Precinct Properties New Zealand Limited logo

Delivering on strategy underpins strong operating result

Full Year Results12 August 2020PCTReal Estate

Precinct Properties New Zealand Limited Head Office Wellington Office
E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 19, 157 Lambton Quay, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

NZX announcement – 13 August 2020

Delivering on strategy underpins strong operating result

Performance summary for the 12 months ended 30 June 2020

Financial summary

• Solid leasing levels across the portfolio has achieved increased net property income (NPI) by

2.1% to $97.2 million (2019: $95.3 million); after adjusting for development projects, transactions

and COVID abatements, like for like NPI was 3.2% higher than the previous comparable period.

• Total comprehensive income after tax of $35.1 million (2019: $190.4 million).

• Revaluation movement of -$66.3 million, a decrease of 2.2% (2019: $161.7 million gain).

• Net Asset Value (NAV) per share of $1.45 (2019: $1.49).

• Adjusted funds from operations increased 5.9% to 6.29 cps (2019: 5.94 cps).


FY21 dividend guidance

• FY21 dividend guidance of 6.50 cps, representing a YoY increase of 3.2%.


Capital management

• Refinanced Precinct's $150 million bank debt facility due to expire in November 2020.

• Settled the $162.8 million United States Private Placement (USPP) issue.

• Continued with asset recycling programme, sale of Pastoral House in Wellington settled.

• Robust balance sheet with gearing of 28.8% (2019: 22.4%), substantially under PCT borrower

covenant level of 50%.


Investment portfolio performance

• High occupancy level of 98% achieved (2019: 99%) and a weighted average lease term (WALT)

of 8.0 years (2019: 9.0 years).

• Strong leasing during the year with 28 transactions, totalling over 12,600 square metres.

- Growth on contract rents was 8.0%

• Resilient portfolio performance during covid-19 lockdown, with total rental abatement 1.3% of

gross annual income ($1.7 million)

• Generator continues to perform well with strong revenue growth of 13% and EBITDA of $1.8

million


Commercial Bay update

• The retail and hospitality precinct officially opened on 11 June 2020, fully leased.

• Office tower has opened 97% leased, well ahead of expectations on commitment.

• The first 2 months of retail trading have significantly outperformed expectations, with estimated

visitor numbers exceeding 2 million and sales ahead of valuation levels.

• Post balance date, following the announcement on 12 August that Auckland has moved to

Alert Level 3, the Commercial Bay retail precinct has been closed in accordance with New

Zealand’s Covid guidelines.




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 19, 157 Lambton Quay, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Development projects update

• Second stage of Wynyard Quarter, 10 Madden Street progressing well, fully leased, on budget

and on programme for completion end of 2020

- Expected total project cost of $72m with yield on cost of around 7.0%

• Second stage of Bowen Campus underway at 40 Bowen Street.

- Project 72% pre-committed with leasing to EY and Fujitsu secured

- Expected total project cost of $90 million and is expected to generate a yield on cost

of 6.6%, once fully leased.

- Discussions progressing with potential occupiers for 44 Bowen Street

• 30 Waring Taylor redevelopment underway for first Generator site in Wellington

• One Queen Street redevelopment project in Auckland currently on hold.

- Assessing options to ensure the redevelopment maximises returns and asset remains well

positioned within our portfolio.


Environmental, Social and Governance (ESG) risks

• Precinct achieved Toitū carbonzero certification.

- Internationally recognised programme and demonstrates our commitment to the

environment and our business’s sustainability.

• Precinct received a 2019 Global Real Estate Sustainability Benchmark (GRESB) score of 77 in

1H20 (1H19: 69). Precinct is now trending ahead of the global average of 72.


Note: Further information can be found within the 2020 Annual Report and results presentation. You can find these at

https://www.precinct.co.nz/annual-reporting/2020-annual-results




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 19, 157 Lambton Quay, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Precinct Properties New Zealand Limited (Precinct) (NZX: PCT) reported its financial results for

the 12 months ended 30 June 2020 today. The impacts of COVID-19 on valuations contributed

to total comprehensive income after tax reducing to $35.1 million, offsetting a strong

operating result. This result compared with $190.4 million in the previous period. The difference

is mainly attributable to a strong FY19 revaluation and a devaluation for this period of certain

development assets within the portfolio.

Adjusted funds from operations (AFFO), which adjusts for several non-cash items increased by

11.8% to $82.7 million (June 2019: $74.0 million) or 6.29cps. This strong result reflects the

successful execution of the long-term strategy combined with the stable and secure income

our portfolio generates through its high-quality clients and asset base. Reflecting this, Precinct

received 91% of its rent during lockdown levels 3 and 4 while also being able to support those

occupiers who needed assistance.

Full year dividends paid to shareholders and attributed to the 2020 financial year totalled 6.30

cps, representing a year on year increase of 5.0% and an AFFO dividend payout ratio of 100%.

Net property income for the period increased 2.1% to $97.2 million (June 2019: $95.3 million).

After adjusting for developments, transactions and COVID abatements, like for like income

growth was 3.2% higher than the previous comparable period.

Generator recorded gross operating revenue of $18.6 million with contribution to net

operating income of $1.8 million recorded for the period. Generator was impacted during the

last quarter of the financial year as a result of the COVID-19 shutdown, primarily due to the

lack of demand for events space. With occupiers increasingly valuing flexibility, the medium-

term outlook for Generator remains positive.

As at 30 June 2020 Precinct’s portfolio totalled $3.0 billion (June 2019: $2.8 billion). Precinct’s

net asset value (NAV) per share at balance date was $1.45 (June 2019: $1.49).

Further financial information can be found within the 2020 Annual Report at

https://www.precinct.co.nz/annual-reporting/2020-annual-results.

Scott Pritchard Precinct CEO said, “With the recent completion of Bowen Campus and

Commercial Bay, both on a fully leased basis, the Precinct business is now well placed with a

portfolio of new, high quality assets occupied by a mix of Government, and investment grade

office occupiers coupled with some of the best global and local retailers.”




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 19, 157 Lambton Quay, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

“While work from home has been the topic of much debate, our own attendance records

demonstrate that the vast majority of our occupiers are back in the office highlighting that

the office remains key to the success of any business.”

Operational update

Precinct's portfolio has benefited from high occupancy and a long WALT during the year with

the overall portfolio occupancy maintained at 98% on a WALT of 8.0 years.

In total, 32 leasing transactions were completed across 21,300 sqm of space. This includes

securing a number of new clients and retaining existing clients within the portfolio reflecting

the quality of our investment assets. Rentals achieved within the investment portfolio across

12,600sqm were on average 8.0% higher than previous contract rentals.

During the year and since year-end, Precinct has entered into new direct leases totalling

around 5,250 sqm for five Generator members to accommodate their growth, demonstrating

the benefits that Generator provides to the wider portfolio. Recognising these benefits, the

acquisition of the Dunbar Sloane Building, centrally located at 30 Waring Taylor Street, will be

the first Generator Site in Wellington. The five-level character building, encompassing 2,300

sqm of space, will be fully redeveloped and seismically strengthened to 100% of New Build

Standard. The offering will comprise private offices, coworking and event spaces.

Commercial Bay update

Construction re-commenced at Commercial Bay following the easing of the COVID-19

restrictions and reached completion in June of this year. The new retail and hospitality

precinct officially opened its doors on 11 June 2020 fully leased (June 2019: 95%). Precinct

was delighted to welcome people to a new and exciting part of their city and experience all

Commercial Bay has to offer.

Since opening, the centre has benefited from around 2 million visitors (to 9 August) and is

performing ahead of expectations in terms of sales performance.

Post balance date, Precinct is pleased to welcome the first of the office occupiers to the new

PwC Tower with PwC, Jarden, Minter Ellison Rudd Watts and Chapman Tripp all taking

occupation of their new space. Leasing across the office tower is now at 97% (June 2019:

82%).




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 19, 157 Lambton Quay, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Development update

Wynyard Quarter

Construction re-commenced at 10 Madden Street in May this year and continues to progress

well. Despite the impacts of COVID-19, the programme for completion remains at the end of

2020. The development will complete with the office space fully leased and 3 retail units

which are now available for lease.

Bowen Campus

Following the successful delivery of Bowen Campus Stage One, we were very pleased to

announce in June that Precinct will be commencing the development of the second stage

of Bowen Campus. The project is being undertaken on a pre-committed basis with leasing to

EY and Fujitsu secured.

In addition, a Generator facility will also be provided over the ground and first floor at 40

Bowen Street. A portion of the Generator private office desks have already been pre-

committed to EY. This further reinforces the growing demand for flexible space in Wellington.

Completion of the project is scheduled for late 2022. Discussions are currently underway with

potential occupiers for 44 Bowen Street with interest from both corporate and Government

occupiers.

Board changes

In September 2019, Precinct appointed Anne Urlwin as an Independent Director. Anne

replaces Don Huse, who will step down in 2020 after serving 10 years on the Board. Anne will

also replace Don as Chair of the Audit & Risk Committee.

Anne is a professional director with many years’ directorship experience. She has experience

in the corporate sector across a range of industries. Anne is a Fellow of the Institute of

Chartered Accountants of Australia New Zealand, a Chartered Fellow of the Institute of

Directors in New Zealand Inc, and a Member of the Australian Institute of Company Directors.

Commencing a recruitment process in early 2019 for a new Independent Director has been

part of the Board’s succession planning to ensure a seamless transition of directors. We are

delighted to welcome such a high calibre director as Anne to the Board. Her skills and

experience will further strengthen Precinct’s governance regime.




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 19, 157 Lambton Quay, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Craig Stobo, Precinct’s Chairman said “During Don's tenure on the board Precinct's strategy

evolved, several capital management initiatives were undertaken and the business

committed to Commercial Bay. On behalf of my board colleagues and management, I again

thank Don for the significant contribution he has made to Precinct since 2010.”

Dividend payment

Precinct shareholders will receive a fourth-quarter dividend of 1.575 cps (plus imputation

credits of 0.063191 cps). Offshore investors will receive an additional supplementary dividend

of 0.0.028675 cps to offset non-resident withholding tax (see note 2). The record date is 11

September 2020 with payment to be made on 25 September 2020.

Outlook and guidance

2020 has undoubtedly presented a number of unexpected challenges at both a local and

global level as a result of the COVID-19 pandemic. Locally, economic conditions and

demand drivers for city centre real estate are slowly becoming more apparent, however on

12 August 2020 Auckland returned to alert level 3 and the rest of New Zealand was placed in

alert level 2 for three days. Uncertainty remains and the full effects of COVID-19 are still

evolving.

We recognise this short to medium term uncertainty within the New Zealand economy.

However, Precinct’s well-located buildings, quality client base, high occupancy and long

weighted average lease term gives us confidence that our strategy will continue to deliver in

these more challenging times.

The Board expects AFFO for the 2021 financial year to be 6.50 cps, before performance fees

and a total dividend of 6.50 cps is expected to be paid. This represents a 3.2% increase in

dividends to shareholders.

Ends


Further information can be found within the 2020 Annual Report and results presentation. You

can find this at: https://www.precinct.co.nz/annual-reporting/2020-annual-results.

Ends




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 19, 157 Lambton Quay, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

For further information, please contact:

Scott Pritchard

Chief Executive Officer

Mobile: +64 21 431 581

Email: scott.pritchard@precinct.co.nz


George Crawford

Chief Operating Officer

Mobile: +64 21 384 014

Email: george.crawford@precinct.co.nz


Richard Hilder

Chief Financial Officer

Mobile: +64 29 969 4770

Email: richard.hilder@precinct.co.nz





About Precinct (PCT)

Precinct is New Zealand’s only listed city centre specialist investing predominately in premium

and A-grade commercial office property. Listed on the NZX Main Board, PCT currently owns

Auckland’s PwC Tower, AMP Centre, ANZ Centre (50%), Jarden House, HSBC House, Mason

Bros. Building, 12 Madden Street, 10 Madden Street and Commercial Bay; and Wellington’s

AON Centre, NTT Tower, No. 1 and No. 3 The Terrace, Mayfair House and Bowen Campus.

Precinct owns Generator NZ, New Zealand’s premier flexible office space provider. Generator

currently offers 13,600 square metres of space across four locations in Auckland.


Note 1

AFFO is a non-GAAP financial measure that shows the organisation's underlying and recurring earnings from its

operations and is considered industry best practice for a REIT. This is determined by adjusting statutory net profit (under

IFRS) for certain non-cash and other items. AFFO has been determined based on guidelines established by the Property

Council of Australia and is intended as a supplementary measure of operating performance.




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Level 19, 157 Lambton Quay, Wellington T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Reconciliation of net profit after tax to adjusted funds from operations (AFFO)


This additional performance measure is provided to assist shareholders in assessing their returns for the period.

Note 2

A supplementary dividend is paid to non-resident shareholders to offset the amount of non-resident withholding tax

(“NRWT”) that New Zealand companies are required to deduct from dividends paid to non-resident shareholders. A

supplementary dividend is paid to ensure equitable treatment between non-resident shareholders and resident

shareholders (whose dividends are not subject to NRWT).

There’s no disadvantage to Precinct or our shareholders, and non-resident shareholders don’t get a larger cash

dividend than an equivalent New Zealand resident shareholder.

---

PRECINCT PROPERTIES, ANNUAL RESULTS PRESENTATION -Page 1
Precinct Properties

Annual Results

2020

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 2
Agenda

Precinct Properties New Zealand Limited

Scott Pritchard, CEO

George Crawford, COO

Richard Hilder, CFO

Note: All $ are in NZD

FY20 Highlights / Strategy / Major themes

Pages 3

Section 1 –Financial results & capital management

Page 11

Section 2 –Our markets

Page 19

Section 3 –Operations

Page 23

Section 4 –Developments

Page 37

Section 5 –Outlook

Page 42

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 3
FY20 Highlights

Financial Performance

•6.89cps or $90.5m FFO (+1.0% cps)

•6.29cps or $82.7m AFFO (+5.9% cps)

•6.30cps dividend

•100% pay-out ratio to AFFO

•+5.0% uplift y-o-y

Capital Management

•Sale of Pastoral House for $77m

•Successfully refinanced $150m bank debt

facility

•Strong balance sheet, gearing of 28.8%

Operational performance

•Resilient portfolio with 98% occupancy

and a 8 yearWALT

•Commercial Bay complete

•Retail 100% / Office 97%

•Wynyard Stage 2 nearing completion

•Office 100%

•Bowen Stage 2 commenced

•Office 72%

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 4
Our strategy

Precinct is a specialist city centre real estate investment company. It invests in high

quality strategically located city centre real estate with a focus on sustainability.

Our strategy is focused on concentrated ownership of real estate in Auckland and Wellington creating

spaces to thrive and offering our occupiers high quality service and amenity.

Acquired Bowen

Campus / Downtown

shopping centre /

HSBC House / WQ

Agreement

2012-2013

2020 Vision

established

2013-2014

Approved Com. Bay,

WQ S1 & Govt. RFP

2015-2016

Completed WQ S1

Adopted Sustainable

city centre real estate

investor strategy

2017

Strategic review

2011

Approved 1 Queen &

WQ S2

Bowen Campus

completed

2018-2019

Commercial Bay

complete

2020

Disposed 4 non-core

assets

2015-2016

2020 Vision

Complete

2020

WQ Stage 3&4

1 Queen Street

Bowen Stage 3

Generator

2020+

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 5
$600m of B grade assets

sold to fund $1.4 b of

premium grade

developments

2020 Vision Complete

20142020

Size$1.75 b$3.0 b

Age26 yrs12 yrs

Maint. Capex0.60-0.80% p.a0.20% p.a

AKL Weighting60%73%

QualityA-gradePremium

AFFO and Dividend per share growthPortfolio transformation

NTA growth

4.00 cps

4.50 cps

5.00 cps

5.50 cps

6.00 cps

6.50 cps

7.00 cps

20142015201620172018201920202021F

Adjusted funds from operationsDividend paid

0.60

0.70

0.80

0.90

1.00

1.10

1.20

1.30

1.40

1.50

1.60

2014201520162017201820192020

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 6
Our Strategy

Precinct’s strategy incorporates the following:

Principles of success:

-Focusing on concentrated ownership in strategic locations

-Maintain and grow great client relationships

-Investing in quality, both in assets and environments

-Maintaining a long-term view

Essential sustainability elements:

Empowering people

Opportunities to outperform:

1.Stock selection

2.Development activity

3.Operating activity

a)Commercial Bay Retail

b)Generator

Operational excellence

Developing the future

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 7
Major Themes

Work from home

•Agile workforce increased from c.10% to c.20%

•Importance of workplace for collaboration,

creativity and culture

•WFH effective for processing roles/functions

Occupier market

•Remains resilient

•AKL fully leased with minimal supply

•WLG remains strong underpinned by the growth in

public sector workforce

•Prime grade expected to outperform and supports

agile/collaborative workplace

Construction market

•Several projects suspended

•Supply to reduce supporting occupier markets

•Construction cost expected to reduce

City Centre

•Long term drivers for city centre remain intact

•City centre impacted by short term lockdown and

ongoing loss of tourist market

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 8
Working from home (WFH)

•Workplace strategies have evolved significantly over the past 20 years

•Density ratios increased from 1:20m

2

to around 1:10m

2

•Adaption of open plan and agile workplaces

•Emergence of flex space and co-working

•Highly tech enabled functions supporting agile work practices

•Noting the evolution, workplace trends have been further impacted by Covid as all office workers

globally have been forced to WFH

•Sudden migration provided an alternative workplace strategy

•While WFH has been an effective continuity strategy, most office-based businesses have returned

to the office due to:

•Higher productivity and creativity / Increased collaboration

•Enhanced culture / training, development and mentoring of staff

•Structural change is expected to result in a more agile workforce enabled through technology,

however:

•Businesses will continue to require a base for meetings, collaboration and value add

initiatives.

•The workplace has become more important for businesses as they compete for talent and

attract the most highly valuable workforce

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 9
Working from home (WFH) –Precinct Portfolio

•Precinct has 161 clients occupying office space ranging from 200sqm to 22,000sqm

•Most believe that they will offer a more agile work environment but that they will

largely retain their current premises footprint

Across our portfolio

•Four occupiers have indicated an intent to sublease c.6,100sqm of space

•One party is keen to exit city centre office entirely (half of total sublease area)

•Two are in sectors hard bit by Covid-19 border restrictions

•One reducing space due to increases in WFH

•Low intent to sublease in Precinct portfolio likely reflects the higher value placed

on the office by premium city centre based occupiers

Colliers latest occupier survey

indicated 75% of occupiers would

like to retain the same or similar

office footprint over the next 12

months. Survey consisted of 4,000

respondents.

StatsNZ 2018 survey of 44,000 local

businesses found:

•50% of total office occupiers

provided the option to WFH

•20% had increased the option to

WFH over the past 2 years

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 10
City Centres

+16%

Increase in Wellington public

service FTEs (2017 to 2019)

+50,000m

2

Implied increase in demand from

change in Govt. FTEs (15.2m

2

per FTE)

Wellington -Labour force underpinned by growth in Crown employment

Bus patronage –up to 90% on prior period

0.0 m

0.1 m

0.2 m

0.3 m

0.4 m

0.5 m

0.6 m

0.7 m

Current yearPrevious year

Auckland –Return to the city

0.00 m

0.50 m

1.00 m

1.50 m

2.00 m

2.50 m

Auckland Metro Weekly Patronage

Bus PatronageTrain PatronageFerry Patronage

Prior Year BusPrior Year Trainprior Year Ferry

83%

AKL waterfront ped counts risen to on

comparable prior period

80%

AKL Metro weekly patronage increased

to on comparable prior period

Notably, these charts exclude: International tourists

and tertiary students –returned to campus on 27 July

Section 1
Financial results

& capital

management

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 12
Financial performance

$87.5 m

Operating income before tax

(+12.5% y-o-y)

6.30 cps

Distributions paid +5.0% y-o-y

$35.1 m

Total comprehensive income

after tax

For the 12 months ended30 June 202030 June 2019

($m)AuditedAuditedMovement

Operating income before indirect expenses$105.8 m $95.3 m + $10.5 m

Indirect expenses including management fees($13.3 m)($15.8 m)+ $2.5 m

Net interest expense ($5.0 m)($1.7 m)($3.3 m)

Operating income before income tax$87.5 m $77.8 m + $9.7 m

Unrealised net gain / (loss) in value of investment and

development properties

($66.3 m)$161.7 m ($228.0 m)

Other revenue$26.7 m $2.0 m + $24.7 m

Other non-operating income / (expenses)($14.7 m)($39.7 m)+ $25.0 m

Net profit before taxation$33.2 m $201.8 m ($168.6 m)

Current tax expense($5.0 m)($0.1 m)($4.9 m)

Depreciation recovered on sale($1.4 m)($10.7 m)+ $9.3 m

Deferred tax (expense) / benefit$3.4 m $0.3 m + $3.1 m

Share of profit or (loss) of joint ventures($1.1 m)+ $1.1 m

Net profit after income tax attributable to equity holders$30.2 m $190.2 m ($160.0 m)

Other comprehensive income / (expenses)$4.9 m $0.2 m + $4.7 m

Total comprehensive income after tax attributable to equity

holders

$35.1 m $190.4 m ($155.3 m)

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 13
Operating

Income

•Continued growth in the

investment portfolio

•Uplift from completed

developments, offset by

prior period asset sales

and RFP works

•Support provided

through pandemic

+3.2%

Like-for-like NPI growth y-o-y

For the 12 months ended

$m

30 June 202030 June 2019

D

AMP Centre$11.4 $10.0 $1.4

PwC Tower$17.8 $18.5 ($0.7)

Zurich House$5.6 $5.2 $0.4

Mason Brothers$2.3 $2.3 ($0.1)

12 Madden Street$4.5 $4.5 $0.0

Auckland total$41.6 $40.6 $1.0

NTT Tower$7.1 $7.4 ($0.3)

AON Centre$10.5 $9.4 $1.1

Wellington total$17.6 $16.8 $0.8

Investment portfolio$59.2 $57.4 $1.8

Transactions and Developments

HSBC House$3.6 $5.8 ($2.2)

Mayfair House$2.2 $3.3 ($1.1)

Bowen Campus$13.3 $6.9 $6.4

10 Brandon Street-$0.3 ($0.3)

No 1 The Terrace$5.2 $3.9 $1.4

Pastoral House$2.4 $3.1 ($0.7)

ANZ Centre$9.2 $12.2 ($3.0)

Commercial Bay$3.7 $2.4 $1.4

Subtotal$98.9 $95.3 $3.7

COVID-19 Impact($1.7)

-

($1.7)

Net Property Income$97.2 $95.3 $1.9

Generator operating income

1

$8.6-$8.6

Operating Income before indirect expenses$105.8$95.3 $10.5

1 –Generator operating income of $8.6m excludes IFRS16 rent

expense adjustment. Contribution to Precinct after allowing for

this is $1.8m EBITDA

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 14
6.29 cps

+5.9% y-o-y

•100% pay-out ratio of AFFO

•Reduced maintenance

and incentives reflecting

development completions

and portfolio quality

•Earnings stability and

growth supported by

ongoing development

pipeline

Adjusted funds from operations

30 June 202030 June 2019

Total comprehensive income after tax attributable to equity

holders

$35.1 m $190.4 m

Unrealised net (gain) / loss in value of investment and

development properties

$66.3 m ($161.7 m)

Net realised (gain) / loss on sale of investment properties$2.5 m $1.7 m

Unrealised net (gain) / loss on financial instruments($4.9 m)$44.0 m

Deferred tax expense / (benefit)($1.5 m)($0.2 m)

IFRS16 adjustment$2.3 m

Other adjustments$2.5 m $5.5 m

Liquidated damages (net of tax impact)($19.2 m)($1.4 m)

Amortisations of incentives and leasing costs$7.9 m $7.1 m

Straight-line rents($0.5 m)($0.3 m)

Funds from Operations (FFO)$90.5 m $85.1 m

FFO per weighted security6.89 cps6.82 cps

Dividend payout ratio to FFO91%88%

Adjusted Funds From Operations

Maintenance capex($5.0 m)($7.2 m)

Investment portfolio -Incentives and leasing fees($2.8 m)($3.9 m)

Adjusted Funds From Operations (AFFO)$82.7 m $74.0 m

AFFO per weighted security6.29 cps5.94 cps

Dividend payout ratio to AFFO100%101%

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 15
Revaluations

•Revaluation loss of $66 m or -2.2%

•+2.2% investment portfolio increase

•-8.0% development portfolio decrease

•Movement attributable primarily to COVID-19 impact on

Commercial Bay ($80.6m) and HSBC House ($28.4m), offset

by gains recorded for investment portfolio backed by

strong covenants

•$26.7m of liquidated damages recognised as other

revenue

•NAV per share of $1.45 (Jun-19: $1.49)

Portfolio valuation

20192020Capitalisation Rate

ValuationAdditionsBook ValueValuation▲$m▲% 20192020▲bps

Total Investment Properties

Wellington$729.8 m ($24.1 m)$705.7 m $746.7 m $41.0 m 5.8%6.4%6.1%(29 bps)

Auckland$1,034.6 m $16.9 m $1,051.5 m $1,048.4 m ($3.1 m)-0.3%5.2%5.1%(6 bps)

Sub total$1,764.4 m ($7.2 m)$1,757.2 m $1,795.1 m $37.9 m 2.2%5.7%5.5%

(15 bps)

Total Development Properties

Commercial Bay$890.0 m $195.6 m $1,085.6 m $1,005.0 m ($80.6 m)-7.4%4.9% 4.9%

Bowen Campus Stage Two$15.5 m $10.2 m $25.7 m $28.6 m $2.9 m 11.3%N/AN/A

10 Madden Street$17.7 m $32.6 m $50.3 m $53.1 m $2.8 m 5.6%5.6% 5.6%

HSBC House$106.0 m $24.4 m $130.4 m $102.0 m ($28.4 m)-21.8%5.8% 5.1% (63 bps)

30 Waring Taylor Street$7.8 m $7.8 m $6.9 m ($0.9 m)-11.5%N/AN/A

Sub total$1,029.2 m $270.6 m $1,299.8 m $1,195.6 m ($104.2 m)-8.0%5.0%5.0%

(5 bps)

Total properties$2,793.7 m $263.4 m $3,057.0 m $2,990.7 m ($66.3 m)-2.2%5.4%5.3%

(13 bps)

+5.8%

Increase in Wellington

-0.3%

Decrease in Auckland

13bps

Cap rate compression

50%

Of uplift attributable to

market rental growth

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 16
Capital management

Capital management position remains

strong supporting our long term strategy

•Settled sale of Pastoral House ($77m) on

completion of works

•Successfully refinanced $150m bank facility

due to expire November 2020 for a further 5

years

•Gearing as measured under banking

covenants is 28.8%

•ANZ Centre capital recycling for remaining

50% underway

Debt facility expiry profile

Key metricsJune 2020June 2019

Debt drawn ($ millions)

1

951.7710.4

Gearing -banking covenant (%)28.822.4

Weighted average term to expiry (years)3.9 yrs 4.4 yrs

Weighted average debt cost (incl fees)3.9%5.7%

% of debt hedged (%)56.0101.4

Interest coverage ratio (previous 12 months) 2.4 x2.0 x

Total debt facilities ($ millions)1,1961,196

1 Excludes the USPP note fair value adjustment of $69.3m (June 2019: $28.0 m). Interest

bearing liabilities are detailed in Note 21 of the Financial Statements.

Funding diversity

$100 m

$200 m

$300 m

$400 m

Jun 21Jun 22Jun 23Jun 24Jun 25Jun 26Jun 27Jun 28Jun 29>Jun 30

Debt Facility Expiry Profile

Year ending

Bank debtUSPPNZ BondsConvertible Note

Bank debt

51%

USPP

22%

Convertible

Note

12%

NZ Bonds

15%

Debt capital

markets

49%

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 17
ESG Progress

Sustainability at Precinct

•Improved our key performance measures

•GRESB score above global average

•MSCI ESG rating of A

•2020 GRESB & CDP submissions underway

•Verified emissions and obtained carbon zero

certification

•Improved environmental performance

•23% reduction in emissions since FY17

•Supporting social initiatives

•City Missions and ‘HomeGround’ project

•Focus in FY21

•Improve reporting through TCFD

framework

20192020

GRESB 6977

MSCI ESG ratingAA

CDPN/ATBC

Environmental performance (number of buildings)

NABERSNZ rating greater than 374

Green Star greater than 455

Intensity measures (by total sqm)

Carbon emissions 14.113.8

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 18
FY21 Earnings and dividend guidance

Execution of long term strategic objectives continue to strengthen the

earnings profile of the business

•Enhanced AFFO profile and strengthened balance sheet through completion of

developments

•High quality premium portfolio and significantly reduced average asset age

reducing capex requirement

•Portfolio to benefit from the re-introduction of building depreciation

•98% occupied on 8.0 year WALT providing earnings certainty

•AFFO and dividend guidance remains subject to prevailing economic

conditions, particularly the length of lockdown periods in either Auckland and

Wellington

6.50 cps

FY21 Adjusted funds

from operations

+3.2%

Increase in dividend

6.50 cps

FY21 dividend guidance

Section 2
Our Markets

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 20
Our markets

Prime CBD office (Auckland)

•Market conditions remain resilient albeit potential sublease space emerging in secondary

and fringe locations

•Prime vacancy rates remain largely unchanged despite increase in stock following

completion of new PwC Tower at Commercial Bay

•Occupiers continue to seek out high quality, well-located space albeit prime rentals will

likely remain static in the short term due to increase in available options

Prime CBD retail (Auckland)

•Traditional retail continues to be impacted by e-commerce with vacancy rates,

particularly in secondary locations, starting to rise

•Market rentals remain under pressure due to increased stock and economic headwinds

for discretionary spend

•Food and beverage and retail service spend remains robust and expected to remain

relatively resilient

Prime CBD office (Wellington)

•Market conditions remain buoyant with CBD vacancy rates near historic lows despite

prime stock increasing by approximately 22,400m

2

over the period

•Continued Government expansion, flight to quality and a relatively tight supply pipeline

are expected to underpin low vacancy rates over the short to medium term

•Upward pressure on prime rentals with occupiers becoming increasingly accepting of

the rentals required to secure their desired space

Flexible space

•Occupancy rates have remained static over recent months, however the market

requirement for more flexible leasing options in the medium-term is anticipated to

increase as occupiers derive greater value from flexible office accommodation

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 21
CBD office markets

Auckland

•Prime vacancy remains materially unchanged at

4.8% as at Jun-20 (Jun-19: 4.7%), compared to the

rolling 15-year average of 5.4%

•Market commentators are currently forecasting

potential increase in sublease space to lead to

elevated prime vacancies in the short term

•Management expect well-located prime stock to

remain resilient with increase in vacancies limited

to lower grade buildings in secondary locations

•Notwithstanding this, recent increases in sublease

space have resulted in a -0.1% y.o.y decline in

prime net effective rentals as at Jun-20 (Jun-19: 1.3)

Wellington

•Government expansion and flight to quality

continue to underpin historically low prime

vacancy rates, which further declined to 0.6% as at

Jun-20 (Jun-19: 0.7%) despite addition of circa

22,400m

2

during the period

•These themes are evident in the high levels of

development pre-commitment achieved to date

•Demand/supply imbalances have also contributed

to continued rental growth, with prime gross

effective rentals rising 1.4% y.o.y as at Jun-20,

following an 11.4% increase recorded during the

prior comparable period

Forecast prime vacancy versus change in prime stockForecast prime effective rents (AKL –net; WLG –gross)

Source: JLL Real Estate Intelligence Service

0%

3%

6%

9%

0

20,000

40,000

60,000

20192020202120222023

Prime vacancy

Change in prime stock

Change in AKL prime stockChange in WLG prime stock

AKL prime vacancy (pre COVID)AKL prime vacancy (post COVID)

WLG prime vacancy

-6%

-4%

-2%

0%

2%

4%

6%

8%

20192020202120222023

Forecast NER Growth p.a.

AKL prime rent (pre COVID)AKL prime rent (post COVID)

WLG prime rent (pre COVID)WLG prime rent (post COVID)

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 22
Investment market

Investment sentiments have materially rebounded

since the on-set of COVID-19

•Liquidity crisis averted by monetary response

•While uncertainty remains, impact of COVID-

19 now better understood

•Increased preference for defensive assets

backed by strong covenants driving firming in

prime yields

Recent tax changes will provide further tailwinds

for asset prices

•2% p.a. structural depreciation has same value

effect as a circa 25 bps firming in cap rate

through increasing post-tax equity returns

•Tax change does not appear to have been

fully reflected in the FY20 valuations

Price discovery remains impacted by cross-

border travel restrictions, resulting in investment

yields lagging interest rate cuts

•Auckland prime yield spread: +416 bps

(Jun-19: +342 bps)

•Wellington prime yield spread: +577 bps

(Jun-19: +482 bps)

Secular trend of declining / negative real interest

rates expected to drive further capital flows into

commercial real estate

-2%

0%

2%

4%

6%

8%

10%

12%

FY00FY02FY04FY06FY08FY10FY12FY14FY16FY18FY20

Auckland Prime OfficeWellington Prime Office

Auckland Prime LT AverageWellington Prime LT Average

10-year Swap Rate10-year Real Interest Rate

-2%

0%

2%

4%

6%

979899000102030405060708091011121314151617181920

Auckland prime yield spreadLong-term Average (Auckland)

Wellington prime yield spreadLong-term Average (Wellington)

Section 3
Operations

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 24
Value drivers

Investment Portfolio

•Highly secure cashflow

•Defensive

characteristics

•Structural growth

•CPI

•Fixed increases

•Minimal expiry risk

•High quality occupiers

•Government

•Investment grade

quality

Operating activity

•Commercial Bay retail

•Base rent highly

secure

•Turnover provisions

•Participation upside

•Generator

•Flexible workspace

offer

•Growth pipeline for

investment portfolio

and development

activity

•Delivers premium over

market rentals

•Adds amenity,

community and

therefore value to

investment portfolio

Development activity

•Improves quality

•Reduces age of

portfolio

•Drives development

profits

•Increases NTA

•Attracts new and

existing high quality

occupiers

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 25
Supporting our strategy

•Adapting offering to cater for evolving occupier demands

•Occupiers working differently and valuing flexibility and innovation

•Wider range of offering and optionality now available

Office space spectrum

Long term leaseTurnkeyOffice suitesFlexi spaceCo-working

Number of

employees

30+15-305-10

Expansion space

for large corps.

1-5

Length of lease

term

3+3+1-3 years<1yearMonthly

Previous offering


Current strategy

✓✓✓✓✓

•Corporate real estate strategies increasingly span the office space spectrum

•Precinct response has been to continue to broaden our offering

•Acquisition of Generator has allowed for expansion of Precinct’s offering

•Strategy is supported by ongoing favourable key city centre drivers

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 26
Portfolio activity

Our investment portfolio continues to benefit from the

significant leasing activity and high occupancy achieved

in both Auckland and Wellington

•Office leasing activity continued through and post the

April/May lockdown

Key transactions concluded:

•32 leasing transactions secured across 21,300m

2

including

:

•12-year lease with EY for 1,700m

2

at 40 Bowen St

•9-year lease with Fujitsu for 2,400sm

2

at 40 Bowen St

•5-year lease over 2,000m

2

at Commercial Bay with

confidential party

•5-year lease over 2,600m

2

at 10 Madden St with

confidential party

•28 leasing transactions in the investment portfolio

completed across 12,600m

2

•Solid enquiry levels continue on current and

future vacancies

8.0%

Growth achieved on

previous contract rentals

across investment portfolio

12%

Auckland leasing growth

1%

Wellington leasing growth

7,800m

2

Market rent reviews settled

11% above contract rentals

9.0%

Auckland leasing growth

12.3%

Wellington leasing growth

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 27
COVID-19

•Portfolio demonstrated significant resilience

•Strong client relationships and high levels of

communication

•Support provided

•Retail abatement

•Cashflow support through deferral

•Earnings security

•Proactive management engaged all clients

throughout lockdown

•Deferrals of $1.3 m

•Abatements of $1.7 m (c. 50% contractual)

•All claims for relief for April/May lockdown

period now settled with one exception

•Impacts from August lockdown not known,

however, similar approach to client

relationships and communications being

adopted

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 28
Earnings Quality

Precinct’s well located buildings, high

occupancy, and long WALT gives

confidence that our strategy will

continue to deliver in more challenging

times.

•Precinct has a high quality client

base, including corporate

investmentgradeoccupiers, leading

legaland professional servicesfirms,

and Governmententities.

8.0 years

Weighted average

lease term

98%

occupancy

5%

11%

5%

70%

9%

FY21 Gross revenue by asset class

CarparkRetail

Food and BeverageOffice

Generator

Office revenue by industry

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 29
Secured cashflow

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

% of Income

Financial Year

AucklandWellington

0%

25%

50%

75%

100%

123456789

Years

Dec-10Jun-12Jun-20

WALT

•Improved earnings certainty through

extended WALT from development

activity

•Exposure to structured review profile

providing secured cashflow

•72%of portfolio subject to review

event in FY21. Of this 13%subject to

market rent review

FY21 event profile

9%

8%

49%

5.8%

28%

Market

CPI

Fixed

Next Expiry

No event

Lease expiry profile

Earnings certainty

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 30
Commercial Bay

•Retail opened on 11 June

•100% leased

•Tower opened on 30 June

•97% leased

•Tower now has around 1,500

occupants with PwC, Jarden,

MinterEllisonRuddWatts and

Chapman Tripp moved in

•In discussion to agree the

Covid related costs and final

account with Fletcher

Construction

•Rentals secured across the

project remain consistent with

the valuation and feasibility

assumptions

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 31
Commercial Bay -Retail

Catchment

•Office Workers: AucklandCBD worker population is

estimated to be nearly 120,000 workers

•Residential: Over 1.57 million residents within the

total trade area catchment, forecast to reach

around 2 million by 2033

•Visitors: Domestic visitors estimated to be around 5.2

million

Centre Composition

23%

9%

22%

45%

By NLA

Major

Mini-Majors

Food & Beverage

Specialty

10%

9%

30%

51%

Forecast Sales

Major

Mini-Majors

Food & Beverage

Specialty

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 32
Commercial Bay -Retail

•Pedestrian count exceeded

expectation with 2 million visitors over

the past two months

•Sales performance ahead of

valuation assumptions

•Hospitality–very strong sales

•Food & Beverage –sales ahead of

forecasts with visitors attracted to

variety and price point

•Fashion –performing well and

consistent with forecasts

•Additional planned openings

expected to continue momentum

•Tommy Hilfiger, Calvin Klein & Furla

•Ahi & Saxon & Parole

•Spark & BNZ

•Following the move to Alert level 3

on 12 August, the Commercial Bay

retail precinct was closed in

accordance with Covid guidelines

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 33
Commercial Bay -Retail

Foot Traffic

•In June Commercial Bay Retail experienced around 800,000

entries.

•Peak periods for the month of June were from 10am until 3pm.

•Daily visitors are visibly different, with more visitors attending the

centre from Friday through Sunday in comparison to the old mid

week peak.

-

10,000

20,000

30,000

40,000

50,000

60,000

MondayTuesdayWednesdayThursdayFridaySaturdaySunday

Average Daily Foot Traffic for June 2020

Commercial BayDowntown Shopping Centre (Historic)

3.7X

More visitors in

the weekend

than Downtown

Shopping Centre

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 34
Generator strategy delivering portfolio benefit

•Total leasing across investment and development portfolio to Generator members or

with Generator component of 7,000sqm

•EY leasing of 1,700sqm at 40 Bowen St includes requirement for 50 desks in Generator space

•Three portfolio leasing deals totaling 4,500sqm to growing businesses previously based at

Generator

•Two managed leases concluded where Precinct portfolio premises are leased by Generator on

a fully managed basis for a global corporate on a back to back basis

•Value of Generator flexibility being recognised and utilised by Precinct clients:

•68 desks sold to Precinct clients for short term growth requirements

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 35
Generator performance

■Business performing well despite Q4 impact from Covid-19 lockdown

•Year-end occupancy 89% across all sites

•Profitability has improved steadily through the year

•13% year-on-year revenue growth

•Events business impacted significantly by Covid-19

•Medium term outlook remains strong with businesses increasingly valuing flexibility

FY20FY19

Revenue

1

$18.6m$16.4m

EBITDA$1.8m($1.2m)

Revenue sourcesOccupancy

1

Note: Generator performance shown at 100% before consolidation adjustments and excluding interest on intercompany loans

Membership Revenue

Events & Hospitality

Revenue

0%

20%

40%

60%

80%

100%

30-Jun-20

CoworkingPrivate OfficesTotal

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 36
Generator pipeline

■Improve offering diversity

•Opening Meeting Suites at:

•Commercial Bay

September 2020

•188 Quay Street

February 2021

•Improve virtual meeting

capability

■Wellington expansion

•Generator expansion into 2,300 sqm

of character flexible workspace at

30 Waring Taylor Street in mid 2021

•Bowen Campus stage 2 to provide

an additional 3,100 sqm of premium

flexible workspace in late 2022

Section 4
Developments

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 38
Development

progress

•Developments currently underway:

•40 Bowen Street

•10 Madden Street

•Consists of around 17,700 m

2

of office NLA

•83% of office pre-committed to-date

•Committed developments forecast to

deliver blended ROC of 18%and blended

YOC of 6.7%

Left: Wynyard Quarter Stage 2

Above: 40 and 44 Bowen Street

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 39
Wynyard Quarter Stage 2 –10 Madden Street

•Construction remains on programme to

achieve practical completion (base

build) in Oct-20

•Office floors fully pre-committed

between Media Design School (4,760m

2

or 65%) and a global tech company

(2,590m

2

or 35%)

•Ground floor retail leasing underway

+15%

Targeted return on cost

~7.0%

Targeted yield on cost

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 40
BowenCampus Stage 2 –40 Bowen Street

•Committed to 40 Bowen Street during the

period and commenced construction Jun-20

•Currently 72% pre-committed(by area) by EY,

Fujitsu and Generator

•Practical Completion programmed for Sep-22

•Advance works for 44 Bowen Street

underway and being carried out under 40

Bowen Street construction works

+20%

Targeted return on cost

6.6%

Targeted yield on cost

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 41
* Subject to confirmation of optimal use

Future pipeline

ProjectLocation

Est.

Incremental

spend

Lettable

Area

Status

44 Bowen StreetWLG$78 m11,695 m²Actively marketing in preparation for commitment in FY21

Wynyard QuarterAKL$200 m20,466 m²Developed Design completed and priced

1 Queen StreetAKL$200 m22,000 m²Evaluating optimal use post COVID-19

Total$478 m54,161 m²

124 Halsey Street & Flowers Building44 Bowen Street (view from SH1)

1 Queen Street

Section 5
Outlook

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 43
Outlook

•Significant uncertainty remains:

•Health crisis (COVID)

•Economic crisis

•Introduction of Alert level 3 for Auckland and Alert level 2 for

remainder of NZ increases uncertainty

•Precinct well positioned being:

•Fully leased

•Long WALT

•Structured growth

•High quality occupiers

•Precinct to grow dividend by 3.2% representing strength and

quality of portfolio subject to no material sustained changes

•Look for opportunities to grow value

•Replenish development pipeline

•Acquire under valued assets

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 44
Appendices

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 45
Financial summary

(Amounts in $ millions unless otherwise stated)

20202019Change (%)

Rental revenue151.8135.711.9

Funds from operations (FFO)90.585.16.3

Adjusted funds from operations (AFFO)82.774.011.8

Total comprehensive income after tax attributable to equity holders35.1190.4(81.6 )

Funds from operations (FFO) (cents per share)6.896.821.0

Adjusted funds from operations (AFFO) (cents per share)6.295.945.9

Gross distribution (cents per share)6.926.732.8

Net distribution (cents per share)6.306.005.0

AFFO Payout ratio (%)100.1101.1 (1.0 )

Total assets3,185.22,891.410.2

Total liabilities1,276.8936.236.4

Total equity1,908.41,955.2(2.4 )

Shares on issue (million shares)1,313.81,313.8

NTA (cents per share)144147(2.0 )

NAV (cents per share)145149(2.7 )

Gearing ratio at balance date (%)28.822.428.6

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 46
Balance sheet

Financial Position as at 30 June 202030 June 2019

($m) AuditedAuditedMovement

Assets

Development properties$190.6 $923.2 ($732.6)

Investment properties$2,800.1 $1,870.5 + $929.6

Intangible assets$18.9 $19.2 ($0.3)

Fair value of derivative financial instruments$95.2 $42.1 + $53.1

Right-of-use assets$38.1 + $38.1

Other$42.3 $36.4 + $5.9

Total Assets$3,185.2 $2,891.4 + $293.8

Liabilities

Interest bearing liabilities$1,028.9 $758.4 + $270.5

Deferred tax liability$36.5 $38.1 ($1.6)

Lease liabilities$43.4 + $43.4

Fair value of derivative financial instruments$86.2 $65.3 + $20.9

Other$81.8 $74.4 + $7.4

Total Liabilities$1,276.8 $936.2 + $340.6

Equity$1,908.4 $1,955.2 ($46.8)

NIBD to Total Assets29.9%24.6%5.3%

Liabilities to Total Assets -Loan Covenants28.8%24.2%4.5%

Shares on Issue (m)1,313.8 m 1,313.8 m

Net tangible assets per security $1.44 $1.47 -0.04

Net asset value per security $1.45 $1.49 -0.0

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 47
Borrowing movement

$200 m

$400 m

$600 m

$800 m

$1,000 m

$1,200 m

Total Interest Bearing liabilities

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 48
Tax reconciliation

Higher effective tax rate

for FY20

•Recognition of

liquidated damages

revenue

Reintroduction of

depreciation on ~$800m

of structure for

commercial buildings to

provide further tax

deductions

FY21 expected tax rate

to remain low

30 June 202030 June 2019

Net profit before taxation33.2201.8

At the statutory income tax rate of 28.0% 9.356.5

Unrealised (gain) on value of investment and

development properties

18.6(45.3)

Realised (gain) on disposal of investment in joint

venture

0.0(1.9)

Unrealised (gain) / loss on financial instruments1.912.4

Disposal of depreciable assets(0.5)(1.5)

Capitalised interest(12.0)(11.0)

Prior period adjustments(2.9)0.0

Other adjustments (2.6)(3.3)

Depreciation(6.1)(4.7)

Deductible capital expenditure(0.7)(1.1)

Current tax expense / (benefit) 5.00.1

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 49
Reconciliation from NPAT to Adjusted funds from operations

Dividends

Net dividend (cents) 5.405.605.806.006.30

Net profit after taxation (NPAT)

138.2162.1254.9190.230.2

Unrealised net (gain) / loss in value of investment and development

properties

(81.2)(77.5)(208.7)(161.7)66.3

Unrealised net (gain) / loss on financial instruments

16.4(11.8)11.144.31.9

Net realised loss on sale of investment properties

2.7--1.72.5

Net realised (gain) on disposal of investment in joint venture

---(6.6)-

Depreciation -property, plant and equipment

---0.31.1

Depreciation recovered on sale

10.0--10.71.4

Deferred tax (benefit) / expense

(13.3)1.917.0(0.3)(3.4)

IFRS 16 lease adjustments

----2.3

Generator (profit) / loss

--2.31.1-

Funds from operations (FFO)

Less: Liquidated damages revenue (net of tax)

---(1.4)(19.2)

Addback: Amortisations6.46.47.27.17.9

Straightline rents(0.5)(0.2)(0.4)(0.3)(0.5)

Funds from operations

78.780.983.485.190.5

Funds from operations (cents)6.506.686.896.826.89

DividendpayoutratiobasedonFFO(%)83.183.884.288.091.4

Adjusted funds from operations (AFFO)

Less: Maintenance capex(11.1)(5.8)(4.9)(7.2)(5.0)

Less: Incentives and leasing costs (3.0)(9.3)(8.3)(3.9)(2.8)

Adjusted funds from operations

64.665.870.274.082.7

Adjusted funds from operations (cents)5.335.435.805.946.29

DividendpayoutratiobasedonAFFO(%)101.3103.1100.0101.7100.0

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 50
5 year income summary

(Amounts in $ millions unless otherwise stated)

20162017201820192020

Financial performance

Gross rental revenue

146.0126.2130.7135.7151.8

Less direct operating expenses

(41.5)(35.8)(35.4)(40.4)(46.0)

Operating profit before indirect expenses

104.590.495.395.3105.8

Net interest expense

(11.0)(3.4)(2.2)(1.7)(5.0)

Other expenses

(10.1)(9.8)(10.2)(15.8)(13.3)

Unrealised net gain in value of investment and development

properties

81.277.5208.7161.7(66.3)

Other non operating income

(19.1)11.8(11.1)(37.7)12.0

Net profit before taxation

145.5166.5280.5201.833.2

Current tax expense

(10.6)(2.5)(6.3)(0.1)(5.0)

Depreciation recovered on sale expense

(10.0)--(10.7)(1.4)

Deferred tax benefit / (expense)

13.3(1.9)(17.0)0.33.4

Total taxation (expense) / benefit

(7.3)(4.4)(23.3)(10.5)(3.0)

Share of profit or (loss) of joint ventures

--(2.3)(1.1)-

Net profit after taxation (NPAT)

138.2162.1254.9190.230.2

Total other comprehensive income / (expense)

0.24.9

Total comprehensive income after tax attributable to equity holders

138.2162.1254.9190.435.1

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 51
5 year balance sheet

(Amounts in $ millions unless otherwise stated)

20162017201820192020

Financial position

Total investment assets

1,513.71,535.41,678.81,870.52,800.1

Total development assets190.4 509.2 838.1 923.2

190.6

Other assets

34.534.644.897.7194.5

Total assets

1,738.62,079.22,561.72,891.43,185.2

Interest bearing liabilities

234.1456.9761.7758.41,028.9

Other liabilities

93.6116.7109.3177.8247.9

Total liabilities

327.7573.6871.0936.21,276.8

Total equity

1,410.91,505.61,690.71,955.21,908.4

Number of shares (m)

1,211.11,211.11,211.11,313.81,313.8

Weighted average number of shares (m)

1,211.11,211.11,211.11,246.71,313.8

Net tangible assets per share (cps)

1.171.241.401.471.44

Net asset value per security (cps)

1.171.241.401.491.45

Share price at 30 June ($)

1.251.241.351.771.57

Covenants

Loan to value ratio (%)

14.425.125.022.428.8

Interest coverage ratio

6.93.92.42.02.4

Key portfolio metrics

Average portfolio cap rate (%)

6.56.25.85.75.3

Weighted average lease term (years)

6.38.78.79.08.0

Occupancy (% by NLA)

98100999998

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 52
Investment portfolio overview

Investment

portfolio

Auckland Wellington

WALT

8.0 years

8.0 years10.7 years

Occupancy

98%

99%98%

Investment Portfolio Value ($m)

$2,800.1m

$2053.4m$746.7m

Weighted average market cap rate

5.3%

5.0%6.1%

NLA (m²)

269,901 m²

155,822 m²114, 078 m²

Under/over renting position

-2.9%

0.6%-9.3%

8.0 years

Weighted average lease term

98%

Portfolio occupancy

Occupancy

Key metrics

Portfolio metrics

0%

20%

40%

60%

80%

100%

% of building NLA

AucklandWellington

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 53
Asset level valuations

Cap Rates %ValuationsValue Movement

30 June 202030 June 2019Change30 June 202030 June 2019

Additions /

Disposals

Revaluation%

Investment Properties

NTT Tower6.4% 6.6% (25 bps)$124.0 m $122.5 m $2.5 m ($1.0 m)-0.8%

Mayfair House6.1% 6.5% (38 bps)$60.2 m $47.3 m $8.3 m $4.6 m 8.3%

No.1 and 3 The Terrace5.9% 6.3% (38 bps)$107.5 m $86.5 m $9.7 m $11.3 m 11.7%

No.3 The TerraceN/AN/A $14.0 m $12.7 m $1.3 m 10.2%

Pastoral HouseN/A6.4% (640 bps)($0.0 m)$59.8 m ($59.8 m)

Aon Centre6.6% 6.9% (25 bps)$172.9 m $161.4 m $4.1 m $7.4 m 4.5%

Bowen Campus5.6% 5.9% (25 bps)$268.1 m $239.6 m $11.1 m $17.4 m 6.9%

Wellington6.1%6.4%(29 bps)$746.7 m $729.8 m ($24.1 m)$41.0 m 5.8%

AMP Centre5.5% 5.5% $205.0 m $205.0 m $5.6 m ($5.6 m)-2.7%

ANZ Centre5.3% 5.1% 13 bps$177.8 m $187.5 m ($0.2 m)($9.5 m)-5.1%

188 Quay Street4.9% 5.0% (13 bps)$409.0 m $400.0 m $11.4 m ($2.4 m)-0.6%

Mason Bros.5.1% 5.3% (13 bps)$46.6 m $45.5 m ($0.2 m)$1.3 m 2.9%

12 Madden Street5.3% 5.4% (13 bps)$86.0 m $82.3 m $0.3 m $3.4 m 4.1%

Jarden House5.3% 5.4% (13 bps)$124.0 m $114.3 m $9.7 m 8.5%

Auckland5.1%5.2%(6 bps)$1,048.4 m $1,034.6 m $16.9 m ($3.1 m)-0.3%

Total Investment Properties5.5%5.7%(15 bps)$1,795.1 m $1,764.4 m ($7.2 m)$37.9 m 2.2%

Development Properties

Bowen Campus Stage TwoN/AN/A $28.6 m $15.5 m $10.2 m $2.9 m 11.3%

10 Madden Street5.6% 5.6% $53.1 m $17.7 m $32.6 m $2.8 m 5.6%

HSBC House5.1% 5.8% (63 bps)$102.0 m $106.0 m $24.4 m ($28.4 m)-21.8%

30 Waring Taylor StreetN/AN/A $6.9 m $7.8 m ($0.9 m)-11.5%

Commercial Bay Retail5.3% 5.0% 25 bps$425.0 m $496.4 m ($71.4 m)-14.4%

PwC Tower (Commercial Bay)4.6% 4.8% (13 bps)$580.0 m $589.2 m ($9.2 m)-1.6%

Commercial Bay –moving to investmentN/A4.9%$890.0 m ($890.0 m)

Total Properties5.3%5.4%(13 bps)$2,990.7 m $2,793.7 m $263.4 m ($66.3 m)-2.2%

PRECINCT PROPERTIES FY20 ANNUAL RESULTS -Page 54
Disclaimer

TheinformationandopinionsinthispresentationwerepreparedbyPrecinctPropertiesNewZealand

Limitedoroneofitssubsidiaries(Precinct).

Precinctmakesnorepresentationorwarrantyastotheaccuracyorcompletenessoftheinformation

inthispresentation.

Opinionsincludingestimatesandprojectionsinthispresentationconstitutethecurrentjudgmentof

Precinctasatthedateofthispresentationandaresubjecttochangewithoutnotice.Suchopinions

arenotguaranteesorpredictionsoffutureperformance,andinvolveknownandunknownrisks,

uncertaintiesandotherfactors,manyofwhicharebeyondPrecinct’scontrol,andwhichmaycause

actualresultstodiffermateriallyfromthoseexpressedinthispresentation.

Precinctundertakesnoobligationtoupdateanyinformationoropinionswhetherasaresultofnew

information,futureeventsorotherwise.

Thispresentationisprovidedforinformationpurposesonly.

NocontractorotherlegalobligationsshallarisebetweenPrecinctandanyrecipientofthis

presentation.

NeitherPrecinct,noranyofitsBoardmembers,officers,employees,advisers(includingAMPHaumi

ManagementLimited)orotherrepresentativeswillbeliable(incontractortort,includingnegligence,

orotherwise)foranydirectorindirectdamage,lossorcost(includinglegalcosts)incurredorsuffered

byanyrecipientofthispresentationorotherpersoninconnectionwiththispresentation.

---

1
Where the

city begins.

ANNUAL REPORT 2020

04
Strategy.

06

2020 strategy

progress.

07

2020 highlights.

08

Commercial Bay.

12

Generator.

14

Chair's report.

16

Management

report.

18

Our markets.

20

Results overview.

24

Sustainability at

Precinct.

34

Board of

directors.

36

Executive team.

38

5 year summary.

40

GRI index.

43

Corporate

governance.

56

Investor

information.

62

Remuneration

report.

69

The Numbers

101

Directory.

Cover page image: Commercial Bay, Auckland.

More information can be found at www.precinct.co.nz

Precinct's strategy continues to
deliver strong results.

The premium nature of our assets,

high quality client base and

commitment of our people and

partners continue to support our

business.

04
Strategy.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Strategy.

04

PRECINCT PROPERTIES NEW ZEALAND LIMITED

05
Strategy.

ANNUAL REPORT 2020

Strategy.

05

ANNUAL REPORT 2020

Precinct is the largest owner

and developer of premium

inner city real estate in

Auckland and Wellington.

We are a city centre specialist

and long term owner of real

estate.

Our primary objective is to

create sustainable value from

city centre real estate.

Our strategy is clear and we have

continued to refine our approach as we

have progressed our 2020 vision over the last

six years. Precinct's business has benefited

from the execution of our long term strategy

and our business transformation has been

successful.

$3.0

B

PORTFOLIO VALUE

73%

Investment property weighting to Auckland CBD by

market value (2019: 60%)

06
2020 strategy progress.

2020 strategy progress.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Operational

excellence

• Achieved dividend of 6.30 cps consistent to AFFO

• 98% portfolio occupancy and WALT of 8.0 years

• Refinancing $150 million bank debt facility

• Completed sale of Pastoral House in Wellington

• Expansion of Generator's offering into Wellington

• Global Real Estate Sustainability Benchmark (GRESB)

score of 77 achieved

• Achieved Toitū carbonzero certification, Precinct is

now a carbonzero organisation

Our

people

and

partners

• Continued focus on health and well-being

• Proactive engagement with Precinct client base with

a range of initiatives implemented to support its

occupiers during COVID-19

• High staff engagement during the year

• New board member

• Active community involvement throughout the year

• Rainbow Tick Certification received

• Included in the Bloomberg 2020 Gender-Equality index

Developing

the future

• Commercial Bay retail centre opened June 2020

• Commercial Bay tower opened July 2020

• Commitment to Bowen Campus Stage Two

• Wynyard Stage Two completion remains 2020

• Mason Brothers awarded the CIBSE (Chartered

Institute of Building Services Engineers) International

Project of the year award

• Defence House nominated for RCP Commercial

Office Property Award

Lauren, Property Manager

07
2020 highlights.

2020 highlights.

ANNUAL REPORT 2020

+5.0

%

Increase in dividend

Year on year to

shareholders.

77

/100

GRESB score

Global Real Estate

Sustainability Benchmark

result.

carbonzero

Toitū certification

Precinct carbonzero

certified organisation.

Defence House in Wellington

$35.1M

Total comprehensive income after tax

For the 12 months ended 30 June 2020.

$150M

Refinanced

Bank debt facility in February 2020

08
Commercial Bay.

Commercial Bay.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

The opening of Commercial

Bay marks a significant

milestone for our business and

Auckland’s city centre. Precinct

set out with a clear vision to

create a world-class waterfront

destination. Precinct are proud

to have achieved this.

A transformational project

In 2012 Precinct acquired the Downtown Shopping Centre with

the aspiration to create a world-class waterfront destination on

par with the best gateway cities around the world. The

subsequent purchase of HSBC House in 2013 provided Precinct

with almost two hectares of contiguous land located on

Auckland's CBD waterfront.

The opportunity for Precinct was to incorporate a number of

transformational elements including public transport,

international quality retail environments, world class commercial

office space, urban design and community space. Through a

series of collaborative workshops with the board, management

and the project team, Precinct developed a clear and

aspirational vision.

In 2015, following two years of negotiations, Precinct entered a

development agreement with Auckland Transport to coordinate

works with the city rail link and agreed the acquisition of Queen

Elizabeth Square which was incorporated into the overall master

plan.

Precinct’s board required a 50% pre-commitment on leasing for

the office tower before it could enter the construction contract

and begin the project. This was achieved in December 2015

through the support of pre-commitment clients PwC, Chapman

Tripp, Jarden, Colliers and Regus. In May 2016 the main

contractor Fletcher Construction commenced works.

Following several delays and impacts from COVID-19, Precinct

were delighted to reach retail opening in June 2020 and Tower

opening in July 2020. The retail centre benefits from an

outstanding mix of retailers and brings the largest concentration

of high-quality local and international retailers to the heart of

Auckland city. This sits alongside a striking space for business at

the new PwC Tower.

Precinct are very proud to have revitalised the Auckland city

centre and thank the commitment of the team and project

partners.

09
Commercial Bay.

ANNUAL REPORT 2020

10
Commercial Bay.

Commercial Bay. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

We set out with a clear vision

to create a world-class

waterfront destination and we

are proud to have achieved

this, thanks to the commitment

of our team and project

partners

S C O T T P R I T C H A R D , C E O

4.1

m

man hours worked on site

over the past four years

Partnerships

The development of Commercial Bay involved a number of

partnerships. These included working with Auckland Council,

council-controlled organisations, Ngāti Whātua Ōrākei and

external consultants and project teams.

The partnership with Auckland Transport and Auckland Council

has been particularly rewarding for all involved. This partnership

demonstrates how public and private enterprise can collaborate

together to achieve mutually beneficial goals. The integration of

the CRL tunnels in the design and construction of the project has

ensured the highest and best use for the land.

The strength of these partnerships has been an integral part of

the projects success. Precinct acknowledge the huge effort,

commitment of all involved in the design and construction of

Commercial Bay, in particular project managers RCP, project

architect Warren and Mahoney, main contractor Fletcher

Construction and all other parties.

Together this group have created a precinct that people want

to be part of and enjoy all that it has to offer while honouring

Tāmaki Makaurau and Auckland's heritage.

11
Commercial Bay.

ANNUAL REPORT 2020

Commercial Bay retail officially opens

Precinct officially opened the retail centre at Commercial Bay to

the public on Thursday 11 June 2020.

The opening had around 200 invitees in attendance and

included Rt Hon. Jacinda Ardern, Prime Minister of New Zealand;

Rt Hon. Phil Goff, Mayor of Auckland; Hon. Phil Twyford; and

Ngāti Whātua Ōrākei who led the opening of the centre with a

blessing and karakia (welcome prayer).

In spite of Commercial Bay opening in difficult circumstances

with COVID-19, the business was delighted to welcome people

to a new and exciting part of Auckland’s city centre where they

can experience all that Commercial Bay has to offer. 330,000

people visited the retail centre over the opening week which

exceeded Precinct's expectations. Having this number of visitors

visit Commercial Bay reinforces this world-class waterfront

destination.

Precinct are incredibly proud to support local businesses and

first-to-market retailers. They opened after a challenging few

months and at a crucial time as New Zealand restarted its

economy after lockdown. Over the next month several flagship

retail and F&B offerings will open including Calvin Klein, Tommy

Hilfiger, Spark, Furla, Ahi by Ben Bayly and Saxon + Parole.

Precinct look forward to welcoming them to the centre.

Providing a high quality and best-in-market food and beverage

offer is critical to the success of Commercial Bay. To deliver on

this objective, Precinct has partnered with a group of industry-

leading local food and beverage managers and international

hospitality designers Avroko Hospitality Group to operate four

food and beverage venues including the flagship Saxon + Parole

at Commercial Bay. Avroko own, operate and license bars and

restaurants internationally and were engaged to undertake the

design and concept of the Level 2 'Harbour Eats', at Commercial

Bay. Precinct has an active role in the partnership including

funding the premises fitout and sharing in the business’s profit.

The new PwC Tower at Commercial Bay

Designed from the inside out with a new generation floor plate,

the tower offers dramatic views across the Waitemata Harbour.

The floor plate is exceptionally efficient and allows for a range of

working typologies. It is ideal for businesses looking to implement

agile and flexible working strategies.

97

%

Occupancy at new PwC

Tower at Commercial Bay

(Dec 2019: 92%)

The Sky Lobby in the new PwC Tower is a hotel style environment

creating an extension of occupiers working space. Beyond the

lobby is the Sky Terrace, an outdoor sanctuary in the city. The

urban rooftop landscape will be an adaptable space suitable

for events from morning to night.

The new PwC Tower had its first clients, PwC and Jarden move in

during July 2020.

We are immensely proud to

open Commercial Bay, an

outstanding retail precinct that

will redefine Auckland’s centre

city and play an integral role in

its ongoing revitalisation.

S C O T T P R I T C H A R D , C E O

$1.0

bn

office and retail value as at

30 June 2020

100+

retailers across fashion, food

and beverage, beauty and

speciality retail

10,000

estimated office workers at

the Commercial Bay

precinct

12
Generator.

Generator.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Where inspiring workspaces and

communities come together.

Generator is Auckland’s

leading shared workspace

provider, operating since 2011

and growing to over 1,400

members today.

Overview

Generator employs 39 people and occupies 13,900 sqm of

space. This is across four locations in Auckland. Flexible space at

Madden Street (GridAKL), Britomart Place, Stanbeth & Excelsior

(Stan Ex) and Mason Bros. building make up a significant market

share within the Auckland city centre.

While Generator has seen increased demand for flexible work

space solutions in recent years, COVID-19 has had an impact on

the flexible workspace market globally and locally in New

Zealand. For the Generator business, this resulted in its event and

hospitality offering closing for a period of time.

Precinct believes the outlook for the Generator business remains

positive given the increased flexibility its offering provides. The

economic benefits of coworking remain the same. Those being

community experience, collaboration, networking and having

access to larger shared facilities. Generator continues to provide

a flexible occupancy option. Especially for those small to

medium sized businesses looking for shared facilities that they

would not usually have access to.

As the flexible market and economy continues to evolve, the

Generator business is committed to delivering tailored solutions

and creating exciting new spaces to its current and future

members.

Pleasingly, with over 1,400 members occupancy levels are now

89% (June 2019 88%).

For more information on Generator, visit:

https://generatornz.com/

13
Generator.

ANNUAL REPORT 2020

Wellington expansion

During the year, Precinct announced the expansion of Generator's offering into Wellington. This followed the acquisition of the Dunbar

Sloane Building. Centrally located at 30 Waring Taylor Street where the Lambton Quay shopping district meets the parliamentary

precinct, this will be the first Generator site in Wellington. The five-level character building, encompassing 2,300 sqm of space, will be

fully redeveloped and seismically strengthened to 100% of the National Building Standard. The offering will comprise private offices,

coworking and event spaces.

Precinct continues to see an increased demand for flexible space in Wellington. With 30 Waring Taylor purchased specifically for

Generator, it will enable the business to have direct input into the design and functionality of the building. The property will be well-

positioned to drive value from the growing Wellington market.

In addition, a Generator facility will also be provided over the ground and first floor at 40 Bowen Street. The Bowen offering will

comprise a meeting suite and private offices accommodating 300 desks. A portion of the Generator private office desks have already

been pre-committed to EY. This further reinforces the growing demand for flexible space in Wellington.

30 Waring Taylor Street (render)

14
Chair's report.

Chair's report.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Our FY20 results reflect the resilience of our business, premium

nature of our assets, high quality client base and the dedication of

our people and partners who support it. On behalf of the board

and management of Precinct, we are pleased to present

Precinct’s 2020 Annual Report.

From left to right: Richard Hilder (CFO),

Craig Stobo, (Chair), Scott Pritchard (CEO)

and George Crawford (COO).

FY20 performance

Precinct has continued to perform well during the 2020 financial year. It delivered consistent results amidst a challenging environment

which has evolved over the last 6 months as a result of the COVID-19 pandemic. While our investment and development portfolio are

underpinned by our high quality client base, strong metrics and strategic locations, asset values have been inevitably impacted by

COVID-19. Precinct’s full year revaluation recorded a loss of $66.3 million or 2.2% for the period. Total comprehensive income after tax

was $35.1 million. Pleasingly and in line with guidance, adjusted funds from operations (AFFO) increased 5.9% to 6.29 cents per share

(cps). Our full year dividend to shareholders is 6.30 cps, representing a 5.0% increase.

15
Chair's report.

ANNUAL REPORT 2020

Business continuity through COVID-19

The second half of FY20 required Precinct to focus on business

continuity. This involved planning ahead and adjusting our

business to operate safely under different COVID-19 alert levels

as and when the New Zealand Government announced

changes.

Ensuring the right procedures and suitable precautionary

measures were in place to help protect the health and well-

being of all our people, while also restricting any potential

negative impacts on the business was a key priority throughout

this process. Like many property owners, Precinct proactively

engaged with its occupier base and implemented a range of

initiatives to support its occupiers during this time.

Successfully executing our long-term strategy in recent years put

us in a strong position. From a balance sheet perspective,

Precinct’s gearing as measured under borrower covenants,

which disregards the subordinated convertible note was 28.8%

(covenant 50%) at 30 June 2020. In addition, following the

$150 million bank debt facility which was refinanced in February

2020, Precinct’s next debt maturity is due in December 2021.

While the negative impacts from COVID-19 are not yet fully

known, our FY20 result reflects the resilience of our business, and

the dedication of our people and partners who support it.

Board changes

In September 2019, Precinct appointed Anne Urlwin as an

Independent Director. Anne replaces Don Huse, who will step

down in 2020 after serving 10 years on the Board. Anne will also

follow Don as Chair of the Audit & Risk Committee.

Anne is a professional director with many years’ directorship

experience. She has experience in the corporate sector across a

range of industries. Anne is a Fellow of the Institute of Chartered

Accountants of Australia New Zealand, a Chartered Fellow of

the Institute of Directors in New Zealand Inc, and a Member of

the Australian Institute of Company Directors.

Commencing a recruitment process in early 2019 for a new

Independent Director has been part of the Board’s succession

planning to ensure a seamless transition of directors. We are

delighted to welcome such a high calibre director as Anne to

the Board. Her skills and experience will further strengthen

Precinct’s governance regime.

During Don's tenure on the board Precinct's strategy evolved,

several capital management initiatives were undertaken and

the business committed to Commercial Bay. On behalf of my

board colleagues and management, I again thank Don for the

significant contribution he has made to Precinct since 2010.

During the Annual General Meeting in November 2019, it was

announced that Chris Judd had indicated an intention to step

down from the Precinct board during 2020. Pleasingly, Chris has

now informed the board that he intends to continue as a

director for the company.

Sustainability progress

Precinct’s core Environmental, Social and Governance (ESG)

indices performance benchmark remains the Global Real Estate

Sustainability Benchmark (GRESB). Pleasingly, Precinct received a

2019 GRESB score of 77 in 1H20 (previously reported score was

69) above the global average of 72.

During FY20, an area of focus has been on the risks and

opportunities presented by climate change, demonstrating our

commitment to the environment and our business’s sustainability.

By partnering with Toitū Envirocare, Precinct has been able to

accurately measure its greenhouse gas emissions and put in

place strategies to manage and reduce impacts. We are

extremely pleased to report that we have now received Toitū

carbonzero certification.

As a business we continue to focus on understanding and

responding to our material ESG risks and opportunities. You can

read more about Sustainability at Precinct and how we have

progressed initiatives over the last 12 months, on pages 24 to

33.

Dividend guidance

AFFO for the 2021 financial year are expected to be 6.50 cps,

before performance fees and a total dividend of 6.50 cps is

expected to be paid. This represents a 3.2% increase in dividends

to shareholders.

We thank you, our shareholders, for your continued investment in

Precinct during an extraordinary year. We remain committed to

the long-term success of Precinct and the cities in which we

invest. On behalf of the Precinct board, management and

Precinct team, we look forward to advancing our opportunities

and delivering sustainable returns in the years ahead.

Craig Stobo, Independent Director and Chair

6.5

cps

FY21 dividend guidance

3.2% YoY increase

2020 Annual General Meeting of

shareholders is scheduled for:

18 November 2020

More details on the meeting will be provided in the

coming months.

16
Management report.

Management report.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

While we recognise the uncertainty which remains within the New

Zealand economy, Precinct’s well located buildings, high

occupancy and long weighted average lease term gives

confidence that our strategy will continue to deliver in more

challenging times. Precinct’s earnings security is underpinned by

the stable and secure income our portfolio generates.

Quality delivers resilience

While the long-term impacts of COVID-19 continue to evolve at

both a local and global level, we have been able to restrict the

negative impacts on our business. This reflects the high quality of

our assets and the clients we attract and retain within our

portfolio. Precinct’s earnings security is underpinned by the

stable and secure income our portfolio generates. Precinct has a

high quality client base, including corporate investment grade

occupiers, leading legal and professional services firms and

Government entities. The Government contributes around 30% of

Precinct’s office revenue providing a high level of income

certainty.

Our investment portfolio metrics include a high occupancy level

of 98% and a weighted average lease term (WALT) of 8.0 years

at 30 June 2020. Precinct's WALT illustrates the average

remaining term for all leases to expire in the portfolio, weighted

by contracted income and its occupancy measures the

percentage of lettable area leased within the total investment

portfolio. These are key performance indicators which measure

our operational performance. As a result, Precinct was able to

receive around 90% of its income during the level 3 and 4

lockdown periods. We also supported occupiers who needed

assistance

1.

.

Precinct office revenue by industry

Government

(local and central)

Legal

Financial services,

banking and insurance

Information Technology

Other

Precinct is predominantly

invested in office buildings

comprising A grade or better

stock in Auckland's and

Wellington's CBD. Our business

remains strong and the

portfolio is well positioned in a

COVID-19 economy.

S C O T T P R I T C H A R D , C E O

1. See Note 9.ii to the Financial Statements for more information on support

provided to clients.

17
Management report.

ANNUAL REPORT 2020

Development projects update

Commercial Bay

Construction re-commenced at Commercial Bay following the

easing of the COVID-19 restrictions and reached completion in

June of this year. The new retail and hospitality precinct officially

opened its doors on 11 June 2020 fully leased (June 2019: 95%).

While we never planned to be opening the centre under such

extraordinary circumstances, our business was delighted to

welcome people to a new and exciting part of their city and

experience all Commercial Bay has to offer.

Post balance date we were pleased to welcome the first of the

office occupiers to the new PwC Tower with PwC, Jarden, Minter

Ellison Rudd Watts and Chapman Tripp all taking occupation of

their new space. Leasing across the office tower is now at 97%

(June 2019: 82%).

The opening of Commercial Bay involved a huge effort by our

people and partners. Commercial Bay is a symbol of New

Zealand’s road to recovery in a COVID-19 economy and the

revitalisation of the city centre. The remarkable response from

New Zealanders visiting the centre during the first opening

weekend reinforces the support for our local businesses as well as

first-to- market retailers as they opened after a tough few

months. We remain committed to ensuring Commercial Bay

provides a safe environment for all workers, diners and shoppers

visiting the precinct.

One Queen Street

Following a review of future development projects, Precinct

advised, in May this year, that the One Queen Street

redevelopment project in Auckland, comprising a luxury hotel

and premium office accommodation, would be deferred. This

will enable us to more reliably assess the long term impacts on

tourism and the economy and to position One Queen Street to

ensure the eventual redevelopment maximises returns.

Precinct engaged positively with the stakeholders in the project

regarding the deferral. We believe we have taken a prudent

approach and this decision was necessary given the current

environment. We remain committed to redeveloping One

Queen Street and to ensuring this asset remains well positioned

within our portfolio moving forward.

Wynyard Quarter Stage Two

Construction re-commenced at 10 Madden Street in May this

year. Construction continues to progress well. Despite the

impacts of COVID-19, the programme for completion remains at

the end of 2020.

Bowen Campus Stage Two

Following the successful delivery of Bowen Campus Stage One,

we were very pleased to announce in June that Precinct will be

progressing the development of the second stage of Bowen

Campus. The project is being undertaken on a pre-committed

basis with leasing to EY and Fujitsu secured. Being able to

advance one of the two new office buildings at Bowen Campus

is a great result amidst the challenging environment. We believe

the prime office market in Wellington remains strong and well

positioned locally. Having secured quality occupiers as pre-

commitments this reinforces the demand for quality office space

in the Wellington city centre.

The new building will be situated at 40 Bowen Street and be the

first of a pair of buildings planned for the site. The building will

total 10,049 sqm and consist of 1,300 – 1,700 sqm office

floorplates across 6 levels including a Generator facility over the

ground and first floor. Pre-committed leasing currently represents

72% of the building’s office NLA (net lettable area). The

development project has an expected total project cost of

$90.2 million and is expected to generate a yield on cost of

approximately 6.6%, once fully leased. Completion of the project

is scheduled for late 2022. Discussions are currently underway

with potential occupiers for the balance of space available.

Outlook

2020 has undoubtedly presented a number of unexpected

challenges at both a local and global level as a result of the

COVID-19 pandemic. Locally, economic conditions and

demand drivers for city centre real estate are slowly becoming

more apparent, however on 12 August 2020 Auckland returned

to alert level 3 and the rest of New Zealand was placed in alert

level 2 for three days. Uncertainty remains and the full effects of

COVID-19 are still evolving.

We recognise this short to medium term uncertainty within the

New Zealand economy. However, Precinct’s well located

buildings, quality client base, high occupancy and long

weighted average lease term gives us confidence that our

strategy will continue to deliver in these more challenging times.

Precinct is an active owner and developer of property.

We remain committed to our strategy and delivering

outperformance to our investors through creating sustainable

value from city centre real estate.

Scott Pritchard,

CEO

George Crawford,

COO

Richard Hilder,

CFO

18
Our markets.

Our markets.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Auckland city centre.

The

impact of COVID-19 on the city centre office market remains uncertain at this stage. However the prime grade market has

performed well in recent years with prime vacancy holding flat at 4.8% as at June 2020 (June 2019: 4.7%) according to JLL research

following completion of Commercial Bay.

Notwithstanding the relatively low vacancy rates, rental growth has remained largely static year-on-year as at June 2020 (June 2019:

1.3% increase) with COVID-19 leading to declining rates in the June quarter, erasing growth recorded in the nine months to March

2020.

Looking ahead, whilst an element of uncertainty remains, the prime grade market is expected to remain relatively resilient due to

continued demand for modern, quality space, as well as prime grade occupiers. These are predominantly financial institutions and

professional services, having less direct exposure to industries most impacted by COVID-19.

COVID-19 had an immediate impact on the retail market. This together with on-going competition from e-commerce and increased

supply, saw the CBD vacancy rate increasing to 3.3% as at June 2020 (June 2019: 2.4%) according to JLL research. Prime rentals remain

under pressure due to significantly increased prime stock and economic headwinds for discretionary spending. Average prime CBD

retail rent declined 7.4% year-on-year (June 2019: 2.2% decrease).

Electronic card transaction data released by Statistics New Zealand continues to point to welcome signs of recovery. June 2020

monthly core retail spend recorded at $5.0 billion, up 10.1% year-on-year despite a lack of international tourists and students

contributing to discretionary retail spend

.

19
Our markets.

ANNUAL REPORT 2020

Wellington city centre.

City centre office vacancy rates remain near historic lows with the prime vacancy rate declining to 0.6% as at June 2020 (June 2019:

0.7%), according to JLL research. This is despite prime stock increasing by approximately 22,400 sqm over the prior twelve months.

The current supply and demand imbalance, particularly as it relates to high quality, seismically-resilient premises, has continued to

place upward pressure on market rentals with gross prime rentals increasing by 1.4% year-on-year (June 2019: 11.4%).

Whilst the market outlook has become more uncertain due to COVID-19, the Wellington market is expected to be relatively insulated

from downside risks with the growing Government footprint. This together with high levels of pre-commitment within the active

development pipeline, effectively underpins prime vacancy rates over the short to medium term.

+

16.2

%

Increase in Wellington

public service FTEs (2017 to

2019)

20
Results overview.

Results overview.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

FY20 results

The impacts of COVID-19 on the business contributed to total

comprehensive income after tax reducing to $35.1 million. This

result compared with $190.4 million in the previous period. The

difference is mainly attributable to a strong FY19 revaluation and

this year’s devaluation at Commercial Bay and One Queen

Street.

Adjusted funds from operations (AFFO), which adjusts for several

non-cash items increased by 11.8% to $82.7 million (June 2019:

$74.0 million) or 6.29cps. This strong result reflects the successful

execution of the long-term strategy combined with the stable

and secure income our portfolio generates through its high

quality clients and asset base. Reflecting this, Precinct received

the majority of its rent during lockdown levels 3 and 4 while also

being able to support those occupiers who needed assistance.

Pleasingly, full year dividends paid to shareholders and attributed

to the 2020 financial year totalled 6.30 cps, representing a year

on year increase of 5.0% and an AFFO dividend payout ratio of

100%.

Net property income for the period increased 2.1% to

$97.2 million (June 2019: $95.3 million). After adjusting for

developments and transactions, like for like income growth was

0.8% higher than the previous comparable period. As noted,

Precinct provided support to clients impacted by COVID-19

through a range of measures including rental abatements

totalling $1.7 million

2.

. Adjusting for these abatements like for like

income growth was 3.2% higher with the Auckland portfolio

seeing an increase of 2.6% and Wellington achieving a 4.6%

uplift. Had it not been for COVID-19 rent abatements, AFFO for

the period would have been around 6.40 cps.

Generator recorded gross operating revenue of $18.6 million with

contribution to net operating income of $1.8 million recorded for

the period. COVID-19 significantly impacted Generator's events

and hospitality business which contributes around a quarter of its

total revenue. Importantly the independent valuation of

Generator as at 30 June 2020 showed no impairment to

goodwill. With the business retaining high occupancy rates the

outlook for FY21 and beyond remains positive.

Total interest expense was higher due to development spend

and higher debt levels compared with the previous 12 months.

This increase was largely offset by capitalised interest associated

with developments, which resulted in net expense for the period

of $5.0 million (June 2019: $1.7 million)

Precinct recorded a negative 5.0% shareholder total return for

the year to 30 June 2020. This outperformed the benchmark New

Zealand listed property sector return (excluding Precinct) of

negative 7.7%. However, due to the negative total return and in

line with the agreed process for recognising outperformance no

performance management fees were paid in the period (2019:

$4.4 million).

Precinct's current tax expense increased in the period to

$5.0 million but remained low reflecting continued development

activity. The increase in tax expense (June 2019: $0.1 million)

primarily resulted from the recognition of liquidated damages

revenue during the period. The re-introduction of depreciation

on structure for commercial buildings will provide additional tax

deductions from 1 July 2020. As at 30 June 2020 the total value of

undepreciated structure was $817 million.

During the period market interest rates fell significantly due to the

economic uncertainties resulting from COVID-19. The large

interest rate movement led to a fair value loss in interest rate

swaps of $17.1 million. Offsetting this movement was a fair value

gain in the convertible note option of $14.0 million. After

including the fair value movement in the USPP notes and

associated cross currency swaps, the overall loss in financial

instruments for the period was $1.9 million (June 2019:

$44.3 million loss).

The devaluation movement of $66.3 million recognised during

the period (June 2019: $161.7 million revaluation) reflects a 2.2%

decrease on year end book values. On a like-for-like basis,

Auckland asset valuations decreased by around 4.7% and

Wellington asset valuations recorded an uplift of 5.8%.

Across Wellington, the valuation gains were mainly attributable

to the firming in capitalisation rates across our assets, particularly

those with long term leases to Government/Crown entities, and

further increases in market rentals.

While there was a further firming in capitalisation rates across our

Auckland assets and continued market rental growth, this was

offset by the impacts of COVID-19 on both the One Queen

Street project and Commercial Bay.

Reconciliation of adjusted funds from operations

(Amounts in $ millions)20202019

Net profit after taxation30.2

190.2

Unrealised net (gain) / loss in value of

investment and development properties

66.3

(161.7)

Unrealised net loss /(gain) on financial

instruments

1.9

44.3

Net realised loss on sale of investment

properties

2.5

1.7

Net realised loss / (gain) on disposal of

investment in joint venture

-

(6.6)

Depreciation - property, plant and

equipment

1.1

0.3

Depreciation recovered on sale

1.4

10.7

Deferred tax expense / (benefit)

(3.4)

(0.3)

IFRS 16 lease adjustments

2.3

-

Share of (profit) / loss of joint venture

-

1.1

Amortisations

7.9

7.1

Liquidated damages (net of tax impact)

(19.2)

(1.4)

Straightline rents

(0.5)

(0.3)

Maintenance capex

(5.0)

(7.2)

Incentives and leasing costs

(2.8)

(3.9)

AFFO82.774.0

Note: AFFO is an alternative performance measure which adjust net profit after

tax for a number of cash and non-cash items as detailed in the reconciliation

above. Precinct has transitioned to a dividend policy based on AFFO. AFFO is an

alternative performance measure provided to assist investors in assessing

Precinct’s performance for the year.

2. Note 9 of the 2020 financial statements provides more details on the impact of

COVID-19 on Precinct's business .

21
Results overview.

ANNUAL REPORT 2020

Commercial Bay recorded a revaluation decline of $80.6 million

due to costs associated with COVID-19 and a lower Commercial

Bay retail valuation. Adjusting for the $26.7 million of liquidated

damages revenue recognised in the period the net year on year

movement attributable to Commercial Bay was $53.9 million. As

at 30 June 2020 retail assets have been impacted more than

office assets due to economic conditions and the office

portfolio's long WALT and covenant strength

As at 30 June 2020 Precinct’s portfolio totalled $3.0 billion (June

2019: $2.8 billion). Precinct’s net asset value (NAV) per share at

balance date was $1.45 (June 2019: $1.49).

Adjusted Funds from operations (AFFO)

FFO and AFFO are measures used by real estate entities

to describe the underlying performance from their

operations. Aligning dividends with AFFO is generally

considered to be best practice for real estate entities.

FFO and AFFO are defined in more detail on page 38.

FFO for the year increased $5.4 million to $90.5 million

(June 2019: $85.1 million) or 6.89 cps. AFFO for the year

was $82.7 million, or 6.29 cps, matching the dividend

paid.

PRECINCT'S AFFO PAYOUT RATIO OVER THE

PAST 5 YEARS HAS AVERAGED 101%.

New PwC Tower lobby entrance

Key financial information

(Amounts in $ millions unless otherwise stated)20202019Change (%)

Rental revenue

151.8

135.711.9

Funds from operations (FFO)

90.5

85.16.3

Adjusted funds from operations (AFFO)

1

82.7

74.011.8

Total comprehensive income after tax attributable to equity holders

35.1

190.4(81.6 )

Funds from operations (FFO) (cents per share)

6.89

6.821.0

Adjusted funds from operations (AFFO) (cents per share)

6.29

5.945.9

Gross distribution (cents per share)

2

6.92

6.732.8

Net distribution (cents per share)

2

6.30

6.005.0

AFFO Payout ratio (%)

100.1

101.1(1.0 )

Total assets

3,185.2

2,891.410.2

Total liabilities

1,276.8

936.236.4

Total equity

1,908.4

1,955.2(2.4 )

Shares on issue (million shares)

1,313.8

1,313.80.0

NTA (cents per share)

144

147(2.0 )

NAV (cents per share)

145

149(2.7 )

Gearing ratio at balance date (%)

3

28.8

22.428.6

The information set out above has been extracted from the financial statements set out on pages 71 to 97.

1 AFFO is an alternative performance measure which adjusts net profit after tax for a number of non-cash items. This alternative performance measure is provided to

assist investors in assessing Precinct's performance for the year.

2 Dividend paid and proposed relating to financial year.

3 For loan covenant purposes deferred tax losses, fair value of swaps and subordinated debt are not included in the calculation of gearing ratio.

22
Results overview.

Results overview. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Capital management

We have continued to ensure Precinct's capital management

position remains in a strong position during FY20.

During the first half of the 2020 financial year, we settled the

$162.8 million United States Private Placement (USPP) issue. This

was the second successful USPP issue Precinct has undertaken

since 2014 to deliver further funding diversity. As at 30 June 2020,

around half of Precinct's committed debt comes from non-bank

sources.

In February 2020, we also refinanced Precinct's $150 million bank

debt facility which was due to expire in November 2020. The new

5 year facility increases the tenor of the existing facilities,

reducing refinancing risk and improves Precinct's weighted

average term to expiry which is 3.9 years as at 30 June 2020

(June 2019: 4.4 years). Funding continues to be provided by

Precinct’s existing lenders ANZ, BNZ, CBA, Westpac and HSBC.

At balance date Precinct’s total borrowings (including

convertible notes) increased to $951.7 million (30 June 2019:

$710.4 million). Gearing as measured under borrower covenants,

which excludes the subordinated convetible note, is 28.8%

(30 June 2019: 22.4%). Similarly, total assets at 30 June 2020 has

increased to $3.2 billion (30 June 2019: $2.9 billion).

Precinct remains within its borrowing covenants with total debt

facilities of around $1.2 billion at 30 June 2020. Precinct was 56%

hedged through the use of interest rate swaps at 30 June 2020

(June 2019: 101%). Average hedging for the 2021 financial year

will be around 60%. The weighted average interest rate including

all fees was 3.9% at 30 June 2020 (June 2019: 5.7%).

During FY20, Precinct continued with its asset recycling

programme. In April 2020, the sale of Pastoral House in Wellington

to funds manager Oyster Property Group settled.

Capital management metrics

20202019

Debt drawn ($ millions)

1

951.7

710.4

Gearing - banking covenant (%)

28.8

22.4

Weighted average term to expiry (years)

3.9

4.4

Weighted average debt cost (incl fees) (%)

3.9

5.7

% of debt hedged (%)

56.0

101.4

Weighted average hedging (years)

3.9

4.2

Interest coverage ratio (previous 12 months)

(covenant 1.75 times)

2.4

2.0

Total debt facilities ($ millions)

1,196

1,196

1 Excludes the USPP note fair value adjustment of $69.3 million (June 2019:

$28.0 million) and convertible note option valuation. Interest bearing liabilities

are detailed in Note 21 of the Financial Statements.

Our balance sheet is strong.

Gearing is [28.8%] which is

substantially under our

borrower covenant level of

50%.

In addition, Precinct’s next

debt maturity is due in

December 2021 following the

$150 million bank debt facility

refinanced in February 2020.

R I C H A R D H I L D E R , C F O

23
Results overview.

ANNUAL REPORT 2020

Operational update

Precinct's portfolio has benefited from high occupancy and a

long WALT during the year. At balance date, overall portfolio

occupancy was 98% (June 2019: 99%) and Precinct achieved a

WALT of 8.0 years (June 2019: 9.0 years).

In total, 28 leasing transactions were completed across 12,600

sqm of space. This includes securing a number of new clients

and retaining existing clients within the portfolio reflecting the

high quality of our investment assets. Rentals achieved were on

average 4.5% higher than valuation rents at 30 June 2019.

In Auckland, key leasing includes a 6 year lease over 1,100 sqm

to Actionstep at the AMP Centre and new 6 year leases to

Unispace and ACC over part levels 24 and 27 respectively at 188

Quay Street. In Wellington, a 6 year lease to IBM was agreed

over part level 15 at the Aon Centre.

Including structured rent reviews, Precinct completed a total of

124,130 sqm of reviews at a 2.7% premium to previous contract

rental. There were 7,800 sqm of market rent reviews which were

settled at a 4.5% premium to 30 June 2019 valuation rentals. At

30 June 2020 Precinct's portfolio is under-rented by 2.9% (June

2019: 5.2% under-rented).

Generator performance

The Generator business continued to perform well during FY20

with significant revenue growth achieved. However, Generator

was impacted during the last quarter of the financial year as a

result of the COVID-19 shutdown, primarily due to the lack of

demand for events space.

Generator ended the year at 89% occupancy, maintaining the

high occupancy levels from the prior year, whilst incorporating

an additional 185 desks to the floorplans.

FY20 continued to display the value of the Generator-Precinct

relationship, with Salesforce outgrowing their space. Salesforce,

who were previously located in the Britomart Place Generator,

have since migrated across the city centre, into a managed

office located in Precinct’s 188 Quay Street.

Operational metrics

20202019

Precinct

Occupancy (%)

98

99

WALT (years)

8.0

9.0

NLA (sqm)

269,901

232,210

Under-renting (%)

2.9

5.2

Leasing

12,600

23,330

Generator

Occupancy (%)

89

88

Members

1,400

1,415

Sites

7

5

Sqm

13,900

13,200

Revenue ($m pa)

18.6

16.4

FY21 gross revenue by asset class

Carpark

Retail

F&B

Office

Generator

FY21 key leasing events

Fixed review

Market review

Expiry

CPI

No event

Lease expiry profile by contracted revenue

Financial year

% of net lettable area

WellingtonAuckland

Generator - flexible

space

Vacant

21

22

23

24

25

> 25

0

20

40

60

80

24
Sustainability at Precinct.

Sustainability at Precinct.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Our sustainability frameworkPrecinct's materiality matrix

Precinct’s

ESG

Strategy

Objective

To create sustainable value through city centre real

estate, delivering exceptional spaces for our clients and

communities, in which they can thrive.

Strategic themes

1. Creating spaces where people and businesses can

thrive.

2. Focus on sustainable value creation for all our

stakeholders

3. Proactive approach to how we operate our business in

a socially and environmentally sustainable way.

4. Embedding sustainability throughout our business

operations.

25
Sustainability at Precinct.

ANNUAL REPORT 2020

Our material issues

Precinct’s material sustainability topics have remained relatively unchanged in 2020, as validated by a desktop review, and are

presented below. Our material sustainability topics considers a wide range of information sources, including the opinion of our key

stakeholders. Precinct’s key stakeholders include our people and partners, clients and people using our spaces and services,

contractors and service providers, funding providers, shareholders, industry bodies and Government (Central and Local).

The following topics were determined to be material to Precinct:

Material topicTopic component

Client wellbeing

• Client wellbeing and productivity

• Quality space

• Client satisfaction

Health and safety

• Health and safety

Financial performance

• Occupancy rates/weighted average lease term

• Earnings outlook

• Commercial and investment returns

• Flexible financing for Green Building

• Investment due diligence

Partnerships and community

• Partnerships with Mana Whenua, local and central government, and council-controlled

organisations

• Sponsorships, financial and in-kind donations

• Strengthening communities

Sustainable design

• Efficient design

• Contributing to urban vibrancy/prosperity

Ethical business practice

• Code of ethical conduct

• Whistle-blower policy

Diversity

• Diversity

Building environmental performance

• Carbon emissions

• Waste reduction

• Water use

• Greenstar/NABERSNZ ratings

As the largest owner and developer of premium inner-city real estate in Auckland and Wellington, we continue to focus on

understanding and responding to our material ESG risks. This includes material sustainability issues facing our business. We have a well-

defined strategy and this includes a prominent integration of sustainability across all areas of the business.

Precinct is committed to minimising our environmental footprint in the built environment while also making a conscious effort to help

protect the natural environment we are part of. Precinct has publicly reported on our sustainability annually, since 2015.

This report has been prepared in accordance with the Global Reporting Initiative (GRI) Standards (core option). The GRI Standards are

the world’s most widely used sustainability reporting standard.

Over the last year, we have made good progress in various areas through advancement of certain initiatives which are detailed under

each of our material topics. Having targets across our business is helping us drive performance and achieve results. This is strengthening

how Precinct defines sustainability. During FY20, an area of focus has been on the risks and opportunities presented by climate

change. By partnering with Toitū Envirocare, Precinct has been able to accurately measure our greenhouse gas emissions and put in

place strategies to manage and reduce impacts. Precinct is very pleased to have achieved Toitū carbonzero certification. We are

offsetting the unavoidable emissions from our operations by allocating high-impact carbon credits from a Gold Standard-certified

international project. Toitū carbonzero certification is an internationally recognised programme and demonstrates our commitment to

the environment and our business’s sustainability.

We have been working on identifying Precinct's risks related to both physical climate impacts and transitional climate impacts resulting

from the transition to a low carbon economy based on the Task Force on Climate related Financial Disclosures (TCFD)

recommendations. We expect to share more on this in the coming year.

26
Sustainability at Precinct.

Sustainability at Precinct. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Client wellbeing.

Creating environments in which

our clients can thrive.

Our approach

Identified as both high stakeholder importance and high

significance of impacts, client wellbeing is critical to the long-

term success of our business. It drives our lease renewal rates and

the ability to attract and retain clients. Client wellbeing is

centred around quality space – a healthy environment where

positive social outcomes and economic success is achieved. Our

goal is to create environments in which our clients can thrive.

Recording client feedback from independently-run client

satisfaction surveys continues to help us understand what our

clients value. This drives how we improve levels of satisfaction

within our properties. Client satisfaction surveys are undertaken

every 2 years, the last survey being undertaken in May 2019.

Performance

Measuring our progress against targets

Overall client satisfaction score

70%

Target ≥80%

Portfolio composition

100%

Target ≥100% Investment portfolio comprising A

Grade or better (FY19: 89%)

Portfolio value of Green Star +4 star rating

$837M

Target ≥ 4 stars on completion of all developments

188 Quay Street , Auckland

Constructed in 2002, 188 Quay Street holds a prominent position

on Auckland’s waterfront. A full lobby redevelopment and new

end of trip facilities are key initiatives undertaken during FY20.

These upgrades will improve overall client wellbeing while

ensuring the building maintains its premium office grade in the

Auckland office market. Designed by Warren and Mahoney, the

new end of trip facilities located on Level 3 of 188 Quay Street

opened in February 2020. These premium and convenient

facilities include new showers, digital lockers, laundered towel

service, air conditioning, ironing and hair styling appliances. To

meet the increased demand, an additional 65 bike racks have

also been installed. This was a significant upgrade in facilities

which supports the health, wellbeing and flexibility initiatives of

our clients and their staff at 188 Quay Street.

The full lobby redevelopment at 188 Quay Street commenced at

the end of 2019 and is expected to complete in October 2020. It

will provide a new café, meeting suites operated by Generator

with capacity for up to 112 people, relocated concierge desk,

an increase of greenery and a seamless connection through to

Commercial Bay’s food and beverage space and retailers.

These improved amenities demonstrate the importance Precinct

places on client wellbeing and our commitment to delivering on

our client focused approach. The Precinct team continue to be

in regular communications with all clients at 188 Quay Street to

minimise the impacts of temporary changes to access during the

project works period. We value our clients and their wellbeing

and are excited to deliver a new and improved lobby at 188

Quay Street in the coming months.

27
Sustainability at Precinct.

ANNUAL REPORT 2020

Financial performance.

Positive financial performance.

Disclosure of our financial performance can be found in the

results overview section on page 20 and in Precinct's financial

statements on pages 71 to 97.

Performance

Measuring our progress against targets

Occupancy and secure income stream

98%

Target ≥98% (FY19: 99%)

Annualised 5 year dividend growth

3.4%

Target long term sustainable returns to shareholders

At the end of 2019, Precinct received a rating of A (on a scale of

AAA-CCC) in MSCI ESG Ratings assessment. Precinct has

maintained a rating of A since 2018. MSCI Ratings aim to

measure a company's resilience to long-term, financially relevant

ESG risk.

Precinct was also added to the FTSE EPRA Nareit Global Real

Estate Index in March 2020.

Sustainable design.

Creating built spaces which

deliver net positive

environmental, social and

economic value.

Our approach

Companies in the real estate sector along with the building and

construction sectors have an integral role in improving current

and future societies. A key focus of Precinct’s sustainability efforts

is incorporating sustainable design across our assets and

improving our operational performance. We define sustainable

design as the creation of built spaces which deliver net positive

environmental, social and economic value. By assessing the

sustainability performance of our current designs, we have been

able to establish our vision, strategy and target-setting for future

designs.

Performance

Measuring our progress against targets

5 Star design for new build projects

10 Madden Street in Auckland is targeting both a 5

Green Star Design and 5 Green Star Education As-built

rating. Disclosures will be made in our next annual report

following the completion of the project.

A description of our current ratings is included in the Building

Environmental Performance section on page 28.

We are seeing positive results from our investment in sustainable

design. We have improved our Global Real Estate Sustainability

Benchmark (GRESB) score from 69 to 77 and have exceeded the

global average of 72. The GRESB benchmark is the most

comprehensive sustainability measure globally. It assesses a

company’s performance against environmental, social and

corporate governance. Since our first submission in 2017, we

have improved our score year on year. This has been a key

objective for Precinct’s Sustainability Committee. Our latest

GRESB result demonstrates the importance of sustainability to

Precinct's business activities and that our sustainability strategy is

delivering strong results. Submissions for 2020 have been made

and results will be disclosed in our 2021 Annual Report. GRESB

remains the overarching measure for Precinct to benchmark its

sustainability performance against its peers.

28
Sustainability at Precinct.

Sustainability at Precinct. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Building environmental

performance.

Reducing carbon, energy and

waste

.

Our approach

Improving the environmental performance across our buildings is

a key part of our sustainability focus at Precinct. It is a material

topic. The environmental performance of our buildings includes

the energy they consume, the waste they generate and their

operational greenhouse gas (GHG) emissions. Precinct is

committed to minimising our environmental footprint in the built

environment with a conscious effort to help protect the natural

environment we are part of.

In order to meet our wider environmental commitments, we

actively explored options to reduce our carbon footprint over

the last 12 months. This has involved partnering with Toitu

Envirocare to reduce our carbon footprint through the

measurement and management of our emissions and offsetting

any unavoidable greenhouse gas emissions with carbon credits.

Our facilities management team ensure Precinct’s buildings

achieve their optimal environmental performance levels. They

are responsible for maintaining, assessing and upgrading our

buildings’ plant and building management systems on an

ongoing basis. Precinct also have an ongoing partnership with

the NZGBC on current and future carbon legislation (Zero

carbon) to promote and lead industry-wide environmental

practices.

Performance

Measuring our progress against targets

NABERSNZ

Currently 4 buildings in our portfolio have a 3.5 star or

above NABERSNZ™ rating.

Target 100% of buildings ≥ 3 stars and above.

Carbon zero

Target achieve Toitū carbonzero certification and carbon

zero during FY20

Toitū carbonzero certification

Precinct meets the requirements of Toitū carbonzero®

certification having measured its greenhouse gas emissions in

accordance with ISO 14064-1:2006. Toitū carbonzero certification

is accredited by the Joint Accreditation System of Australia and

New Zealand (JAS-ANZ). This provides assurance that our

certification meets international best practice.

The programme acknowledges the actions of Precinct in

measuring our GHG emissions, understanding our carbon

liabilities, and putting in place management plans to reduce

emissions in our organisation and more widely through our supply

chain.

As part of Precinct achieving Toitū carbonzero certification,

Precinct will mitigate our carbon footprint by offsetting our

unavoidable GHG emissions with carbon credits, to become

carbon neutral. This is done through the purchase of high quality

carbon credits. Precinct have chosen the following gold

standard project's to contribute towards:

• Baragran Hydro Electric Project, India

• Gyapa Cook Stoves Project, Ghana

• GHG Emission Reduction through use of Bondhu Chula

(Improved Cook Stoves), Bangladesh

• CECIC HKC Danjinghe Wind Farm Project, China

NABERSNZ™ building energy efficiency

NABERSNZ™ is a system for rating the energy efficiency of office

buildings. For more information on NABERSNZ™ ratings see

https://www.nabersnz.govt.nz/about-nabersnz/types-of-ratings/

Currently four buildings in Precinct’s investment portfolio have a

certified NABERSNZ™ building energy efficiency rating. All

certified buildings have a rating of 3.5 stars or above. A 3-star

rating indicates a good performance and a 4-star rating

indicates an excellent performance.

Emissions (tCO2e)

Variance (change

%)

Total carbon

emissionsFY20FY19

FY17

(base)to FY19

to base

year

Verified

Provisional

YesYes

Scope 1

2,045

2,0362,4880.4(17.8)

Scope 2

1,373

1,4081,808(2.5)(24.1)

Scope 3

0

28910N/AN/A

Total3,4183,7334,306(8.4)(20.6)

Carbon

emission

intensityEmissions (tCO2e)/sqm

Scope 1

8.2

7.710.46.5(21.2)

Scope 2

5.5

5.37.53.8(26.7)

Scope 3

0.0

1.10.0N/AN/A

Total13.814.117.9(2.1)(22.9)

29
Sustainability at Precinct.

ANNUAL REPORT 2020

AMP Centre

Over the last 5 years, Precinct has invested into capital

improvements at the AMP Centre in Auckland. Pleasingly, AMP

Centre has increased its base build NABERSNZ rating from 2 stars

to 4 stars over a three year period, representing Excellent

performance.

AMP Centre continues to achieve a number of positive

environmental performance outcomes. The building offers 21

levels of premium corporate office space, as well as a range of

food and beverage facilities including a lobby café. More

recently, it has expanded its onsite early childhood care and

education offering which now accommodates 200 children.

Countdown also opened its first Metro store at the bottom of

AMP Centre during the year, providing a great level of amenity

for those working within the precinct.

Solar photovoltaic (“PV”) installation

During the year, we are pleased to have progressed one of our

PV installations. The PV system installed early this year will

generate electricity that will be fed directly into 10 Madden

Street in Auckland. This will reduce imported electricity

consumption and its associated costs.

Based on historical and recent

trends, commercial electricity

costs are likely to continue to

increase, while the price of the

electricity produced by the

solar power system will not,

resulting in long term savings.

100% of the common area

lighting and lifts annual power

use for the building will be

produced by the PVs.

The PV System will generate a

clean energy source that emits no greenhouse gases and uses

no fossil fuels. We estimate that in year 1 alone, the renewable

electricity generated by this System will avoid almost 11,000 kgs

of Carbon Dioxide Equivalent emissions.

Bowen Campus Stage Two

We are also pleased to share that we will offset the embodied

carbon from construction at our development project 40 Bowen

Street in Wellington. Including this in the development feasibility is

a first for Precinct and we look forward to sharing more on this in

the coming year.

10 Madden Street in Auckland

30
Sustainability at Precinct.

Sustainability at Precinct. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Health and safety.

Ensuring all workers go home

healthy and safe - zero harm.

Our approach

Health and safety is one of Precinct’s core corporate values and

is principally about looking after people and ensuring all workers

go home healthy and safe. We are committed to complying

with all relevant legislation, regulations and standards. Our

business is actively embedding a positive health and safety

culture at Precinct and amongst all workers under our control.

We recognise the influence our business has in the wider industry,

so we are striving to promote an engaged and positive health

and safety culture throughout the supply chain. Our Health and

Safety policy guides our management approach.

Performance

Measuring our progress against targets

Onsite audit score

93%

Target ≥90% (FY19: Commercial Bay 92%)

95%

Target ≥90% (FY19: Bowen Campus 95%)

Precinct's Lost Time Injury Frequency Rate

(LTIFR) at completed projects

We expect to disclose more on the LTIFR for our most

recent completed projects in our next annual report.

Target benchmark LTIFR

3.

LTIFR's recorded at both

Wynyard Quarter Stage One and Bowen Campus Stage

One were better than the Australian construction industry

benchmark (Safe Work Australia).

We recorded 265 health and safety incidents in the year

compared to 269 reported in FY19. Precinct's recorded incidents

include observations, near misses, first aid injuries, medical

treatment injuries and lost time injuries. There were no significant

injuries during the period with approximately 37% of recorded

incidents being classified as minor (for example, rolled ankles,

minor cuts and grazes). A total of 79 recorded incidents

occurred on our stabilised property portfolio. The majority (186)

of our recorded incidents occurred on our development sites

which are under the direct control of a Precinct-appointed main

contractor.

Precinct incentivises health and safety observations to enable

them to be reviewed and improvements made where relevant.

Over 900 principal audit and monitoring inspections were

undertaken during FY20. These inspections are in addition to

regular internal contractor health and safety monitoring

practices and included internal and external principal audits

and inspections, Project Control Group H&S meetings and

specific H&S workshops. This included 52 external audits by

Construct Health Limited, with audit scores averaging 93% for

Commercial Bay, 95% for Bowen Campus and 95% for 10

Madden St during the year.

During 2020, ensuring the right procedures and suitable

precautionary measures were in place to help protect the health

and well-being of all our people during the COVID-19 pandemic

was particularly important. This included implementing and

adopting additional health and safety requirements at all of

Precinct's buildings and at construction sites when construction

restarted in April 2020. These protocols included the physical

distancing rules for everyone on site, additional Personal

Protective Equipment (PPE) gear, and the ability to contact

trace if necessary.

Mates in Construction

Last year, we focussed on understanding developments in

health and safety management, particularly how it applies to

our industry and addressing the suicide risk in the construction

sector. During FY20, we are pleased to have partnered with

Mates in Construction, a charity established to reduce the high

level of suicide in the construction industry. Originally set up in

Australia, Precinct has been a key member of the steering group

established locally. Working together with Mates in Construction

and alongside other corporates in the industry, the initiative was

formally launched in New Zealand on 30 October 2019. Sadly,

each year approximately 600 New Zealanders die from suicide,

of which 75% are men, with construction workers having the

highest rate by occupation of suicide. Mates in Construction

recognises the importance of raising the general awareness of

mental health, wellbeing and suicide risk of workers on site. It is

about creating a pathway to professional help for those who are

most vulnerable. As a team, Precinct is committed to supporting

this initiative.

3. Precinct use the Australian benchmark for non-residential construction in the

absence of a readily available and publicly reported benchmark for non-

residential construction in New Zealand.

31
Sustainability at Precinct.

ANNUAL REPORT 2020

Health and

safety

policy

Our H&S policy guides our management

approach and includes the following

requirements:


Training - All Precinct management staff receive

regular training including external accreditation where

relevant to their role.


KPI's - All Precinct management staff have health and

safety objectives included in their performance

reviews.


Contractor pre-qualification - Each contractor

engaged by Precinct is required to be pre-qualified by

Workplace Safety Limited or Construct Health Limited.


Hazard and asbestos registers - Registers identify the

observed hazards at each site. These are live registers

subject to constant internal review and are reviewed

annually by independent experts.


Audit and monitoring - Precinct monitors live sites to

ensure oversight of health and safety matters.

Reporting process

Health and Safety Committee


Audit and Risk Committee


Precinct Board

On-line reporting - Precinct uses MangoLive, an online live reporting and incident management system to report all incidents and

observations on Precinct controlled workplaces. This includes client fit out and development sites under the direct control of a Precinct

appointed contractor.

Pre-Qualification - All contractors are required to be prequalified with Prequal, an externally managed dedicated contractor

prequalification system.

Audit and monitoring - Precinct audits and monitors live sites both through management staff and third party consultants Construct

Health Limited.

Internal review - Precinct's Health and Safety (H&S) Committee meets monthly and provides oversight on all H&S matters. The H&S

Committee has representation from all parts of the business. Workplace Safety Limited, an independent third party consultant, also sits

on the H&S Committee to provide external input and advice.

Management and oversight - The H&S Committee reports directly to Precinct's Audit and Risk Committee and the Precinct Board.

External review - In addition to external audit and monitoring by Construct Health Limited, Precinct also instigates annual third party

reviews of its processes by Marsh and ICSafety Solutions.

32
Sustainability at Precinct.

Sustainability at Precinct. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Partnerships and community.

Contributing, engaging and

supporting the partnerships and

communities we invest in.

Our approach

As the largest owner and developer of premium inner-city real

estate in Auckland and Wellington, Precinct is well positioned to

strengthen communities in which we operate through positive

contributions, engagement and support. We want to create

environments in which people can thrive. In order to achieve

this, we are focussed on building strong and long-lasting

relationships within our communities. This includes our

relationships with key partners such as Iwi, local government,

council-controlled entities, industry bodies and community-

based organisations.

Performance

Measuring our progress against targets

Contribute positively to the city centre

environments and wider community where

we operate

During the last 12 months, we have continued our social

investments to Auckland and Wellington City Mission,

Keystone Trust, Tuputoa and the Tania Dalton Foundation.

Our current annual memberships include NZ Green

Building Council, Property Council, GRESB, Council on Tall

Buildings & Urban Habitats, Heart of the City and Diversity

Works.

Engage with key stakeholders in our

investment approach

Precinct continues to engage regularly with all our key

stakeholders, ensuring all our key stakeholders are well

informed.

Homeground update

Since 2018, Precinct has been a significant partner of the

Auckland City Mission’s HomeGround project through our annual

financial contribution to the project. The current site is being

transformed into a purpose-built housing and social services

facility. It will consist of 80 new studio and one-bedroom units

and will expand the Mission’s services and provide a safe space

to stand against homelessness, hunger and poor health.

Due to the COVID-19 pandemic which occurred during 2020, the

HomeGround project like many other projects, was put on hold

during the New Zealand COVID-19 Alert level 4 lockdown. This

has unfortunately delayed the completion of the project.

Precinct is committed to the ongoing support of the Auckland

City Mission and working in partnership with the Mission to deliver

their HomeGround project and strengthen the communities

where we operate, creating positive social value.

You can read more about HomeGround at:

https://www.aucklandcitymission.org.nz/homeground/

Tania Dalton Foundation Scholarship Sponsorship

This year, Precinct is delighted to be supporting the Tania Dalton

Foundation scholarship programme by sponsoring one of their

scholarship recipients. The scholarship is Tania Dalton

Foundation’s flagship programme which supports talented

young sports women, from all kinds of circumstances and at

different stages of their development who will benefit from the

unique and valuable support the Foundation can provide. 12

young women are added to this programme each year.

Members of the Precinct team attended the Tania Dalton

Foundation Awards Ceremony earlier this year and have been in

regular contact with our scholarship recipient throughout 2020.

The Tania Dalton Foundation has been established to ensure

Tania’s passion for sport and for helping others lives on. The

Foundation aims to make a meaningful difference to young New

Zealanders in our community.

You can find out more about the Tania Dalton Foundation at

https://www.taniadaltonfoundation.org.nz/

Precinct's COO, George Crawford with

scholarship recipient, Parris Mason

33
Sustainability at Precinct.

ANNUAL REPORT 2020

Diversity.

Achieve a diverse and highly

inclusive workforce.

Our approach

Precinct recognise that diversity includes, but is not limited to

gender, age, disability, ethnicity, marital or family status, socio-

economic background, religious or cultural background, sexual

orientation and gender identity. Our approach to managing

diversity is guided by our Diversity and Inclusion Policy (available

at www.precinct.co.nz in the corporate documents under the

corporate governance section).

Performance

Measuring our progress against targets

Improve gender diversity across the whole

business, position (employee level) and

Board

Our diversity performance are reported in the corporate

governance section of this report on page 43.

Monitor, measure and improve age, ethnicity

and flexible working arrangements and

parental leave by gender

Ongoing

During FY20, we received Rainbow Tick certification, reflecting

our culture and the inclusive way we strive to operate in all

aspects of our business. Rainbow Tick is about accepting and

valuing people in the workplace and embracing the diversity of

sexual and gender identities. Working through a robust audit

process required our business to look at our culture, policies,

processes and environment with the aim of ensuring that

Precinct is a business that the Rainbow Community would feel

comfortable working with and for. While this process was specific

to the Rainbow Community, when you focus on any one

dimension of diversity and ensure you are inclusive to that group,

you will ultimately become more inclusive across a broader

range of diversity measures.

During the year, we are also proud of Precinct's inclusion in the

Bloomberg 2020 Gender-Equality Index (GEI).

Ethical business practice.

Ensuring Precinct is governed

transparently and to the highest

of ethical standards.

Our approach

Disclosure on our ethical business practices, including our Code

of Ethics and Financial Products Dealing Policy is reported in the

corporate governance section of this report on page 43. Our

Code of Ethics includes a whistle-blowing clause for reporting

unethical or unlawful behaviour and the full code can be found

on our website at www.precinct.co.nz under the corporate

governance section, along with our Financial Product Dealing

Policy and other key governance documents.

Our performance

Measuring our progress against targets

Maintain best practice policies and culture of

ethical business practice

All of our employees have access to our code of ethics

and when new employees join it forms part of their

induction pack. Targeted staff training is delivered each

year including ethics-related topics. No ethics related

issues were reported via any whistle-blowing channels

during the last financial year.

34
Board of directors.

Board of directors.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Craig Hamilton Stobo

Chair, Director, Independent BA (Hons) First Class Economics, CFInstD, Associate Member CFA Society NZ

Educated at the University of Otago and Wharton Business School, Craig Stobo has worked as a diplomat, economist, investment

banker, and as CEO. He has authored reports for the Government on “The Taxation of Investment Income”, chaired the Government’s

International Financial Services Development group in 2010, and chaired the Establishment Board of the Local Government Funding

Agency in 2011. Craig is a professional director and entrepreneur. In addition to chairing Precinct, he is chairman of the New Zealand

Local Government Funding Agency (LGFA) and director of AIG Insurance New Zealand Limited and a number of private companies

including Saturn Portfolio Management, Elevation Capital Management and Biomarine Limited.

Donald William Huse

Director, independent BCA, FCA, CFInstD, MAICD

Don Huse is a professional director. He is currently chair of OTPP New Zealand Forest Investments Limited.

His previous roles include chief executive officer of Auckland International Airport Limited, chief financial officer of Sydney Airport

Corporation Limited, chief executive officer of Wellington International Airport Limited, chair of Crown Irrigation Investments Limited,

interim chair of the Civil Aviation Authority of New Zealand, deputy chair of Transpower New Zealand Limited and a director of

Cavalier Corporation Limited, Sydney Airport Corporation Limited and TransAlta New Zealand Limited. A chartered accountant, Don

holds a degree in economics from Victoria University of Wellington. He has also had governance roles with various not-for-profit

organisations.

Anne Urlwin

Director, Independent, BCom, FCA, CFInstD, MAICD, ACIS, FNZIM

Anne is a professional director with experience in a range of sectors including construction, infrastructure, telecommunications,

renewable energy, health and financial services.

She is a director of Summerset Group Holdings Ltd, Tilt Renewables Ltd and Steel & Tube Holdings Ltd. Her other governance roles

include directorships of City Rail Link Ltd and Cigna Life Insurance New Zealand Ltd.

Anne is a chartered accountant and is a former chairman of national commercial construction group Naylor Love and of the New

Zealand Blood Service, and a former director of Chorus Ltd.

Launa Inman

Director, Independent

Launa Inman has broad experience in retailing, multi-brand wholesaling, e-commerce, strategic planning, marketing and corporate

restructuring. Launa was managing director of Australia’s largest retailer of apparel, Target Australia, for 7 years and has also served as

managing director/CEO of Officeworks and Billabong International. She was the recipient of the Telstra Australian Businesswoman of

the Year award in 2003. In 2015 the Australian Marketing Institute awarded her the prestigious Sir Charles McGrath Award for her

significant contribution to the field of marketing and wider industry achievements in Australia.

Launa has completed an Advanced Executive Program at Wharton Business School and holds a Bachelor of Commerce Hons and a

Master of Commerce. She has been a professional non executive director for 10 years sitting on boards of several ASX 200 listed

companies. She is currently on the advisory boards of Porter David Group Pty Lld, Winnings Appliances and Appliances on Line as well

as on the boards of two Not for Profit organisations being the Alannah and Madeline Foundation and the Melbourne Fashion Festival.

Graeme Henry Wong

Director, Independent BCA (HONS) Bus Admin, INFINZ (Fellow)

Graeme Wong has a background in stock broking, capital markets and investment. He was founder and executive chairman of

Southern Capital Limited which listed on the NZX Main Board and evolved into Hirequip New Zealand Limited. The business was sold to

private equity interests in 2006.

Previous directorships include Tourism Holdings Limited, New Zealand Farming Systems Uruguay Limited, Sealord Group Limited, Tasman

Agriculture Limited, Magnum Corporation Limited and At Work Insurance Limited and alternate director of Air New Zealand Limited.

Graeme is currently chairman of Harbour Asset Management Limited, director of CMT Industries Limited, Areograph Limited, Southern

Capital Partners (NZ) Limited together with a number of other private companies. He is also a member of the Trust Board of Samuel

Marsden Collegiate School.

35
Board of directors.

ANNUAL REPORT 2020

Christopher James Judd

Director, Manager Appointee

Chris Judd has over 30 years’ experience in the property industry including a 16 year association with property and property funds in

New Zealand in both public and private markets. Chris has had various executive leadership roles most recently as the Head of Real

Estate Funds Management for AMP Capital Australia with executive and governance responsibilities in Australia and New Zealand. He

is a director of AMP Haumi Management Limited and director of AMP Capital (New Zealand) Limited. He is a registered valuer being

an Associate of the Australian Property Institute. Chris was the inaugural chairman of the Property Council of Australia’s Unlisted

Property Roundtable and is a member of the International and Capital Markets Division Committee.

As Chris has been appointed by the manager, he is not required to retire in accordance with Rule 2.7.1.

Robert James Campbell

Director, Shareholder Appointee

Rob Campbell is an appointee of Haumi Company Limited. He has over 30 years’ experience in investment management and

corporate governance.

Rob is currently chairman and director of SKYCITY Entertainment Group Limited, Summerset Group Holdings Limited, Tourism Holdings

Limited, WEL Networks Limited and UltraFast Fibre Limited. He is also a director of, or advisor to, a number of hedge and private equity

funds in a number of countries and earlier this year was appointed to the Capital Markets Taskforce 2029. Rob trained as an economist

and has worked in a variety of capital market advisory and governance roles over a long period.

Mohammed Al Nuaimi

4.

Director, Manager Appointee, CFA

Mohammed is a Senior Investment Manager in the Real Estate and Infrastructure Department at Abu Dhabi Investment Authority

(ADIA). He joined ADIA in January 2008 and moved to the Real Estate department in early 2012. He is in the AsiaPacific investment

team covering Australia and New Zealand. He is a director of Haumi Company Limited, Haumi Development Auckland Limited, HIP

Company Limited and AMP Haumi Management Limited.

Mohammed has a Bachelor of IT Security from the United Arab Emirates University and he is a CFA charter holder since September

2011.

As Mohammed has been appointed by the manager, he is not required to retire in accordance with Rule 2.7.1.

4. Anthony Bertoldi is the alternate Director for Mohammed Al Nuaimi. Anthony is the Deputy Head – Asia Pacific at ADIA.

36
Executive team.

Executive team.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Scott Pritchard

Chief Executive Officer

Scott has led the team since 2010 being responsible for the overall strategy and operations of Precinct. Scott has extensive experience

in property funds management, development and asset management.

His previous experience includes various property roles with NZX-listed entities Goodman Property Trust, Auckland International Airport

Limited and Urbus Properties Limited.

Scott holds a Masters degree in Management from Massey University. He is a member of the Property Council’s national council and a

trustee of the Keystone Property Trust and the Tania Dalton Foundation.

George Crawford

Chief Operating Officer

George joined Precinct in late 2010 as Chief Financial Officer and in 2015 was appointed as Precinct's Chief Operating Officer. George

leads the property team with responsibility for the performance of the investment portfolio, as well as taking a leading role in strategy,

development and major projects. He also retains responsibility for risk and compliance, human resources and provides input to

financial and capital management strategy.

After gaining experience with a large accountancy firm in the United Kingdom, George moved to New Zealand and worked for

Fonterra and PwC before joining Goodman Property Trust, where he was Chief Financial Officer.

George has a Bachelor of Science Honours degree from Edinburgh University and qualified as a Chartered Accountant in the United

Kingdom.

Richard Hilder

Chief Financial Officer

Richard was appointed Chief Financial Officer in 2017, prior to this he held the role of General Manager of Finance. He is responsible for

investor relations, financial planning and analysis, the execution of capital management initiatives and treasury management

alongside leadership of the finance and analyst teams. He has been instrumental in developing and implementing Precinct’s long-

term strategy. Richard is also the Chair of Precinct's Sustainability Committee which encompasses ESG topics material to Precinct.

Prior to joining Precinct in 2010 Richard worked in the United Kingdom for Goodman Group’s European Funds Management business

where he gained experience in capital structuring, fund management and developments in both continental Europe and the United

Kingdom. Richard has worked for Goodman Property Trust and Trust Investment Management Limited in New Zealand. Richard holds a

Bachelor of Commerce (Hons) (Finance and Economics) degree from University of Auckland.

Andrew Buckingham

General Manager - Development

Andrew has worked in the commercial property industry for the past 34 years both in Australia and New Zealand. He joined Precinct in

2014 and is responsible for leading Precinct’s development projects including Commercial Bay and Wynyard Quarter in Auckland

together with Bowen Campus in Wellington. Andrew has held previous senior roles at Kiwi Income Property Trust, Westfield, St Lukes

Group, CB Richard Ellis and Legal & General. He was responsible for the development and delivery of a number of major projects

including Sylvia Park shopping centre and ASB North Wharf on the Auckland waterfront. Andrew is an Associate of the Australian

Property Institute and a member of the Royal Institution of Chartered Surveyors.

Edward Timmins

General Counsel and Company Secretary

Ed joined Precinct in 2019 and is responsible for managing the company's legal and regulatory compliance functions.

Prior to joining Precinct Ed held a similar position at Fisher & Paykel Healthcare and has also worked for the NZ corporate law firm Russell

McVeagh either side of roles in London and Hong Kong with the multinational law firm, Allen & Overy. Ed holds a Bachelor of Laws and

Bachelor of Commerce (Economics) degrees from the University of Auckland.

37
Executive team.

ANNUAL REPORT 2020

Kym Bunting

General Manager - Transactions

Kym has over 30 years’ experience with institutional investment grade property in both the listed and unlisted sectors. Prior to joining

Precinct in 2014, Kym worked for Brookfield Office Properties, a global owner, developer and manager of premier real estate, having

local responsibility for the company’s $1bn New Zealand property and operating platform. Prior to that Kym worked for Multiplex

Capital, an Australian based retail fund manager and Amtrust, a NZ office portfolio privately owned from New York. Kym is highly

experienced in portfolio strategy, and all aspects of asset/property management, facilities management, and development. Through

his experience with Brookfield and Precinct over the past 10 years, Kym’s transactional focus has been leading asset sales, deal

origination and large scale office leasing projects.

Nicola McArthur

General Manager - Marketing and Communications

Nicola joined Precinct in 2012 returning to New Zealand after 10 years working in a variety of marketing roles in the United Kingdom

and Australia. Her role at Precinct is to lead the business’s marketing and communications strategies across Precinct's investment

portfolio, including Commercial Bay retail and Generator, and Precinct's development portfolio. Nicola also leads Precinct’s brand

and communication strategies ensuring there is a positive presence and understanding in the market. Maintaining optimum levels of

communication with our clients, key stakeholders and consumers is another key area for Nicola and her team. Nicola has a Master of

Marketing from Melbourne Business School, a Graduate Certificate of Corporate Management from Deakin University and a Bachelor

of Arts from Auckland University.

Lauren Joyce

General Manager - People

Lauren joined the business in 2011 and is responsible for devising and executing an HR strategy that attracts and retains highly skilled

professionals within Precinct and Generator. Lauren drives operational people-related projects within the business, including;

organisational transformation, change and cultural integration projects and diversity and inclusion. Lauren is a member of the Property

Council of New Zealand Diversity Committee and is currently undertaking study toward an MBA.

38
5 year summary.

5 year summary.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

(Amounts in $ millions unless otherwise stated)20162017201820192020

Financial performance

Gross rental revenue146.0126.2130.7135.7

151.8

Less direct operating expenses(41.5)(35.8)(35.4)(40.4)

(46.0)

Operating profit before indirect expenses104.590.495.395.3105.8

Net interest expense(11.0)(3.4)(2.2)(1.7)

(5.0)

Other expenses(10.1)(9.8)(10.2)(15.8)

(13.3)

Operating income before income tax83.477.282.977.887.5

Non operating income / (expense)

Unrealised net gain in value of investment and

development properties

81.277.5208.7161.7

(66.3)

Other non operating income(19.1)11.8(11.1)(37.7)

12.0

Net profit before taxation145.5166.5280.5201.833.2

Current tax expense(10.6)(2.5)(6.3)(0.1)

(5.0)

Depreciation recovered on sale expense(10.0)--(10.7)

(1.4)

Deferred tax benefit / (expense)13.3(1.9)(17.0)0.3

3.4

Total taxation (expense) / benefit(7.3)(4.4)(23.3)(10.5)(3.0)

Share of profit or (loss) of joint ventures--(2.3)(1.1)

-

Net profit after taxation (NPAT)138.2162.1254.9190.230.2

Total other comprehensive income / (expense)

0.24.9

Total comprehensive income after tax attributable to

equity holders

138.2162.1254.9190.435.1

Dividends

Net dividend (cents)5.405.605.806.006.30

Reconcilation from NPAT to Adjusted funds from

operations

Net profit after taxation (NPAT)138.2162.1254.9190.230.2

Unrealised net (gain) / loss in value of investment

and development properties

(81.2)(77.5)(208.7)(161.7)

66.3

Unrealised net (gain) / loss on financial instruments16.4(11.8)11.144.3

1.9

Net realised loss on sale of investment properties2.7--1.7

2.5

Net realised (gain) on disposal of investment in joint

venture

---(6.6)

-

Depreciation - property, plant and equipment---0.3

1.1

Depreciation recovered on sale10.0--10.7

1.4

Deferred tax (benefit) / expense(13.3)1.917.0(0.3)

(3.4)

IFRS 16 lease adjustments----

2.3

Generator (profit) / loss--2.31.1

-

Funds from operations (FFO)

Less: Liquidated damages revenue (net of tax)---(1.4)

(19.2)

Addback: Amortisations6.46.47.27.1

7.9

Straightline rents(0.5)(0.2)(0.4)(0.3)

(0.5)

Funds from operations78.780.983.485.190.5

Funds from operations (cents)6.506.686.896.82

6.89

Dividend payout ratio based on FFO (%)83.183.884.288.0

91.4

Adjusted funds from operations (AFFO)

Less: Maintenance capex(11.1)(5.8)(4.9)(7.2)

(5.0)

Less: Incentives and leasing costs(3.0)(9.3)(8.3)(3.9)

(2.8)

Adjusted funds from operations64.665.870.274.082.7

Adjusted funds from operations (cents)5.335.435.805.94

6.29

Dividend payout ratio based on AFFO (%)101.3103.1100.0101.7

100.0

39
5 year summary.

ANNUAL REPORT 2020

(Amounts in $ millions unless otherwise stated)20162017201820192020

Financial position

Total investment assets1,513.71,535.41,678.81,870.5

2,800.1

Total development assets190.4509.2838.1923.2

190.6

Other assets34.534.644.897.7

194.5

Total assets1,738.62,079.22,561.72,891.43,185.2

Interest bearing liabilities234.1456.9761.7758.4

1,028.9

Other liabilities93.6116.7109.3177.8

247.9

Total liabilities327.7573.6871.0936.21,276.8

Total equity1,410.91,505.61,690.71,955.2

1,908.4

Number of shares (m)1,211.11,211.11,211.11,313.8

1,313.8

Weighted average number of shares (m)1,211.11,211.11,211.11,246.7

1,313.8

Net tangible assets per share (cps)1.171.241.401.471.44

Net asset value per security (cps)1.171.241.401.491.45

Share price at 30 June ($)1.251.241.351.77

1.57

Covenants

Loan to value ratio (%)14.425.125.022.4

28.8

Interest coverage ratio6.93.92.42.0

2.4

Key portfolio metrics

Average portfolio cap rate (%)6.56.25.85.7

5.3

Weighted average lease term (years)6.38.78.7

1

9.0

8.0

Occupancy (% by NLA)981009999

98

Net lettable area (sqm)225,613224,430221,513232,210

269,901

Number of investment properties13121214

14

1 Includes developments.

Definition - Funds from operations (FFO) and Adjusted funds from operations (AFFO)

FFO and AFFO are a non-IFRS earnings measure developed for real estate entities.

Funds from operations (FFO)

FFO is the organisation’s underlying and recurring earnings from its operations. This is determined by adjusting statutory net profit

(under IFRS) for certain non-cash and other items. FFO has been determined based on guidelines established by the Property

Council of Australia and is intended as a supplementary measure of operating performance.

Adjusted funds from operations (AFFO)

AFFO is determined by adjusting FFO for other non-cash and other items which have not been adjusted in determining FFO.

A dividend payout ratio of 100% indicates a company is neither over or under paying dividend.

AFFO is considered a measure of operating cash flow generated from the business, after providing for all operating capital

requirements including maintenance capital expenditure, tenant improvement works, incentives and leasing costs.

While AFFO overcomes the limitations of FFO by considering the impact of capital requirements for operations, it can vary

dramatically year over year, depending on the lease expiry profile and level of activity in any one period.

Precinct's updated dividend policy

To pay out approximately 100% of Adjusted Funds From Operations (“AFFO”) as dividends, with the retained earnings being

used to fund the capital expenditure required to maintain the quality of Precinct’s property portfolio. The payment of dividends

is not guaranteed by Precinct and Precinct’s dividend policy may change from time to time.

40
GRI index.

GRI index.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Precinct has chosen to prepare its 2020 Annual Report in accordance with the Global Reporting Intiative (GRI) Standards (core

option). The GRI Standards are the world's most widely used sustainability reporting standard.

The GRI index below shows where in this report information can be found about the indicators that are relevant to our business

operations.

General disclosures

Disclosure TitleGRILocation or Reference

Name of the organisation 102 - 1 Precinct Properties New Zealand Limited

Activities, brands, products and services 102 - 2

Page 04 - 13

https://www.precinct.co.nz/about-us/

Location of headquarters 102 - 3 Page 101

Location of operations 102 - 4 Page 101

Ownership and legal form 102 - 5

Page 75, Limited Liability Company

registered in New Zealand

Markets served 102 - 6 Page 18

Scale of the organisation 102 - 7 Page 5

Information on employees and other workers 102 - 8 Page 43

Supply chain 102 - 9 Pages 10,30, 30, 28, 47

Significant changes to the organisation and its supply chain 102 - 10 None

Precautionary principle approach 102 - 11

Precinct employs the precautionary principle

through its compliance with consents

obtained under the Resource Management

Act (RMA), in which the principle is

embedded

External initiatives 102 - 12 Page 32

Membership of associations 102 - 13 Page 32

Statements from senior decision-maker 102 - 14 Page 14 - 15, 16 - 17

Values, principles, standards, and norms of behaviour 102 - 16

https://www.precinct.co.nz/corporate-

governance

Governance and structure 102 - 18 Pages 43 - 45

List of stakeholder groups 102 - 40 Page 25

Collective bargaining agreements 102 - 41 None

Identifying and selecting stakeholders 102 - 42 Page 25

Approach to stakeholder engagement 102 - 43 Page 25

Key topics and concerns raised 102 - 44 Page 25

Entities included in the consolidated financial statements 102 - 45 Page 75

Defining content and topic Boundaries 102 - 46 Page 25

List of material topics 102 - 47 Page 25

Restatements of information 102 - 48 Page 76

Changes in reporting 102 - 49 None

Reporting period 102 - 50 July 1, 2019 – June 30, 2020

Date of most recent report 102 - 51 2019 Annual Report (August 2019)

Reporting cycle 102 - 52 Annual

Contact point for questions regarding the report 102 - 53 hello@precinct.co.nz

Claims of reporting in accordance with the GRI standards 102 - 54 GRI Standards (Core option)

GRI content index 102 - 55 Pages 40 and 41

External assurance 102 - 56 None

41
GRI index.

ANNUAL REPORT 2020

Topic specific disclosures

Disclosure TitleGRILocation or Reference

Energy

Disclosure on management approach 103 Pages 28 and 29

Energy intensity302-3 Page 28

Emissions

Disclosure on management approach 103 Page 28 and 29

GHG emissions intensity 305-4 Page 28

Occupational health & safety

Disclosure on management approach 103 Page 30 and 31

Types of injury and rates of injury, occupational diseases, lost days,

and absenteeism, and number of work-related fatalities

403-2 Page 30

Diversity and equal opportunity

Disclosure on management approach 103Page 33, 43 and 43

Diversity of governance bodies and employees 405-1 Page 43

Client wellbeing – non GRI

Disclosure on management approach 103 Page 26

Partnerships and community – non GRI

Disclosure on management approach 103 Page 32

Sustainable design – non GRI

Disclosure on management approach 103Page 27

Building environmental performance – non GRI

Disclosure on management approach 103 Page 28

42
Corporate governance.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Beehives at Commercial Bay

43
Corporate governance.

Corporate governance.

ANNUAL REPORT 2020

Introduction

The board of directors is responsible for the governance of

Precinct and is committed to ensuring Precinct maintains best

practice corporate governance structures with the highest

ethical standards and integrity.

Precinct's Corporate Governance Manual guides both the

directors and the manager of Precinct. It includes a Code of

Ethics, Board and Committee Charters and Policies on Securities

Trading, Audit Independence, Diversity and Inclusion, Continuous

Disclosure, Takeover and Shareholder Communications.

This section of the Annual Report reflects the company’s

compliance with the requirements of NZX Corporate

Governance Code. Precinct's Corporate Governance Manual is

available on Precinct’s website (www.precinct.co.nz) in the

News and Investor Information section together with a statement

of how Precinct's corporate governance policies, practices and

processes alter from the NZX Corporate Governance Code as at

12 August 2020. If any investor would like a copy sent to them,

please contact Precinct investor relations.

Principle 1 – Ethical Standards

Directors set high standards of ethical behaviour, model this

behaviour, and hold management accountable for these

standards being followed throughout the organisation.

Ensuring that Precinct is governed transparently and to the

highest of ethical standards and integrity is one of the key

priorities for the board. Precinct's Code of Ethics and Financial

Products Dealing Policy are set out in the Corporate

Governance Manual and are compliant in all respects with the

NZX Corporate Governance Code recommendations.

Code of Ethics – The purpose and intent of Precinct's Code of

Ethics is to guide directors, the manager, representatives and

subsidiaries of Precinct so that their business conduct is consistent

with high business standards. The Code is not intended to be an

exhaustive list of acceptable and non-acceptable behaviour,

rather it is intended to facilitate decisions that are consistent with

Precinct’s business standards, objectives and legal and policy

obligations.

Financial Product Dealing Policy – The Financial Product Dealing

Policy applies to all directors and officers of Precinct and

management employees. No director, officer or employee may

use their position of knowledge of Precinct or its business to

engage in dealing with any Precinct listed financial products for

personal benefit or to provide benefit to any third party.

Principle 2 – Board Composition and Performance

There is a balance of independence, skills, knowledge,

experience and perspectives among directors to ensure an

effective board.

Precinct has eight directors, the majority of whom are

independent (as defined by the NZX Listing Rules). Details of

each director's experience are set out in the Board of Directors

Section of this report. All Precinct directors are non-executive

and the board composition and performance is compliant in all

respects with the NZX Corporate Governance Code

recommendations.

Independent Directors – We are committed to ensuring that a

majority of directors are independent of Precinct, and do not

have any interests, positions, associations or relationships which

might interfere, or might be seen to interfere, with their ability to

bring independent judgement to the issues before the Board.

Having regard to the factors set out in the NZX Corporate

Governance Code, the Board has determined that the following

persons are independent directors of Precinct: Craig Stobo, Don

Huse, Graeme Wong, Launa Inman and Anne Urlwin. Each of

these directors was appointed by Precinct shareholders and are

required to retire by rotation.

Non-Independent Directors – Rob Campbell, Mohammed Al

Nuiami and Chris Judd are non-independent. Rob was

appointed by Haumi Company Limited in 2012 pursuant to a

provision in the constitution which grants any security holder,

holding more than 15% of our shares, the right to appoint one

director. Mohammed and Chris were both appointed in 2013 as

directors by AMP Haumi Management Limited pursuant to a

provision in the constitution which grants the manager the right

to appoint up to two directors. Anthony Bertoldi acts as alternate

director for Mohammed. The non-independent directors are not

required by Precinct’s constitution (or by rule 2.7.1 of the NZX

Listing Rules) to retire by rotation.

Subsidiary Company Directors – The directors for each of

Precinct's subsidiary companies are all executive appointments

and as at 30 June 2020 are Scott Pritchard, George Crawford,

Richard Hilder and Edward Timmins.

Board Charter – Precinct's Corporate Governance Manual

includes the Board's Charter which sets out the roles and

responsibilities of the board and management.

Board Appointment – The Remuneration and Nomination

Committee assists the board in planning its composition and is

responsible for managing the Board's succession requirements

and for nominating new director appointments. All directors

enter into a written agreement setting out the terms of their

appointment.

44
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Diversity and Inclusion Policy – Precinct's Diversity and Inclusion

Policy is included in Precinct's Corporate Governance Manual

and includes measurable objectives which are assessed

annually. The board has developed this policy with

management to encourage a diverse and inclusive working

environment at all levels of the organisation to recruit and retain

the best talent from the widest pool of candidates and build a

culture where diversity of gender, age, ethnicity, orientation,

background, experience, skills, thought, ideas, styles and

perspective are leveraged and valued.

The gender composition of directors, officers and management

employees is as follows:

30 June 202030 June 2019

FemaleMaleFemaleMale

Directors

2 (25%)6 (75%)

1 (16.7%)6 (83.3%)

Officers

2 (25%)6 (75%)

2 (25%)6 (75%)

Management

employees

32 (50%)32 (50%)

25 (44%)32 (56%)

For the purposes of measuring and reporting gender diversity,

the term 'officers' is defined as the CEO and those who report to

the CEO.

Supporting the efforts to increase diversity across the

management team are secondary policies and practices

including the Equal Opportunities, Recruitment and Selection,

Study Assistance and Remuneration Policies together with a

Culture Charter and biennial anonymous staff surveys. To ensure

workplace diversity continues to evolve and be built upon a

matrix of key objectives and monitoring is undertaken on an on-

going basis.

Measurable objectives

30 June

2020

30 June

2019

30 Jun 201830 June 2017

Gender

% of female staff

50% (32)44% (25)

43% (24)38% (21)

Age range21 - 6422 - 63

21 - 6222 - 61

Board Performance – The Board regularly reviews its performance

including its collective skills, knowledge, experience and

perspectives to identify any shortcomings and ensure that it

effectively governs the company and monitors performance in

the interests of shareholders. This includes reviewing director

tenure to ensure the independence majority is maintained.

Directors undertake appropriate training to remain current on

how to best perform their duties.

Meetings – A schedule of directors and their board meeting

attendance record for the year to 30 June 2020 is set out below.

Board of directors and attendance

Director

Independent

directorStatusDate of appointment

Board

meetings

Audit and Risk

Com.

meetings

Rem and Nom

Com. meeting

Number of meetings745

Craig StoboYesBoard Chairman4 May 2010645

Mohammed Al Nuaimi Director30 October 20135n/an/a

Anthony Bertoldi Alternate Director for Mohammed Al

Nuaimi

12 August 20146n/an/a

Rob Campbell Director2 April 2012745

Don HuseYesAudit and Risk Committee Chairman1 November 201074n/a

Launa InmanYesDirector18 November 201574n/a

Chris Judd Director29 April 20137n/a5

Anne Urlwin*YesIndependent Director16 September

2019

531

Graeme WongYesRem & Nom Committee Chairman1 November 20106n/a5

* Anne Urlwin joined the Precinct Board part way through the

financial year and was appointed to the Remuneration and

Nomination Committee on 19 February 2020. Ms Urlwin has

attended all applicable meetings since her appointment.

45
Corporate governance.

ANNUAL REPORT 2020

Principle 3 – Board Committees

The board uses committees where this enhances effectiveness in

key areas while still retaining board responsibility.

For the year to 30 June 2020 there were two standing

committees of the board, being the Audit and Risk Committee

and the Remuneration and Nominations Committee. Our board

committees are compliant in all respects with the NZX Corporate

Governance Code recommendations, excluding

recommendation 3.4. The charters that exist for each committee

can be found in the Precinct Governance Manual together with

Precinct's Takeover Policy.

The Audit and Risk Committee comprises Don Huse as Chairman,

Anne Urlwin, Launa Inman, Craig Stobo, and Rob Campbell. It is

anticipated that Anne Urlwin will succeed Don Huse as Chair

when he retires from the Board in November 2020. The

committee was established to assist the board in discharging its

duties with respect to financial reporting, compliance and risk

management. Employees may attend Audit and Risk Committee

meetings at the invitation of the Audit and Risk Committee.

The Remuneration and Nominations Committee comprises

Graeme Wong as Chairman, Craig Stobo, Chris Judd, Rob

Campbell and Anne Urlwin. Anne Urlwin was appointed during

the year. Prior to Anne's appointment, Precinct did not comply

with recommendation 3.4, as the committee did not have a

majority of independent directors - it now does. The committee's

purpose is to:

• provide guidance to the board when approving directors’

remuneration; and

• assist the board in planning the board’s composition,

evaluating competencies required of prospective directors

and to make relevant recommendations to the board.

The Due Diligence Committee is an ad hoc committee that is

established by the board from time to time to provide guidance

and recommendations to the Board on the due diligence for

any transaction of a significant size and/or complexity. A Due

Diligence Process Memorandum is agreed each time the

Committee is established setting out its duties, responsibilities and

scope. The Due Diligence Committee did not meet during the

year.

The Board will establish other committees from time to time as

the need arises. Directors are paid the same rates as for

attendance at Due Diligence Committee meetings. One such

committee meeting occurred this year and comprised Craig

Stobo, Don Huse, Chris Judd and Rob Campbell.

Principle 4 – Reporting and Disclosures

The Board demands integrity in financial and non financial

reporting and in the timeliness and balance of corporate

disclosures.

The Board is committed to ensuring the highest standards are

maintained in financial and non financial reporting and

disclosure of all relevant information and is compliant in all

respects with the NZX Corporate Governance Code

recommendations. A copy of Precinct's Continuous Disclosure

Policy can be found in the Precinct Governance Manual.

The Audit and Risk Committee oversees the quality and

timeliness of all financial reports, including all disclosure

documents issued by the company or any of its subsidiaries.

Precinct has moved toward integrated reporting and the annual

report includes information on Precinct's;

• Business model

• Strategy and key performance indicators

• Risk management, and

• Sustainability framework.

Precinct reports against the Global Reporting Initiative (GRI)

Standards, shown in the Sustainability Section.

Precinct manage and oversee risks internally within our

organisation based on the Task Force on Climate related

Financial Disclosure (TCFD) recommendations. Climate-related

risks are now included in Precinct’s Risk Register which forms part

of the Audit & Risk papers, ensuring that Precinct’s climate risks

are appropriately reviewed and assessed and receive regular

oversight via the Audit and Risk Committee.

Principle 5 – Remuneration

The remuneration of directors and executives is transparent, fair

and reasonable.

The company's director remuneration structure was updated

during FY19 to provide further transparency to shareholders by

setting aside the existing director pool fee cap and instead

putting any proposed increase in director remuneration to

shareholders for approval. Such approval would apply to both

directors base fees and additional committee fees and allow the

board to recruit new directors during the year if appropriate for

succession planning. Director remuneration was last approved

by shareholders at the company's AGM in November 2018.

Our remuneration practices are compliant with the NZX

Corporate Governance Code recommendations with the

exception of having a written policy outlining the relative

weightings of remuneration components and relevant

performance criteria (recommendation 5.2) and disclosing the

same in relation to the CEO (recommendation 5.3). This is

because CEO remuneration, together with all management

remuneration, is an external management expense.

While management remuneration is not an expense of Precinct,

the board of Precinct believes that it is important for shareholders

to understand the structure of management remuneration as it is

an important determinant of management retention, motivation

and alignment between management and shareholders.

46
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Under the Management Services Agreement, the board of

Precinct must be consulted on management remuneration.

More information on remuneration of directors, executives and

the management company can be found within the

Management Fee Structure and Remuneration report.

Principle 6 – Risk Management

The board has a sound understanding of the material risks faced

by the business and how to manage them. The board regularly

verifies that the company has appropriate processes that identify

and manage potential and material risks.

The Board has a risk management and reporting framework in

place that identifies and manages risk that may impact the

business and complies with the NZX Governance Code

recommendations in all respects.

Risk Register – A Risk Register is maintained which identifies key

risks (including climate risks) to the business, records the likelihood

and impact of each risk and steps to mitigate the same. The

Audit and Risk Committee oversees the risk register and reviews it

regularly with management to track existing risks and the

emergence of new risks. The results of each review are reported

to and reviewed by the Board. The Risk Register is further

reviewed when required in the event the Due Diligence

Committee is formed.

Financial Risk Management Policy – Our Financial Risk

Management Policy details our approach to managing financial

risks and the policies and controls that are required to mitigate

the likelihood of financial risks resulting in an adverse outcome.

This policy is reviewed by the Board annually.

Insurance – Insurance cover is in place for insurable liability and

general business risk. The primary objective of our annual

insurance programme is to protect shareholders from material

loss in the value of assets as a result of events such as fire, natural

disaster or accidental damage. This approach protects creditors

and bondholders as well.

Audit – Ernst & Young are engaged during the year to audit and

review our financial statements.

Health and Safety – Health and safety policies are embedded

throughout the business and overseen by the Health and Safety

Committee. Reporting and escalation processes are in place to

the Audit and Risk Committee and the Board.

More detail on how Precinct manages its key business risks can

be found under Risk Management in this section.

Principle 7 – Auditors

The board ensures the quality and independence of the external

audit process.

Oversight of Precinct’s external audit arrangements is the

responsibility of the Audit and Risk Committee. We do not have a

dedicated internal audit resource but we do maintain an annual

audit programme, which is overseen by the CFO and draws on

the expertise of consultants and employees. Ensuring that

external audit independence is maintained is one of the key

aspects in discharging this responsibility. The Policy on Audit

Independence, detailed in the Corporate Governance Manual,

has been adopted by the committee. This policy is compliant

with the NZX Corporate Governance Code and covers the

following areas:

• Provision of related assurance services by Precinct’s external

auditors;

• Auditor rotation; and

• Relationships between the auditor and Precinct.

The Audit and Risk Committee shall only approve a firm to be

auditor if that firm would be regarded by a reasonable investor

with full knowledge of all relevant facts and circumstances as

capable of exercising objective and impartial judgement on all

issues encompassed within the auditor’s engagement.

The external auditors shall annually confirm their compliance with

professional standards and ethical guidelines of Chartered

Accountants Australia and New Zealand (CAANZ) to evidence

their competence, as well as attend Precinct's annual meeting

to answer questions from shareholders in relation to the audit.

Principle 8 – Shareholder rights and relations

The board respects the rights of shareholders and fosters

constructive relationships with shareholders that encourage them

to engage with the company.

The Board is committed to achieving best practice investor

relations. Financial and operational information and key

corporate governance information (including Precinct's

Shareholder Communications Policy) can be accessed at

www.precinct.co.nz.

An annual investor relations plan has been established and is

reviewed annually. This plan details the investor relations

approach to e-communications, roadshows, investor briefings,

site visits, blackout periods, financial reporting and other items.

Enquiries from shareholders can be voiced at the Annual

General Meeting, or emailed through using the contact details

on our website. A key objective of the plan is to ensure accurate

continuous disclosure to the NZX.

Precinct shareholder approval of major decisions is sought in

accordance with the Listing Rules. In 2019 Precinct posted a

copy of its notice of annual meeting on its website at least 20

working days prior to its annual meeting of shareholders.

47
Corporate governance.

ANNUAL REPORT 2020

Risk Management

Our Approach

Precinct has carried out a robust risk assessment process and is committed to providing a clear risk management and reporting

framework for the business to operate under to achieve its objectives, whilst ensuring all risks are understood and managed.

Reporting Framework

Responsible groupDescription of responsibility

Precinct Board

• Determine the nature and extent of the risks it is willing to take to

achieve the business strategy

• Establish the parameters for each risk

Audit and Risk

Committee

• Delegated authority in assessing effectiveness of internal controls

and risk management processes

• Delegated authority to regularly oversee and review the Risk

Register

Executive

• Input into Board's process for setting risk parameters

• Lead management's approach to risk

• Oversee reporting and identification of emerging risks

Development

control group

Operational

management

Health and safety

committee

• Implement and maintain risk management policies

• Create an environment that embraces risk management

• Audit and monitor all live sites

ContractorsEmployeesOther

• Day-to-day responsibility of managing risk

• Report and maintain internal risk and hazard registers

Key Business Risks

External

Risks and impactsHow we manage the riskMovement in the period

Economy and property market

Market risk arises from adverse changes

in the New Zealand economic

environment, regulatory environment

and the broader investment market.

Changes may result in an impact in

property values and amount of income

generated by them.

Maintain a proactive and strategic

approach to manage property risks it

can influence.

Providing quality premises matched by

high service levels and building strong

relationships.

Undertake annual business planning

process to review the portfolio and

help mitigate these risks.


Economies have experienced a

heightened level of uncertainty as a

result of the COVID-19 pandemic. The

New Zealand economy has shown

resilience so far through this period.

Property market drivers remain

favourable for Precinct in both the

Auckland and Wellington markets with

office assets outperforming. The impact

from COVID-19 on retail, food and

beverage, the hotel market and

Generator has been more severe.

COVID-19 may impact work place

trends. An increase in working from

home may lead to a change in

occupier behaviours.

Occupier market and client default

A weakening occupier market through

lack of business activity and investment,

as well as unanticipated client default,

can directly impact the income and

value of each individual asset.

Insurance risk

The risk of being unable to continue to

obtain insurance cover, or following an

event, not having sufficient cover in

place to repay creditors. This could

result in significant business interruption.

Engage directly with a wide range of

local and international insurers.

Ensure the insurance market has a

good understanding of the portfolio

and its risks.


Precinct continues to secure insurance

coverage with policy renewals recently

agreed.

48
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Risks and impactsHow we manage the riskMovement in the period

Climate risk

Climate risk includes physical risks

(acute and chronic) and transitional

risks.

Physical risks could include events such

as flooding, severity and frequency of

storms and sea level rise. These risks

could reduce revenue, increase

maintenance capex and reduce asset

values.

Transitional risks include risks of

transitioning to a low carbon economy

including regulatory change. These risks

could reduce the demand for Precincts

products or increase compliance costs.

Precinct’s Sustainability Committee

act as custodian for Precinct’s

sustainability strategy and comprises

representatives from various parts of

our business. The committee meets

frequently during the year. They are

responsible for assessing, actioning

and driving ESG issues, reviewing

performance and considering

Precinct’s long-term strategy on

sustainable activities across the

business and reporting on its progress.

An update is included in the Board

papers on an ongoing basis including

Precinct's climate risk register.


Precinct understands the importance

of reducing carbon emissions from the

built environment. An example of this

was Precincts support of the Zero

Carbon Road Map for Aotearoa’s

Buildings prepared by the New Zealand

Green Building Council in 2019.

Internal

Risks and impactsHow we manage the riskChangeMovement in the period

Development

Development risk

Development projects are inherently

subject to uncertainties. They are

entered into on the basis of assumed

future costs, values and income levels.

An increased level of development risk

has the potential to make meeting

covenant obligations and overall

solvency challenging.

Ensure expected returns from

developments adequately

compensate Precinct for the level of

risk undertaken before approval.

Through due diligence, Precinct

understand the project risks before

commitment.

Before commitment, ensure funding is

in place and committed gearing stays

within acceptable levels.

Establishing a procurement plan and

engaging contractors early to mitigate

cost escalation or contractor default.

Undertake substantial pre-leasing prior

to commencement of development.


Precincts development risk has

significantly decreased following the

recent completion of the Commercial

Bay development.

The risk profile of the current work in

progress is minimal with high levels of

pre-commit leasing and fixed price

contract agreements in place.

Financial

Interest rate management

Interest rate risk arises through changes

in interest rate market conditions

leading to earnings volatility or breach

of interest cover covenant levels.

Manage by aligning the interest rate

re-pricing profile with the re-pricing

profile of Precinct's gross rental

income.

Establish interest rate swaps to

manage exposure within a band

reviewed by the Board annually and

monitored by the Audit and Risk

Committee and board quarterly.


Interest rates continue to remain low as

a result of the current market

conditions. These levels are expected

to remain in the near term.

49
Corporate governance.

ANNUAL REPORT 2020

Risks and impactsHow we manage the riskChangeMovement in the period

Refinancing risk (liquidity)

Having insufficient funds to refinance

debt when it falls due and sustain the

ongoing operations of the business.

Implemented a Financial Risk

Management Policy in 2011 which is

reviewed annually providing a clear

framework in which to operate under

whilst ensuring risks are managed and

understood.

Diversified funding away from sole

reliance on bank funding through

alternative sources.

Staggering the maturity profile of

facilities providing adequate time to

pursue alternatives to refinancing.


Risk remains low following the recent

refinancing of the $150m bank debt

facility due to expire in November 2020.

Precinct continues to maintain

sufficient funding capacity to deliver

our committed developments.

Gearing levels

An increase in gearing levels outside

suitable industry standards could

increase the risk of breaching financing

covenants and may increase

borrowing costs.

Precincts Financial Risk Management

Policy is reviewed annually.

Ensure no capital commitment is

entered into without funding in place.

Maintain adequate headroom in

relation to gearing covenants to

withstand portfolio devaluations which

may be anticipated through the

property cycle.


Gearing levels remain within internal

policy parameters due to Precinct's

proactive funding strategy.

People

Staff

Staff are critical to ongoing success

and execution of strategy. Failure to

maintain a high level of experience

and skill could impact business

performance.

Ensure a strong focus on team

engagement and enhancement.

Maintain ongoing succession planning

and retention structures within the

company.

Regularly review performance

appraisals of employees and directors

and benchmark remuneration

packages with the wider market.


Human resources continues to be a key

focus for the business as it executes on

its long term strategic objectives.

The Generator and Commercial Bay

Hospitality businesses employ staff

within their operations.

Health and safety

Unsafe work environments may lead to

accidents (employees, clients,

contractors and visitors) resulting in

harm to people, financial loss and/or

business continuity.

Provide ongoing individual, group and

industry training.

Maintain a hazard register that

identifies hazards where contractors

are required to take precaution.

Registers are subject to annual review.

Monitor any live sites to ensure

oversight of Health and Safety matters.

Ensure contractor pre-qualification.

Provide training and KPI's for all

Precinct staff.


Appropriate monitoring and reporting

continue to be implemented and

refined to mitigate any potential risk.

Further information on Health and

Safety is included in the Sustainability

section.

50
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Management fee structure

Management services agreement

The management services agreement with AMP Haumi

Management Limited was entered into on corporatisation in

2010 (

the Management Agreement

). The Management

Agreement details the material services that are to be

performed, and fees charged, by AMP Haumi Management

Limited in its capacity as manager of Precinct. The Management

Agreement was amended in 2011 and 2016.

A copy of the Management Services Agreement as amended is

available on the Precinct website.

On establishment of the Joint Venture with Invesco in relation to

the ANZ Centre, Precinct and Invesco entered into an additional

management services agreement with AMP Haumi

Management Limited to reflect Invesco's 50% share, substantially

on the same terms as the Management Agreement.

Management services fee

The manager is entitled to three fees under the Management

Agreement:

• a base management services fee;

• a performance fee; and

• additional services fees.

Base management services fee

The base management services fee is payable in three tiers and

calculated by reference to the Value of Investment Property.

Value of Investment Property ("VIP") means, the total value of all

real property assets owned or leased by Precinct as determined

in accordance with GAAP. Adjustments for revaluations, capital

expenditure, acquisitions and disposals are made on a pro rata

basis each month.

Development properties, including land, are excluded from the

VIP. A property is classified as a development property if it is

under construction or is vacant and undergoing (or likely to

undergo) refurbishment work during the year. This classification is

for the purposes of calculating AMP Haumi Management's

limited base management services fee only and does not in any

way classify the tenantability or otherwise of a property.

Refurbishment work includes all design and other pre-contract

investigation and consultant work.

The base management services fee is payable in respect of

these properties upon receipt of a certificate of practical

completion for each property.

The three tiers of payment are as follows:

• 0.55% per annum of the VIP to the extent that the VIP is less

than or equal to $1billion; plus

• 0.45% per annum of the VIP to the extent that the VIP is

between $1,000,000,001 and $1.5billion; plus

• 0.35% per annum of the VIP to the extent that the VIP

exceeds $1.5billion;

plus GST (if any).

The base management services fee is paid to the manager

monthly in arrears in cash.

Performance fee

The performance fee is based on Precinct’s relative

outperformance over other NZX listed property entities. Key

features of the performance fee are:

• The performance fee is payable quarterly in arrears and in

cash.

• Precinct’s quarterly performance (expressed as a percentage

return) is determined, based on the 5 day volume weighted

average Precinct share price movement on NZX at the open

and close of that quarter plus gross distributions paid in the

quarter (“Shareholder Return”).

• Precinct’s quarterly performance is then benchmarked

against an NZX Property Index (excluding Precinct) return

(calculated including the value of imputation credits of

constituent members of that index), also expressed as a

percentage return (“Benchmark Return”).

• “Outperformance” (or “underperformance”) is determined,

being the difference between the Shareholder Return and

the Benchmark Return.

An “Initial Amount” (or “Deficit”) is then determined, being 10%

of that Outperformance (or underperformance) multiplied by an

amount reflecting Precinct’s market capitalisation for that

quarter. The Initial Amount (or Deficit) is then credited to the

“Carrying Account”.

• The performance fee for any quarter is then equal to the

credit balance (if any) in the Carrying Account at that time,

subject to two limitations:

– the performance fee in any quarter is limited to the

“Performance Cap”, which is, effectively, 0.125% of an

amount reflecting Precinct’s market capitalisation for that

quarter. The extent to which the performance fee would

otherwise have exceeded the Performance Cap will

remain in the Carrying Account and be carried forward to

the following quarter; and

– no performance fee is payable in respect of a quarter if

Precinct’s absolute Shareholder Return in that quarter is

negative, even if it is above the Benchmark Return. Rather,

the Initial Amount (calculated by reference to the

Outperformance in that quarter) will be credited to the

Carrying Account and carried forward to the following

quarter. Any Initial Amount credited to the Carrying

Account which is not used up in paying performance fees

or in off-setting subsequent Deficits will effectively expire

two years after it is credited to the Carrying Account.

Similarly, any Deficit debited against the Carrying Account

which is not used up in off-setting subsequent Initial

Amounts will also effectively expire two years after it is

debited against the Carrying Account.

51
Corporate governance.

ANNUAL REPORT 2020

Management Services

Base management services

The base management services to be provided by the manager

include:

• Corporate and fund management services, being, in general,

those services which are necessary as part of the day-to-day

management of a major corporate enterprise including the

provision of support to the board, company secretarial

matters, reporting, engaging and dealing with advisers,

managing payments and accounts, financial management

and reporting, record keeping, Listing Rules and regulatory

compliance, capital management and research and

monitoring.

• Portfolio and asset management services, being, in general,

those services which are necessary as part of managing a

major property portfolio including identifying opportunities,

submitting proposals to the board, managing the

implementation of board approved proposals, performance

monitoring, budgeting, reporting, relationship management,

development and implementation of annual asset

management plans and documentation management.

The manager is permitted to sub-contract some or all of the base

management services, but only with the board’s consent (not to

be unreasonably withheld). The manager will continue to be

responsible for delivery of any sub-contracted services.

Additional services

In addition to the base management services, the manager is

also responsible for providing additional services to Precinct,

relating to property and facilities management, leasing,

development management, project management and delivery

and property acquisition and divestment services (additional

services).

The additional services may be provided by the manager or any

person approved by the manager, provided such party has

sufficient expertise and resources available to it to perform the

service. No person may be engaged to perform additional

services without board approval or authorisation under

delegated authorities approved by the board.

The additional services are not included within the base

management services fee payable under the Management

Agreement and are subject to a market review every two years.

The next market review is due in September 2020. The fees for

these services are payable by Precinct and are detailed within

the Remuneration Report.

Reimbursement of costs

The manager is also entitled to be reimbursed for specified items

of expenditure incurred on Precinct’s behalf (these costs are not

included within the fees payable under the Management

Agreement).

Resourcing

Other than in respect of Precinct's subsidiaries, Generator and

Commercial Bay Hospitality, Precinct does not employ any staff,

including senior executives. All personnel, including Precinct’s

Chief Executive Officer, Chief Operating Officer and Chief

Financial Officer, are provided by the manager – which is

responsible for providing access to, or otherwise employing, all

staff necessary to perform its obligations.

Although Precinct does not employ its own staff, the manager

must consult with the board regarding the appointment, removal

and remuneration of the Chief Executive Officer, Chief

Operating Officer and Chief Financial Officer. Furthermore, the

manager must:

• Ensure that certain key personnel are dedicated to, and work

exclusively in providing services to, Precinct, unless agreed

otherwise by the board.

• Ensure that the employment or secondment arrangements

relating to certain key personnel require them to act in the

best interests of, and for the benefit of, Precinct and its

subsidiaries.

Term and termination

The Management Agreement has no fixed term and may be

terminated in the following ways:

By either party if the other party commits or is or becomes

subject to a default event. The default events are insolvency

type situations and circumstances which lead to a party’s

unremedied material breach of the Management Agreement. In

the case of the manager, a material breach:

• is a breach or series of related breaches which in aggregate

have a material and adverse effect on Precinct’s financial

performance, business or assets and which is unremedied or

not compensated for within 30 business days following

delivery of a detailed notice to the manager by Precinct;

• is deemed to include fraud by the manager which has a

material adverse effect on Precinct which is incapable of

compensation; and

• is deemed to include a change of control which results in a

party (other than AMP Capital Investors (New Zealand)

Limited or Haumi Development Limited Partnership, or any of

their related parties) acquiring the power to exercise or

control the exercise of 75% or more of the voting securities of

the manager, without Precinct’s written consent. Provided

that in each case Precinct may only exercise this right of

termination if the termination has been approved by a

special resolution of Precinct's shareholders (not including the

manager or its "Associated Persons").

• by the manager on six months’ written notice to Precinct.

Precinct does not have a unilateral right to terminate the

Management Agreement at its discretion.

52
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

If requested by Precinct, the manager will provide

disengagement services to Precinct following termination in

certain circumstances to assist in the transition to a new

manager or self-management.

If the Management Agreement is terminated then the manager

will not be paid any fees upon termination (other than any

accrued and unpaid fees and costs up to the termination date).

Call option

(Transfer of manager’s interests in the Management Agreement)

Any person who acquires (or acquires the right or power to

exercise or control the votes attached to) 50% or more of the

voting securities of Precinct, has a six-week period to exercise an

option to purchase the manager’s interests in the Management

Agreement (subject to certain terms and conditions as set out in

the Management Agreement). If the consideration for the

assignment of the Management Agreement cannot be agreed,

it will be set by expert determination.

Board appointment rights

The manager is entitled to appoint up to two directors to the

board and to substitute or remove such directors by notice in

writing.

This director appointment right has been exercised and is subject

to the Listing Rules (and the requirements of any ruling granted

by the NZX from time to time). Further information on the

manager appointed directors is set out in the Corporate

Governance Section of this report (see Principle 2 – Board

Composition and Performance).

Takeover code exemptions

Introduction

This section contains information required by the Takeovers Code

(AMP NZ Office Limited) Exemption Notice 2010 which was

obtained when Precinct corporatised from a unit trust in 2010.

Unless otherwise stated, the information provided in this section

of the report is as at 30 June 2020.

Any term capitalised in this section but undefined has the

meaning given to it in the above 2010 Exemption Notice.

Pre-emptive acquisitions

AMP Capital Investors International Holdings Limited (AMPCI)

and Haumi Company Limited (as general partner of the Haumi

(NZ) Limited Partnership (HNZLP)) are the current parties to a

deed dated 27 September 2010, which records certain pre-

emptive rights arrangements in respect of Precinct voting

securities held by HNZLP and AMPCI (in its own right – not in its

capacity as manager of a fund) (the

Pre-emptive

Arrangements

). The Pre-emptive Arrangements are as follows:

• If HNZLP wishes to sell, transfer or dispose of all or any of its

Precinct voting securities (or any interest (whether legal or

beneficial) in them) to any third person, or AMPCI wishes to

sell, transfer or dispose of all or any of its Precinct voting

securities held by it in its own right, and not in its capacity as a

manager of a fund, (or any interest (whether legal or

beneficial) in them) to any third person, then HNZLP or AMPCI

must first offer to sell those Precinct voting securities to the

other party at a price specified by the offeror. The offeree has

15 working days to decide whether to accept the offer.

• If the other party does not accept the offer or give notice

within the 15 working day period, then the party wishing to

sell, transfer or otherwise dispose of its Precinct voting

securities can sell the relevant Precinct voting securities to a

third party within 90 working days, provided that such sale

must be for a price and on terms no more favourable than

those offered to AMPCI or HNZLP (as the case may be).

• In addition, in the event of a “change of control”, or if a

“relevant event” occurs in respect of either HNZLP or AMPCI,

then that party is deemed to have offered to sell its Precinct

shares to the other at either an agreed price, or, if no such

agreement can be reached, such amount, per Precinct

voting security, as is equal to the volume weighted average

price of Precinct voting securities traded on the NZX during

the period of five trading days immediately preceding the

date on which the relevant sale notice is given. In the case of

AMPCI, it will only be deemed to have offered to sell its

Precinct shares held by it in its own right, and not in its

capacity as manager of a fund.

• These Pre-emptive Arrangements cease to apply if AMP

Haumi Management Limited ceases to be manager of

Precinct.

53
Corporate governance.

ANNUAL REPORT 2020

Disclosure - Pre-emptive arrangements

Information on the number of voting securities that have

been acquired by the Combined AMPCI Parties under

the Pre-emptive Acquisitions, the percentage of all voting

securities on issue that are held or controlled by the

AMPCI Parties, and the maximum number and

percentages of voting securities after the Pre-emptive

Acquisitions is set out below. Further information on the

maximum number and percentages of voting securities

that may be held by the AMPCI Parties (and their

Associates) after the acquisition of voting securities under

the Combined Transactions is set out on the following

page.

Funds management acquisitions

A reference in this section of the report to a Funds Management

Acquisition is any acquisition of Precinct voting securities by a

Managed Fund. A Managed Fund is any investment fund, entity

or scheme managed by AMPCI or any subsidiary of AMPCI in the

ordinary course of the funds management business of AMPCI (or

a subsidiary), and includes any manager, trustee, or custodian of

any such fund.

The persons whose increase in voting control results or may result

from any Fund Management Acquisition are:

• the AMPCI Parties;

• any trustee or custodian of a Managed Fund; and

• in certain circumstances, where a Managed Fund is operated

for the benefit of a single client, that client (as a result of

having the ability, under the investment management

arrangements with the relevant AMPCI Party, to direct the

exercise of voting rights controlled by the relevant AMPCI

Party in respect of that Managed Fund).

The percentage of Precinct voting securities at any time held or

controlled by the AMPCI Parties as a result of the Funds

Management Acquisitions has not exceeded 4.9% of the total

Precinct voting securities on issue.

Disclosure - Funds management acquisition

Information on the maximum numbers and percentage

of all voting securities on issue that may be held or

controlled by the AMPCI Parties (and their Associates)

after any Fund Management Acquisition or after the

acquisition of voting securities under the Combined

Transactions is set out on the following page.

Employee share scheme acquisitions

The manager has established the AMP Haumi LTI Bonus Scheme

(

LTI Scheme

) as a long term incentive scheme for selected

employees of the manager (

Eligible Employees

) who are

engaged in operating Precinct’s business. The key terms of the

LTI Scheme are:

• Eligible Employees are invited to borrow an interest free

amount (Loan) from the manager. The Loan amount is

determined based on the agreed performance criteria for

the LTI Scheme (which is based on the performance of

Precinct and the manager).

• The Loan is advanced to AMP Haumi LTI Trustee Limited (the

Employee Share Scheme Administrator), who uses the Loan to

purchase Precinct shares on-market (the Employee Share

Scheme Acquisitions), and then holds those Precinct shares

on trust for the Eligible Employees in accordance with the

rules of the LTI Scheme.

• Participants who remain employed by the manager for the

duration of the Loan period receive a bonus equal to the

amount of the Loan, which may be used to repay the Loan.

• Participants are entitled to Precinct shares held for them by

the Employee Share Scheme Administrator only once they

have satisfied the vesting requirements of the LTI Scheme.

• Participants who cease to be employed by the manager

before satisfying the vesting requirements of the LTI Scheme

are not entitled to the Precinct shares held for them by the

Employee Share Scheme Administrator. Those participants are

required to repay their Loan when their employment

terminates, but the Employee Share Scheme Administrator will

sell the Precinct shares held for that participant and use the

sale proceeds towards repayment of the Loan.

Employee Share Scheme Acquisitions will or may result in the

Employee Share Scheme Administrator, the manager or the

Eligible Employees increasing their voting control of Precinct.

The percentage of voting securities at any time held or

controlled by the Employee Share Scheme Administrator and the

manager as a result of the Employee Share Scheme has not

exceeded 1% of the total voting securities on issue.

Disclosure - Employee share scheme

Information on the maximum percentages of voting

securities that may be held or controlled by the

Employee Share Scheme Administrator or the manager

(and their Associates) after any Employee Share Scheme

Acquisition is set out on the following page. Further

information on the maximum percentage of voting

securities that may be held by the Employee Share

Scheme Administrator or the manager (and their

Associates) after the Combined Transactions is set out on

the following page.

54
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Disclosure of numbers and percentages of voting securities

Pre-emptive arrangements

The number of voting securities that have been acquired by the AMPCI Parties under the Pre-emptive Arrangements as at 30 June

2020, the percentage of voting securities on issue that are held or controlled by the AMPCI Parties as at 30 June 2020, and the potential

maximum numbers and percentages of voting securities that could be held or controlled by the AMPCI Parties after the Pre-emptive

Acquisitions are as follows:

Exempted person

Number of voting

securities that have been

acquired under the Pre-

emptive Acquisitions

% of voting securities on

issue that are held or

controlled

% of all voting securities

on issue that are held or

controlled with Associates

Maximum % of all voting

securities on issue that

could be held or

controlled after the Pre-

emptive Acquisitions

Maximum % of all voting

securities on issue that

could be held or controlled

with Associates after the

Pre-emptive Acquisitions

AMPCI Parties Zero

1

1.89

2

17.51

2

21.3521.411

These figures are calculated on the basis that only the Corporatisation Transfer and the Pre-emptive Acquisitions occur, and that there is no change in the number of

voting securities on issue after 30 June 2020.

1 The figure is calculated on the basis that no voting securities in Precinct have been acquired under the Pre-emptive arrangements.

2 These figures are calculated on the basis of the total holdings of voting securities in Precinct by the AMPCI Parties (and their Associates, as applicable) as at 30 June

2020 and that there is no change in the number of voting securities on issue after 30 June 2020.

Fund management acquisitions

The potential maximum numbers and percentages of voting securities that could be held or controlled by the AMPCI Parties after the

Funds Management Acquisitions are as follows:

Exempted person

Maximum % of all voting securities on issue that could be

held or controlled as a result of Funds Management

Acquisitions

Maximum % of all voting securities on issue that could be

held or controlled with Associates as a result of Funds

Management Acquisitions

AMPCI Parties4.900024.961

The figures in this table are calculated on the basis that only the Corporatisation Transfer and the Fund Management Acquisitions occur, and that there is no change in

the number of voting securities on issue after 30 June 2020.

Employee share scheme acquisitions

The potential maximum numbers and percentages of voting securities that could be held or controlled by the manager and the

Employee Share Scheme Administrator as a result of the Employee Share Scheme Acquisitions are as follows:

Exempted person

Maximum % of all voting securities on issue that could be

held or controlled as a result of the Employee Share

Scheme Acquisitions

Maximum % of all voting securities on issue that could be

held or controlled with Associates as a result of the

Employee Share Scheme Acquisitions

Employee Share Scheme Administrator1.000022.35*

The manager1.000022.35*

Total1.000022.35

The figures in this table are calculated on the basis that only the Corporatisation Transfer and the Employee Share Scheme Acquisitions occur, and that there is no

change in the number of voting securities on issue after 12 August 2020. The figures marked * are made on the basis that the Employee Share Scheme Administrator and

the manager are not Associates of each other.

Combined transactions

The potential maximum numbers and percentages of voting securities that could be held or controlled by the AMPCI Parties, the

Employee Share Scheme Administrator, the manager and the Employee Share Scheme and the manager combined are as follows:

Exempted person

Maximum % of all voting securities on issue that could be

held or controlled as a result of all transactions

Maximum % of all voting securities on issue that could be

held or controlled with Associates as a result of all

transactions

AMPCI Parties24.900025.9000

Employee Share Scheme Administrator1.000025.9000*

The manager1.000025.9000*

Employee Share Scheme Administrator

and the manager (combined)

1.000025.9000

The figures marked * are made on the basis that the Employee Share Scheme Administrator and the manager are not Associates of each other.

The maximum % shown in the above tables are calculated on the basis of the Takeovers Code exemption including that there is no

change to the total number of voting securities on issue after 12 August 2020. Details of which can be found in Precinct’s Corporation

Proposal Information Pack dated 5 October 2010.

55
Corporate governance.

ANNUAL REPORT 2020

NZX Rulings and Waivers

This section contains information required by NZX Regulation

(NZXR) Waiver Decisions.

2010 Corporatisation

At the time of corporatisation of Precinct in 2010, NZX granted,

subject to a number of conditions, waivers from, and made

rulings in respect of, certain Listing Rules in respect of Precinct

and in force at that time. On 18 May 2020, certain of these

waivers were re-documented as waivers under the current NZX

Listing Rules. A summary of these waivers is set out below:

A waiver from Listing Rule 2.4.1, to allow the Precinct to give 15%

+ Shareholders the right to appoint a director to the board of

Precinct. This waiver is conditional on:

• the constitution of Precinct contains a provision requiring that

the Precinct board consist of a minimum of seven directors if

a 15%+ Shareholder has exercised its appointment right; and

• in the event that a 15%+ Shareholder appoints a director, Rule

2.4.1(b) will apply so that the 15%+ Shareholder must not also

vote upon the election of other directors.

A waiver from Listing Rule 2.7.1, to the extent necessary to allow

the manager to elect two directors to the board of Precinct who

shall not be required to retire in accordance with Rule 2.7.1. This

waiver is conditional on:

• this waiver is subject to the Precinct constitution containing

provisions that outline the corporate governance

arrangements as described in Appendix One of the waiver

decision (a copy of which is available at https://

www.nzx.com/announcements/353278), and these remain in

full force and effect, and materially the same as set out in the

waiver decision, unless Precinct shareholders vote to amend

the Precinct constitution or NZXR agrees to exercise its

discretion to amend the terms of the waiver;

• each director appointed by the manager is identified in each

annual report of Precinct as having been appointed by the

manager, including a statement that as that director has

been appointed by the manager, the director is not required

to retire in accordance with Rule 2.7.1; and

• in the event that the manager elects not to exercise its right

to elect two directors of the board of Precinct (and any

directors appointed by the manager are retired by the

manager), the conditions as to election of directors

independent of the manager shall not apply; and

• Precinct has a non-standard designation.

A waiver from Listing Rule5.2 to the extent that additional

Precinct shareholder approval is not required where the

management agreement is transferred to a holder of more than

50% of Precinct's shares. This waiver is provided on the condition:

• that the terms of the management agreement are not

materially altered as part of a transfer of the management

agreement to the controlling shareholder or its nominee,

unless the alterations are approved by PCT Shareholders in

accordance with Rule 5.2 or made in accordance with a

waiver granted by NZXR.

Non-standard Designation

Pursuant to these waivers, Precinct’s constitution contains certain

provisions which are not ordinarily contained in the constitution

of a company listed on the NZX, including provisions allowing for

the appointment of directors by the manager and by any

shareholder holding more than 15% of Precinct shares. Precinct

has been given a non-standard designation by NZX due to the

inclusion of these provisions in its constitution.

56
Investor information.

As at 30 June 2020

Investor information.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Shareholder information

Twenty largest shareholders

RankShareholderNumber of shares% of shares

1.HSBC NOMINEES (NEW ZEALAND) LIMITED305,386,34123.25

2.CITIBANK NOMINEES (NEW ZEALAND) LIMITED76,667,9405.84

3.FNZ CUSTODIANS LIMITED62,432,6424.75

4.HSBC NOMINEES (NEW ZEALAND) LIMITED58,131,0864.42

5.ACCIDENT COMPENSATION CORPORATION57,512,1994.38

6.ANZ WHOLESALE TRANS-TASMAN PROPERTY SECURITIES FUND54,434,5684.14

7.FORSYTH BARR CUSTODIANS LIMITED46,349,6883.53

8.JPMORGAN CHASE BANK NA NZ BRANCH-SEGREGATED CLIENTS45,300,7993.45

9.INVESTMENT CUSTODIAL SERVICES LIMITED37,844,0792.88

10.BNP PARIBAS NOMINEES (NZ) LIMITED34,521,1132.63

11.ANZ CUSTODIAL SERVICES NEW ZEALAND LIMITED30,888,5682.35

12.NEW ZEALAND DEPOSITORY NOMINEE LIMITED23,961,1681.82

13.CUSTODIAL SERVICES LIMITED23,373,6581.78

14.CUSTODIAL SERVICES LIMITED21,278,8381.62

15.ANZ WHOLESALE PROPERTY SECURITIES19,805,6221.51

16.TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT19,537,9031.49

17.JBWERE (NZ) NOMINEES LIMITED16,426,6131.25

18.MFL MUTUAL FUND LIMITED14,294,0051.09

19.BNP PARIBAS NOMINEES (NZ) LIMITED14,093,8791.07

20.CUSTODIAL SERVICES LIMITED13,964,5561.06

Total Top 20 holders of Ordinary Shares976,205,26574.31

Source: Computershare

Shareholder distribution

RangeTotal holdersShares% of issued capital

1 - 4998522,2310.00

500 - 99912479,8650.01

1,000 - 1,999211279,9140.02

2,000 - 4,9997402,495,2930.19

5,000 - 9,9991,43410,122,7330.77

10,000 - 49,9993,97589,031,6686.78

50,000 - 99,99968645,655,4963.48

100,000 - 499,99936064,731,6554.93

500,000 - 999,9992617,225,7411.31

1,000,000 and over461,084,119,45382.52

Total7,6871,313,764,049100.00

Source: Computershare

57
Investor information.

ANNUAL REPORT 2020

Substantial Financial Product Holders

Quoted financial product holder

Number of

ordinary shares

held at date of

notice

%Date of notice

AMP Capital Investors International Holdings Limited (ACIIHL)

1

257,079,95519.7927.02.2019

Accident Compensation Corporation (ACC)65,667,1634.99827.01.2020

ANZ New Zealand Investments Limited98,562,0037.5026.04.2020

ANZ Bank New Zealand Limited30,803,5322.3456.04.2020

ANZ Custodial Services New Zealand Limited31,161,6852.3726.04.2020

Note the number of shares above are according to notices filed only if the total number of a shareholder changes by 1% or more since the last notice filed.

Source: NZX Substantial shareholder notices

1 AMP Capital Investors International Holdings Limited substantial security holder notice includes the Precinct shares of Haumi Company Limited (consisting 230,394,666

ordinary shares or 17.737%).

Quoted financial product holder

$ amount of

convertible notes

held at date of

notice

%Date of notice

ACCIDENT COMPENSATION CORPORATION32,681,65221.79N/A

FORSYTH BARR CUSTODIANS LIMITED19,396,74912.9310.06.20

Source: NZX Substantial shareholder notices

The total number of ordinary shares on issue as at 30 June 2020 was 1,313,764,049. The total principal amount of convertible notes on

issue as at 30 June 2020 was $150,000,000.

Donations

The Group made donations of $110,000 during the year to 30 June 2020 to Auckland City Mission and Wellington City Mission.

58
Investor information.

Investor information. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Bondholder information

Twenty largest PCT010 bondholders

RankBondholderNumber of bonds% of total

1.TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT9,415,00012.55

2.CITIBANK NOMINEES (NEW ZEALAND) LIMITED7,830,00010.44

3.INVESTMENT CUSTODIAL SERVICES LIMITED6,340,0008.45

4.ACCIDENT COMPENSATION CORPORATION6,000,0008.00

5.FNZ CUSTODIANS LIMITED5,010,0006.68

6.FORSYTH BARR CUSTODIANS LIMITED4,031,0005.37

7.CUSTODIAL SERVICES LIMITED2,790,0003.72

8.MINT NOMINEES LIMITED - NZCSD2,212,0002.95

9.CUSTODIAL SERVICES LIMITED1,974,0002.63

10.GENERATE KIWISAVER PUBLIC TRUST NOMINEES LIMITED1,866,0002.49

11.FNZ CUSTODIANS LIMITED1,828,0002.44

12.CUSTODIAL SERVICES LIMITED1,485,0001.98

13.JBWERE (NZ) NOMINEES LIMITED1,230,0001.64

14.CUSTODIAL SERVICES LIMITED1,110,0001.48

15.CUSTODIAL SERVICES LIMITED1,015,0001.35

16.NEW ZEALAND METHODIST TRUST ASSOCIATION1,000,0001.33

17.MMC LIMITED900,0001.20

18.ANZ BANK NEW ZEALAND LIMITED810,0001.08

19.THEAN SENG CHOW & KIM KEAT LIM450,0000.60

20.HUGH MCCRACKEN ENSOR400,0000.53

20.INVESTMENT CUSTODIAL SERVICES LIMITED400,0000.53

20.MA INVESTMENTS TWO LIMITED400,0000.53

Total Top 20 holders of PCT010 bonds58,496,00077.99

Source: Computershare

Bondholder distribution - PCT010

RangeTotal holdersNumber of bonds% of total

5,000 - 9,99935194,0000.26

10,000 - 49,9992354,775,0006.37

50,000 - 99,999553,205,0004.27

100,000 - 499,999609,980,00013.31

500,000 - 999,99921,710,0002.28

1,000,000 and over1655,136,00073.51

Total40375,000,000100.00

Source: Computershare

59
Investor information.

ANNUAL REPORT 2020

Twenty largest PCT020 bondholders

RankBondholderNumber of bonds% of total

1.FNZ CUSTODIANS LIMITED15,863,00015.86

2.FORSYTH BARR CUSTODIANS LIMITED15,053,00015.05

3.INVESTMENT CUSTODIAL SERVICES LIMITED7,898,0007.90

4.CITIBANK NOMINEES (NEW ZEALAND) LIMITED6,410,0006.41

5.NATIONAL NOMINEES LIMITED6,300,0006.30

6.HSBC NOMINEES (NEW ZEALAND) LIMITED4,250,0004.25

7.CUSTODIAL SERVICES LIMITED4,216,0004.22

8.FORSYTH BARR CUSTODIANS LIMITED2,954,0002.95

9.GENERATE KIWISAVER PUBLIC TRUST NOMINEES LIMITED2,540,0002.54

10.CUSTODIAL SERVICES LIMITED2,360,0002.36

11.CUSTODIAL SERVICES LIMITED2,248,0002.25

12.CUSTODIAL SERVICES LIMITED1,120,0001.12

13.BNP PARIBAS NOMINEES (NZ) LIMITED1,000,0001.00

14.TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT1,000,0001.00

15.JBWERE (NZ) NOMINEES LIMITED970,0000.97

16.CUSTODIAL SERVICES LIMITED845,0000.85

17.ANZ CUSTODIAL SERVICES NEW ZEALAND LIMITED810,0000.81

18.INVESTMENT CUSTODIAL SERVICES LIMITED800,0000.80

19.FNZ CUSTODIANS LIMITED605,0000.61

20.CUSTODIAL SERVICES LIMITED514,0000.51

Total Top 20 holders of PCT020 bonds77,756,00077.76

Source: Computershare

Bondholder distribution - PCT020

RangeTotal holdersNumber of bonds% of total

5,000 - 9,99945262,0000.26

10,000 - 49,9994058,867,0008.87

50,000 - 99,999834,876,0004.88

100,000 - 499,999467,239,0007.24

500,000 - 999,99985,544,0005.54

1,000,000 and over1473,212,00073.21

Total601100,000,000100.00

Source: Computershare

60
Investor information.

Investor information. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Convertible Noteholder Information

Twenty largest noteholders

RankNoteholderNumber of notes% of total

1.ACCIDENT COMPENSATION CORPORATION32,681,65221.79

2.FORSYTH BARR CUSTODIANS LIMITED27,405,68818.27

3.NATIONAL NOMINEES LIMITED - NZCSD10,000,0006.67

4.FNZ CUSTODIANS LIMITED7,231,7434.82

5.CITIBANK NOMINEES (NEW ZEALAND) LIMITED5,750,0333.83

6.CUSTODIAL SERVICES LIMITED3,544,7582.36

7.CUSTODIAL SERVICES LIMITED3,150,0002.10

8.JARDEN SECURITIES LIMITED3,010,8792.01

9.CUSTODIAL SERVICES LIMITED2,741,1121.83

10.FORSYTH BARR CUSTODIANS LIMITED2,608,4841.74

11.BNP PARIBAS NOMINEES (NZ) LIMITED2,568,0001.71

12.INVESTMENT CUSTODIAL SERVICES LIMITED2,076,0001.38

13.ANZ WHOLESALE TRANS-TASMAN PROPERTY SECURITIES FUND1,950,0001.30

14.HUGH MCCRACKEN ENSOR1,750,0001.17

15.ARDEN CAPITAL LIMITED1,702,0001.13

16.JPMORGAN CHASE BANK NA NZ BRANCH-SEGREGATED CLIENTS ACCT1,600,0001.07

17.MINT NOMINEES LIMITED - NZCSD1,500,0001.00

18.CUSTODIAL SERVICES LIMITED1,260,7000.84

19.LEVERAGED EQUITIES FINANCE LIMITED875,0000.58

20.JBWERE (NZ) NOMINEES LIMITED822,0000.55

Total Top 20 holders of Notes114,228,04976.15

Source: Computershare

Noteholder distribution - PCTHA

RangeTotal holdersNumber of notes% of total

1,000 - 1,99967,0000.00

2,000 - 4,9992164,3560.04

5,000 - 9,999133757,1000.50

10,000 - 49,99963513,334,5148.89

50,000 - 99,9991417,963,3505.31

100,000 - 499,999619,095,9646.06

500,000 - 999,99996,246,6674.16

1,000,000 and over18112,531,04975.02

Total1,024150,000,000100.00

Source: Computershare

61
Investor information.

ANNUAL REPORT 2020

Director Interests

Details of Director interests in Precinct shares (as at 30 June 2020)

20202019

DirectorNo. of sharesNo. of shares

Don Huse

600,000

600,000

Robert Campbell

457,002

457,002

Graeme Wong

67,427

67,427

Launa Inman

39,100

39,100

Anne Urlwin

24,486

-

The following director interests were recorded in the interests register for the year to 30 June 2020.

Rob CampbellDon Huse

Appointed to the Investment Committee of NZ Equity

Management

Appointed to the board of NZ Rural Land Company Limited

Appointed to the advisory board of Paua Wealth Management

Ceased to be a board member of the Civil Aviation Authority of

New Zealand

Graeme WongCraig Stobo

Appointed as a director of RDP Group Limited

Ceased to be a director of Tourism Holdings Limited

None

Chris JuddAnthony Bertoldi

Ceased to be a director of AMP Capital (New Zealand) Limited

Ceased to be a director of AMP Capital Palms Pty Limited

Ceased to be a director of AMP Capital Bayfair Pty Limited

Ceased to be a director of AMP Capital Property Portfolio Limited

None

Launa InmanAnne Urlwin

Appointed a member of the Advisory Board of PDH Group Pty

Limited

Appointed to the board of The PAS Group Limited

Ceased to be a director of the Super Retail Group Board

Owner of 14,486 Precinct ordinary share, 14,000 PCTHA

convertible notes and 25,000 PCT020 fixed rate bonds

Director and shareholder of Urlwin Associates Limited, Maigold

Holdings Limited and Clifton Creek Limited

Director of Steel & Tube Holdings Limited, Summerset Group

Holdings Limited, Southern Response Earthquake Services Limited,

City Rail Link Limited, OnePath Life (NZ) Limited

Director of Chorus Limited and subsidiary Chorus New Zealand

Limited

Director of Tilt Renewables Limited and group companies

Waverley Wind Farm Limited, Waverley Wind Farm (NZ) Holding

Limited, Tararua Wind Power Limited

Ceased to be a director of Chorus Limited and subsidiary Chorus

New Zealand Limited

Appointed a director of Cigna Life Insurance New Zealand

Limited and ceased to be a director of Cigna Life Insurance New

Zealand Limited group company OnePath Life (NZ) Limited

Acquired 10,000 Precinct ordinary shares

62
Remuneration report.

Remuneration report.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Remuneration of Precinct directors

At the Precinct AGM in November 2018, shareholders approved a change in the structure of director remuneration from an aggregate

fee cap to an accumulative per director rate. Under this revised structure, any proposal to increase the fees paid to directors will

require shareholder approval. The current director fee rate is as follows:

Position$ per annum (plus GST, if any)

Chair

182,340

Independent Director

91,170

Audit and Risk Committee Chair

15,000

Remuneration and Nomination Committee Chair

10,000

Audit and Risk Committee Member

7,500

Remuneration and Nomination Committee Member

5,000

Due Diligence Committee Chair (ad hoc hourly rate)

380/hr

Due Diligence Committee Member (ad hoc hourly rate)

350/hr

The Board has determined not to increase director remuneration this year.

Only independent directors have received board remuneration from the company for their services as directors.

Role30 June 202030 June 2019

Sub

committee

Board

committeeBoard

Sub

committee

Board

committee

1

Board

Craig StoboBoard Chair

012,500182,340

8,5158,333175,587

Don HuseAudit and Risk Committee Chair

015,00091,170

8,53510,00094,547

Graeme WongIndependent Director

010,00091,170

4,0606,66791,170

Launa InmanIndependent Director

07,50091,170

4,0605,00091,170

Anne UrlwinIndependent Director

07,76272,176

000

Robert CampbellDirector

000

7,97500

Total052,762528,02633,14530,000452,473

1 Prior to directors remuneration structure change in November 2018 all directors fees were classified as board fees rather than being split into board committee and

board components.

From time to time the board may establish further subcommittees to consider specific issues or transactions. Membership of these

committees may result in additional fees being payable at the rates in the table above. During the year ended 30 June 2020, $ 0 in

committee fees were paid to the due diligence committee (30 June 2019: $33,145).

No other remuneration or benefit was provided by the group during the period to any director or former director of any group

member.

Remuneration of the manager

The roles, responsibilities and remuneration of the manager are determined by the Management Services Agreement between

Precinct and the manager as outlined in the Additional Services section of this report. All additional services fees are approved by

independent directors on a fair and reasonable basis. The table below sets out these various services provided by the manager and

details the fees paid for those services in the period. A copy of the Management Services Agreement is available on the Precinct

website (www.precinct.co.nz).

63
Remuneration report.

ANNUAL REPORT 2020

FeeFee basisService provided

June 2020

($m)

June 2019

($m)

Base management

services fee

In accordance with clause 9.2 of the

MSA:

Overall management of Precinct to

deliver on the Board approved

business plans, budgets and strategies.

9.488.56

0.55% on the Value of Investment

Property to $1 billion.

0.45% on the Value of Investment

Property between $1 billion and

$1.5 billion.

0.35% on the Value of Investment

Property above $1.5 billion.

Development properties, including

land, are excluded from the Value of

Investment Property.

Performance fee

In accordance with clause 9.4c of the

MSA:

10% of quarterly outperformance of

Precinct against the NZX/S&P Property

Index (excluding Precinct). Limited to

a cap of 0.125% of Precinct's opening

market capitalisation.

Investment outperformance.

The performance fee provides strong

alignment between the interests of

Precinct shareholders and the

manager by rewarding superior

performance and linking the returns of

the manager and Precinct

shareholders.

0.004.42

Generator management

fee

A fee of $0.4 million per year.

Provision of management services to

Precinct relating to its investment in

Generator.

0.400.11

Surrender fees

In accordance with Clause 4 of

Schedule 3 of the MSA:

A fee of up to 10% of the surrender

payments.

Surrender fee payments made during

the period totalling $0.00 million (2019:

$0.04m).

0.000.04

Development

management fees

In accordance with Clause 6 of

Schedule 3 of the MSA.

A fee of 3% of the total development

cost excluding land cost, incentives,

marketing, and finance costs.

A maximum fee (balance fee) of 1% of

the total development cost excluding

land cost, incentives, marketing and

finance costs for successful delivery of

a project.

Development management fees paid

in the period relate to the

development of Commercial Bay

(including balance fee), Bowen

Campus Stages One and Two, No 1

The Terrace, Pastoral House, Wynyard

Quarter Stages Two and Three, Mayfair

House and Aon Centre.

As detailed in Part C of Schedule 3 of

the MSA, overall management of the

development includes making

recommendations covering the

development and redevelopment of

property, consultant management,

co-ordination of design, procurement

of consents, development financing,

co-ordination and cost management,

construction contract tendering,

management of risks and ongoing

monitoring and reporting of the

project.

11.30

7.57

64
Remuneration report.

Remuneration report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

FeeFee basisService provided

June 2020

($m)

June 2019

($m)

Acquisition and sale of

properties

In accordance with Clause 5 of

Schedule 3 of the MSA.

During the year Precinct purchased 30

Waring Taylor Street and sold Pastoral

House.

0.390.00

Where no external agent has been

engaged, a fee of up to 1% of the

purchase price or other consideration

to be provided by the purchaser.

Where an external agent has been

engaged, the amount of the fee will

be reflective of the manager's

contribution and the external agent's

scale of fees provided that the total

fee payable will not exceed 1% of the

purchase price or other consideration.

Managing the sale or purchase

including negotiation of the

commercial terms with the vendor or

purchaser, instruction of agents,

valuers and lawyers, financing and

coordination and conduct of due

diligence.

Recoverable services

In accordance with Property and

Facilities Management Services

Agreement.

The manager provided property and

facilities management, legal and

marketing services on a cost recovery

basis.

4.174.07

Leasing fees – new leases

In accordance with Clause 1 of

Schedule 3 of the MSA:

a) A minimum fee of $2,500 per

lease.

b) For leases with a term of less than

3 years, 11% of the annual rental.

c) For leases with a 3 year term, 12%

of the rental.

d) For leases with a term exceeding

three years, 12% of the annual rental

plus 1% for each year or part thereof ,

up to a maximum of 20% of annual

rental.

Leasing of vacant space comprising

annual rental of $17.2 million (2019:

$14.9 million) for a weighted average

term of 12.2 years (2019: 10.5 years).

Precinct engages the manager and

external agents to lease vacant

space.

The scale of leasing fees paid to the

manager is below the scale of leasing

fees paid to external agents. Fees

paid by Precinct to external agents

during the year totalled $0.5 million

(2019: $1.5 million).

Where both the manager and an

external agent are involved, the

manager's contribution is paid

according to the manager's agreed

scale of fees and the total fee paid by

Precinct is no greater than the external

agent's scale of fees.

If the fee payable to an external

agent is equal to or exceeds the

manager scale of fees, no fee is

payable to the Manager.

0.62

4.33

65
Remuneration report.

ANNUAL REPORT 2020

FeeFee basisService provided

June 2020

($m)

June 2019

($m)

Leasing fees – renewals

In accordance with Clause 2 of

Schedule 3 of the MSA.

A fee of 25% to 75% of the leasing fee

for new leases on the following basis:

a) 25%: where the lessee exercises a

renewal with no material engagement

from the manager.

b) 50%: where a lessee exercises a

right of renewal and the rental

outcome is negotiated between the

parties.

c) 75%: where a lessee seeks market

responses and the manager secures

the lessee to renew.

Lease renewals were secured over

space comprising annual rental of

$5.3 million (2019: $2.2 million) for a

weighted average term of 2.2 years

(2019: 2.9 years).

0.270.25

Rent review fees

In accordance with Clause 3 of

Schedule 3 of the MSA.

a) For structured (non-market)

reviews and for any market review

which does not result in a rental

increase an administration fee of

$1,000 will be payable.

b) Open market reviews: 10% of the

rental increase achieved in Year 1 of

the review, subject to a minimum fee

of $1,000.

The manager managed the rent

review process for reviews totalling

annual rental of $2.5 million (2019:

$1.4 million). The balance of rent

reviews were managed by external

agents.

0.120.07

Total fees paid to

manager

26.7529.42

Insurance and indemnity

As permitted by the constitution and the Companies Act 1993, Precinct has indemnified its directors and officers, and the directors of

its subsidiaries against potential liabilities and costs they may incur for acts or omissions in their capacity as directors. During the

financial year, Precinct paid insurance premiums in respect of directors’ and officers’ liability insurance which covers risks normally

covered by such policies arising out of acts or omissions of directors and officers in their capacity as such. Insurance is not provided for

criminal liability or liability or costs in respect of which an indemnity is prohibited by law.

66
Remuneration report.

Remuneration report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Management expense ratio

Amounts in $ millions (unless otherwise stated)20202019

Base management fee9.58.6

Performance fee-4.4

Audit and Directors1.00.9

Other expenses2.11.8

Total management expenses12.615.7

Average total property value2,892.22,655.3

Management expense ratio - excluding performance fee44 bps43 bps

Management expense ratio44 bps59 bps

Management expenses comprise the costs of managing Precinct as a corporate entity and exclude direct property expenses and capital expenditure.

Management remuneration

Management remuneration is not an expense of Precinct as management are engaged by the manager and paid out of the fees

paid by Precinct described above. However, the board of Precinct believes that it is important for shareholders to understand the

structure of management remuneration as it is an important determinant of management retention, motivation and alignment

between management and shareholders. The disclosures set out below have therefore been made by the manager on a voluntary

basis in the interests of providing maximum transparency for Precinct shareholders.

Under the MSA, the board of Precinct must be consulted on management remuneration.

Remuneration of the CEO, COO and CFO comprises base salary, short term incentive payments (“STI”) and long term incentive

payments (“LTI”).

CEO Remuneration

Scott Pritchard was appointed Chief Executive Officer in September 2010. His remuneration for the year ended 30 June 2020 comprises:

• A fixed base salary which is benchmarked annually;

• A discretionary short-term incentive payment which was made in accordance with the description below under the heading short

term remuneration; and

• A long-term incentive payment (where vested) which is outlined in further detail on the following page.

The CEO's remuneration is approved by the Management Company Board and is paid in line with The Employee Remuneration Policy.

PwC was appointed by the Management Company Board in 2016 as a recognised independent party in order to undertake

remuneration benchmarking in respect to the CEO and other senior executive roles.

All remuneration is paid by AMP Haumi Management Limited (the Manager "AHML"), not Precinct. The CEO and AHML have agreed to

disclose the CEO’s remuneration to shareholders in the interest of best practice. Details of the nature and amount of each element of

the remuneration of the CEO is set out below. All amounts are in New Zealand dollars.

Short term remuneration for the year ended 30 June

Long term remuneration as at

30 June

RemunerationBase salarySTISuperTotal paid

Maximum

achievable

GrantedVested

Scott Pritchard, CEO2020

540,000540,000118,8001,198,800

1,198,800

650,000630,000

2019540,000482,000112,4201,134,420

1,198,800

650,000510,000

67
Remuneration report.

ANNUAL REPORT 2020

Short term remuneration

Short term remuneration comprises base salary, STI and contributions to superannuation.

Short term incentives

The manager (AHML) operates a short term incentive (STI) bonus scheme for eligible employees. The objective of the scheme is to

compensate employees for achieving short term business strategy, high performance and financial success over the financial year. In

addition employees have individual performance goals which are considered when determining variable short term incentives. In June

of each year employees and managers agree and set annual goals and review performance against these goals in December.

STI payments are payable at the discretion of the board of the manager and are based on management achieving certain

operational objectives including, but not limited to: Precinct shareholder returns, Precinct earnings targets; portfolio objectives of

occupancy and WALT; treasury and capital management; major leasing initiatives; client satisfaction; manager earnings targets, major

development management and staff management objectives.

During the year ended 30 June 2020, the number of employees of the manager (including the CEO, COO, CFO and the Generator

business) who received short term remuneration with a combined total value exceeding $100,000 is set out on the following table. The

amounts in this table do not include the value of shares granted under the LTI scheme.

The ratio of CEO's remuneration compared with the average pay for employees of the manager for the year ending 30 June 2020 is

4.5:1.

Remuneration range# employees

$1,150,001 - $1,200,000

1

$900,001 - $950,000

1

$500,001 - $550,000

2

$400,001 - $450,000

2

$350,001 - $400,000

2

$300,001 - $350,000

1

$250,001 - $300,000

5

$200,001 - $250,000

3

$150,001 - $200,000

6

$100,001 - $150,000

16

Total39

68
Remuneration report.

Remuneration report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Long term incentive scheme

The manager (AHML) operates a long term incentive (LTI) bonus scheme for eligible employees which includes the CEO, COO, CFO

and other senior executives. The objective of the scheme is to drive longer-term performance and alignment of interest between

participants in the scheme, AHML and Precinct. In addition, the Scheme is intended to provide participants with an incentive to remain

in employment with AHML. Participants s are granted shares in Precinct, which are held in trust and vest on the third anniversary of the

grant subject to their continuing employment. The value of the grants made under the LTI scheme are determined at the discretion of

the board of the manager and are generally based on the performance fee earned by the manager.

The value of the LTI bonus on vesting will depend on the share price on vesting aligning the interest of participating AHML employees

with Precinct Shareholders. The board of Precinct considers that the LTI scheme strongly aligns management with the interests of

shareholders through the performance fee mechanism and through the LTI scheme grants being of shares in Precinct.

Allocation $Allocation shares

Scott PritchardCEO30 June 2020650,000TBD

1

30 June 2019650,000354,138

30 June 2018680,000480,566

George CrawfordCOO30 June 2020440,000TBD

1

30 June 2019440,000239,724

30 June 2018430,000303,887

Richard HilderCFO30 June 2020250,000TBD

1

30 June 2019200,000108,966

30 June 2018180,000127,208

1 For 30 June 2020 the value of the LTI allocation has been determined by the AHML board however the shares have not yet been acquired due to restrictions under

Precinct's Securities Trading Policy.

This annual report of Precinct Properties New Zealand Limited is dated 12 August 2020 and is signed on behalf of the board by:

CRAIG STOBO

CHAIRMAN AND INDEPENDENT

DIRECTOR

DON HUSE

CHAIRMAN AUDIT AND RISK

COMMITTEE AND INDEPENDENT

DIRECTOR

69
The Numbers.

PRECINCT PROPERTIES

NEW ZEALAND LIMITED

FINANCIAL STATEMENTS 2020

ANNUAL REPORT 2020

70
Precinct Properties New Zealand Limited

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Annual financial statements

For the year ended 30 June 2020

Signed on behalf of the Board of Precinct Properties New Zealand Limited, who authorised the issue of these financial statements on

12 August 2020.

CRAIG STOBO

CHAIRMAN

DON HUSE

CHAIRMAN AUDIT & RISK COMMITTEE

Contents

Consolidated Statement of Comprehensive Income

71

Consolidated Statement of Changes in Equity72

Consolidated Statement of Financial Position73

Consolidated Statement of Cash Flows74

Notes to the Financial Statements

1. Reporting Entity75

2. Basis of Preparation75

3. Basis of Consolidation75

4. New Standards, Amendments and Interpretations75

5. Changes to Accounting Policies and Disclosure of Significant Accounting Policies75

6. Fair Value Estimation76

7. Significant Accounting Judgements, Estimates and Assumptions76

8. Restatement of 30 June 2019 Amounts - Completion of Accounting for Acquisition of a Subsidiary76

9. Significant Events and Transactions During the Year76

10. Investment and Development Properties78

11. Acquisition of a Subsidiary84

12. Intangible Assets84

13. Gross Operating Revenue85

14. Segment Information86

15. Other Expenses87

16. Taxation87

17. Reconciliation of Net Profit after Tax to Adjusted Funds From Operations (AFFO)89

18. Earnings per Share89

19. Other Current Liabilities89

20. Reconciliation of Net Profit after Taxation with Cash Inflow from Operating Activities90

21. Interest Bearing Liabilities90

22. Lease liabilities92

23. Derivative Financial Instruments93

24. Capital Commitments93

25. Operating Lease Commitments94

26. Contingencies94

27. Related Party Transactions94

28.Capital Management95

29. Financial Risk Management96

30. Events After Balance Date97

Independent auditors report98

71
Consolidated Statement of Comprehensive Income

For the year ended 30 June 2020

ANNUAL REPORT 2020

Amounts in $ millions

Notes

30 June 202030 June 2019

1

Revenue

Gross operating revenue

13151.8

135.7

Less direct operating expenses

(46.0)

(40.4)

Operating income before indirect expenses105.8

95.3

Indirect expenses / (revenue)

Interest expense

5.1

2.5

Interest income

(0.1)

(0.8)

Other expenses

1513.3

15.8

Total indirect expenses / (revenue)18.3

17.5

Operating income before income tax87.5

77.8

Non operating income / (expenses)

Unrealised net gain / (loss) in value of investment and development properties

10(66.3)

161.7

Unrealised net gain / (loss) on financial instruments

23(1.9)

(44.3)

Other revenue

2626.7

2.0

Depreciation - property, plant and equipment

(1.1)

(0.3)

Lease depreciation

(5.0)

-

Lease interest expense

(4.2)

-

Net realised gain / (loss) on sale of investment properties

(2.5)

(1.7)

Net realised gain / (loss) on disposal of investment in joint venture

-

6.6

Total non operating income / (expenses)(54.3)

124.0

Net profit before taxation33.2

201.8

Income tax expense / (benefit)

Current tax expense

165.0

0.1

Depreciation recovered on sale

161.4

10.7

Deferred tax expense / (benefit) - financial instruments

16(4.4)

(5.9)

Deferred tax expense / (benefit) - depreciation

161.0

5.6

Total taxation expense / (benefit)3.0

10.5

Share of profit or (loss) of joint ventures-

(1.1)

Net profit after taxation attributable to equity holders17, 2030.2

190.2

Other comprehensive income / (expense)

Items that will not be reclassified to profit or loss

Credit risk adjustments on financial liabilities designated at fair value through

profit or loss

6.8

0.3

Deferred tax on items transferred directly to / (from) equity

(1.9)

(0.1)

Total other comprehensive income / (expense)4.9

0.2

Total comprehensive income after tax attributable to equity holders35.1

190.4

Earnings per share (cents per share)

Basic and diluted earnings per share

182.30

15.26

Other amounts (cents per share)

Funds from operations (FFO)

176.89

6.83

Adjusted funds from operations (AFFO)

176.29

5.94

1 Restated. Refer Notes 8 and 11 for more detail.

The accompanying notes on pages 75 to 97 form part of these Financial Statements

72
Consolidated Statement of Changes in Equity

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Amounts in $ millions unless otherwise statedCents

per share

Shares (m)Ordinary

shares

Retained

earnings

Total

equity

At 1 July 20181,211.11,046.7644.01,690.7

Profit after income tax for the year190.2190.2

Other comprehensive income for the year0.20.2

Issue of shares

Placement - 22 Feb 2019

87.8130.0130.0

Retail offer - 11 Mar 2019

14.821.921.9

Issue costs incurred

(2.6)(2.6)

Distributions

Q4 final (paid 28 Sep 2018)1.450(17.6)(17.6)

Q1 interim (paid 3 Dec 2018)1.500(18.2)(18.2)

Q2 interim (paid 27 Mar 2019)1.500(19.7)(19.7)

Q3 interim (paid 21 Jun 2019)1.500(19.7)(19.7)

Total distributions paid5.950(75.2)(75.2)

At 30 June 2019

1

1,313.71,196.0759.21,955.2

Profit after income tax for the year

30.230.2

Other comprehensive income for the year

4.94.9

Issue of shares

Issue costs incurred

(0.1)(0.1)

Distributions

Q4 final (paid 27 Sep 2019)

1.500(19.7)(19.7)

Q1 interim (paid 12 Dec 2019)

1.575(20.7)(20.7)

Q2 interim (paid 27 Mar 2020)

1.575(20.7)(20.7)

Q3 interim (paid 12 Jun 2020)

1.575(20.7)(20.7)

Total distributions paid

6.225(81.8)(81.8)

At 30 June 20201,313.71,195.9712.51,908.4

1 Restated. Refer Notes 8 and 11 for more detail.

All shares have been fully paid, carry full voting rights, have no redemption rights, have no par value and are subject to the terms of

the constitution.

The accompanying notes on pages 75 to 97 form part of these Financial Statements

73
Consolidated Statement of Financial Position

As at 30 June 2020

ANNUAL REPORT 2020

Amounts in $ millions

Notes

30 June 202030 June 2019

1

Current assets

Cash

7.8

6.9

Fair value of derivative financial instruments

23-

-

Debtors and other current assets

16.1

17.4

Total current assets23.9

24.3

Non-current assets

Fair value of derivative financial instruments

2395.2

42.1

Other assets

8.8

2.1

Development properties

10190.6

923.2

Investment properties

102,800.1

1,870.5

Property, plant and equipment

9.6

10.0

Right-of-use assets

38.1

-

Intangible assets

1218.9

19.2

Total non-current assets3,161.3

2,867.1

Total assets3,185.2

2,891.4

Current liabilities

Fair value of derivative financial instruments

231.7

1.2

Provision for tax

1.6

5.7

Lease liabilities

223.0

-

Accrued development capital expenditure

55.4

18.1

Other current liabilities

1924.8

50.6

Total current liabilities86.5

75.6

Non-current liabilities

Interest bearing liabilities

211,028.9

758.4

Fair value of derivative financial instruments

2384.5

64.1

Lease liabilities

2240.4

-

Deferred tax liability

1636.5

38.1

Total non-current liabilities1,190.3

860.6

Total liabilities1,276.8

936.2

Total equity1,908.4

1,955.2

Total liabilities and equity3,185.2

2,891.4

1 Restated. Refer Notes 8 and 11 for more detail.


The accompanying notes on pages 75 to 97 form part of these Financial Statements

74
Consolidated Statement of Cash Flows

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Amounts in $ millions

Notes

30 June 202030 June 2019

1

Cash flows from operating activities

Gross rental income per statement of comprehensive income

151.8

135.7

Less: Current year incentives

(1.8)

(1.0)

Add: Amortisation of incentives and intangibles

4.3

4.0

Add: Depreciation of property, plant and equipment

1.1

0.3

Add: Working capital movements

(2.4)

(7.1)

Cash flow from gross rental income153.0

131.9

Interest income

0.1

0.3

Property expenses

(37.3)

(47.1)

Other expenses

(15.3)

(13.3)

Interest expense

(7.2)

(1.2)

Income tax

(10.6)

(6.4)

Net cash inflow / (outflow) from operating activities2082.7

64.2

Cash flows from investing activities

Capital expenditure on investment properties

(47.5)

(29.9)

Capital expenditure on development properties

(206.9)

(202.7)

Capital expenditure on other assets

(6.1)

(1.1)

Acquisition of development properties

(5.4)

-

Investment in and advances to joint ventures

-

(1.0)

Acquisition of a subsidiary

(1.1)

(7.4)

Generator expenditure on property, plant and equipment

(1.5)

(0.3)

Disposal of investment properties

72.7

188.2

Capitalised interest on investment properties

(1.7)

(3.2)

Capitalised interest on development properties

(41.0)

(36.1)

Net cash inflow / (outflow) from investing activities(238.5)

(93.5)

Cash flows from financing activities

Loan facility drawings to fund capital expenditure

260.5

233.7

Loan facility drawings to fund acquisitions

5.4

-

Loan facility repayments from disposal of investment properties

(72.7)

-

Other loan facility drawings / (repayments)

2

48.1

(124.6)

Loan facility cancellations

-

(150.0)

Repayment of leasing liabilities

(2.7)

-

Issue of new shares

3

(0.1)

149.3

Distributions paid to share holders

(81.8)

(75.1)

Net cash inflow / (outflow) from financing activities156.7

33.3

Net increase / (decrease) in cash held0.9

4.0

Cash at the beginning of the year

6.9

2.9

Cash at the end of the year7.8

6.9

1 Restated. Refer Notes 8 and 11 for more detail.

2 Loan facility drawings are net of repayments made throughout year.

3 Issue of new shares are net of issue costs.

The accompanying notes on pages 75 to 97 form part of these Financial Statements

75
Notes to the Financial Statements

For the year ended 30 June 2020

ANNUAL REPORT 2020

1. Reporting Entity

Precinct Properties New Zealand Limited (Precinct) is incorporated in New Zealand and is registered under the New Zealand

Companies Act 1993.

Precinct is an FMC reporting entity for the purposes of the Financial Markets Conduct Act 2013.

These audited financial statements are those of Precinct and its wholly-owned subsidiaries (the Group).

The Group's principal activity is investment in predominantly prime CBD properties in New Zealand. Precinct is managed by AMP Haumi

Management Limited (the manager).

2. Basis of Preparation

The financial statements have been prepared in accordance with NZ GAAP. For the purposes of complying with NZ GAAP the Group is

a for-profit entity. The financial statements comply with New Zealand equivalents to International Financial Reporting Standards (’NZ

IFRS’). The financial statements also comply with International Financial Reporting Standards (‘IFRS’).

The financial statements have been prepared:

• On a historical basis except for financial instruments, investment and development properties which are measured at fair value.

• Using the New Zealand Dollar functional and reporting currency.

• On a GST exclusive basis, except for receivables and payables that are stated inclusive of GST.

All financial information has been presented in millions, unless otherwise stated.

3. Basis of Consolidation

The consolidated financial statements comprise Precinct and its subsidiary companies.

In preparing the consolidated financial statements, all inter-company balances and transactions, income and expenses and profit or

losses resulting from intra-group transactions have been eliminated in full.

4. New Standards, Amendments and Interpretations

From 1 July 2019 Precinct has adopted NZ IFRS 16 - Leases. NZ IFRS 16 requires a lessee to recognise a lease liability reflecting future

lease payments and a 'right-of-use' asset for virtually all lease contracts. Lessor accounting remains largely unchanged.

While the majority of Precinct's investment and development properties are freehold, Precinct is a lessee under an occupational

ground lease in relation to the basement walkway at AON Centre and prepaid ground leases at Wynyard Quarter (10 and 12 Madden

Street and Mason Bros. Building).

Under NZ IFRS 16 Precinct recognises 'right-of-use' assets and lease liabilities for all leases that Generator New Zealand Limited has

entered as a lessee.

NZ IFRS 16 has no impact on the accounting for the ground leases at Wynyard Quarter due to the prepaid nature of these leases.

Precinct has elected to apply the modified retrospective approach in adopting NZ IFRS 16 with the effect of adoption being

recognised at the transition date with no adjustment to the prior period presented. The lease liabilities recognised on 1 July 2019 of

$46.1 million were measured as the present value of the remaining cash flows discounted at the transition date 'incremental borrowing

rate' based on Precinct and Generator's individual weighted average cost of borrowing. The cash flows relating to the non prepaid

ground lease are included in the fair value of the investment properties and therefore a gross up for the lease liability is recognised in

the investment property balance at the amount equal to the lease liability. As at 30 June 2020, the lease liabilities have reduced to

$43.4 million. See Note 22 for more detail.

5. Changes to Accounting Policies and Disclosure of Significant Accounting Policies

No changes to accounting policy have been made during the year and policies have been consistently applied to all years

presented.

Significant accounting policies have been included throughout the notes to the financial statements.

76
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

6. Fair Value Estimation

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

measurements. The fair value hierarchy has the following levels:

• Level 1 - Quoted prices (unadjusted) in active market 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 (by price)

or indirectly (derived from prices).

• Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

7. Significant Accounting Judgements, Estimates and Assumptions

In preparing Precinct’s financial statements, management continually makes judgements, estimates and assumptions based on

experience and other factors, including expectations of future events that may have an impact on Precinct.

All judgements, estimates and assumptions made are believed to be reasonable based on the most current set of circumstances

available to management. Actual results may differ from the judgements, estimates and assumptions made by management.

The significant judgements, estimates and assumptions made in the preparation of these financial statements are in relation to:

i. Investment and development properties - refer note 10

ii. Deferred tax assets and deferred tax liabilities - refer note 16

iii. Impairment test of intangible assets and goodwill - refer note 12

8. Restatement of 30 June 2019 Amounts - Completion of Accounting for Acquisition of a Subsidiary

At 30 June 2019 management had provisionally determined the fair values of assets acquired and liabilities assumed arising on

acquisition of the remaining 50% of the shares and voting interests in Generator New Zealand Limited ("GNZ"). Precinct has completed

its accounting for the acquisition of Generator New Zealand and has finalised the amounts that were previously reported as provisional

in its financial statements for the year ended 30 June 2019. For more detail please see Note 11.

9. Significant Events and Transactions During the Year

Precinct's financial position and performance was affected by the following events and transactions that occurred during the

reporting year:

i. United States private placement

On 16 July 2019 Precinct issued US$110 million of notes in the United States private placement market. To substantially remove the

currency risk, Precinct entered a cross currency swap to fully swap back proceeds to New Zealand dollars. Refer note 21 for further

details.

ii. COVID-19 global pandemic

In response to the COVID-19 global pandemic New Zealand entered Alert Level 4 on 26 March 2020 with a nationwide lockdown. The

alert level moved down the levels to Level 3 on 28 April 2020, Level 2 on 14 May 2020 and Level 1 on 9 June 2020. During Levels 3 and 4

the operation of many of Precinct's clients were restricted to varying degrees. Precinct has provided support to clients that have been

impacted through a range of assistance measures including rent abatements ($1.7 million), rent deferrals ($1.3 million) and lease

restructures.

Independent valuers have carried out the 30 June 2020 property valuations by applying assumptions regarding the reasonably possible

impacts of COVID-19 based on information available as at 30 June 2020. The valuation methodologies and inputs are described in

Note 10. Having regard to the impact on market activity and the unprecedent set of circumstances on which to base a value

judgement, the property valuations as at 30 June 2020 include ‘material valuation uncertainty’ clauses. The valuers have therefore

advised that less certainty should be attached to the property values than would normally be the case. As at 30 June 2020 retail assets

have been impacted more than office assets due to economic conditions and the office portfolio's long WALT and covenant strength.

Due to COVID-19 and the closure of all construction sites the opening date for Commercial Bay (retail and office) was delayed. This

closure and the associated impacts from COVID-19 led to an increase in the total project cost for Commercial Bay.

Following the COVID-19 lockdown Precinct undertook a review of future development projects and advised that the One Queen

Street redevelopment project in Auckland will be deferred. This period of deferral will enable Precinct to more reliably assess the long

term impacts on the tourism market and broader economy to position One Queen Street so as to ensure the eventual redevelopment

maximises returns. Precinct continues to engage positively with the stakeholders in the project regarding the deferral. As at 30 June

2020 Precinct has contractual agreements with Bell Gully and InterContinetal Hotel Group (IHG).

An independent valuer was appointed to assess the value the Generator business at 30 June 2020 in order to assess whether there had

been any impairment to the value of goodwill that arose on the acquisition of Generator. The valuer has considered the impacts of

Covid-19 on Generators operations in the assumptions used in the valuation.

Precinct and it's manager (AHML) did not claim any of the Government wage subsidy. Precinct’s operating subsidiaries (Generator

and Commercial Bay Hospitality) claimed subsidies to the total value of $0.7 million to enable events and hospitality staff to be

retained.

77
ANNUAL REPORT 2020

iii. Sale of Pastoral House

On 30 April 2020 Pastoral House was sold for $76.7 million resulting in a loss on sale of $2.5 million.

iv. Bowen Campus Stage Two development

On 4 June 2020 Precinct committed to the Bowen Campus Stage Two (40 Bowen Street) development.

v. Commercial Bay completion

On 11 June 2020 the Commercial Bay retail centre was officially opened. On 30 June 2020 the PwC Tower was handed over from the

main contractor to Precinct and officially opened on 24 July 2020. The value was transferred from development properties to

investment properties as at 30 June 2020.

78
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

10. Investment and Development Properties

30 June 2020

Amounts in $ millions

ValuerNet lettable area sqmInitial yield %

1

Capitalisation rate %

1

Occupancy %WALT years

2

Valuation

30 June 2019

Capitalised incentivesAdditions / disposals

3

Revaluation gain / (loss)Carrying value

Investment properties

4

Auckland

AMP CentreColliers25,3515.8%5.5%99%4.8205.00.84.8

(5.6)205.0

ANZ Centre (50%)Colliers33,5744.9%5.3%100%6.3187.5(0.6)0.4

(9.5)177.8

HSBC House

5

CBREN/AN/AN/AN/AN/A106.0-(106.0)

--

188 Quay Street

6

JLL31,3714.7%4.9%98%5.7400.0(0.2)11.6

(2.4)409.0

Jarden House

7

JLL13,7724.8%5.3%100%4.1114.3(0.4)0.4

9.7124.0

Mason Bros.

8

CBRE4,6695.5%5.1%100%4.945.5(0.2)-

1.346.6

12 Madden Street

8

CBRE7,9855.4%5.3%100%8.882.3-0.3

3.486.0

Commercial Bay Retail

9

JLL16,5605.0%5.3%100%6.8--496.4

(71.4)425.0

PwC Tower (Commercial Bay)

10

JLL39,3284.3%4.6%97%11.5--589.2

(9.2)580.0

Wellington

NTT Tower

11

Colliers16,6636.0%6.4%91%3.3122.5(0.3)2.8

(1.0)124.0

Mayfair HouseBayleys12,4157.2%6.1%100%15.447.3(0.2)8.5

4.660.2

No.1 and 3 The TerraceBayleys18,7255.4%5.9%98%9.986.50.59.2

11.3107.5

No.3 The Terrace

12

BayleysN/AN/AN/AN/AN/A12.7--

1.314.0

Pastoral House

13

N/AN/AN/AN/AN/AN/A59.8-(59.8)

-(0.0)

Aon CentreColliers26,3056.7%6.6%100%4.3161.5(0.1)4.0

14

7.5172.9

Bowen CampusCBRE39,9725.3%5.6%99%15.5239.60.410.7

17.4268.1

Market value (fair value) of investment properties

5.1%5.3%98%7.61,870.5(0.3)972.5

(42.6)2,800.1

Development properties

4

Commercial Bay

15

N/AN/AN/AN/AN/AN/A890.0-(890.0)

--

Bowen Campus Stage TwoCBREN/AN/AN/AN/AN/A15.50.110.1

2.928.6

10 Madden Street

8

ColliersN/AN/A5.6%N/AN/A17.7-32.6

2.853.1

HSBC House

16

CBREN/AN/A5.1%N/AN/A--130.4

(28.4)102.0

30 Waring Taylor Street

17

ColliersN/AN/AN/AN/AN/A--7.8

(0.9)6.9

Market value (fair value) of development properties

923.20.1(709.1)

(23.6)190.6

1 Total weighted average by market value. Initial yields adjusted for rental voids/downtime to new lease commencement (if applicable). Capitalisation rate reflects

new long term lease commitments to those assets subject to the Government RFP.

2 Total weighted average lease term is weighted by income.

3 Additions arise from subsequent expenditure recognised in the carrying amount. Disposals relate to completed sales, unconditional contracts for sale at year-end and

transfers to other categories of property.

4 All properties are categorised as level 3 in the fair value hierarchy. All properties are CBD office properties with the exception of Bowen Campus Stage Two, 10

Madden Street, HSBC House and 30 Waring Taylor Street which are development properties.

5 The value of HSBC House has been transferred from investment properties to development properties on the basis that the property is now positioned for

redevelopment. The redevelopment project is referred to as One Queen Street.

6 This property was previously known as PwC Tower.

7 This property was previously known as Zurich House.

8 Mason Bros., 12 Madden Street and 10 Madden Street are all subject to a pre-paid ground lease for 125 years.

9 Subsequent to Commercial Bay retail centre opening (11 June 2020) the value was transferred from development properties to investment properties.

10 Subsequent to handover of the PwC Tower from the main contractor to Precinct on 30 June 2020 the value was transferred from development properties to

investment properties.

11 This property was previously known as Dimension Data House.

12 No. 3 The Terrace relates to the freehold title in respect to Precinct's leasehold interest.

13 On 30 April 2020 Pastoral House was sold for $76.7 million resulting in a loss on sale of $2.5 million.

14 Includes a gross up for the lease liability (June 2020: $2.9 million).

15 On completion of the project the value was transferred from development properties to investment properties.

16 The value of HSBC House has been transferred from investment properties to development properties on the basis that the property is now positioned for

redevelopment.

17 On 30 August 2019 Precinct acquired 30 Waring Taylor Street for $5.2 million and will undertake a full redevelopment of the building.

Accounting policies

Investment properties

Initially, investment properties are measured at cost including transaction costs. Subsequent to initial recognition investment

properties are stated at fair value. Gains or losses arising from changes in the fair values of investment properties are included in

profit or loss in the year in which they arise.

Development properties

Investment properties that are being constructed or developed for future use are classified as development properties. All costs

directly associated with the purchase and construction of a property and all subsequent capital expenditure is capitalised.

Subsequent to initial recognition development properties are stated at fair value. Gains or losses arising from changes in the fair

value of development properties are included in profit or loss in the year in which they arise.

Valuation of investment and development properties

External, independent valuers, having appropriate recognised professional qualifications and recent experience in the location and

category of the property being valued, value Precinct’s investment property portfolio at least every 12 months. The fair values are

based on market values, being the estimated amount for which a property could be exchanged on the date of the valuation

between a willing buyer and a willing seller in an arm’s length transaction after proper marketing wherein the parties had each

acted knowledgeably, prudently and without compulsion.

79
ANNUAL REPORT 2020

Amounts in $ millions

ValuerNet lettable area sqmInitial yield %

1

Capitalisation rate %

1

Occupancy %WALT years

2

Valuation

30 June 2019

Capitalised incentivesAdditions / disposals

3

Revaluation gain / (loss)Carrying value

Investment properties

4

Auckland

AMP CentreColliers25,3515.8%5.5%99%4.8205.00.84.8

(5.6)205.0

ANZ Centre (50%)Colliers33,5744.9%5.3%100%6.3187.5(0.6)0.4

(9.5)177.8

HSBC House

5

CBREN/AN/AN/AN/AN/A106.0-(106.0)

--

188 Quay Street

6

JLL31,3714.7%4.9%98%5.7400.0(0.2)11.6

(2.4)409.0

Jarden House

7

JLL13,7724.8%5.3%100%4.1114.3(0.4)0.4

9.7124.0

Mason Bros.

8

CBRE4,6695.5%5.1%100%4.945.5(0.2)-

1.346.6

12 Madden Street

8

CBRE7,9855.4%5.3%100%8.882.3-0.3

3.486.0

Commercial Bay Retail

9

JLL16,5605.0%5.3%100%6.8--496.4

(71.4)425.0

PwC Tower (Commercial Bay)

10

JLL39,3284.3%4.6%97%11.5--589.2

(9.2)580.0

Wellington

NTT Tower

11

Colliers16,6636.0%6.4%91%3.3122.5(0.3)2.8

(1.0)124.0

Mayfair HouseBayleys12,4157.2%6.1%100%15.447.3(0.2)8.5

4.660.2

No.1 and 3 The TerraceBayleys18,7255.4%5.9%98%9.986.50.59.2

11.3107.5

No.3 The Terrace

12

BayleysN/AN/AN/AN/AN/A12.7--

1.314.0

Pastoral House

13

N/AN/AN/AN/AN/AN/A59.8-(59.8)

-(0.0)

Aon CentreColliers26,3056.7%6.6%100%4.3161.5(0.1)4.0

14

7.5172.9

Bowen CampusCBRE39,9725.3%5.6%99%15.5239.60.410.7

17.4268.1

Market value (fair value) of investment properties

5.1%5.3%98%7.61,870.5(0.3)972.5

(42.6)2,800.1

Development properties

4

Commercial Bay

15

N/AN/AN/AN/AN/AN/A890.0-(890.0)

--

Bowen Campus Stage TwoCBREN/AN/AN/AN/AN/A15.50.110.1

2.928.6

10 Madden Street

8

ColliersN/AN/A5.6%N/AN/A17.7-32.6

2.853.1

HSBC House

16

CBREN/AN/A5.1%N/AN/A--130.4

(28.4)102.0

30 Waring Taylor Street

17

ColliersN/AN/AN/AN/AN/A--7.8

(0.9)6.9

Market value (fair value) of development properties

923.20.1(709.1)

(23.6)190.6

1 Total weighted average by market value. Initial yields adjusted for rental voids/downtime to new lease commencement (if applicable). Capitalisation rate reflects

new long term lease commitments to those assets subject to the Government RFP.

2 Total weighted average lease term is weighted by income.

3 Additions arise from subsequent expenditure recognised in the carrying amount. Disposals relate to completed sales, unconditional contracts for sale at year-end and

transfers to other categories of property.

4 All properties are categorised as level 3 in the fair value hierarchy. All properties are CBD office properties with the exception of Bowen Campus Stage Two, 10

Madden Street, HSBC House and 30 Waring Taylor Street which are development properties.

5 The value of HSBC House has been transferred from investment properties to development properties on the basis that the property is now positioned for

redevelopment. The redevelopment project is referred to as One Queen Street.

6 This property was previously known as PwC Tower.

7 This property was previously known as Zurich House.

8 Mason Bros., 12 Madden Street and 10 Madden Street are all subject to a pre-paid ground lease for 125 years.

9 Subsequent to Commercial Bay retail centre opening (11 June 2020) the value was transferred from development properties to investment properties.

10 Subsequent to handover of the PwC Tower from the main contractor to Precinct on 30 June 2020 the value was transferred from development properties to

investment properties.

11 This property was previously known as Dimension Data House.

12 No. 3 The Terrace relates to the freehold title in respect to Precinct's leasehold interest.

13 On 30 April 2020 Pastoral House was sold for $76.7 million resulting in a loss on sale of $2.5 million.

14 Includes a gross up for the lease liability (June 2020: $2.9 million).

15 On completion of the project the value was transferred from development properties to investment properties.

16 The value of HSBC House has been transferred from investment properties to development properties on the basis that the property is now positioned for

redevelopment.

17 On 30 August 2019 Precinct acquired 30 Waring Taylor Street for $5.2 million and will undertake a full redevelopment of the building.

Accounting policies

Investment properties

Initially, investment properties are measured at cost including transaction costs. Subsequent to initial recognition investment

properties are stated at fair value. Gains or losses arising from changes in the fair values of investment properties are included in

profit or loss in the year in which they arise.

Development properties

Investment properties that are being constructed or developed for future use are classified as development properties. All costs

directly associated with the purchase and construction of a property and all subsequent capital expenditure is capitalised.

Subsequent to initial recognition development properties are stated at fair value. Gains or losses arising from changes in the fair

value of development properties are included in profit or loss in the year in which they arise.

Valuation of investment and development properties

External, independent valuers, having appropriate recognised professional qualifications and recent experience in the location and

category of the property being valued, value Precinct’s investment property portfolio at least every 12 months. The fair values are

based on market values, being the estimated amount for which a property could be exchanged on the date of the valuation

between a willing buyer and a willing seller in an arm’s length transaction after proper marketing wherein the parties had each

acted knowledgeably, prudently and without compulsion.

80
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

30 June 2019

Amounts in $ millions

ValuerNet lettable area sqmInitial yield %

1

Capitalisation rate %

1

Occupancy %WALT years

2

Valuation

30 June 2018

Capitalised incentivesAdditions / disposals

3

Revaluation gain / (loss)Carrying value

Investment properties

4

Auckland

AMP CentreColliers25,2305.8%5.5%100%5.4179.00.64.421.0205.0

ANZ Centre (50%)Colliers33,5745.2%5.1%100%6.9181.0(1.9)2.16.3187.5

HSBC HouseJLL18,1994.6%5.8%80%1.291.0(0.4)14.31.1106.0

PwC TowerJLL31,3764.8%5.0%97%5.8376.0(1.1)0.824.3400.0

Zurich HouseJLL13,6925.1%5.4%100%3.8106.0(0.3)0.58.1114.3

Mason Bros.

5

CBRE4,9105.6%5.3%100%5.942.1(0.2)-3.645.5

12 Madden Street

5

CBRE7,9855.4%5.4%100%9.776.70.10.15.482.3

Wellington

Dimension Data HouseColliers16,6706.4%6.6%100%3.6118.3-2.02.2122.5

Mayfair HouseBayleys12,3327.0%6.5%100%16.144.40.10.82.047.3

No.1 and 3 The TerraceBayleys18,5252.5%6.3%100%13.167.00.717.11.786.5

No.3 The Terrace

6

BayleysN/AN/AN/AN/A39.211.6--1.112.7

Pastoral HouseColliers15,8730.8%6.4%100%14.345.0-10.44.459.8

AON Centre

7

Colliers27,2386.9%6.9%98%4.3149.50.87.63.6161.5

Bowen Campus

8

CBRE37,2176.0%5.9%98%16.6--215.024.6239.6

Market value (fair value) of investment properties

5.2%5.7%98%7.61,487.6(1.6)275.1109.41,870.5

Investment properties held for sale

4

ANZ Centre (50%)

9

N/AN/AN/AN/AN/AN/A181.0-(181.0)--

10 Brandon Street

10

N/AN/AN/AN/AN/AN/A10.2-(10.2)--

Market value (fair value) of investment properties held for sale

191.2-(191.2)--

Development properties

4

Commercial BayJLLN/AN/A4.9%N/AN/A648.00.3188.553.2890.0

Bowen Campus Stage One

8

CBREN/AN/AN/AN/AN/A178.6-(178.6)--

Bowen Campus Stage TwoCBREN/AN/AN/AN/AN/A11.5-6.0(2.0)15.5

10 Madden Street

5

N/AN/AN/A5.6%N/AN/A--16.61.117.7

Market value (fair value) of development properties

838.10.332.552.3923.2

1 Total weighted average by market value. Capitalisation rate reflects new long term lease commitments to those assets subject to the Government RFP.

2 Total weighted average lease term is weighted by income.

3 Additions arise from subsequent expenditure recognised in the carrying amount. Disposals relate to completed sales, unconditional contracts for sale at year-end and

transfers to other categories of property.

4 All properties are categorised as level 3 in the fair value hierarchy. All properties are CBD office properties with the exception of Commercial Bay and Bowen Campus

which are under development.

5 Mason Bros., 12 Madden Street and 10 Madden Street are all subject to a pre-paid ground lease for 125 years.

6 No.3 The Terrace relates to the freehold title in respect to Precinct’s leasehold interest.

7 This property was previously known as State Insurance Tower.

8 Subsequent to practical completion of the Charles Fergusson Building (19 December 2018) and Bowen State Building (1 April 2019) the value was transferred from

development properties to investment properties.

9 On 31 October 2018 a 50% interest in the ANZ Centre was sold for $181.0 million resulting in a loss on sale of $1.5 million.

10 On 20 August 2018 10 Brandon Street was sold for $10.2 million resulting in a loss on sale of $0.4 million.

Accounting policies (continued)

Investment property held for sale

Investment property is transferred to investment property held for sale when it is expected that the carrying amount will be

recovered principally through sale rather than from continuing use. The property is held at the realisable value.

Derecognition of investment properties

Investment properties are derecognised when they have been either sold or when the investment property is permanently

withdrawn from use and no future benefit is expected from its disposal. Any gains or losses on the derecognition of an investment

property are recognised in profit or loss in the year of derecognition.

81
ANNUAL REPORT 2020

Amounts in $ millions

ValuerNet lettable area sqmInitial yield %

1

Capitalisation rate %

1

Occupancy %WALT years

2

Valuation

30 June 2018

Capitalised incentivesAdditions / disposals

3

Revaluation gain / (loss)Carrying value

Investment properties

4

Auckland

AMP CentreColliers25,2305.8%5.5%100%5.4179.00.64.421.0205.0

ANZ Centre (50%)Colliers33,5745.2%5.1%100%6.9181.0(1.9)2.16.3187.5

HSBC HouseJLL18,1994.6%5.8%80%1.291.0(0.4)14.31.1106.0

PwC TowerJLL31,3764.8%5.0%97%5.8376.0(1.1)0.824.3400.0

Zurich HouseJLL13,6925.1%5.4%100%3.8106.0(0.3)0.58.1114.3

Mason Bros.

5

CBRE4,9105.6%5.3%100%5.942.1(0.2)-3.645.5

12 Madden Street

5

CBRE7,9855.4%5.4%100%9.776.70.10.15.482.3

Wellington

Dimension Data HouseColliers16,6706.4%6.6%100%3.6118.3-2.02.2122.5

Mayfair HouseBayleys12,3327.0%6.5%100%16.144.40.10.82.047.3

No.1 and 3 The TerraceBayleys18,5252.5%6.3%100%13.167.00.717.11.786.5

No.3 The Terrace

6

BayleysN/AN/AN/AN/A39.211.6--1.112.7

Pastoral HouseColliers15,8730.8%6.4%100%14.345.0-10.44.459.8

AON Centre

7

Colliers27,2386.9%6.9%98%4.3149.50.87.63.6161.5

Bowen Campus

8

CBRE37,2176.0%5.9%98%16.6--215.024.6239.6

Market value (fair value) of investment properties

5.2%5.7%98%7.61,487.6(1.6)275.1109.41,870.5

Investment properties held for sale

4

ANZ Centre (50%)

9

N/AN/AN/AN/AN/AN/A181.0-(181.0)--

10 Brandon Street

10

N/AN/AN/AN/AN/AN/A10.2-(10.2)--

Market value (fair value) of investment properties held for sale

191.2-(191.2)--

Development properties

4

Commercial BayJLLN/AN/A4.9%N/AN/A648.00.3188.553.2890.0

Bowen Campus Stage One

8

CBREN/AN/AN/AN/AN/A178.6-(178.6)--

Bowen Campus Stage TwoCBREN/AN/AN/AN/AN/A11.5-6.0(2.0)15.5

10 Madden Street

5

N/AN/AN/A5.6%N/AN/A--16.61.117.7

Market value (fair value) of development properties

838.10.332.552.3923.2

1 Total weighted average by market value. Capitalisation rate reflects new long term lease commitments to those assets subject to the Government RFP.

2 Total weighted average lease term is weighted by income.

3 Additions arise from subsequent expenditure recognised in the carrying amount. Disposals relate to completed sales, unconditional contracts for sale at year-end and

transfers to other categories of property.

4 All properties are categorised as level 3 in the fair value hierarchy. All properties are CBD office properties with the exception of Commercial Bay and Bowen Campus

which are under development.

5 Mason Bros., 12 Madden Street and 10 Madden Street are all subject to a pre-paid ground lease for 125 years.

6 No.3 The Terrace relates to the freehold title in respect to Precinct’s leasehold interest.

7 This property was previously known as State Insurance Tower.

8 Subsequent to practical completion of the Charles Fergusson Building (19 December 2018) and Bowen State Building (1 April 2019) the value was transferred from

development properties to investment properties.

9 On 31 October 2018 a 50% interest in the ANZ Centre was sold for $181.0 million resulting in a loss on sale of $1.5 million.

10 On 20 August 2018 10 Brandon Street was sold for $10.2 million resulting in a loss on sale of $0.4 million.

Accounting policies (continued)

Investment property held for sale

Investment property is transferred to investment property held for sale when it is expected that the carrying amount will be

recovered principally through sale rather than from continuing use. The property is held at the realisable value.

Derecognition of investment properties

Investment properties are derecognised when they have been either sold or when the investment property is permanently

withdrawn from use and no future benefit is expected from its disposal. Any gains or losses on the derecognition of an investment

property are recognised in profit or loss in the year of derecognition.

82
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Fair value measurement, valuation techniques and inputs

Precinct’s properties were valued as at 30 June 2020 by independent registered valuers Colliers International, Bayleys, JLL and CBRE.

Due to COVID-19, as at 30 June 2020, the valuers included 'material uncertainty' clauses within the valuations. See note 9(ii) for more

information.

During the year there were no transfers of investment or development properties between levels of the fair value hierarchy. The

valuation techniques used in measuring the fair value of investment property, as well as the significant unobservable inputs used are as

follows:

Class of property

Valuation techniques usedInputs used to measure fair value

CBD office and retailIncome capitalisation approach, discounted

cash flow analysis and residual approach

- Office gross market rent per sqm

- Retail gross market rent per sqm

- Core capitalisation rate

- Discount rate

- Terminal capitalisation rate

- Rental growth rate per annum

- Profit and risk allowance

Significant inputs used together with the impact on fair value of a change in inputs:

Range of significant unobservable inputs:Fair value measurement sensitivity:

Inputs used to measure fair value30 June 202030 June 2019to increase in inputto decrease in input

Office gross market rent per sqm

$423 - $1,033

$370 - $753IncreaseDecrease

Retail gross market rent per sqm

$280 - $4,850

$280 - $1,853IncreaseDecrease

Core capitalisation rate

4.6% - 6.6%

4.8% - 6.9%DecreaseIncrease

Discount rate

6.5% - 8.5%

6.8% - 8.5%DecreaseIncrease

Terminal capitalisation rate

4.8% - 7.0%

5.1% - 7.4%DecreaseIncrease

Rental growth rate per annum

1.9% - 3.4%

2.1% - 3.0%IncreaseDecrease

Profit and risk allowance

13% - 15%

5% - 10%DecreaseIncrease

Valuations reflect, where appropriate:

• The type of tenants actually in occupation or responsible for meeting lease commitments or likely to be in occupation after letting

vacant accommodation, and the market’s general perception of their creditworthiness;

• The allocation of maintenance and insurance responsibilities between Precinct and the lessee; and

• The remaining economic life of the property. When rent reviews or lease renewals are pending with anticipated reversionary

increases or decreases, it is assumed that all notices and where appropriate counter-notices have been served validly and within

the appropriate time.

83
ANNUAL REPORT 2020

Valuation methodologies

Income capitalisation approachDetermines fair value by capitalising the net income at a

capitalisation rate reflecting the nature, location and tenancy

profile of the asset. Subsequent near term capital adjustments

are then made which typically include letting-up allowances for

vacancy and pending expiries, capital expenditure allowances

and under/over renting reversions.

Discounted cash flow analysisA financial modelling methodology assessing the long-term return

that is likely to be derived from an asset. Explicit assumptions are

required for rental income growth, leasing up metrics on expiries

along with terminal value at the end of the cash flow period,

typically a 10 year horizon. A market-derived discount rate is then

applied to the assessed cash flows and discounted to a present

value to determine fair value.

Sales comparison approachFair value is determined by applying positive and negative

adjustments to recently transacted assets of a similar nature.

Residual approachA methodology normally used for property which is undergoing,

or is expected to undergo, redevelopment. Fair value is

determined by firstly calculating a gross realisation which

forecasts what a property is worth on completion and deducts all

costs associated with the development of the property. These

costs typically include letting and sale costs, a market required

profit and risk margin, construction costs and finance costs.

Unobservable inputs within the income capitalisation approach

Gross market rentThe estimated rental amount which a tenancy within a property

is expected to achieve under a new arm’s length transaction

including a share of the property operating expenses.

Core capitalisation rateThe income return produced by an investment expressed as a

percentage of the capital value. The capitalisation rate which is

applied to a property’s net market income is determined through

analysis of comparable sales transactions.

Unobservable inputs within the discounted cash flow analysis

Discount rateThe rate of return used to convert a property’s future cash flows

to present value. The discount rate is determined through analysis

of comparable sales.

Terminal capitalisation rateThe rate used to convert income into an indication of the

anticipated value of the property at the end of the cash flow

period.

Rental growth rateThe growth rate applied to the market rental over the cash flow

period.

Additional unobservable inputs within the residual approach

Profit and risk allowanceThe market level of return for a typical developer to receive on

their outlay in order to undertake the respective development

having regard to the relative risks (e.g. leasing progress, fixed

price contract, programme/staging) of the project at that point

in time.

Forecast development costsAll costs associated with the development of the property. These

costs typically include letting and sale costs, a market required

profit and risk margin, construction costs and finance costs.

84
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

11. Acquisition of a Subsidiary

At 30 June 2019 management had provisionally determined the fair values of assets acquired and liabilities assumed on the acquisition

of the remaining 50% of shares and voting right in Generator New Zealand ("GNZ"). During FY20 Precinct has finalised the fair values of

the net identifiable assets acquired and has restated its 30 June 2019 financial statements. This has resulted in a decrease of Goodwill

of $1.9 million from the acquisition. The table below summarises the impact on the financial statement line items at acquisition date.

a) Generator acquistion accounting

Identifiable assets acquired and liabilities assumed

The following table summarises the recognised amounts of assets acquired and liabilities assumed at the date of acquisition:

Amounts in $ millionsFinalisedProvisional

Deferred tax assets

2.52.3

Total assets14.914.6

Unearned income

3.22.7

Lease incentive liability

-2.2

Total liabilities16.618.2

Total identifiable net assets acquired(1.7)(3.6)

Goodwill16.518.4

b) Restatement of financial statements

The adjustment of provisional values resulted in the restatement of the consolidated statement of comprehensive income for the year

ended 30 June 2019. The restatement resulted in changes to various line items in the comparative financial statements with an overall

increase of $0.4 million in operating income before income tax and $0.3 million in net profit after tax attributable to equity holders.

Precinct believes that the impact on other line items is not significant.

12. Intangible Assets

Amounts in $ millionsCustomer

relationshipsBrandsGoodwillTotal

Cost

Balance at 1 July 2019

1

2.00.816.5

19.3

Acquisition through business combination---

-

Balance at 30 June 20202.00.816.5

19.3

Accumulated amortisation

Balance at 1 July 20190.1--

0.1

Amortisation0.3--

0.3

Impairment loss---

-

Balance at 30 June 20200.4--

0.4

Carrying amounts at 30 June 2020

1.60.816.5

18.9

1 Restated. Refer Notes 8 and 11 for more detail.

The amortisation of customer relationships is included in other expenses.

85
ANNUAL REPORT 2020

Accounting policies

Recognition and measurement

Customer relationships and brands acquired in a business combination that qualify for separate recognition are recognised as

intangible assets at their fair value. Goodwill arising on the acquisition of subsidiaries is measured at cost less accumulated

impairment losses.

Impairment testing

External, independent valuers, having appropriate recognised professional qualifications and experience, value the Generator

business at least every 12 months. This independent valuation is used to assess whether there has been any impairment to the value

of goodwill recognised in Precinct's accounts.

Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which

it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognised in profit or loss as it

is incurred.

Amortisation

Amortisation is calculated to write off the cost of intangible assets less their estimated residual values using the straight-line method

over their estimated useful lives, and is generally recognised in profit or loss.

The estimated useful lives for current and comparative periods are as follows:

Intangible assets

Useful life

Customer relationships7 years

BrandsIndefinite

GoodwillIndefinite

Amortisation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.

13. Gross Operating Revenue

Amounts in $ millions30 June 202030 June 2019

1

Gross property income from rentals

114.9

108.0

Gross property income from expense recoveries

23.7

26.1

Straight line rental adjustments

0.5

0.3

Amortisation of capitalised lease incentives

(5.1)

(4.3)

Generator operating revenue

17.8

5.6

Total gross operating revenue151.8

135.7

1 Restated. Refer Notes 8 and 11 for more detail.

Accounting policies

Recognition of revenue from investment properties

Rental income from investment property leased to clients under operating leases is recognised in the statement of consolidated

income on a straight-line basis over the term of the lease to the extent that future rental increases are known with certainty. Fixed

rental adjustments are accounted for to achieve straight line revenue recognition.

Precinct capitalises lease incentives provided to clients to the respective investment or development property in the statement of

financial position and amortises them on a straight-line basis over the term certain life of the lease.

The share of property operating expenses which are recoverable from clients is recognised as gross property income from expense

recoveries. This is associated with the provision of services relating to the operations of Precinct’s buildings (eg, cleaning, repairs and

maintenance, utilities). Precinct have assessed the performance obligations associated with these as being satisfied each month as

the services are undertaken within each building. Revenue from our clients for the recovery of operating expenses is billed monthly

and recognised in the financial statements in the same manner reflecting that recovery revenue from clients is received at the

same time that the performance obligation is satisfied.

86
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

14. Segment Information

a) Basis for segmentation

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 of Directors.

The Group has the following reportable segments that are managed separately because of different operating strategies. The

following describes the operation of each of the reportable segments.

Reportable segmentOperations

Investment propertiesInvestment in predominately prime CBD properties

Flexible spaceOperation of co-working and shared space

b) Information about reportable segments

Information related to each reportable segment is set out below. Segment profit/(loss) before tax is used to measure performance

because management believes that this information is the most relevant in evaluating the results of the respective segments relative to

other entities that operate in the same industries.

There are varying levels of integration between the investment properties and co-working segments. This integration includes occupied

space, future leasing and events. Inter segment pricing is determined on an arm's length basis.

Amounts in $ millions30 June 202030 June 2019

1

Investment

propertiesFlexible spaceTotal

Investment

propertiesFlexible spaceTotal

Revenue

Gross operating revenue

134.017.8151.8

130.15.6

135.7

Intersegment revenue

(0.8)0.8-

(0.3)0.3

-

Less direct operating

expenses

(36.0)(10.0)(46.0)

(34.5)(5.9)

(40.4)

Operating income before

indirect expenses97.28.6105.8

95.3-

95.3

1 Restated. Refer Notes 8 and 11 for more detail.

c) Reconciliations of information on reportable segments to NZ IFRS measurements

Amounts in $ millions30 June 202030 June 2019

1

Segment operating income before indirect expenses105.895.3

Interest expense

(5.1)(2.5)

Interest income

0.10.8

Other expenses

(13.3)(15.8)

Unrealised net gain / (loss) in value of investment and development properties

(66.3)161.7

Unrealised net gain / (loss) on financial instruments

(1.9)(44.3)

Other revenue

26.72.0

Depreciation - property, plant and equipment

(1.1)(0.3)

Lease depreciation

(5.0)-

Lease interest expense

(4.2)-

Net realised gain / (loss) on sale of investment properties

(2.5)(1.7)

Net realised gain / (loss) on disposal of investment in joint venture

-6.6

Net profit before taxation33.2201.8

1 Restated. Refer Notes 8 and 11 for more detail.

87
ANNUAL REPORT 2020

15. Other Expenses

Amounts in $ millions30 June 202030 June 2019

Other expenses

Audit fees

1

0.2

0.2

Directors' fees and expenses

0.8

0.7

Manager's base fees

9.9

8.6

Manager's performance fees

-

4.4

Amortisation of intangible assets

0.3

0.1

Other

2

2.1

1.8

Total other expenses13.3

15.8

1 Fees paid or payable to the Group's auditor comprise $202,000 for audit and review of financial statements (2019: $175,000) and $42,000 for other assurance services

(2019: $44,400). Other assurance services include agreed upon procedures in respect of review of performance fee calculation ($20,000) and operating expense

statement review ($22,000).

2 Other includes valuation fees, NZX listing fees, share registry costs, annual and interim report publication and property investigations and feasibility costs.

16. Taxation

Amounts in $ millions30 June 202030 June 2019

1

Net profit before taxation33.2

201.8

At the statutory income tax rate of 28.0%9.3

56.5

Unrealised (gain) on value of investment and development properties

18.6

(45.3)

Realised (gain) on disposal of investment in joint venture

0.0

(1.9)

Unrealised (gain) / loss on financial instruments

1.9

12.4

Disposal of depreciable assets

(0.5)

(1.5)

Capitalised interest

(12.0)

(11.0)

Prior period adjustments

(2.9)

0.0

Other adjustments

(2.6)

(3.3)

Depreciation

(6.1)

(4.7)

Deductible capital expenditure

(0.7)

(1.1)

Current tax expense / (benefit)5.0

0.1

Depreciation recovered on sale of depreciable assets

1.4

10.7

Fair value of financial instruments

(4.4)

(5.9)

Depreciation - current year

1.0

5.6

Total deferred tax expense / (benefit)(3.4)

(0.3)

Total taxation expense3.0

10.5

Effective tax rate9%

5%

1 Restated. Refer Notes 8 and 11 for more detail.

Precinct holds its properties on capital account for income tax purposes.

The group has tax losses of $10.2 million available to carry forward as at 30 June 2020 (2019: $9.2 million)

The re-introduction of depreciation on structure for commercial buildings will provide additional tax deductions from 1 July 2020. As at

30 June 2020 the value of undepreciated structure was $817 million.

88
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Amounts in $ millions30 June 202030 June 2019

1

Deferred tax asset - Generator

(2.8)

(2.8)

Deferred tax asset - fair value of financial instruments

(16.8)

(14.3)

Deferred tax liability - intangible assets on acquisition

0.7

0.8

Deferred tax liability - depreciation

55.4

54.4

Net deferred tax liability36.5

38.1

1 Restated. Refer Notes 8 and 11 for more detail.

Deferred tax assets

Precinct has recognised deferred tax assets relating to the fair value of financial instruments and accumulated losses of Generator.

Deferred tax liabilities

Precinct has recognised deferred tax liabilities relating to the depreciation claw-back which would arise on the sale of investment

properties at carrying value.

In estimating this deferred tax liability, Precinct has relied on independent valuers' assessments of the market value of the land and

improvements. For 30 June 2020, Precinct have then relied on insurance replacement cost reports to split the value of improvements

(being the building structure and the fixtures and fittings), identified in the independent valuer's assessments.

Imputation credit account

Imputation credits available for use as at 30 June 2020 are $1,633,369 (2019: $285,570).

Accounting policy

Taxation

Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to the extent that

it relates to items recognised directly in equity, in which case it is recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at

the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised using the balance sheet method, providing for temporary differences between the carrying amounts of

assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which

temporary differences can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that

it is no longer probable that the related tax benefit will be realised.

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

investment property will be recovered through sale.

89
ANNUAL REPORT 2020

17. Reconciliation of Net Profit after Tax to Adjusted Funds From Operations (AFFO)

AFFO is a non-GAAP financial measure that shows the organisation's underlying and recurring earnings from its operations and is

considered industry best practice for a REIT. This is determined by adjusting statutory net profit (under IFRS) for certain non-cash and

other items. AFFO has been determined based on guidelines established by the Property Council of Australia and is intended as a

supplementary measure of operating performance.

Amounts in $ millions30 June 202030 June 2019

1

Net profit after taxation

30.2

190.2

Unrealised net (gain) / loss in value of investment and development properties

66.3

(161.7)

Unrealised net (gain) / loss on financial instruments

1.9

44.3

Net realised loss / (gain) on sale of investment properties

2.5

1.7

Net realised loss / (gain) on disposal of investment in joint venture

-

(6.6)

Depreciation - property, plant and equipment

1.1

0.3

Depreciation recovered on sale

1.4

10.7

Deferred tax (benefit) / expense

(3.4)

(0.3)

IFRS 16 lease adjustments

2.3

0.0

Generator (profit) / loss

-

1.1

Liquidated damages (net of tax impact)

(19.2)

(1.4)

Amortisations

7.9

7.1

Straightline rents

(0.5)

(0.3)

Funds from operations (FFO)90.5

85.1

Maintenance capex

(5.0)

(7.2)

Incentives and leasing costs

(2.8)

(3.9)

Adjusted funds from operations (AFFO)82.7

74.0

Weighted average number of shares for net operating income per share (millions)

1,313.8

1,246.7

Adjusted funds from operations per share (cents)6.29

5.94

1 Restated. Refer Notes 8 and 11 for more detail.

This additional performance measure is provided to assist shareholders in assessing their returns for the year.

18. Earnings per Share

Amounts in $ millions30 June 202030 June 2019

1

Net profit after tax for basic and diluted earnings per share ($millions)

30.2

190.2

Weighted average number of shares for basic and diluted earnings per share (millions)

1,313.8

1,246.7

Basic and diluted earnings per share (cents)2.30

15.26

1 Restated. Refer Notes 8 and 11 for more detail.

There have been no new shares issued subsequent to balance date that would affect the above calculations.

19. Other Current Liabilities

Amounts in $ millions30 June 202030 June 2019

Trade creditors

6.9

6.5

Liquidated damages

-

34.4

Generator deferred consideration obligation

-

1.0

Accrued expenses

17.9

8.7

Total other current liabilities24.8

50.6

90
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

20. Reconciliation of Net Profit after Taxation with Cash Inflow from Operating Activities

Amounts in $ millions30 June 202030 June 2019

1

Net profit after taxation30.2

190.2

Add / (less) non-cash items and non operating items

Unrealised net (gain) / loss in value of investment and development properties

66.3

(161.7)

Unrealised net (gain) / loss on financial instruments

1.9

44.3

Net realised (gain) / loss on sale of investment properties

2.5

1.7

Deferred tax (benefit) / expense

(3.4)

(0.3)

Amortisation of leasing costs and incentives

6.7

6.6

Share of (profit) or loss of joint ventures

-

1.1

Movement in working capital

Increase / (decrease) in creditors

(11.4)

(8.0)

Income tax payable

(10.6)

(6.4)

(Increase) / decrease in debtors

0.5

(3.3)

Net cash inflow / (outflow) from operating activities82.7

64.2

1 Restated. Refer Notes 8 and 11 for more detail.

21. Interest Bearing Liabilities

Amounts in $ millions30 June 202030 June 2019

Interest bearing liabilities

Bank loans

366.0

287.5

US private placement

260.7

97.9

NZ senior secured bond

175.0

175.0

Convertible note

150.0

150.0

Total drawn debt951.7

710.4

US private placement - fair value adjustments

69.3

28.0

Convertible note - embedded financial derivative and amortisation adjustment

12.7

25.6

Capitalised borrowing costs

(4.8)

(5.6)

Net interest bearing liabilities1,028.9

758.4

91
ANNUAL REPORT 2020

Breakdown of borrowings:

Amounts in $ millionsHeld atMaturity

1

FacilityCoupon

1

30 June 202030 June 2019

Bank loansAmortised costFeb-25150.0Floating

2

-

145.0

Bank loansAmortised costJul-22260.0Floating

2

260.0

142.5

Bank loansAmortised costJul-23200.0Floating

2

106.0

-

NZ senior secured bond (PCT010)Amortised costDec-2175.05.54%

75.0

75.0

NZ senior secured bond (PCT020)Amortised costNov-24100.04.42%

100.0

100.0

Convertible note (PCTHA)Amortised costSep-21150.04.80%

150.0

150.0

US private placementFair valueJan-2565.34.13%

65.3

65.3

US private placementFair valueJan-2732.64.23%

32.6

32.6

US private placementFair valueJul-29118.44.28%

118.4

-

US private placementFair valueJul-3144.44.38%

44.4

-

Total

1,195.7

951.7

710.4

Weighted average term to maturity

3.9 years

4.4 years

Weighted average interest rate

before swaps (including funding

costs)

2.50%

3.86%

1 As at 30 June 2020.

2 Interest rates on bank loans are at the 90-day benchmark borrowing rate (BKBM) plus a margin. Precinct also pays facility fees.

Precinct has committed funding of $1,195.7 million (2019: $1,195.7 million) including the NZ retail bonds, convertible note and US private

placements.

All lenders (excluding convertible noteholders) have the benefit of security over certain assets of the Group. The Group has given a

negative pledge which provides that it will not permit any security interest in favour of a party other than the lenders to exist over more

than 15% of the value of its properties.

The convertible note is subordinated to all secured debt and will convert into ordinary shares of Precinct subject to a Cash Election. The

cash election allows Precinct to elect to instead pay a cash amount to Noteholders at the end of the term. The number of shares into

which each holding of notes converts will be determined by dividing the Principal Amount ($1.00 per note) by the Conversion Price,

which is the lesser of:

1. the Conversion Price Cap of $1.40; and

2. a 2% discount to the Market Price.

To substantially remove currency risk, US private placement proceeds have been fully swapped back to New Zealand dollars.

Accounting policy

Interest bearing liabilities

Bank loans and the NZ retail bond are recognised initially at fair value less any attributable transaction costs. Subsequent to initial

recognition, these liabilities are stated at amortised cost using the effective interest method.

The US private placements are recognised at fair value including translation to NZD with any gains or losses recognised in the profit

or loss as they arise. This fair value is determined using swap models and present value techniques with observable inputs such as

interest rate and cross-currency curves. The movement in fair value attributable to changes in Precinct's own credit risk is calculated

by determining the changes in credit spreads above observable market interest rates and is recognised in other comprehensive

income. This measurement falls into level 2 of the fair value hierarchy.

The convertible note embedded financial derivative is recognised at fair value with any gains or losses recognised in the profit or

loss as they arise. This fair value is determined using the black-scholes model with observable inputs such as Precinct's share price

and it historic standard deviation, the convertible note strike price and the risk free rate . This measurement falls into level 2 of the

fair value hierarchy.

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are capitalised as part of the

cost of that asset.

92
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

22. Lease liabilities

Precinct has entered into ground leases (as lessee) and property leases (Generator as lessee). Ground leases have remaining non-

cancellable lease terms of between one and 52 years. Generator property leases have remaining non-cancellable lease terms of

between one and 13 years.

Amounts in $ millions30 June 2020

Investment

propertiesFlexible spaceTotal

Current

-3.03.0

Non-current

3.037.440.4

Total lease liabilities3.040.443.4

The lease liabilities as at 30 June 2020 can be reconciled to the operating lease commitments as at 30 June 2019 as follows:

Amounts in $ millionsInvestment

propertiesFlexible spaceTotal

Operating lease commitments as at 30 June 2019

11.577.989.4

Variable lease commitments excluded under IFRS 16

(4.9)(3.7)(8.6)

Variable lease payments for operating expenses (IFRS 15)

(0.1)(9.8)(9.9)

IFRS 16 operating lease commitments as at 30 June 2019

6.564.470.9

Weighted average incremental borrowing rate as at 1 July 2019

3.5%10.0%

Discounted operating lease commitments as at 1 July 2019

3.043.146.1

Lease payments during period

(0.1)(6.8)(6.9)

Interest during period

0.14.14.2

Total lease liabilities3.040.443.4

Accounting policy

Leases

At contract inception Precinct assesses whether a contract is, or contains, a lease. Where a contract conveys the right to control

the use of an identified asset for a period of time in exchange for consideration it is considered a lease.

Precinct as a lessee

Precinct applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value

assets where IFRS 16 recognition exemptions are applied. Precinct recognises lease liabilities to make lease payments and right-of-

use assets representing the right to use the underlying assets.

Right-of-use assets

Precinct recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for

use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any

remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of the lease liabilities recognised, initial direct

costs incurred and lease payments made at or before the commencement date less any lease incentives received. Right-of-use

assets are depreciated on a straight-line basis over the term certain life of the lease.

Lease liabilities

At the commencement date of the lease Precinct recognises lease liabilities measured at the present value of lease payments to

be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease

incentives receivable, variable lease payments that depend on an index or a rate and amounts expected to be paid under

residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be

exercised by Precinct and payments of penalties for terminating the lease if the lease term reflects Precinct exercising the option to

terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses in the period in which

the event or condition that triggers the payment occurs.

In calculating the present value of lease payments Precinct uses its incremental borrowing rate at the lease commencement date

because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amounts of lease

liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying

amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g.,

changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in

the assessment of an option to purchase the underlying asset.

93
ANNUAL REPORT 2020

23. Derivative Financial Instruments

Amounts in $ millions30 June 202030 June 2019

Fair value of derivative financial instruments

Current assets

-

-

Non-current assets

1

95.2

42.1

Current liabilities

(1.7)

(1.2)

Non-current liabilities

(84.5)

(64.1)

Total9.0

(23.2)

Notional contract cover (fixed payer)

945.0

930.0

Notional contract cover (fixed receiver)

325.0

325.0

Notional contract cover (cross currency swaps - fixed receiver)

260.7

260.7

Percentage of net drawn borrowings fixed

55.7%

101.4%

Weighted average term to maturity (fixed payer)

3.9 years

4.2 years

Weighted average interest rate after swaps (including funding costs)

3.88%

5.67%

1 This includes the cross currency interest rate swap valuation of $76.0 million (June 2019: $25.7 million) and a net credit value adjustment of $0.8 million (June 2019:

$0.2 million debit).

Amounts in $ millions30 June 202030 June 2019

Unrealised net gain / (loss) on financial instruments

Interest rate swaps

(17.1)

(22.8)

US private placement

1

1.2

1.4

Convertible note option

14.0

(22.9)

Subtotal unrealised net gain / (loss) on financial instruments(1.9)

(44.3)

Credit risk adjustments on financial liabilities designated at fair value through profit or loss

6.8

0.3

Total unrealised net gain / (loss) on financial instruments4.9

(44.0)

1 This is the net impact, excluding the credit risk adjustment, of the movement in value of the cross currency interest rate swap and the US private placement notes.

Accounting policy

Derivative financial instruments

Precinct uses derivative financial instruments (interest rate and cross currency swaps) to manage its exposure to interest rate and

foreign exchange risks arising from operational, financing and investment activities.

Derivative financial instruments are recognised initially at fair value and subsequently re-measured and carried at fair value. They

are carried as assets when the fair value is positive and liabilities when the fair value is negative. The gain or loss on re-measurement

to fair value is recognised directly in profit or loss.

The fair value is the estimated amount that Precinct would receive or pay to terminate the swap at the balance date, taking into

account current rates and creditworthiness of the swap counterparties. This is determined using swap models and present value

techniques with observable inputs such as interest rate and cross-currency curves. The fair value of derivatives fall into level 2 of the

fair value hierarchy.

24. Capital Commitments

Precinct has $103.7 million of capital commitments as at 30 June 2020 (2019: $268.7 million) relating to construction contracts.

94
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

25. Operating Lease Commitments

Precinct has entered into investment property leases (as lessor) which have remaining non-cancellable lease terms of between one

and 39 years.

Future minimum rentals receivable under non-cancellable operating leases are as follows:

Commitments as lessor (receivable)

Amounts in $ millions30 June 202030 June 2019

Within one year

180.5

128.9

After one year but not more than five years

609.2

422.4

More than five years

681.1

569.1

Total1,470.8

1,120.4

The commitments above are calculated based on contract rates using the term certain expiry dates of lease contracts. Actual rental

amounts in future may differ due to rent review provisions within the lease agreements.

26. Contingencies

a. Contingent liabilities

There are no contingent liabilities as at 30 June 2020 (2019: $nil).

b. Contingent assets

Included within the Fletcher Construction Company Limited (FCC) construction contract for Commercial Bay is the right of Precinct to

liquidated damages if certain milestones are not met. As at 30 June 2020 Precinct and FCC have agreed $52.0 million of liquidated

damages with $26.7 million of this being recognised in profit and loss in the current period (June 2019: $2.0 million) and $23.3 million

credited against the development project cost. At 30 June 2019 Precinct had witheld $36.4 million of liquidated damages.

There are no other significant contingencies as at 30 June 2020 (June 2019: $nil).

27. Related Party Transactions

Fees paid and owing to the manager:

Amounts in $ millions30 June 202030 June 2019

Fees chargedOwing at

30 June

Fees chargedOwing at

30 June

Base management services fee

9.50.9

8.60.7

Performance fee

--

4.42.4

Leasing fees

1.0-

4.70.6

Development manager fees

11.36.8

7.6-

Acquisition and disposal fees

0.4-

--

Generator management fee

0.4-

0.1-

Recoverable services fee

4.2-

4.10.0

Total26.87.7

29.53.7

a) Base management services fee

The base management services fee structure is as follows:

• 0.55% of the value of the investment properties to the extent that the value of the investment properties is less than or equal to

$1 billion; plus

• 0.45% of the value of the investment properties to the extent that the value of the investment properties is between $1 billion and

$1.5 billion; plus

• 0.35% of the value of the investment properties to the extent that the value of the investment properties exceeds $1.5 billion.

These fees are expensed through indirect other expenses in the year in which they arise.

95
ANNUAL REPORT 2020

b) Performance fee

The performance fee is based on Precinct's quarterly adjusted equity total returns relative to its peers in the NZ listed property sector as

measured by the NZX listed property index. The performance fee is calculated as 10% of Precinct's quarterly performance in excess of

a benchmark index, subject to an outperformance cap of 1.25% per quarter and after taking into account any brought forward

surpluses or deficits from prior quarters. No performance fee is payable in quarters where equity total returns are negative. As at

30 June 2020 there is a notional performance fee of $2,574,841 to be carried forward to the calculation of performance fees in future

quarters (2019: $Nil).

These fees are expensed through indirect other expenses in the year in which they arise.

c) Leasing fees

Precinct pays the Manager leasing fees where the manager has negotiated leases instead of or alongside a real estate agent.

Leasing fees are capitalised to the respective investment or development property in the Statement of Financial Position and

amortised over the term certain life of the lease.

d) Development manager fees

Precinct pays development manager fees where the manager acts as development manager on Precinct developments.

These fees are capitalised to the respective investment or development property in the Statement of Financial Position.

e) Acquisition and disposal fees

Precinct pays fees to the manager for managing the sale or purchase of properties instead of or alongside a real estate agent.

Acquisition fees are capitalised to the respective investment or development property in the Statement of Financial Position.

Disposal fees are expensed through net realised gain or loss on sale of investment properties in the year in which they arise.

f) Recoverable services fee

Precinct pays a property and facilities management fee as well as the cost of legal and marketing services on a cost recovery basis to

the manager.

These fees are expensed through direct operating expenses in the year in which they arise.

g) Generator management fee

As agreed between the boards of Precinct and AHML, a management fee of $400,000 per year will be charged for the provision of

management services to Precinct relating to its investment in Generator, with this amount subject to annual review.

These fees are expensed through indirect other expenses in the year in which they arise.

h) Other transactions with the manager

Other than in respect of the Generator business, Precinct does not employ personnel in its own right. Under the terms of the

Management Services Agreement, the manager is appointed to manage and administer Precinct. The manager is responsible for the

remuneration of personnel providing management services to Precinct. Precinct's Directors are considered to be the key management

personnel and received Directors' fees of $580,788 in 2020 (2019: $482,473).

Precinct received rental income from AMP Haumi Management Limited, AMP Capital Investors (New Zealand) Limited and AMP

Services (NZ) Limited, being the Manager or companies related to the Manager for premises leased in 188 Quay Street, AMP Centre

and NTT Tower. Total rent received by Precinct from these parties during the year was $3,529,457 (2019: $3,522,597). As at 30 June 2020

an amount of $4,208 was owing from Precinct to AMP Services (NZ) Limited and AMP Haumi Management Limited (2019: $1,452 owing

to Precinct).

i) Related party debts

No related party debts have been written off or forgiven during the year (2019: $nil).

28. Capital Management

The Group's capital includes ordinary shares, retained earnings and interest bearing liabilities. When managing capital, management's

objective is to ensure Precinct continues as a going concern as well as to maintain optimal returns to share holders and benefits for

other creditors. Management also aims to maintain a capital structure that ensures the lowest cost of capital is available to Precinct.

Precinct meets its objectives for managing capital through its investment decisions on the acquisition and disposal of assets,

developments, dividend policy, share buy backs and issuance of new shares.

Precinct’s banking covenants require total liabilities (excluding deferred tax, derivative financial instruments and sub-ordinated debt

liability) to not exceed 50% of total assets. Precinct has complied with this requirement during this year and the previous year.

Precinct’s policy in respect of capital management is reviewed regularly.

96
Notes to the Financial Statements (Continued)

For the year ended 30 June 2020

PRECINCT PROPERTIES NEW ZEALAND LIMITED

29. Financial Risk Management

In the normal course of business through the use of financial instruments, Precinct is exposed to interest rate risk, credit risk and liquidity

risk. The Board agrees and reviews policies for managing each of these risks.

Financial instruments held:

Amounts in $ millions30 June 202030 June 2019

At amortised

cost

Fair value

through profit or

lossTotal

At amortised

cost

Fair value

through profit

or lossTotal

Financial assets

Cash

7.8-7.8

6.9-6.9

Debtors

7.2-7.2

10.9-10.9

Derivative financial

instruments

-95.295.2

-42.142.1

Total15.095.2110.2

17.842.159.9

Financial liabilities

Other current liabilities

24.8-24.8

50.7-50.7

Interest bearing liabilities

691.0330.01,021.0

612.5125.9738.4

Derivative financial

instruments

-86.286.2

-65.365.3

Total715.8416.21,132.0

663.2191.2854.4

a) Interest rate risk

Interest rate risk is the risk that fluctuations in interest rates impact the Group's financial performance, future cash flows or the fair value

of its financial instruments.

Precinct’s policy is to manage its interest rates using a mix of fixed and variable rate debt. Precinct’s policy is to keep at least 60%

(based on a one year horizon) of its interest bearing liabilities at fixed rates of interest. To manage this mix Precinct enters into interest

rate swaps, in which Precinct agrees to exchange, at specified intervals, the difference between fixed and variable rates for interest

calculated by reference to an agreed-upon notional principal amount. These swaps are designed to economically hedge underlying

debt obligations.

The following table demonstrates the sensitivity to a reasonably possible change in interest rates on interest bearing liabilities, after the

impact of hedging with all other variables held constant.

Amounts in $ millions30 June 202030 June 2019

Effect on profit

or equity

Effect on profit

or equity

25 basis point increase

(1.1)

0.0

25 basis point decrease

1.1

(0.0)

b) Credit risk

Credit risk represents the risk that the counterparty to the financial instrument will fail to discharge an obligation and cause the Group

to incur a financial loss. Financial instruments which subject Precinct to credit risk principally consist of cash, debtors and derivative

financial instruments in an asset position. Precinct’s exposure to credit risk is equal to the carrying value of the financial instruments.

Precinct conducts credit assessments to determine credit worthiness prior to entering into lease agreements. In addition, debtor

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

There is no significant concentration of credit risk as financial assets are spread amongst a number of counterparties.

c) Liquidity risk

Liquidity risk is the risk that Precinct will experience difficulty in either realising assets or otherwise raising sufficient funds to satisfy

commitments associated with financial liabilities.

Precinct monitors and evaluates liquidity requirements on an ongoing basis and generates sufficient cash flows from its operating

activities to meet its obligations arising from its financial liabilities and has bank facilities available to cover potential shortfalls. The

Group’s approach to managing liquidity risk is to ensure it will always have sufficient liquidity to meet its obligations when they fall due

under both normal and stress conditions. The Group manages liquidity by maintaining adequate committed credit facilities and

spreading maturities in accordance with internal policy.

97
ANNUAL REPORT 2020

The tables below analyse Precinct’s financial liabilities (principal and interest) and net cash flows of derivative financial instruments into

relevant contracted maturity periods.

Amounts in $ millionsCarrying amount0 - 1 yr1-2 yrs2-5 yrs>5 yrsTotal contractual

cash flows

30 June 2020

Interest bearing liabilities

1,021.027.0249.8579.5228.51,084.8

Net derivative financial

instruments

(9.0)11.710.021.414.157.2

Other current liabilities

24.824.8---24.8

Total1,036.863.5259.8600.9242.61,166.8

30 June 2019

Interest bearing liabilities738.419.4163.3402.7205.5790.9

Net derivative financial

instruments23.216.515.925.07.164.5

Other current liabilities50.650.6---50.6

Total812.286.5179.2427.7212.6906.0

Accounting policy

Derecognition of financial instruments

Financial assets are derecognised when the right to receive cash flows from the financial asset has expired or when the entity

transfers substantially all the risks and rewards of the financial asset. If the entity neither retains nor transfers substantially all of the risks

and rewards, it derecognises the asset if it has transferred control of the asset. Financial liabilities are derecognised when the

obligation has expired or been transferred.

30. Events After Balance Date

On 11

th

August 2020 the New Zealand Government announced that from midday 12

th

August 2020 Auckland would return to Covid

Alert Level 3 and the rest of New Zealand to Alert Level 2 for three days. No adjustments have been made to the financial statements.

On 12 August 2020 the Board approved the financial statements for issue and approved the payment of a dividend of $20,691,784

(1.575 cents per share) to be paid on 25 September 2020.

98
PRECINCT PROPERTIES NEW ZEALAND LIMITED

Independent auditor's report to the Shareholders of Precinct Properties New Zealand Limited

Opinion

We have audited the financial statements of Precinct Properties New Zealand Limited (“the company”) and its subsidiaries (together

“the group”) on pages 71 to 97, which comprise the consolidated statement of financial position of the group as at 30 June 2020, and

the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of

cash flows for the year then ended of the group, and the notes to the financial statements including a summary of significant

accounting policies.

In our opinion, the consolidated financial statements on pages 71 to 97 present fairly, in all material respects, the financial position of

the group as at 30 June 2020 and its consolidated financial performance and consolidated cash flows for the year then ended in

accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting

Standards.

This report is made solely to the company's shareholders, as a body. Our audit has been undertaken so that we might state to the

company's shareholders those matters 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.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). 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 are independent of the group in accordance with Professional and Ethical Standard 1

International


Code of Ethics for Assurance

Practitioners (including International Independence Standards) (New Zealand)

issued by the New Zealand Auditing and Assurance

Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Ernst & Young provides other assurance services to the group. We provide an agreed upon procedures engagement recalculating the

performance fee paid or payable to the group's manager. Ernst & Young and the group have entered an agreement in respect of our

proposed occupancy of a group property. Partners and employees of our firm may deal with the group on normal terms within the

ordinary course of trading activities of the business of the group. We have no other relationship with, or interest in, the group.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the consolidated

financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each

matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the

Auditor's responsibilities for the audit of the financial statements

section of the

audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated financial statements.

99
ANNUAL REPORT 2020

Investment and Development Property Valuation, including Material Valuation Uncertainties as a result of COVID-19

Why significantHow our audit addressed the key audit matter

The group’s investment and develop properties have an assessed

fair value of $2,800.1 million and $190.6 million respectively, and

account for 94% of the group’s total assets.

The group engaged independent registered valuers to determine

the fair value of these assets at 30 June 2020.

The property valuations require the use of judgements specific to

the properties, as well as consideration of the prevailing market

conditions. At 30 June 2020 the property market, and economy as

a whole, were significantly impacted by the economic

uncertainty resulting from the COVID-19 pandemic. Significant

assumptions used in the valuation are inherently subjective and in

times of economic uncertainty the degree of subjectivity is higher

than it might otherwise be. A small difference in any one of the

key assumptions, when aggregated, could result in a significant

change to the valuation of a property.

Given the market conditions at balance date, the independent

valuers have reported on the basis of the existence of ‘material

valuation uncertainty’, noting that less certainty and a higher

degree of caution, should be attached to the valuations than

would normally be the case. In this situation the disclosures in the

financial statements provide particularly important information

about the assumptions made in the property valuations and the

market conditions at 30 June 2020. As a result, we consider the

property valuations and the related disclosures in the financial

statements to be particularly significant to our audit. For the same

reasons we consider it important that attention is drawn to the

information in Note 10 in assessing the property valuations at

30 June 2020.

For investment properties key assumptions are made in respect of:

• market rent; and

• estimated capitalisation or discount rates.

For development properties additional key assumptions are made

in respect of:

• forecast development costs; and

• profit and risk allowance.

Disclosures relating to investment properties and development

properties and the associated significant judgements, including

those related to the material valuation uncertainties reported by

the independent valuers, are included in Note 10 ‘Investment and

Development Properties’ to the consolidated financial

statements.

Our audit procedures included the following:

• Held discussions with management to understand:

– changes in the condition of each property; and

– the impact that COVID-19 has had on the group’s

investment and development property.

• On a sample basis we:

– evaluated the group’s internal review of the independent

valuation reports;

– challenged the assumptions and estimates used by the

independent valuers and the valuation methodologies

applied. This included consideration of the impact that

COVID-19 has had on key assumptions such as market rent,

capitalisation rates, discount rates, forecast development

costs and profit and risk allowances.

– involved our real estate valuation specialists to assist with our

assessment of the reasonableness of significant valuation

assumptions and methodologies, in particular changes

made as a result of COVID-19.

– assessed the key inputs of property specific information

relating to core data including the tenancy schedule

supplied to the independent valuers by the group, to the

underlying records held by the group.

– assessed the significant assumptions applied by the

independent valuer for reasonableness compared to

previous period assumptions, the changing state of the

properties and other market changes.

– assessed the competence, qualifications and objectivity of

the independent valuers.

– considered the adequacy of the disclosures in Note 10

including the specific uncertainties arising from the

COVID-19 pandemic.

Information other than the financial statements and auditor's report

The directors of the company are responsible for the Annual Report, which includes information other than the consolidated financial

statements and auditor's report.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of

assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing

so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge

obtained during the audit, or otherwise appears to be materially misstated.

If, based upon the work we have performed, 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.

100
PRECINCT PROPERTIES NEW ZEALAND LIMITED

Directors' responsibilities for the financial statements

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial statements

in accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting

Standards, 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 consolidated financial statements, the directors are responsible for assessing, on behalf of the entity, the group’s ability

to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of

accounting unless the directors either intend to liquidate the group or 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 consolidated 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 International Standards on Auditing

(New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of

users taken on the basis of these consolidated financial statements.

A further description of the auditor's responsibilities for the audit of the financial statements is located as External Reporting Board's

website: https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1. This description forms

part of our auditor's report.

The engagement partner on the audit resulting in this independent auditor’s report is Emma Winsloe.

Chartered Accountants

Auckland

12 August 2020

101
Directory.

Directory.

ANNUAL REPORT 2020

Precinct Properties New Zealand LimitedDirectors of Precinct

Registered Office of Precinct

Level 12,

188 Quay Street

Auckland, 1010

New Zealand

T:+64-9-927-1647

E: hello@precinct.co.nz

W: www.precinct.co.nz

Craig Stobo – Chairman, Independent Director

Don Huse – Independent Director

Anne Urlwin – Independent Director

Launa Inman – Independent Director

Graeme Wong – Independent Director

Chris Judd – Director

Mohammed Al Nuaimi – Director

Robert Campbell – Director

Officers of PrecinctManager

Scott Pritchard, Chief Executive Officer

George Crawford, Chief Operating Officer

Richard Hilder, Chief Financial Officer

Edward Timmins, General Counsel and Company Secretary

AMP Haumi Management Limited

Level 12,

188 Quay Street

Auckland, 1010

New Zealand

BankersAuditor

ANZ New Zealand Bank

Bank of New Zealand

ASB Institutional Bank

Westpac New Zealand

The Hong Kong and Shanghai Banking Corporation

Ernst & Young

2 Takutai Square

Britomart

Auckland 1010

New Zealand

Bond TrusteeSecurity Trustee

The New Zealand Guardian

Trust Company Limited

Level 15

191 Queen Street

Auckland

Public Trust

Level 35, Vero Centre

48 Shortland Street

Auckland 1010

Registrar - Investors

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna, North Shore City

Private Bag 92 119

Auckland 1142

Telephone:+64-9-488-8700

Email:enquiry@computershare.co.nz

Website:www.computershare.co.nz

Fax:+64-9-488-8787

Please contact our registrar;

• To change investment details such as name, postal address or method of payment.

• For queries on dividends and interest payments.

• To elect to receive electronic communication.

---

Distribution Notice
Name of issuer

Financial product name/description

NZX ticker code

ISIN

Full yearXQuarterly

Half yearSpecial

DRP applies

Record date

Ex-date

Payment date (and allotment date for DRP)

Total monies associated with the distribution

1

Source of distribution

Currency

Gross distribution

2

Gross taxable amount

3

Supplementary distribution amount

X

If fully or partially imputed, please state imputation rate as %

applied

6

28.00%

Imputation tax credits per financial product

Resident Withholding Tax per financial product

DRP % discount

Start date and end date for determining market price for DRP

Date strike price to be announced (if not available at this

time)

Specify source of financial products to be issued under DRP

programme (new issue or to be bought on market)

DRP strike price per financial product

Last date to submit a participation notice for this distribution in

accordance with DRP participation terms

Name of person authorised to make this announcement

Contact person for this announcement

Contact phone number

Contact email address

Date of release through MAP

$0.01575000

Imputed component

Excluded component$0.01412509

$0.00162491

+64 21 111 8898

hello@precinct.co.nz

13/08/2020

N/A

N/A

N/A

Section 5: Authority for this announcement

Richard Hilder

Steph How

Retained earnings

NZD

N/A

Is the distrbution imputed

Fully imputed

Partial imputation

No imputation

$0.00063191

N/A

Section 4: Distribution re-investment plan (if applicable)

N/A

N/AN/A

Total cash distribution

4

Total cash distribution

Section 1: Issuer information

Precinct Properties New Zealand Limited

Precinct Properties New Zealand Limited Shares

PCT

NZAPTE0001S3

3. "Gross taxable amount" is the gross distribution minus any excluded income.

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.

$0.00225682

6. Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

Type of distribution

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.

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.

Section 2: Distribution amounts per financial product

$0.01638191

$0.00028675

Section 3: Imputation credits and Resident Withholding Tax

5

11/09/2020

10/09/2020

25/09/2020

$20,691,784

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.