FY20 Results
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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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