspective and insight.

Set out in Diagram 3 is a summary of the identified mix of

skills and experience among Directors that the Board seeks to

maintain and develop. This skills matrix takes account of the

nature of the Company’s business interests and its strategic

principles. Individual Director profiles are also set out on

the Investore website and on pages 12 and 13 of this

Annual Report.

Diagram 3 – Board Skills Matrix

Professional Development,

Training & Independent Advice

The Board conducts continuing professional development

for Directors, which includes visits to properties owned by

Investore and potential acquisition sites, and briefings from

senior SIML managers and industry experts. This is intended

to enable Directors to maintain the knowledge and skill set

required for the office of a Director of Investore, particularly

focussed on knowledge specific to the property industry,

macroeconomic factors and new regulatory and governance

practices, all of which may impact on Investore’s business

and operations.

All Directors are entitled to access information and

independent advice if they individually or collectively

consider it necessary to properly execute their roles and

responsibilities.

Board Self-Review

Directors carry out an annual performance review and

evaluation of the Board, its Charter and committee(s), with

Directors’ views sought and discussed on issues relevant to

the Board and its governance practices. The Board undertook

an internal self-review in FY20 as part of the appointment of

Adrian Walker as a new Director.

Property

• Property management and operations,

including leasing and development

• Real estate legal expertise

• Property acquisitions and divestments

Setting and Leading

Corporate Strategy

• Developing and implementing

corporate strategies

• Leading successful execution

of corporate strategy

• Identifying critical success factors

to achieve company objectives

Financial and Capital Management

and Risk Management

• Financial accounting and reporting

• Financial and non-financial risk management

• Capital management strategies

and corporate finance

• Debt and equities markets and funds

management experience

Governance and Leadership

• Organisational leadership, including

experience in senior executive roles

• Governance experience in listed

companies or large private companies

Customer / Retail

• Fast moving retail environments, and/

or consumer services and products

• Driving customer experience and

knowledge of customer segmentation

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20207879

Diversity
The Investore Board understands that different perspectives

contribute to a more successful business, and that different

perspectives are often the result of diversity. Investore is

committed to promoting diversity on its Board by attracting,

developing and retaining high calibre Directors from a diverse

pool of individuals and skill sets.

The Board has adopted a Diversity Policy, which applies to

the Board, given that Investore has no employees. Investore

aligns its Diversity Policy with SIML’s Diversity Policy. For more

information on the Manager’s diversity strategy, refer to the

FY20 Annual Report of Stride (when available) at

www.strideproperty.co.nz

Diagram 4 – Principles of Investore’s Diversity Policy

Gender Composition of the Board

of Investore

As at 31 March

2020

As at 31 March

2019

Male*3 (75%)3 (60%)

Female1 (25%)2 (40%)

* Adrian Walker was appointed a director on 3 April 2020. Following his

appointment, the Board comprises four male Directors (80%) and one

female Director (20%).

The Investore Diversity Policy takes a broad approach to

diversity, considering a number of different factors which

contribute to a diverse and productive Board, including

gender, experiences, age, religious beliefs, capabilities,

sexual preference, family and cultural heritage. The four key

principles of diversity for Investore are set out in Diagram 4.

Investore has conducted a review of its Diversity Policy and the performance of Investore against its annual objectives for the year

in review, with its progress towards achieving its objectives summarised in Table 1.

Table 1 - Diversity Objectives and Progress FY20

ObjectiveProgress as at 31 March 2020

Recruitment

Ensure recruitment procedures provide for a wide range of

potential Director candidates to be considered at Board level

In conducting a search for a new Director, Investore considers

diversity as one of the factors for consideration in selecting

a new Director. Investore encourages applications from a

diverse range of Director candidates and utilises a variety

of channels. These channels include the use of external

recruiting agencies and internal referrals. The Board

undertook a comprehensive process during FY20 in the

search for a new independent Director to support Investore in

its next phase of development. The independent Directors of

Investore sought diversity in the candidates for directorship,

and Director Adrian Walker was appointed on 3 April 2020.

Reporting

SIML will report periodically to the Board on diversity related

matters within its business, including diversity of employees

Investore has adopted a Diversity Policy to apply to the

Board which is aligned with SIML’s Diversity Policy. This

ensures a synergy of approach to diversity at a governance

and operational level, with SIML undertaking the day to day

operation of the business of Investore. Oversight of the

Manager’s diversity approach is important to Investore. SIML

reported to the Investore Board on progress in its diversity

objectives, a summary of which can be found in the Stride

Annual Report for FY20 (when available).

Individuals are

evaluated based on

their individual skills,

performance and

capabilities

Investore values

diversity in skills,

backgrounds, and

ideas which come

from a diverse

workforce

Investore does

not tolerate

any unlawful

discrimination or

harassment of any

kind, including

in recruitment,

promotion and

remuneration

Investore believes

that diversity is a

strong contributor

to a rich workplace

culture where

individuals are free

to be themselves

and thrive

MeritCulture

Promotion of

Diverse Ideas

Fairness and

Equality

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20208081

Principle 3:
Board Committees

“The board should use committees

where this will enhance its

effectiveness in key areas, while still

retaining board responsibility.”

The Board acknowledges that committees play a crucial part

in Investore’s governance framework, allowing a subset of the

Board to focus on a particular area of importance, while still

ensuring the Board as a whole is responsible for decision-

making for the Company.

For the year in review, the Board had one standing committee

in operation, the Audit and Risk Committee, to assist in the

exercise of its functions and duties. In addition, during FY20

the Board established a temporary Due Diligence Committee,

comprising members of the Board, the Manager and advisers,

to oversee planning and preparation for the capital raising

undertaken during November and December 2019, and to

ensure that the Company met its legal obligations in relation to

that capital raising.

The NZX Code recommends that a Remuneration Committee

and a Nominations Committee be established to recommend

remuneration packages for Directors and senior employees

and to recommend director appointments to the Board. As

Investore has no employees and a relatively small Board,

the function of Director remuneration and appointment is

undertaken by the full Board, with both Director remuneration

and independent Director appointments ultimately requiring

shareholder approval.

Audit and Risk Committee

The Audit and Risk Committee operates under a written

Charter which is reviewed annually by the Committee to

ensure that it remains appropriate and current. The Charter

requires that the Audit and Risk Committee be comprised

solely of non-executive Directors, and have at least three

members, with the majority of members being independent

Directors. At least two Directors on the Committee must

be independent of SIML. The Chair of the Audit and Risk

Committee is to be an independent Director and may not be

the Chair of the Board.

All Audit and Risk Committee members are expected to have

an appropriate degree of financial acumen for the position of

Audit and Risk Committee member and at least one member

must have accounting or related financial management

expertise. Directors who are not committee members have a

standing invitation to, and regularly attend, the Audit and Risk

Committee meetings.

Meetings of the Audit and Risk Committee are held at least

twice a year, having regard to Investore’s reporting and audit

cycle. Additional meetings may be held at the discretion of

the Chair, or if requested by any Audit and Risk Committee

member or the external auditor.

The NZX Code recommends that employees (which in this

case, would be senior management of SIML) should only

attend Audit and Risk Committee meetings at the invitation

of the Committee. The Chief Executive Officer and senior

management of SIML, and the external auditor, have a

standing invitation to attend Audit and Risk Committee

meetings. The Audit and Risk Committee are free to, and

do, meet separately with the external auditor, without senior

management of SIML present, to discuss audit matters.

The Audit and Risk Committee provides assistance to

Directors in fulfilling their responsibility to investors in

relation to the reporting practices of Investore, and the

quality, integrity, and transparency of the financial reports

of Investore.

Diagram 5 - Audit and Risk Committee Membership and Responsibilities

A copy of the Audit and Risk Committee Charter can be found on Investore’s website at www.investoreproperty.co.nz

Audit and Risk

Committee Members

Gráinne Troute (Chair)

Mike Allen

John Harvey

Review financial statements to determine that the

external auditors are satisfied with disclosure and

content of the financial statements to be presented

to investors

Review with SIML and external auditors the results of

analysis of significant financial reporting issues and

practices, including changes in accounting principles

Agree scope of external audit half year review and

annual audit, review audit opinion and review

auditor’s compensation and recommend such to

the Board

Report results of annual audit to the Board, including

whether the financial statements comply with

applicable laws and regulations

Recommend appointment of external auditors and

monitor services provided by auditors to ensure

independence is maintained

Monitor and review the risk management framework

established by the Manager

Review key business risks and controls, and review

reports on effectiveness of systems for internal

control, financial reporting and risk management

Review and approve key insurance policy terms and

cover adequacy and recommend such to the Board

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20208283

Board and Committee Meetings and
Attendance

The Board schedules a minimum of six meetings per year,

at which Directors receive written reports and presentations

from SIML’s Chief Executive Officer and senior management

covering a review of operations and financial results for the

period in review, an overview of matters for Board approval,

and an outline of key health, safety and sustainability matters

and, as appropriate, risk and governance reports. The Board

regularly considers performance against strategy, sets

strategic plans and approves initiatives to meet the

Company’s strategic principles.

Additional Board and Committee meetings are called as

required. The Board notes that it has met more regularly in

recent months to review operational matters and the impact of

COVID-19 on Investore’s business and financial performance, in

order to ensure that the market and investors are kept informed.

Directors also visit Investore’s assets and potential assets for

acquisition, attend briefings with senior managers of SIML on

an ad hoc basis and attend investor briefings in connection

with their role as Director of Investore. These attendances are

not included in the disclosure in Table 2 below, but comprise

an important element of Investore Director responsibilities.

The number of Board and Committee meetings held during

the year and details of Directors’ attendance at those

meetings are disclosed in Table 2.

Due Diligence Committee

During the year in review a temporary Board Committee

was established to oversee the capital raising undertaken

to partially fund the acquisition of the three large format

retail properties from SPL. This Due Diligence Committee

comprised two independent Directors, Mike Allen and

Gráinne Troute, as well as members of SIML management and

representatives of Investore’s advisers. All Investore Directors

were invited to attend the Due Diligence Committee meetings,

although the Directors appointed by SIML did not vote on

matters that involved a conflict of interest given their role as

directors of SPL.

The key function of the Due Diligence Committee was to

oversee and coordinate the due diligence process for the

capital raising, which comprised an institutional placement

and a retail offer.

The Due Diligence Committee was responsible for ensuring

that all material information known to Investore was disclosed

to the market, and ensuring that the offer materials did not

contain any statement that was false, misleading or deceptive

or which was unsubstantiated, and contained all of the

information required by statute and the Listing Rules. The

Committee also established a system of continuing enquiry,

review and monitoring of developments between the date of

the offer materials and the allotment of the shares, to ensure

no material information arose which should be disclosed to

the market during this period.

A similar Committee and process was established for the

capital raising announced post balance date on 29 April 2020.

Table 2 - Board and Committee Meeting Attendance

for Period 1 April 2019 to 31 March 2020

Board

Audit and Risk

Committee

Due Diligence

Committee and Related

Board Meetings*

Number of Meetings in FY208410

Mike Allen849

Kate Healy**11-

Gráinne Troute8410

Tim Storey84

8

John Harvey848

* Directors Mike Allen and Gráinne Troute were members of the Due Diligence Committee. Directors Tim Storey and John Harvey attended some Committee meetings,

but did not attend all meetings due to the conflict of interest given their position as directors of SPL.

** Director Kate Healy resigned with effect from 22 May 2019.

Takeover Protocols

The Board has established takeover protocols, available on Investore’s website, which set out the procedure to be followed in

the event a takeover offer for Investore is made or it is foreseeable that an offer may be imminent. The protocols provide for an

independent takeover committee to be formed, comprising independent Directors of Investore, to oversee the takeover process

and ensure compliance with Investore’s obligations under the Takeovers Code. The protocols also govern the procedure for

communications with the bidder, and with the market and investors.

Principle 4:

Reporting and Disclosure

“The board should demand integrity in

financial and non-financial reporting,

and in the timeliness and balance of

corporate disclosures.”

Market Disclosure Policy

Investore has a Market Disclosure Policy, available on

Investore’s website, to ensure the Company meets its

obligation to keep the market informed of all material

information. Investore is committed to:

• Ensuring that shareholders, bondholders and the market

are provided with full and timely information about its

activities;

• Complying with the general and continuous disclosure

principles contained in statute and in the Listing Rules;

• Ensuring that all market participants have equal

opportunities to receive externally available information

issued by Investore.

The Policy obliges all directors and executive officers of

SIML and Directors of Investore to inform the Chief Executive

Officer of SIML or the SIML General Manager Corporate

Services (who is also the Disclosure Officer under the

Policy) of any potentially material information or proposal

immediately after the relevant person becomes aware of that

information or proposal. A Disclosure Committee, comprising

Investore’s Chair and SIML’s Chief Executive Officer, Chief

Financial Officer and General Manager Corporate Services,

is responsible for making decisions about what information

is material information and ensuring that appropriate

disclosures are made in a timely manner to the market.

Availability of Key Governance Documents

The Board Charter, Audit and Risk Committee Charter,

annual and interim reports, announcements, key corporate

governance policies and other investor related material (as

recommended in the NZX Code) are available on the Investore

website at www.investoreproperty.co.nz

The Board notes that it has not established a remuneration

policy due to the fact that it has no employees. Information

regarding Director remuneration is made available to investors

when shareholders are asked to approve any changes to

Director remuneration, and is reported in the Annual Reports

of Investore.

Financial Reporting

Investore is committed to appropriate financial and non-

financial reporting. Investore’s Audit and Risk Committee is

responsible for overseeing Investore’s financial reporting,

including ensuring that such reporting is balanced, clear

and objective. Further information on the Audit and Risk

Committee process and responsibilities is contained in the

commentary on Principle 3.

Non-Financial Reporting

Part of the role of the Audit and Risk Committee is to establish

processes to identify and consider in detail the material

business risks of the Company, including those reported by

SIML, the Manager. The Board also regularly receives risk

management reports, and reviews key risks to the business of

Investore and the controls implemented to manage exposure

to those risks. These include portfolio risks, business risks,

compliance risks, as well as risks related to individual projects

or sites. All identified risks have specific mitigation strategies

where appropriate, and the Manager regularly reviews the

effectiveness of these strategies.

Environmental Sustainability, Social

Responsibility and Corporate Governance

Investore is committed to ensuring that Environmental

Sustainability, Social Responsibility and Corporate

Governance (ESG) are key considerations in the operation and

governance of its business. In practice, Investore aligns its

approach to ESG factors with that of the Manager.

As reported in the Annual Report for FY19, Investore

embarked on progressing its sustainability approach through

the development of a materiality matrix and gap analysis.

In the past year Investore has built on this work, with the

assistance of SIML, by implementing a Sustainability Strategic

Plan, linking the outcomes of the gap analysis and materiality

assessment to Investore’s sustainability goals. The strategic

plan sets the direction for improving sustainability across

Investore to achieve its long-term strategy.

The key sustainability issues identified by Investore through

the materiality matrix that was completed in FY19 as being of

most importance to stakeholders and also having the greatest

impact on Investore’s business were:

Health, safety

& wellbeing

Attracting

investors

Tenant

relationships

GovernanceCommunicationAsset quality

DiversitySocial licence

Community

involvement &

engagement

Investore’s strategic plan is based on the three key pillars for

a successful, sustainable business – people, planet (or places

in Investore’s case) and prosperity, and seeks to address

each of the material issues identified above within each

of these pillars. A detailed three year plan which identifies

specific actions against each objective is being prepared, and

Investore is working proactively with its tenants in order to

ensure that its sustainability activities align with those of its

major tenants, in order to achieve the most effective outcome.

The key objectives contained in Investore’s sustainability

strategic plan, as well as achievements for FY20 can be found

on pages 26 and 27 of this Annual Report.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20208485

Principle 5:
Remuneration

“The remuneration of directors and

executives should be transparent, fair

and reasonable.”

Directors’ Remuneration

Directors are remunerated in the form of Directors’ fees as

approved by shareholders, with a higher level of remuneration

for the Chair of the Board and an additional amount for the

Chair of the Audit and Risk Committee, to reflect the additional

time and responsibilities that these positions require. The

Board is collectively responsible for recommending Director

remuneration packages to shareholders.

Directors’ remuneration was reviewed in 2019, as previously

signalled to the market, being three years since Investore

was listed. The Board engaged Ernst & Young to provide an

independent report on Directors’ remuneration for Investore,

utilising Ernst & Young’s database of directors’ remuneration

in New Zealand. The report benchmarked the remuneration

paid to Investore’s Directors against an industry peer

group of NZX listed companies, selected on the basis of

comparable market capitalisation. A summary of that report

was made available to shareholders when considering the

resolution to increase Directors’ remuneration at the 2019

Annual Shareholder Meeting. In proposing an increase in

remuneration, the Board took into account the Ernst & Young

independent benchmark report, as well Director workloads

and responsibilities, and Investore’s performance.

Shareholders approved an increase in Directors’ remuneration

at the 2019 Annual Shareholder Meeting with effect from

1 July 2020, increasing non-executive Director remuneration

from $40,000 to $45,000 per annum; the Chair’s

remuneration was increased from $70,000 to $85,000

per annum; and the remuneration of the Chair of the Audit

and Risk Committee was increased from $5,000 to $6,500

per annum. Audit and Risk Committee Members receive no

additional remuneration.

As previously advised to the market, Investore intends to

review Director remuneration every two years. Investore

remains committed to the principle that remuneration is

set and managed in a manner which is fair, transparent

and reasonable.

Investore does not have a remuneration policy because it has

no employees and, as previously advised to shareholders,

Directors receive remuneration solely by way of Director

fees which are approved by shareholders. No Director of

Investore is entitled to any remuneration other than by way of

Directors’ fees and the reasonable reimbursement of travel,

accommodation and other expenses incurred in the course

of performing duties or exercising their role as a Director.

Directors do not participate in any Company share or

option plan.

Table 3 sets out Director remuneration for those Directors who

held office in the year to 31 March 2020.

Principle 6:

Risk Management

“Directors should have a sound

understanding of the material risks

faced by the issuer and how to manage

them. The board should regularly

verify that the issuer has appropriate

processes that identify and manage

potential and material risks.”

Risk Management Framework

The Board considers that identification and management of

the risks to Investore’s business is an important part of its

responsibilities. The Board is responsible for overseeing and

approving the Company’s risk management strategy and

policies, as well as ensuring effective audit, risk management

and compliance systems are in place. The Audit and Risk

Committee assists the Board in fulfilling its risk assurance

and audit responsibilities and the Board then delegates

the implementation of a Board approved risk management

framework to the Manager.

Investore has a robust risk management framework in place,

supported by a set of risk-based policies appropriate for

Investore, including a Treasury Policy, the Manager’s Conflicts

Policy, Investment Mandates and Delegations of Authority

(which are endorsed and approved by Investore). The principal

purpose of this framework is to integrate risk management

into Investore’s operations, and to formalise risk management

as part of Investore’s internal control and corporate

governance arrangements.

As part of the risk management framework, the Manager

maintains a comprehensive risk register for Investore,

recording the key risks to its business, and assigning each

risk a risk rating based on the likelihood and impact of the

risk, as well as mitigation strategies and the risk rating after

implementation of the mitigation strategies.

The Board receives a report on the material risks facing

Investore on a quarterly basis, as well as mitigation strategies

that are in place to manage those risks. The Manager also

reports on any changes to the risk level or any new material

risks that the business is facing. These risks include financial,

operational, compliance, reputational, and health and safety

risks, among others.

The key risk facing Investore since March 2020 has been

COVID-19, and the Board has met more regularly to monitor

the impact of COVID-19 on Investore’s business, including

operational and financial performance. The Board has also

sought to keep the market updated with timely information

on the impact of COVID-19 on Investore’s business through

regular business updates.

Management of Health and Safety Risk

Investore’s health and safety framework reflects its

commitment to health and safety. The Board acknowledges

that effective governance of health and safety is essential for

the continued success of Investore. As reported in the FY19

Annual Report, Investore’s health and safety approach reflects

the externally managed nature of its business. In appointing

SIML to manage the Investore business, Investore relies on

SIML to ensure that Investore is complying with its health

and safety obligations. The Investore Board works closely

with SIML to understand the key risks to Investore’s business

from a health and safety perspective, ensure that these risks

are eliminated or minimised, and that SIML is implementing

appropriate systems and procedures to ensure effective

management of health and safety risks when managing

Investore’s assets and business.

During FY20, Investore, in conjunction with SIML as Manager,

has continued to implement a best practice health and safety

framework for management of its business, based on the four

key health and safety pillars that form the basis of Investore’s

health and safety strategy, which is aligned with the SIML

health and safety strategy.

People

SIML employees will be

strong leaders in health

and safety and will

promote the wellbeing

of other employees,

contractors, visitors

and tenants

Environment

We will provide

safe and healthy

environments for all

places that we manage

Resources

We will ensure our

people have the tools,

skills and resources to

achieve continuous

improvements in

health and safety

Communications

We will ensure regular

effective communication

and consultation to

ensure employees are

fully engaged in health

and safety

Table 3 - Directors’ Remuneration

DirectorRemuneration

Mike Allen (Chair)$81,250

Gráinne Troute (Chair of Audit and Risk Committee since May 2019)

$49,161

Tim Storey$43,750

John Harvey$43,750

Kate Healy (resigned 22 May 2019)$6,429

Total*$224,340

* Total Directors’ fees exclude GST and reimbursed costs directly associated with carrying out Director duties. No additional fees were paid to Directors

who were members of the Due Diligence Committee.

Investore’s Health and Safety Pillars

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20208687

The Investore Board continues to review achievement by SIML
of the key performance indicators underpinning each of these

strategic pillars.

For the year in review, Investore continued to develop and

embed a positive health and safety culture throughout its area

of influence, including SIML, tenants and its supply chain.

Contractor management has continued to be a key area of

focus for Investore and SIML, ensuring that contractors with

appropriate health and safety practices are engaged, and

when engaged they are minimising risk to staff, public and

tenants in undertaking their activities. In addition, during FY20

risk assessments have been refreshed for sites to identify

risks and seek to eliminate or minimise those risks.

In March 2020, the key health and safety issue facing

Investore, as with most businesses, was the impact of

COVID-19 on its operations and those of its tenants.

As many of the Investore tenants are considered ‘essential

businesses’ within the Government definition on the

www.covid19.govt.nz website, the sites those tenants

operated from were required to be kept operational. Investore,

in conjunction with its tenants, identified those contractors

that were required to keep the sites operational and safe,

and identified and reviewed those contractors’ processes

and procedures for safe operating. As the alert levels have

changed, Investore’s key focus has been ensuring appropriate

information is provided to contractors and tenants regarding

operational expectations such as physical distancing, contact

tracing and sanitising, and monitoring to ensure these

expectations are being met.

Principle 7:

Auditors

“The board should ensure the quality

and independence of the external

audit process.”

External Audit Function and Audit

Independence

PricewaterhouseCoopers is the auditor of Investore.

The key framework for the relationship between the issuer

and its external auditors is comprised in the Audit and

Risk Committee Charter, which includes the Audit

Independence Guidelines.

These Guidelines require compliance with the Listing Rules,

which requires rotation of the lead audit partner at least

every five years. The Guidelines also set out a description

for determining the non-audit services that may be provided

by the external auditor without compromising the external

auditor’s independence. The Audit and Risk Committee

regularly monitor non-audit services provided by the external

auditor and confirm whether these services prejudice the

maintenance of independence of the auditor.

The purpose of the audit independence framework is to

ensure that audit independence is maintained, both in fact and

appearance, so that Investore’s external financial reporting is

both reliable and credible.

The Audit and Risk Committee meet at least twice a year with

the external auditors, with the opportunity to meet without

any representatives of the Manager present. The Board

invites the external auditor to attend meetings of the Audit

and Risk Committee as required. Directors are free to make

direct contact with the external auditor as necessary to obtain

independent advice and information.

The external auditor also attends shareholder meetings to

answer questions from shareholders in relation to the audit.

Internal Audit Function

Investore engages SIML to manage its business, as it has no

employees. The Board and/or Manager engage consultants to

undertake internal reviews from time-to-time on a project-by-

project basis, and can monitor, amongst other things, internal

controls, risk management or the integrity of financial systems.

Such projects can operate both with and independently from

the Manager, with findings reported directly to the Board.

Principle 8:

Shareholder Rights

and Relations

“The board should respect the rights

of shareholders and foster constructive

relationships with shareholders that

encourage them to engage with

the issuer.”

Investor Communications

The Board believes that open communication with

shareholders and bondholders is very important to ensure

effective governance and oversight of the business of

Investore. Investors deserve to be provided with all the

information possible about the performance of their

investment and to be informed on any significant matters

relating to their investment in Investore.

Investore is committed to notifying the market of any material

information related to its operations, as required by the Listing

Rules. Material announcements are posted on Investore’s

page on the NZX website, www.nzx.com

The Board has adopted a Market Disclosure Policy that

establishes procedures aimed at ensuring Directors are

aware of and fulfil their disclosure obligations under the

Listing Rules (as discussed under Principle 4). Significant

market announcements, including the announcement of the

half year and full year results, the accounts for those periods

and any advice of a change in earnings forecast, require the

prior approval of the Board.

In addition to these general disclosure obligations, the Market

Disclosure Policy requires Directors to regularly consider

whether there is any information that may require disclosure

in accordance with the Market Disclosure Policy, the Listing

Rules, the FMCA and best practice in this area.

Investore’s Website

Material information released to the market is also made

available (following the release) on Investore’s website,

enabling broader access to Investore’s information by

investors and stakeholders. The Investore website has copies

of all presentations and reports released by Investore, and

shareholders are encouraged to refer to the website

www.investoreproperty.co.nz for information on

the Company.

The Annual Reports and Interim Reports are available

electronically on Investore’s website and investors can request

hard copies by contacting Investore’s Share Registrar (whose

contact details can be found in the Corporate Directory at

the back of this Annual Report). Each notice of meeting for

shareholder meetings and transcripts of those meetings are

made available on Investore’s website and on the NZX.

The Company encourages investors to receive investor

communications by electronic means where possible.

Notice of Shareholder Meetings

In order for shareholders to fully participate in shareholder

meetings, the Board will endeavour where possible, to

distribute the Notice of Meeting at least 20 working days

prior to any shareholder meeting. During FY20 shareholders

were given at least 20 working days’ notice of the Annual

Shareholder Meeting held on 28 June 2019.

Investore notes that the notice of meeting for the special

meeting held in January 2020 to approve the acquisition of

three large format retail properties from SPL and to ratify

certain issues of shares, as further described below, was

distributed on 13 December 2019, with the meeting held on

16 January 2020. While this was less than the 20 working

days’ notice period recommended by the NZX Code (being

16 working days) due to the Christmas period, the Board

notes that more than one calendar month’s notice was

provided, and the Board engaged early with the New Zealand

Shareholders Association in order to ensure shareholders

had sufficient time to prepare for the meeting and to receive

the recommendation of the New Zealand Shareholders

Association in relation to the matters for consideration at the

meeting. The Board notes that it will always endeavour to

provide at least 20 working days’ notice of meetings, unless

special circumstances mean this is not possible.

Annual Shareholder Meetings

Shareholders are encouraged to attend Investore’s Annual

Shareholder Meeting and take the opportunity to meet the

Board and senior managers of the Manager. All Directors

and senior managers of the Manager attend the shareholder

meetings and are available for questions.

The Chair provides time for questions from the floor and these

are answered by the appropriate member of the Board or

Manager. Investore’s external auditor attends the meeting

and is available to take questions on the preparation of the

financial statements and the auditor’s report.

The next Annual Shareholder Meeting for Investore is

scheduled to be held in August 2020. Shareholders will be

given notice of the date, time and method of holding the

meeting in due course.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20208889

Special Shareholder Meeting
During the year in review, Investore undertook one significant

transaction requiring shareholder approval, namely the

acquisition of three large format retail properties from SPL,

which has been described elsewhere in this Annual Report.

That acquisition was conditional on shareholder approval

of the transaction, among other things. Investore convened

a special meeting of shareholders on 16 January 2020

to consider and, if thought fit, approve the acquisition of

these three properties. The transaction was approved by

shareholders, with 99.79% of the eligible votes cast in person

or by proxy in favour of the transaction.

Investore undertook a capital raising during November and

December 2019 to partially fund the acquisition described

above. The proceeds of the capital raising were used to pay

down debt, and the available debt facilities were subsequently

used to fund the purchase price of the acquired properties

on settlement. At the special shareholder meeting in January

2020, shareholders were also asked to ratify the previous

issue of shares under the placement and the retail offer, as

further described in the notice of meeting dated 13 December

2019. These share issues were ratified by shareholders, with

the relevant resolutions being passed by 99.97% and 99.99%

respectively of the votes cast in person or by proxy.

Capital Raising

As previously noted, Investore undertook a capital raising

during November and December 2019 (the Capital Raise),

which comprised:

• a $65 million underwritten share placement (Placement);

and

• a retail offer to eligible shareholders of up to $15 million,

with the ability to accept over-subscriptions of up to

$5 million at Investore’s discretion (Retail Offer).

The Capital Raise was successfully completed on

10 December 2019 with just over 44.4 million shares

issued at $1.75 per share, equating to $77.7 million of gross

proceeds raised. The net proceeds of the Capital Raise were

used to repay debt, and the available bank facility was then

used to settle the acquisition of the three properties from SPL

on 30 April 2020.

Statutory Disclosures

Disclosures of Interest

The general disclosures of interest made by Directors of the Board during the period 1 April 2019 to 31 March 2020 pursuant to

section 140 of the Companies Act 1993, are shown in Table 4.

Table 4 – Interests Register Entries

DirectorCompanyPosition

Mike Allen (Chair)

Breakwater Consulting LimitedDirector

China Construction Bank (New Zealand)

Limited

Director

Tainui Group Holdings LimitedDirector

Waikato-Tainui Fisheries LimitedDirector

Taumata Plantations LimitedDirector

Coats Group PLC (1)Director

Johnston’s Coachlines (NZ) LimitedDirector

Go-Bus Transport LimitedDirector

Go Bus LimitedDirector

Go-Bus Holdings LimitedDirector

Ngai Tahu Tainui Go Bus Holdings LimitedDirector

Abano Healthcare Group LimitedDirector

Gráinne Troute

Tourism Holdings LimitedDirector

Summerset Group Holdings LimitedDirector

Evolve Education Group Limited (1)Director

Tim Storey

Stride Property LimitedChairman

Stride Investment Management LimitedChairman

Stride Holdings LimitedDirector

Diversified NZ Property Fund Limited (1)Director

Farming NZ Management Limited (1)Director

Prolex LimitedDirector

Prolex Investments LimitedDirector

Prolex Management LimitedDirector

LawFinance LimitedChairman

JustKapital Litigation (NZ) Partners LimitedDirector

John Harvey

Stride Property LimitedDirector

Stride Investment Management LimitedDirector

Stride Holdings LimitedDirector

Pomare Investments LimitedDirector/Shareholder

Kathmandu Holdings LimitedDirector

Heartland Bank LimitedDirector

Port of Napier LimitedDirector

(1) Entries removed by notices given by Directors during the year ended 31 March 2020.

The Retail Offer permitted each eligible shareholder to apply

for up to $50,000 of additional shares in Investore, with the

first $15,000 of shares offered under Listing Rule 4.3.1(c)

(Share Purchase Plan) and the remainder offered under Listing

Rule 4.5 (15% Placement). Investore was required to scale

applications received in excess of $15,000 as it did not have

sufficient placement capacity to meet all demand received.

Accordingly, while Investore received applications for $14.7m

of shares under the Retail Offer, only $12.7m of shares

were issued.

The Investore Board determined, having received advice on

options for the structure of the Capital Raise, to undertake the

capital raising during November and December 2019 by way

of the Placement and Retail Offer for a number of reasons:

• Due to the timing of release of Investore’s interim results

on 13 November 2019 and entry into the agreement

to acquire the three assets from SPL on 19 November

2019, the Placement and Retail Offer were able to be

completed before the Christmas holiday period, while

other forms of capital raising may not have been able to

be completed in this time period;

• The Placement and Retail Offer could be, and was,

sized and structured in such a way as to enable almost

all shareholders to apply for at least their pro rata

shareholding in Investore;

• By utilising the additional placement capacity to enable

shareholders to apply for up to $50,000 worth of shares

in the Retail Offer, shareholders with holdings of up to

approximately $380,000 were able to maintain their pro

rata shareholding. Investore expects that shareholders

with holdings greater than this amount would likely have

been able to participate in the Placement either directly

as an institution or indirectly through the retail

broker channel;

• The Retail Offer enabled smaller shareholders to

participate in the equity raising at the same price as

institutions in the Placement but with the benefit of

having a longer offer period to consider participation.

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20209091

The following declarations of interest were made pursuant to section 140(1) of the Companies Act 1993:
DirectorNature of the Interest

Tim Storey and John Harvey

An interest noted by Directors Tim Storey and John Harvey, who

are Directors of Stride Property Limited and Stride Holdings

Limited, and are interested in the acquisition by Investore

Property Limited of three properties from Stride Property

Limited and Stride Holdings Limited

Kate Healy (ceased 22 May 2019)

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

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

Healy's husband is Chief Customer Officer, Business Bank and

Private Bank, at National Australia Bank of which the BNZ is

a subsidiary

Directors of Subsidiary Companies

Investore Property Limited had no subsidiaries as at 31 March 2020.

Indemnity and Insurance

As permitted by Investore’s Constitution, Investore has entered into a deed of access, indemnity and insurance to indemnify its

Directors for liabilities or costs they may incur for acts or omissions in their capacity as a Director to the extent permitted under the

Companies Act 1993. The indemnity does not cover wilful default or fraud, criminal liability, liability for failure to act in good faith

and in the best interests of the relevant company, or liabilities that cannot be legally indemnified. Investore also has a Directors

and Officers liability insurance policy in place. Among other things, the Directors and Officers liability insurance policy excludes

cover for deliberate dishonesty, insider trading, fines and penalties (except for legally indemnifiable civil fines or civil penalties),

liability arising out of a breach of professional duty other than as a professional director, and liability for which the insured is

legally indemnified.

Use of Company Information

No notices have been received by Investore under section 145 of the Companies Act 1993 with regard to the use of Investore’s

information received by Directors in their capacities as Directors of Investore.

Loans to Directors

There are no loans to the Directors of Investore.

Directors’ Interests in Shares

Directors disclosed the following relevant interests in Investore shares as at 31 March 2020:

Director

Relevant interest held in

ordinary shares

Mike Allen39,689

Gráinne Troute23,500

Tim Storey37,638

John Harvey37,638

* Directors participated in the share purchase plan conducted by Investore in May 2020, and have increased their shareholding as a result post balance date. Details of

the current shareholdings of Directors can be found in the disclosure notices required to be filed by Directors with NZX.

Twenty Largest Registered Shareholders as at 30 April 2020

NameNumber of Shares% of Shares

Stride Property Limited59,188,46119.44

Accident Compensation Corporation – NZCSD24,829,1898.15

HSBC Nominees (New Zealand) Limited – NZCSD19,846,4746.52

Forsyth Barr Custodians Limited17,241,4645.66

ANZ Wholesale Trans-Tasman Property Securities Fund - NZCSD15,403,7105.06

JBWere (NZ) Nominees Limited11,969,1203.93

National Nominees Limited – NZCSD11,776,1123.87

FNZ Custodians Limited10,849,0063.56

BNP Paribas Nominees (NZ) Limited (COGN40) – NZCSD10,047,9673.30

Citibank Nominees (New Zealand) Limited - NZCSD 8,881,8252.92

BNP Paribas Nominees (NZ) Limited (BPSS40) - NZCSD 7,078,9542.32

Generate Kiwisaver Public Trust Nominees Limited - NZCSD6,678,8912.19

ANZ Wholesale Australasian Share Fund - NZCSD6,634,2632.18

MFL Mutual Fund Limited – NZCSD5,807,1321.91

New Zealand Depository Nominee Limited 5,733,5551.88

ANZ Wholesale Property Securities - NZCSD4,985,3051.64

Custodial Services Limited A/C 33,712,2211.22

Custodial Services Limited A/C 43,100,7361.02

TEA Custodians Limited Client Property Trust Account - NZCSD2,952,3260.97

Investment Custodial Services Limited 2,342,9700.77

239,059,681

78.51

Twenty Largest Registered Bondholders as at 30 April 2020

NameUnits% Units

National Nominees Limited - NZCSD 18,088,00018.09

Forsyth Barr Custodians Limited 15,518,00015.52

FNZ Custodians Limited11,320,00011.32

Investment Custodial Services Limited5,603,0005.60

Custodial Services Limited - A/C 44,613,0004.61

Custodial Services Limited - A/C 23,488,0003.49

HSBC Nominees (New Zealand) Limited – NZCSD3,355,0003.36

Generate Kiwisaver Public Trust Nominees Limited - NZCSD3,275,0003.28

JBWere (NZ) Nominees Limited 3,005,0003.01

Custodial Services Limited - A/C 32,894,0002.89

BNP Paribas Nominees (NZ) Limited - NZCSD1,800,0001.80

Custodial Services Limited - A/C 181,606,0001.61

Mint Nominees Limited - NZCSD1,600,0001.60

Custodial Services Limited - A/C 11,597,0001.60

FNZ Custodians Limited - DTA Non Resident A/C1,223,0001.22

Investment Custodial Services Limited600,0000.60

Forsyth Barr Custodians Limited 554,0000.55

Custodial Services Limited - A/C 16520,0000.52

Rita Maria Halanke400,0000.40

Su Li300,0000.30

Total81,359,00081.36

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20209293

Substantial Product Holders as at 31 March 2020*
As at 31 March 2020, the names of all persons who are substantial product holders in Investore pursuant to sub-part 5 of part 5

of the Financial Markets Conduct Act 2013 are noted below:

Date of substantial

product holder notice

Relevant interest in

the number of shares

% of shares held

at date of notice

Stride Property Limited12 July 201652,091,786

19.9

ANZ New Zealand Investments Limited

and related bodies corporate

11 December 201934,232,852

11.24

Salt Funds Management Limited25 November 201930,344,475

10.21

Accident Compensation Corporation26 November 201921,408,097

7.20

Westpac Banking Corporation and

related bodies corporate

1 November 201915,697,171

6.04

* The number of ordinary shares listed in the table are as per the last substantial product holder notice filed prior to 31 March 2020. A number of notices have been

filed since 31 March 2020, and as substantial product holder notices are required to be filed only if the total holding of a shareholder changes by 1% or more since the

last notice filed, the number noted in this table may differ from that shown in the list of the 20 largest shareholdings.

Distribution of Ordinary Shares and Shareholdings as at 30 April 2020

Size of holding

Number of

shareholders

% of

shareholders

Number of

ordinary shares

% of

ordinary shares

1 - 99250.501,0360.00

100 - 199160.322,1350.00

200 - 4991302.6147,9470.02

500 - 9993056.12220,2580.07

1,000 - 1,99977015.441,132,0620.37

2,000 - 4,9991,31626.394,228,9501.39

5,000 - 9,9991,01420.346,992,3602.30

10,000 - 49,9991,22924.6524,067,0827.90

50,000 - 99,9991092.197,331,7792.41

100,000 - 499,999541.089,185,7063.02

500,000 - 999,99970.145,221,7271.71

1,000,000 and over110.22246,067,62780.81

Total4,986

100.00

304,498,669

100.00

Distribution of Holders of Listed Bonds as at 30 April 2020

Size of holding

Number of

bondholders

% of

bondholders

Issued bonds

($)

% of

issued bonds

5,000 to 9,999416.93225,0000.23

10,000 to 49,99941870.618,303,0008.30

50,000 to 99,9997713.014,384,0004.38

100,000 to 499,999427.096,110,0006.11

500,000 to 999,99930.511,674,0001.67

1,000,000 and over111.8679,304,00079.30

Total592

100*

100,000,000

100*

* Numbers may not sum due to rounding.

Donations

Investore made no donations in the year ended 31 March 2020.

Credit Rating

As at the date of this Annual Report, Investore does not have a credit rating.

Exercise of NZX Disciplinary Powers

The NZX did not exercise any of its powers under Listing Rule 9.9.3 in relation to Investore during FY20.

Auditor’s Fees

As noted, PricewaterhouseCoopers has continued to act as auditor for Investore and the amount payable by Investore to

PricewaterhouseCoopers, for audit fees and non-audit work fees undertaken in respect of FY20 is set out in note 7.2 to the

Financial Statements.

NZX Waivers

During FY20 Investore was granted or relied on certain waivers from the Listing Rules, which are described below. NZX

Regulation reviewed the waivers that had been granted to Investore in relation to the Listing Rules dated 1 October 2017 and

issued a new set of waivers on 20 March 2020. The 20 March 2020 waivers are described below, although the effect of the

waivers is substantially the same as the waivers granted from the previous listing rules, and the reference to the previous listing

rules is also noted below. A copy of these waivers is available at www.nzx.com/companies/IPL

Listing Rules 2.2 to 2.8 (Rules 3.3.5 to 3.3.15 of 1 October 2017 Listing Rules)

Listing Rules 2.2 to 2.8 stipulate certain requirements in relation to the appointment, removal and rotation of Directors. A waiver

from Listing Rules 2.2 to 2.8 was granted to the extent that SIML, as the Manager of Investore, has exercised its right to appoint

two Directors (the SIML appointed Directors). This waiver is subject to a number of conditions, including that:

• the Chair of the Board must be independent and have a casting vote on any Board resolutions;

• Investore is not permitted to count any votes cast by SPL (and its Associated Persons (as defined in the Listing Rules) (other

than votes cast by a Director in respect of shares owned or held in their personal capacity)) on the election or removal of the

independent Directors;

• Investore will continue to be identified by a “Non-Standard Designation” (NS Designation); and

• The NS Designation be disclosed as a part of Investore’s offer documents and annual reports.

This waiver was requested and granted to ensure that SIML, while it is Manager of Investore, is able to have influence over the

strategic direction of Investore by being able to appoint two (but not less than two) Directors and to remove any such Director and

appoint another in their place.

Listing Rule 2.10.1 (Rule 3.4.3 of 1 October 2017 Listing Rules)

Listing Rule 2.10.1 limits the ability of Directors to vote on matters in which they are “interested” for the purposes of the

Companies Act 1993. A waiver from Listing Rule 2.10.1 was granted to permit the SIML appointed Directors to vote on matters in

which they are “interested” solely due to their directorship of both Investore and SIML. This waiver is subject to the conditions that:

• the Chair of the Board must be independent and have a casting vote on any Board resolutions;

• any Directors appointed by SIML must be identified in Investore’s offer documents and its annual reports;

• at any time that a new person is appointed to the Investore Board, that each Director certifies to NZX Regulation that any

Board resolution that they approve will, in their opinion, be in what the Director believes to be the best interests of Investore;

and

• that this waiver is disclosed as a part of Investore’s offer documents and annual reports.

This waiver was requested, and granted, to ensure that SIML appointed Directors were not restricted from voting on Investore

Board resolutions solely due to being Directors of SIML.

Directors’ Statement

This Annual Report is dated 3 June 2020 and is signed for and on behalf of the Board of Directors of Investore Property

Limited by:

Mike Allen

Chair of the Board

Gráinne Troute

Chair of the Audit and Risk Committee

Investore Property Limited Annual Report 2020Investore Property Limited Annual Report 20209495

Glossary
BoardBoard of Directors of Investore Property Limited

Contract RentalContract Rental is the amount of rent payable by each tenant,

plus other amounts payable to Investore by that tenant

under the terms of the relevant lease as at the relevant date,

annualised for the 12-month period on the basis of the

occupancy level for the relevant property as at the relevant date,

and assuming no default by the tenant

Distributable profitDistributable profit is a non-GAAP measure and consists of

profit/(loss) before income tax, adjusted for determined non-

recurring and/or non-cash items (including non-recurring

adjustments for incentives payable to anchor tenants for lease

extensions) and current tax. Further information including

the calculation of distributable profit and the adjustments to

profit before income tax, is set out in note 3.2 to the Financial

Statements

FY20The financial year ended 31 March 2020

FY19The financial year ended 31 March 2019

Investore or the Company

Investore Property Limited

LV RLoan to value ratio

Listing RulesThe main board listing rules of NZX

NZXNZX Limited

NZX CodeNZX Corporate Governance Code 2020

SIML or the ManagerStride Investment Management Limited, the Manager of

Investore under a Management Agreement dated 10 June 2016

(as may be amended from time to time)

SPLStride Property Limited

WA LTWeighted Average Lease Term

Board of Directors

Mike Allen (Chair)

Gráinne Troute

Tim Storey (SIML Appointed Director)

John Harvey (SIML Appointed Director)

Adrian Walker (appointed 3 April 2020)

Kate Healy (ceased as a Director on 22 May 2019)

Registered Office

Level 12, 34 Shortland Street, Auckland 1010

PO Box 6320, Victoria Street West

Auckland 1142

New Zealand

W investoreproperty.co.nz

Manager

Stride Investment Management Limited

Level 12, 34 Shortland Street, Auckland 1010

PO Box 6320, Victoria Street West

Auckland 1142

New Zealand

T +64 9 912 2690

Auditor

PricewaterhouseCoopers

PricewaterhouseCoopers Tower

Level 22, 188 Quay Street

Private Bag 92162, Auckland 1142

Share Registrar

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road, Takapuna

Private Bag 92119, Victoria Street West

Auckland 1142

T +64 9 488 8777

F +64 9 488 8787

E enquiry@computershare.co.nz

Legal Adviser

Bell Gully

Level 21, Vero Centre

48 Shortland Street, Auckland 1010

PO Box 4199, Auckland 1140

Bankers

ANZ Bank New Zealand Limited

Bank of New Zealand

China Construction Bank, New Zealand Branch

Commonwealth Bank of Australia

Westpac New Zealand Limited

Bond Supervisor

Public Trust

Level 9, 34 Shortland Street

Auckland 1010

PO Box 1598, Auckland 1140

Corporate Directory

Investore Property Limited Annual Report 202096

Investore Property Limited
Level 12, 34 Shortland Street

Auckland 1010

PO Box 6320, Victoria Street West

Auckland 1142

New Zealand

T + 64 9 912 2690

W investoreproperty.co.nz

---

Annual Results
Presentation

For the year ended 31 March 2020

3 June 2020

2Investore Property Limited | FY20 Annual Results Presentation
Contents

Highlights

03

Strategy overview

04

COVID-19 update

07

Portfolio

08

Financial performance

16

Capital management

20

Year ahead

24

Bunnings

TeRapa,

Hamilton

3Investore Property Limited | FY20 Annual Results Presentation
A strong, resilient portfolio

Financial

highlights

Capital

management

Portfolio

performance

$186m

Financing of

bank debt

(including post balance date financing of $151m)

7.60cps

Cash Dividend

for FY20

Profit before other income/

(expense) and income tax

$26.7m

down $0.2m on FY19($27.0m)

Five properties

purchased

2

for

$147.7m

during FY20

Distributable profit

1

after

current tax

$21.1m

up $0.2m on FY19($20.9m)

$761.4m

Portfolio value

3

up

1.0%

$182.7m

Total capital raised

(including post balance date raise of $105m)

99.7%

Portfolio occupancy

(by area)

30.4%

Loan to Value Ratio

(following post balance date capital raise

and acquisition settlements

2

)

1.Distributable profit is a non-GAAP measure and consists of profit/(loss) before income tax, adjusted for determined non-recurring and/or non-cash items (including non-recurring adjustments for incentives payable to anchor tenants for

lease extensions) and current tax. Further information, including the calculation of distributable profit and the adjustmentstoprofit before income tax, is set out in note 3.2 to the Financial Statements for FY20.

2.Including the three properties agreed to be purchased from Stride Property Limited (SPL), which settled on 30 April 2020.

3.As at 31 March 2020; excludes lease liabilities of $11.1m.

Our strategic principles
4Investore Property Limited | FY20 Annual Results Presentation

Investore Property Limited’s strategy

is to invest in quality, large format

retail properties throughout New

Zealand, and actively manage

shareholders’ capital, to maximise

distributions and total returns over

the medium to long term

Our strategy is based on four

principles –active portfolio

management, targeted growth,

continued optimisation of the

portfolio, and proactive capital

management

1. Active Portfolio

Management

Focus on owning well-located

properties with long lease terms and

high occupancy, with nationally

recognised quality tenant brands, and

maintaining strong and enduring

tenant relationships that support the

portfolio

4. Proactive Capital

Management

Proactive capital management to

maintain a healthy and flexible balance

sheet for growth, while preserving

sustainable returns to investors

2. Targeted Growth

Considered acquisitions and

developments which deliver growth,

while continuing to enhance

geographical and/or tenant portfolio

diversification

3. Continued Portfolio

Optimisation

Development of existing properties to

meet the needs of tenants and the

surrounding catchment, which may

include acquiring sites adjacent to

existing properties, to provide

development options for the future

5Investore Property Limited | FY20 Annual Results Presentation
Delivering on our strategy

Portfolio

Management

•Weighted average lease term (WALT) 10.4 years

1

•99.7% occupancy by area

1

•40 rent reviews completed over 125,000 sqm, resulting in a 4.0% increase to previous rentals

•71% of leases

1

by Contract Rental

2

expiring in 2030 or beyond

Targeted

Growth

•Successful acquisition of over $225m of properties over the last three years, including acquisition of

Countdown New Brighton ($5.75m purchase price) in FY20 and the post balance date acquisition of three

properties from SPL for $140.75m

•Average net revaluation movement over FY17-FY20 of 2.2% p.a.

•Portfolio market capitalisation rate steady at 6.08% (including post balance date acquisitions)

•Sale of Dunedin South Countdown settled 1 April 2019 for $19.3m, representing a 5.6% premium to book

value

Portfolio

Optimisation

•Continued strong relationship with key national tenants through programme of store refurbishments

•Property adjacent to existing Investore-owned Countdown Papakura acquired in March 2020 for $1.2m,

enabling expansion of carpark and improved customer access

•Bunnings has given notice of an intention to undertake capital upgrade works for Bunnings Carr Road

(acquired in April 2020) to a value of up to $6m at Investore’s cost, including expansion of the trade sales

area, with associated improvements rental and a new ten year lease to commence on completion

Capital

Management

•$77.7m capital raised to support the acquisition of the three assets from SPL and further $105m raised

during April and May 2020

•$35m bank debt refinanced in September 2019

•Post balance date, a new $50m, 5-year facility secured and $101m existing facility extended for three

additional years

•Loan to value ratio (LVR) 30.4%

3

, down 11.4% from 31 March 2019

1.As at 31 March 2020, as if the acquisition of the three properties from SPL had settled as at that date.

2.Contract Rental is the amount of rent payable by each tenant, plus other amounts payable to Investore by that tenant under the terms of the relevant lease, annualised for the 12 month period on the basis of the occupancy level for the

relevant property as at 31 March 2020, and assuming no default by the tenant.

3.As at 31 March 2020, as if the capital raise announced on 29 April 2020 had been completed and the acquisition of the three properties from SPL had settled as at that date.

$641m
$660m

$738m

$742m

$761m

$895m

3

IPOFY17FY18FY19FY20FY20

Including SPL

acquisition

Portfolio value

2

(9.4% CAGR

1

)

6Investore Property Limited | FY20 Annual Results Presentation

Strong performance since listing

1.Compound Annual Growth Rate (CAGR).

2.Excludes lease liabilities.

3.Excludes lease liabilities. Portfolio valuation includes the post balance date settlement of three properties from SPL. Under the sale and purchase agreement SPL is to complete seismic works of $7m and has provided a rental

guarantee of $0.5m. The valuation of the three large format retail properties have been prepared on the basis that the seismic works had been completed, and the seismic strengthening costs and rental guarantee have been

recorded as a $7.5m non-current prepayment.

Investore Property Limited (Investore) is New

Zealand’s only listed company with an investment

strategy focused on large format retail property

Since listing in July 2016, Investore has

undertaken a range of initiatives aligned with its

four strategic principles, which have helped to

contribute to:

✓A strong track record of net tangible asset

(NTA) per share growth of 3.5% per annum

✓Portfolio growth of 9.4% per annum through

acquisitions and valuation growth

✓Stable shareholder returns of 6.9% average

compounding annual return since listing to

31 March 2020, compared to 5.5% for the

NZX All Real Estate index over the same

period

$1.49

$1.55

$1.64

$1.70

$1.73

$1.69

IPOFY17FY18FY19FY20FY20

Including SPL

acquisition

NTA per share (3.5% CAGR

1

)

Update on business impacts from COVID-19
7Investore Property Limited | FY20 Annual Results Presentation

Investore’s portfolio comprises a high proportion of ‘essential businesses’ that continued to trade

during the Government lockdown and a limited number of leases permitting tenants to suspend or

abate rental payments

Trading update

•Investore has worked with its tenants to support them through the impact of

COVID-19

•Investore’sapproach in assisting tenants has been focussed on providing rental

support through a combination of abatements and deferrals in return for granting

extensions to lease terms, providing Investore with additional contracted future

rental revenue

•Including the three properties acquired from SPL on 30 April 2020, over 80% of

Investore’s portfolio was classed as ‘essential businesses’ as defined on the

Government’s website covid19.govt.nz, including supermarkets and pharmacies

•Investore currently

1

expects the impact of COVID-19 to result in reduced gross

rent receivable for FY21 of between $1m and $2m. In addition, Investore expects

to offer rent deferrals to certain tenants which will be structured to be repaid by

31 March 2021

•Portfolio valuations were impacted by COVID-19, with valuations changing by

between 0% and -7.5% from draft valuations received prior to the impact of

COVID-19

•Balanced against the reduced gross rent receivable for FY21, Investore will

benefit from the reintroduced building depreciation deduction claims for property

owners with commercial properties at a level of 2% of diminishing value a year,

starting in April 2020. This is estimated to provide a financial benefit to Investore

of approximately $2.2m for FY21

1.Assuming no further deterioration in economic conditions due to COVID-19 and no further Government intervention.

8Investore Property Limited | FY20 Annual Results Presentation
Portfolio highlights

Countdown

Greenlane,

Auckland

Investore Property Limited | FY20 Annual Results Presentation
Portfolio overview

9

Portfolio Metrics

Adjusted

31 Mar

2020

2

As at

31 Mar

2020

As at

31 Mar

2019

3

Number of properties434039

Number of tenants1307877

Net lettable area (NLA) (sqm)246,176208,125205,909

Net ContractRental

4

($m)56.247.546.4

WALT(years)10.411.512.4

Market capitalisation rate (%)6.086.066.04

Occupancy rate by area99.799.799.9

Portfolio value ($m)895.2

1

761.4

5

742.1

Total site area (sqm)593,456507,411512,705

Average site coverage (%)41.541.040.2

Car parking ratio (bays per 100sqm

of NLA)

4.33.93.9

Key activities

✓40 rent reviews completed over 125,000 sqm

resulting in a 4.0% increase to previous rentals

✓99% of the rent reviews completed were

structured reviews –CPI or fixed increases

✓Considerable increase in turnover rent which,

while coming from a low base, is up$0.2m or

65% to $0.55m during the year to 31 March

2020, based on unaudited sales

✓Total portfolio value $761.4m as at 31 March

2020, representing a net valuation gain of

1.0% from 31 March 2019. Portfolio value

increases to $895.2m

1

following the

acquisition of three properties from SPL which

settled on 30 April 2020

✓Investore’s portfolio comprises 59 hectares of

commercial property with an average site

coverage of 41%, providing future

development opportunities

1.See footnote 3 on page 6.

2.As at 31 March 2020, as if the acquisition of the three properties from SPL on 30 April 2020 had settled as at 31 March 2020.

3.Excludes the property at 323 Andersons Bay Road, Dunedin, that was held for sale in the 2019 financial statements and subsequently settled on 1April 2019.

4.See footnote 2 on page 5.

5.Excludes lease liabilities.

Targeted growth
10Investore Property Limited | FY20 Annual Results Presentation

Investore has built a track record of

considered acquisitions, disposals and

developments which deliver growth, while

continuing to enhance the portfolio’s

diversification

✓Successful sale of Countdown Dunedin South

for $19.3m, a 5.6% premium to book value

✓Investore purchased or agreed to purchase five

properties with an aggregate purchase price of

$147.7m during FY20

✓Acquisition of three properties from SPL for an

aggregate purchase price of $140.75m, settled

in April 2020, being Bunnings Carr Road, Mt

Wellington Shopping Centre and Bay Central

Shopping Centre

✓Acquisition of Countdown New Brighton,

Christchurch, in August 2019, for $5.75m, at an

initial yield of 7.2%

✓Property adjacent to existing Investore-owned

Countdown Papakura acquired in March 2020

for $1.2m, enabling expansion of carpark and

improved customer access

Sold Countdown

Dunedin South

$19.3m

Settled 1 April 2019

Purchased

Countdown

New Brighton

$5.75m

Settled 23 August 2019

Purchasedland

adjacent to existing

Countdown Papakura

$1.2m

Settled 19 March 2020

Purchased Bunnings

Carr Road

$48.5m

Settled 30 April 2020

Purchased Mt

Wellington

Shopping Centre

$39.25m

Settled 30 April 2020

Purchased Bay

Central Shopping

Centre

$53.0m

Settled 30 April 2020

Everyday needs
Countdown

New World

Pak N Save

Animates

Unichem Pharmacy

Pet Essentials

Snap Fitness

NZ Post

Hardware

Bunnings

Mitre 10 MEGA

Resene

General

Merchandise /

Retail

The Warehouse

Briscoes

Rebel Sport

Kitchen Things

Hunting and Fishing

Supercheap Auto

Lighting Direct

Freedom Furniture

Food / Beverage

McDonald’s

Burger Fuel

Columbus Coffee

Pizza Hut

Domino’s Pizza

Pita Pit

Super Liquor

Noodle Canteen

St Pierre Sushi

11Investore Property Limited | FY20 Annual Results Presentation

Majority of tenants represent everyday needs

Around 71% of Investore’s portfolio

1

is categorised as ‘everyday needs’, drawing

customers to the properties on a regular basis and providing a strong tenant proposition

Everyday Needs,

71%

Hardware,

16%

General Merchandise /

Retail, 9%

Food / Beverage, 3%

Note: Numbers may not sum due to rounding.

1.By Contract Rental (see footnote 2 on page 5), as at 31 March 2020, as if the acquisition of the three properties from SPL had settled as at that date.

Diversified portfolio locations
12Investore Property Limited | FY20 Annual Results Presentation

$895m

Portfolio Value

1

82%

North Island

43

Properties

130

Tenants

North

Island

82%

South

Island

18%

Waikato (10%)

5 properties

11 tenants

28,458 sqm NLA

$80m asset value

Wellington

(14%)

7 properties

13 tenants

30,400 sqm NLA

$119m asset value

Other North Is.

(22%)

8 properties

41 tenants

70,593 sqm NLA

$200m asset value

Other South Is.

(5%)

3 properties

5 tenants

10,956 sqm NLA

$47m asset value

Canterbury & Central

Otago (13%)

8 properties

10 tenants

31,832 sqm NLA

$119m asset value

Auckland (36%

2

)

12 properties

50 tenants

73,938 sqm NLA

$331m asset value

All metrics are as at 31 March 2020, as if the acquisition of the three properties from SPL

had settled as at that date. Numbers may not sum due to rounding.

1. See footnote 3 on page 6.

2. All percentages are by Contract Rental (see footnote 2 on page 5).

36%
14%

10%

22%

13%

5%

82%

18%

AucklandWellingtonWaikato

Other North IslandCanterbury & Central OtagoOther South Island

13Investore Property Limited | FY20 Annual Results Presentation

Investore’sresilient portfolio comprises a high proportion of anchor tenants (87% by Contract

Rental

1

)and is geographically diverse, reflective of the population spread across NZ

1.See footnote 2 on page 5.

2.As at 31 March 2020, as if the acquisition of the three properties from SPL had settled as at that date.

Geographic diversification by Contract Rental

2

North Island

South Island

Anchor tenant classification by Contract Rental

1

72%

10%

5%

4%

2%

63%

13%

5%

3%

2%

1%

1%

Countdown

Bunnings

Foodstuffs

Mitre 10

The Warehouse Group

Briscoes Group

NZ Post

31-Mar-20

31-Mar-20 Post SPL acquisition

Anchor tenants underpin income

Note: Numbers may not sum due to rounding.

4.3%
3.5%

1.2%

4.5%

5.4%

1.7%

4.6%

3.2%

1.0%

14.6%

5.1%

0.0%

18.0%

3.5%

29.4%

14Investore Property Limited | FY20 Annual Results Presentation

Long dated lease expiry profile

Lease Expiry Profile

3

by Contract Rental

1

As at 31 March 2020

WALT 10.4

years

Long portfolio WALT of 10.4 years and

71% of Contract Rental

1

expiring in 2030

or beyond

2

FY21

•4.3% of Contract Rental expiring, with major expiries:

–The Warehouse, 91 Johnsonville Road,

Wellington (1.1%)

–Countdown, Mt Wellington Shopping Centre,

Auckland (2.3%)

•Other expiries total 0.9% across 7 tenants

FY22

•3.5% of Contract Rental expiring, with major expiries:

–The Warehouse, 35 MacLagganStreet, Dunedin

(1.5%)

–NZ Post, Bay Central Shopping Centre, Tauranga

(0.8%)

•Other expiries total 1.2% across 10 tenants

FY23

•1.2% of Contract Rental expiring across 9 tenants

with no major expiries

1.See footnote 2 on page 5.

2.As at 31 March 2020, as if the acquisition of the three properties from SPL had settled as at that date.

3.Represents the scheduled expiry for each lease, excluding any rights of renewal that may be granted under each lease, for theentire portfolio as at 31 March 2020 (including the three properties to be

acquired by SPL, as if the acquisition had settled on that date), as a percentage of Contract Rental.

Progressing our sustainability
15Investore Property Limited | FY20 Annual Results Presentation

FY20 Achievements

PeoplePlanet/ PlacesProsperity

•Board actively monitors

health, safety and

wellbeing and reviews

health and safety

performance across the

portfolio

•Investore entered into a

Supercharger Partnership

with energy company Tesla

for the installation of three

charging stations at

Countdown Johnsonville

•Investore’s strategy is to

maximise distributions

and total returns over the

medium to long term,

and we report regularly

on financial performance

•Investore works with key

tenants to understand

their sustainability goals

and work with the tenants

to ensure sustainability

efforts align and

complement each other

•Investore supported our

tenants’ refurbishment

programmes in FY20 with

installation of LED lighting

at several stores, including

Mitre 10, Bunnings and

Countdown

•SIML

1

, as Manager, has

established a

sustainability committee,

which will ensure that

sustainability

considerations are a part

of all key decision-

making for Investore

•Board aims to report in a

timely manner and

ensure communications

are clear and accessible

•Tracking of carbon

emissions has commenced

•Investore has a Code of

Ethics which sets

expectations of

behaviour

In the past year Investore has built on its sustainability materiality matrix completed in FY19

through the development of a Sustainability Strategic Plan, based on three key pillars -people,

planet/places and prosperity

1.Stride Investment Management Limited (SIML).

16Investore Property Limited | FY20 Annual Results Presentation
Financial performance

Countdown

Warkworth,

Auckland

17Investore Property Limited | FY20 Annual Results Presentation
Financial performance

2020

Actual

$m

2019

Actual

$m

Change

$m%

Net rental income48.147.4+0.7+1.4

Corporate expenses(7.5)(6.0)(1.4)(23.5)

Profit before net finance expense, other income/(expense) and income tax40.641.4(0.8)(1.9)

Net finance expense(13.9)(14.4)+0.5+3.6

Profit before other income and income tax26.727.0(0.2)(0.9)

Other income

1

7.717.1(9.4)(55.0)

Profit before income tax34.444.1(9.7)(21.9)

Income tax expense(5.8)(5.5)(0.3)(5.1)

Profit after income tax attributable to shareholders28.638.6(9.9)(25.8)

1.Other income/(expense) includes net change in fair value of investment properties.

Values in the table above are calculated based on the numbers in the financial statements for each respective financial period and may not sum due to rounding.

2020
Actual

$m

2019

Actual

$m

Change

$m%

Profit before income tax34.444.1(9.7)(21.9)

Non-cash adjustments:

-Net change in fair value of investment properties(7.7)(17.2)+9.5+55.2

-Spreading of fixed rental increases(1.1)(1.3)+0.216.9

-Capitalised lease incentives(0.1)0.00.0(354.5)

-Swap break expense0.20.0+0.2+100.0

-Borrowings establishment costs amortisation0.50.6(0.1)(17.1)

-Net change in fair value of derivative financial instruments0.00.1(0.1)(79.5)

Distributable profit before current income tax26.326.3+0.0+0.0

Current tax expense(5.2)(5.3)+0.2+3.3

Distributable profit after current income tax21.120.9+0.2+0.8

Adjustments to funds from operations:

-Maintenance capital expenditure(3.2)(1.3)(2.0)(156.8)

Adjusted Funds From Operations (AFFO)17.919.7(1.8)(9.1)

Weighted average number of shares (millions)275.2260.9

Basic and diluted distributable profit after current income tax per

share -weighted (cents)7.668.01

AFFO basic and diluted distributable profit after current income tax per

share -weighted (cents)6.497.53

18Investore Property Limited | FY20 Annual Results Presentation

Distributable profit

1

1.Distributable Profit –refer footnote 1 on page 3 for definition.

Values in the table above are calculated based on the numbers in the financial statements for each respective financial period and may not sum due to rounding.

19Investore Property Limited | FY20 Annual Results Presentation
Financial summary

1.As at 31 March 2020, assuming that the acquisition of the three properties from SPL had settled and the capital raise announced in April 2020 had completed as at that date.

2.Refer to footnote 3 on page 6.

3.Referto footnote 3 on page 3.

4.Excludes the after tax fair value of interest rate derivatives.

Pro-forma

1

As at

31 Mar

2020

As at

31 Mar

2020

As at

31 Mar

2019

2020

v 2019

Change

Investment Property value ($m)895.2

2

761.4

3

761.2+0.2

Drawn debt ($m)272.2238.4318.5(80.1)

Loan to value ratio %30.431.341.8(10.8)

Equity ($m)622.5526.7443.2+83.5

Shares on issue (millions)368.1304.5260.1(44.4)

Net TangibleAssets (NTA) per share$1.69$1.73$1.70+$0.03

Adjusted NTA

4

per share$1.70$1.74$1.71+$0.03

20Investore Property Limited | FY20 Annual Results Presentation
Capital management

Mitre 10 MEGA

Botany, Auckland

21Investore Property Limited | FY20 Annual Results Presentation
Proactive capital management

1.As at 31 March, as if the acquisition of the three properties from SPL that settled on 30 April 2020and the capital raise announced in April 2020 had completed as at that date.

2.The unexpired lease term in a property or portfolio, assuming the property or portfolio is fully leased. This is weighted by theincome applicable to each lease and a current market rental with nil term for vacant space.As at 31 March, as if the

acquisition of three SPL properties that settled on 30 April 2020and the capital raise announced in April 2020 had completed as at that date.

Debt transactions

•$35m bank facility refinanced September 2019

•Post balance date, a new 5 year $50m facility secured

•Post balance date, $101m of debt facilities which were

due to expire in June 2021 were extended to June

2024

•Board is considering further capital management

initiatives where market conditions are conducive,

such as a second bond issue

Equity transactions

•$77.7m gross proceeds raised during November and

December 2019 to support the acquisition of the three

properties from SPL, which settled on 30 April 2020

•Post balance date, a further $105m gross proceeds

raised during April and May 2020 to provide funding

flexibility for growth. Following this capital raise and

settlement of the three properties acquired from SPL,

the LVR is now 30.4%

Debt facilities

Pro-forma

1

31 Mar

2020

As at

31 Mar

2020

As at

31 Mar

2019

Banking facility limit

(ANZ, BNZ, CBA, CCB, Westpac),

plus $100m bond

$420m$370m$370m

Debt facilities drawn$272m$238m$319m

Weighted maturity of debt facilities3.3 years2.2 years3.1 years

Debt covenants

LVR

(Drawn Debt / Property Values)

Covenant: ≤ 65%; internal policy max: 48%

30.4%31.3%41.8%

Interest Cover Ratio

(EBIT/Interest and Financing Costs)

Covenant: ≥ 1.75x

n/a2.7x2.9x

WALT

2

Covenant: > 6.0 years

10.4

years

11.4

years

12.4

years

22Investore Property Limited | FY20 Annual Results Presentation
Improved capital profile

$99m

$70m

$100m

$101m

$101m

$50m

FY21FY22FY23FY24FY25FY26

Debt maturity profile

As at 31 March 2020

ExistingBondFY25 extension (post Mar-20)New facility (post Mar-20)

Following the new $50m bank facility put in place post balance date, total debt facilities are

$420m with $272m drawn

1

, leaving $148m undrawn and available to fund future growth

1.As at 31 March 2020, assuming that the acquisition of the three properties from SPL had settled and the capital raise announced in April 2020 had completed as at that date, and as if the new facility and extended facility announced on

28 April 2020 had been in place at that date.

2.As at 31 March 2020, as if the new facility and extended facility announced on 28 April 2020 had been in place at that time.

Funding flexibility for growth

•Following the capital raise during April and

May 2020 and securing the new $50m

facility, Investore has capacity to acquire

$148m of additional property before

utilising all available facility

•The weighted maturity of debt facilities has

also increased from 2.2 years to 3.3 years

2

23Investore Property Limited | FY20 Annual Results Presentation
Hedging and cost of debt

Hedging Update

Investorehad $225m of hedging in place (net of fixed-to-floating

swaps), including the fixed bond, representing 94% of debt drawn at

balance date

•$20m swaps cancelled April 2019 with Dunedin South property sale

•$30m swaps cancelled November 2019 with first capital raise

•$30m swaps expired during FY20

•No new hedging entered into during FY20 given “lower for longer”

interest rate environment

Cost of debt

As at

31 Mar

2020

As at

31 Mar

2019

Weighted average cost of debt

(incl. current interest rate

derivatives, bond and bank

margins, and line fees)

4.63%4.38%

Weighted average fixed interest

rate (excl. margins)

2.64%2.58%

Weighted average fixed interest

rate maturity (incl. bond, active

and forward starting swaps)

2.4 years3.0 years

% of drawn debt fixed94%96%

$225m

$195m

$135m

$75m $75m

2.64%

2.67%

2.81%

2.90%2.90%

1.50%

2.00%

2.50%

3.00%

3.50%

$0

$50

$100

$150

$200

$250

Mar-20Mar-21Mar-22Mar-23Mar-24

Fixed rate interest profile

Notional fixed rate debt (net of fixed-to-floating hedging)

Weighted average interest rate of fixed rate debt (excl. margin and line fees)

24Investore Property Limited | FY20 Annual Results Presentation
Our year ahead

Pak’n Save

New Plymouth

Investore’s year ahead
25Investore Property Limited | FY20 Annual Results Presentation

•Targeted growth to enhance the

portfolio and maximise returns

to investors over the medium to

long term

•Monitoring the impact of

COVID-19, seeking to minimise

the impact to Investore’s

business, while also assisting

tenants to maintain profitable,

sustainable businesses

•Continue to invest in

refurbishment of stores to

enhance customer visitation

•Maintain disciplined capital

management to support the

execution of our strategy

•Dividend guidance for FY21 at

7.60cps, assuming no further

deterioration in economic

conditions due to COVID-19

Countdown Rototuna,

Hamilton

26Investore Property Limited | FY20 Annual Results Presentation
Appendices

Bay Central

Shopping Centre

Tauranga

27Investore Property Limited | FY20 Annual Results Presentation
Appendix 1

$27.0m

$26.7m

($1.2m)

$0.2m

$1.1m

($0.2m)

$1.2m

($1.1m)

($0.3m)

31-Mar-19Net rental

reduction from

disposals

Net rental increase

from acquisitions

Net rental increase

from existing

portfolio

IFRS adjustmentsLower net finance

expense (excl. NZ

IFRS 16)

Higher

management fee

expense

Higher

administration

expense

31-Mar-20

Profit before other income/(expense) and income tax

$47.6m

$0.4m

($1.2m)

$1.1m

($0.4m)

$0.1m

$47.5m

$8.7m

$56.2m

As at

31-Mar-19

AcquisitionsDivestmentsRent reviewsNet OpexOtherAs at

31-Mar-20

SPL acquisitionPro Forma

31-Mar-20

Net Contract Rental

Note: Figures that are labelled “Pro forma 31-Mar-20” are as at 31 March, as if the acquisition of three properties from SPL that settled on 30 April 2020and the capital raise announced in April 2020

had completed as at that date.

28Investore Property Limited | FY20 Annual Results Presentation
Appendix 2

$761.2m

$761.4m

$895.2m

2

($19.0m)

$7.7m

$3.4m

$7.0m

$1.1m

$140.8m

($7.0m)

As at

31-Mar-19

DisposalNet change in fair

value

Capital

expenditure

AcquisitionSpreading of fixed

rental increases

As at

31-Mar-20

SPL acquisitionsNet change in fair

value of SPL

acquisitions

Pro-forma

31-Mar-20

Investment Properties (excl. lease liabilities)

Note: Figures that are labelled “Pro forma 31-Mar-20” are as at 31 March, as if the acquisition of three properties from SPL that settled on 30 April 2020and the capital raise announced in April 2020 had completed as at that date.

1.The capital raise in late 2019 had a minimal impact on NTA per share so is not presented in the Net Tangible Assets chart.

2.Excludes lease liabilities. Under the sale and purchase agreement SPL is to complete seismic works of $7m and has provided a rental guarantee of $0.5m. The valuation of the three large format retail properties have been prepared on the basis

that the seismic works had been completed, and the seismic strengthening costs and rental guarantee have been recorded as a $7.5m non-current prepayment.

$1.70

$1.73

$1.69

$0.13

($0.02)

($0.08)

($0.02)

($0.02)

As at

31-Mar-20

Profit before taxIncome tax

expense

Dividends paidAs at 31-Mar-20Settlement of SPL

acquisitions

Capital raise

FY21

Pro forma

31-Mar-20

Net Tangible Assets

1

Thank you
Important Notice: The information in this presentation is an overview and does not contain all information necessary to make

an investment decision.It is intended to constitute a summary of certain information relating to the performance of Investore

for the year ended 31 March 2020. Please refer to Investore’s Annual Report 2020 for further information in relation to the

year ended 31 March 2020. The information in this presentation does not purport to be a complete description of Investore.

In making an investment decision, investors must rely on their own examination of Investore, including the merits and risks

involved. Investors should consult with their own legal, tax, business and/or financial advisors in connection with any

acquisition of securities.

No representation or warranty, express or implied, is made as to the accuracy, adequacy or reliability of any statements,

estimates or opinions or other information contained in this presentation, any of which may change without notice. To the

maximum extent permitted by law, Investore, Stride Investment Management Limited and their respective directors, officers,

employees, agents and advisers disclaim all liability and responsibility (including without limitation any liability arising from

fault or negligence on the part of Investore, Stride Investment Management Limited and their respective directors, officers,

employees, agents and advisers) for any direct or indirect loss or damage which may be suffered by any recipient through

use of or reliance on anything contained in, or omitted from, this presentation.

This presentation is not a product disclosure statement or other disclosure document.

Level 12, 34 Shortland Street

Auckland 1010, New Zealand

PO Box 6320, Victoria Street

West, Auckland 1142, New

Zealand

P+64 9 912 2690

Winvestoreproperty.co.nz

---

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)

Updated as at 17 October 2019




Results for announcement to the market

Name of issuer Investore Property Limited (NS)

Reporting Period 12 months to 31 March 2020

Previous Reporting Period 12 months to 31 March 2019

Currency NZD – New Zealand Dollars

Amount (000s) Percentage change

Revenue from continuing

operations

$48,074 1.37%

Total Revenue $48,074 1.37%

Net profit/(loss) from

continuing operations

$28,615 (25.79)%

Total net profit/(loss) $28,615 (25.79)%

Final Dividend

Amount per Quoted Equity

Security

$0.01900000

Imputed amount per Quoted

Equity Security

$0.00332954

Record Date 11/06/2020

Dividend Payment Date 18/06/2020

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$1.73 $1.70

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Please refer to the attached Annual Report and Annual Results

Presentation for the year ended 31 March 2020.

Authority for this announcement

Name of person


authorised

to make this announcement

Louise Hill

Contact person for this

announcement

Louise Hill

Contact phone number +64 275 580033

Contact email address louise.hill@strideproperty.co.nz

Date of release through MAP


03/06/2020


Audited financial statements accompany this announcement.

---

Distribution Notice

Updated as at 18 December 2019




Please note: all cash amounts in this form should be provided to 8 decimal places


Section 1: Issuer information

Name of issuer INVESTORE PROPERTY LIMITED

Financial product name/description Ordinary Shares of Investore Property Limited

NZX ticker code IPL

ISIN (If unknown, check on NZX

website)

NZIPLE0001S3

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special

DRP applies

Record date 11/06/2020

Ex-Date (one business day before the

Record Date)

10/06/2020

Payment date (and allotment date for

DRP)

18/06/2020

Total monies associated with the

distribution

1


$6,994,566

Source of distribution (for example,

retained earnings)

Retained earnings

Currency NZD – New Zealand Dollar

Section 2: Distribution amounts per financial product

Gross distribution

2

$0.02232954

Gross taxable amount

3

$0.01189120

Total cash distribution

4

$0.01900000

Excluded amount (applicable to listed

PIEs)

$0.01043834

Supplementary distribution amount $0.00151088

Section 3: Imputation credits and Resident Withholding Tax

5


Is the distribution imputed Fully imputed

If fully or partially imputed, please

state imputation rate as % applied

6


28%


1

Continuous issuers should indicate that this is based on the number of units on issue at the date of the form

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of

Resident Withholding Tax (RWT).

3

“Gross taxable amount” is the gross distribution minus any excluded income.

4

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.

This should include any excluded amounts, where applicable to listed PIEs.

5

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is

fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute

advice as to whether or not RWT needs to be withheld.

6

Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

Imputation tax credits per financial
product

$0.00332954

Resident Withholding Tax per

financial product

n/a

Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any)

n/a

Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Louise Hill

Contact person for this

announcement

Louise Hill

Contact phone number +64 275 580033

Contact email address louise.hill@strideproperty.co.nz

Date of release through MAP


3/06/2020

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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