Delivering on strategy underpins strong operating result
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.