GMT Managed Investment Scheme Annual Report

Goodman Property Trust
Annual Report 2020
MANAGED
INVESTMENT
SCHEME

This Annual Report has been prepared for the purposes of the Financial Markets Conduct Regulations 2014
and is distinct from the Annual Report prepared in compliance with the NZX Listing Rules.
CONTENTS
DETAILS OF
THE SCHEME
1
DESCRIPTION OF
THE SCHEME
1
INFORMATION
ON COMPOSITION
OF THE SCHEME
1
CHANGES RELATING
TO THE SCHEME
2
FINANCIAL CONDITION
AND PERFORMANCE
OF THE SCHEME
3
FEES
4
SCHEME
PROPERTY
6
CHANGES TO PERSONS
INVOLVED IN THE SCHEME
7
HOW TO FIND
FURTHER INFORMATION
7
CONTACT DETAILS
AND COMPLAINTS
8
Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020

DETAILS
OF THE SCHEME
The scheme is the Goodman Property Trust
(“Scheme” or “GMT”) which is a managed
investment scheme for the purposes of the
Financial Markets Conduct Act 2013 (“FMCA”).
The Manager of the Scheme is Goodman  (NZ)
Limited (“GNZ”) and the Supervisor is Covenant
Trustee Services Limited.
A Product Disclosure Statement has not been
prepared for the Scheme as no regulated offers
of units have been made pursuant to the FMCA.
The Scheme’s latest financial statements and
the auditor’s report for those statements were
lodged with the Registrar on 15 July 2020.
Units in the Scheme are listed on the NZX with
the code of GMT.
DESCRIPTION
OF THE SCHEME
The Scheme owns, develops and manages
commercial property and business real estate
space located in New Zealand.
The Scheme is a unit trust established on
23  April 1999 under the Unit Trusts Act 1960.
INFORMATION
ON COMPOSITION
OF THE SCHEME
This Annual Report covers the accounting
period from 1 April 2019 to 31 March 2020.
The number of managed investment
products,  being units in the Scheme, (“Units”)
on  issue at the start of the accounting period
was 1,294,900,545.
The number of Units on issue at the end of the
accounting period was 1,385,791,305.
Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020
1

CHANGES RELATING
TO THE SCHEME
Material changes to the nature of the Scheme, the Scheme property, or the management of the
Scheme over the accounting period are as follows:
Statement of Investment Policies
and Objections (“SIPO”)
There have been no amendments to the
SIPO  during the period from 1 April 2019
to  31  March 2020.
Trust Deed
During the period from 1 April 2019 to
31  March  2020, GMT’s Trust Deed was
amended by supplemental deed with
effect  from 15 May 2019.
The amendments to the Trust Deed, as
approved by the Manager and the Supervisor,
were made so that the Trust Deed complies
with the updated NZX Listing Rules dated
1 January 2019, as well as other minor
amendments for consistency.
A copy of the supplemental deed which
amended GMT’s Trust Deed is available on
the Corporate Governance section of the
Goodman Property Trust Website at
www.goodman.com/nz. It is also available
on the Disclose Register accessible on
the  Companies Office website at
www.companiesoffice.govt.nz /disclose.
Related party
transactions
During the period 1 April 2019 to 31 March 2020
there was no change to the nature and scale of
related party transactions.
There were no related party transactions that
were not on arm’s-length terms.
Further details of the related party fees paid by
GMT to Goodman (NZ) Limited and Goodman
Property Services (NZ) Limited (“GPSNZ”) can
be found in the financial statements for GMT
which have been lodged with the Registrar.
During the period from 1 April 2019 to
31 March 2020 there have been no material
changes to:
(a) “terms of offer”; and
(b) “valuation and pricing methodologies”
in  relation to GMT.
Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020
2

FINANCIAL CONDITION
AND PERFORMANCE
OF THE SCHEME
The continued execution of an investment strategy focused on the supply-constrained Auckland
industrial market has contributed to another strong operating result.
Highlights include:
+ A statutory profit of $284.4 million before
tax (including investment property
valuation  gains of $165.8 million), compared
to $334.8  million before tax (including
investment property valuation gains of
$201.9  million) previously.
+ A 10% increase in net tangible assets to
172.7 cents per unit, from 157.0 cents per
unit  at 31 March 2019.
+ Adjusted operating earnings
1
of
$109.7  million before tax or 8.16 cents
per  unit.
+ Cash distributions of 6.65 cents per unit,
representing around 107% of GMT’s cash
earnings
2
of 6.22 cents per unit.
+ Successful capital management initiatives
with $175 million of new equity raised in
September and October 2019, through a
$150 million Placement and a $25 million
Retail Unit Offer.
+ Substantial balance sheet capacity with
reported gearing of just 18.9% and almost
$400 million of available liquidity, at
31 March 2020.
+ Further development progress with
$158.6  million of projects completed
during  the year and $101 million
3
of
projects in progress.
+ Strong portfolio metrics with occupancy
of  99.4% and a weighted average lease
term  of  5.5 years, at 31 March 2020.
As at 31 March 2020 the Scheme had total
current assets of $18.6 million, total non-current
assets of $3,149.8 million and total liabilities of
$766.3 million (net assets of $2,402.1 million).
Total comprehensive income for the 12 month
period to 31 March 2020 was $261.9 million,
and total distributions relating to the period to
Unit holders were $89.4 million, representing
6.65  cents per Unit.
Total comprehensive income for the 12 month
period to 31 March 2019 was $319.5 million,
and total distributions relating to the period to
Unit holders were $86.0 million, representing
6.65  cents per Unit.
Total distributions of at least 5.3 cents per Unit
are expected to be paid for the 12 month period
to 31 March 2021.
You can find a copy of the Scheme’s
financial statements, including information
on distributions made by the Scheme on the
Disclose register at www.companies.govt.nz/
disclose, scheme number SCH11225.
Further information on the financial result is
provided in GMT’s Annual Report at:
www.goodmanreport.co.nz.
1
Adjusted operating earnings is a non-GAAP financial measure
included to provide an assessment of the performance of
GMT’s principal operating activities. Refer to note 3.1 of GMT’s
financial statements for further information. This can be found
in GMT’s Annual Report prepared in compliance with the
NZX  Listing Rules.
2
Cash earnings is a non-GAAP financial measure that assesses
underlying cashflows, on a per unit basis. The calculation
is set out on page 29 of GMT’s Annual Report prepared in
compliance with the NZX Listing Rules.
3
Total project cost of projects under active development, at
31  March 2020.
Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020
3

Manager’s base fee
The Manager’s base fee is calculated as 0.50%
per annum of the book value of GMT’s assets
(other than cash, debtors and development
land) up to $500 million, plus 0.40% per annum
of the book value of GMT’s assets (other than
cash, debtors and development land) greater
than $500 million.
For the five years starting 1 April 2014, the
Manager agreed to use its base management
fee to reinvest in GMT units in accordance with
terms approved by Unitholders on 5 August
2014. This agreement expired on 31 March 2019,
with the base management fee reverting to a
cash settlement.
Manager’s performance fee
The Manager is entitled to be paid a
performance fee equal to 10% of GMT’s
performance above a target return (which is
calculated annually on 31 March) and is capped
at 5% of annual out performance (except in a
period in which GNZ ceases to hold office, or
GMT terminates). The target return is equal to
FEES
The following fees and expenses were charged in respect of the Scheme in dollars and as a
percentage of Scheme’s net assets for the 12 month period to 31 March 2020.
Fees and Expenses Description
Value
($ million)
% of
Scheme’s
net  assets
1

Valuation fees 0.60.02
Auditor’s fees 0.30.01
Trustee fees 0.40.02
Other costs 1.30.05
Fees/expenses charged by other persons 2.60.1 1
Manager’s base fee11.90.50
Manager’s performance fee
2
11.40.47
Property management fees3 .10.13
Leasing fees1.70.07
Acquisition and disposal fees1.50.06
Minor project fees0.60.02
Development management fees5.70.24
Fees charged by the Manager and its associated persons35.91.49
Total Fees and Expenses38.51.60
1
The net assets of the Scheme as at 31 March 2020 were $2,402.1 million.
2
Used to subscribe for new Units in accordance with the provisions of GMT’s Trust Deed.
Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020
4

FEES — CONTINUED
the annual return of a gross accumulation index
created from NZX listed property entities having
a principal focus on investment in real property,
excluding GMT, with the index being compiled
by a suitably qualified and experienced person.
Any performance below the target return is
carried forward indefinitely to future periods.
GMT will not  earn a performance fee on any
performance in excess of the target return
plus 5% per annum. Any performance over
that cap will be carried forward indefinitely to
future periods (except in a period in which GNZ
ceases to hold office, or GMT terminates). No
performance fee is payable for any year where
GMT’s performance is less than 0%, however,
any under or over performance is carried
forward indefinitely to future periods.
The Manager is required to use performance fee
proceeds to reinvest in GMT units in accordance
with the terms of the Trust Deed. The issue price
for these units is equal to the higher of market
price and the net asset value per Unit.
At 31 March 2020 outperformance of $89.5
million (2019: $11.2 million) was carried forward
to include in the calculation to determine
whether a performance fee is payable in future
periods.
Property management fees
Property management fees are paid to
Goodman Property Services (NZ) Limited
(“GPSNZ”) for day to day management of
properties.
Leasing fees
Leasing fees are paid to GPSNZ for executing
leasing transactions.
Acquisition and disposal fees
Acquisition and disposal fees are paid to
GPSNZ for executing sale and purchase
agreements.
Minor project fees
Minor project fees are paid to GPSNZ
for services provided to manage capital
expenditure projects for stabilised properties.
Development management fees
Development management fees are paid to
GPSNZ for services provided to manage capital
expenditure projects for developments.
Reimbursement of expenses
for services provided
Certain services are provided by GPSNZ in lieu
of using external providers. Fees and expenses
can only be charged to GMT by the Manager
and GPSNZ in accordance with the terms of
the service arrangements and/or the GMT
Trust  Deed.
Any change to the service arrangements and
the GMT Trust Deed requires the approval of
the Supervisor (or in certain circumstances,
Unit  holders) and would be advised to Unit
holders via the NZX.
For more information in respect to the
Fees, please refer to the Scheme’s financial
statements, on the Disclose register at
www.companies.govt.nz/disclose, scheme
number SCH11225.
A summary of the fees payable can be found in
the corporate governance section of the GMT
website, www.goodman.com/nz.
Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020
5

SCHEME PROPERTY
The table below summarises the assets of the Scheme, it is extracted from the balance sheet as at
31 March 2020 and 31 March 2019:

$ million 20202019
Non-current assets
Investment property3 , 0 74 . 02,633.4
Other assets0.7–
Derivative financial instruments75 .125.0
Deferred tax assets–1.9
Total non-current assets 3 ,149. 82,660.3
Current assets
Investment property contracted for sale–43.5
Debtors and other assets8.013.6
Derivative financial instruments1.6–
Cash9.03 .1
Total current assets18.660.2
Total assets3 ,168 .42,720.5
Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020
6

CHANGES TO PERSONS
INVOLVED IN THE SCHEME
There have been no changes to persons involved in the Scheme during the accounting period.
HOW TO FIND
FURTHER INFORMATION
Copies of documents relating to the Scheme,
such as the Trust Deed, SIPO and the annual
financial statements are available on the
Disclose register at www.companies.govt.nz/
disclose, scheme number SCH11225.
You have the right, free of charge and during
normal office hours, to inspect that part of the
Unit register that relates to your Units on giving
5 working days’ notice to the Manager.

You also have the right, free of charge, on
giving 5 working days’ notice and during normal
office hours, to inspect a copy of the Trust
Deed, SIPO and annual financial statements
at the Manager’s registered office, which is
located at  Level 2, 18 Viaduct Harbour Avenue,
Auckland 1010.
Alternatively, you can obtain a copy free of
charge by writing to us at PO Box 90940,
Auckland 1142.
Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020
7

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

There will be no fee charged to any complainant
in connection with investigation.
Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020
8

Goodman Property Trust
MANAGED INVESTMENT SCHEME
Annual Report 2020

www.goodman.com/nz

---

Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz
nzx release+
GMT Managed Investment Scheme Annual Report
Date
15 July 2020
Release
Immediate

The 2020 Annual Report of Goodman Property Trust was released on 28 May 2020.
The report contained all the information that the Trust is required to provide to its
security holders under the NZX Listing Rules.
As a managed investment scheme, under the Financial Markets Conduct Act, Goodman
Property Trust is required to produce a second annual report in a format consistent with
that Act.
An electronic copy of this second report has been registered on Disclose and is
provided to the NZX as an attachment to this announcement.
For further information please contact:
John Dakin
Chief Executive Officer
Goodman (NZ) Limited
(021) 321 541


About Goodman Property Trust:
GMT is an externally managed unit trust, listed on the NZX. It has a market capitalisation of around $3.0
billion, ranking it in the top 20 of all listed investment vehicles. The Manager of the Trust is a subsidiary of
the ASX listed Goodman Group, Goodman Group is also the Trust’s largest investor with a cornerstone
unitholding of 21.4%.

GMT is New Zealand’s leading industrial space provider. It has a substantial property portfolio, with a value
of $3.1 billion. The Trust holds an investment grade credit rating of BBB from Standard & Poor’s.