Investore Property Limited logo

Retail Bond Offer

Debt Issuance17 August 2020IPLReal Estate

2


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Investore Property Limited
Indicative

Terms Sheet

Up to $75,000,000 7 Year

Senior Secured Fixed Rate Bonds

(plus up to $50,000,000 oversubscriptions)

Dated 17 August 2020

Arranger & Joint Lead ManagerJoint Lead Managers

Investore Property Limited Indicative Terms Sheet 20202
Dated 17 August 2020

Senior Secured Fixed Rate Bonds due

31 August 2027

This indicative terms sheet (Terms Sheet) sets out the

key terms of the offer by Investore Property Limited

(Investore) of up to $75,000,000 (with the ability to accept

oversubscriptions of up to an additional $50,000,000 at

Investore’s discretion), of 7 year senior secured fixed

rate bonds maturing on 31 August 2027 (Bonds)

under its bond master trust deed dated 2 March 2018 (as

amended from time to time) (Trust Deed) as modified and

supplemented by the supplemental deed dated

17 August 2020 entered into between Investore and

Public Trust (Supervisor) (together with the Trust Deed,

Bond Trust Documents).

Unless the context otherwise requires, capitalised terms

used in this Terms Sheet have the same meaning given to

them in the Bond Trust Documents.

Indicative

Terms Sheet

Important notice

The offer of debt securities by Investore is made in reliance

upon the exclusion in clause 19 of schedule 1 of the

Financial Markets Conduct Act 2013 (FMCA).

The offer contained in this Terms Sheet is an offer of

bonds that have identical rights, privileges, limitations and

conditions (except for the interest rate and maturity date) as

Investore’s $100,000,000 senior secured fixed rate bonds

maturing on 18 April 2024 (which have an interest rate of

4.40% p.a.), which are currently quoted on the NZX Debt

Market under the ticker code IPL010 (IPL010 Bonds).

Accordingly, the Bonds offered will be the same class as

the IPL010 Bonds for the purposes of the FMCA and the

Financial Markets Conduct Regulations 2014.

Investore is subject to a disclosure obligation that requires it

to notify certain material information to NZX Limited (NZX)

for the purpose of that information being made available to

participants in the market and that information can be found

by visiting www.nzx.com/companies/ipl.

The IPL010 Bonds are the only debt securities of Investore

that are currently quoted in the same class as the Bonds.

Investors should look to the market price of the IPL010

Bonds referred to above to find out how the market assesses

the returns and risk premium for those bonds. When

comparing the yield of two debt securities, it is important

to consider all relevant factors (including the credit rating

(if any), maturity and the other terms of the relevant debt

securities).

Investore Property Limited Indicative Terms Sheet 20203
Issuer

Investore Property Limited

Description

Senior secured fixed rate 7 year bonds

Opening Date

Monday, 17 August 2020

Closing Date

11.00am on Friday, 21 August 2020

Rate Set Date

Friday, 21 August 2020

Issue Date

Monday, 31 August 2020

Expected Quotation on

NZX Debt Market

Tuesday, 1 September 2020

Maturity Date

Tuesday, 31 August 2027

Purpose

The net proceeds of the offer will be used to repay a portion of existing bank debt.

The offer will also provide further diversification of funding sources and extend the

tenor of Investore’s debt

Offer Amount

Up to $75,000,000 (with the ability to accept oversubscriptions of up to an additional

$50,000,000 at Investore’s discretion)

Security

The Bonds are secured by first ranking mortgages (the Mortgages) granted by Investore

over its properties (the Mortgaged Properties) and by security interests over Investore’s

other assets under a general security deed (subject to limited exceptions) (the General

Security Deed)

The Security Trustee holds the Mortgages and the General Security Deed for all creditors

entitled to their benefit, which currently includes (in addition to the Supervisor and the

Bondholders) Investore’s banking syndicate and its agent, on an equal ranking basis

Financial Covenant

Investore agrees to ensure that the total principal amount of all outstanding borrowed

money secured by the Mortgages and the General Security Deed is not more than 65%

of the total value of all Mortgaged Properties (including, in respect of any development,

capital expenditure incurred during the development phase since the date of the most

recent valuation) (the Loan to Value Ratio)

A breach of the Loan to Value Ratio which is not remedied within (approximately)

13 months of that breach being disclosed to the Supervisor in a compliance certificate, will

be an Event of Default. Refer to the Bond Trust Documents for more detail on the covenant

Distribution Stopper

Investore is not permitted to make any distribution, such as declaring a dividend to

Investore shareholders, if an Event of Default is continuing or if it would result in an Event

of Default. Full details of the Events of Default are set out in the Bond Trust Documents

Indicative

Terms Sheet (cont.)

Investore Property Limited Indicative Terms Sheet 20204
Indicative

Terms Sheet (cont.)

No Credit Rating

The Bonds will not be rated

Issue Price

$1.00 per Bond, being the Principal Amount of each Bond

Early Repayment

Holders have no rights to require Investore to redeem the Bonds early except through

the Supervisor in the case of an Event of Default. Investore does not have the right to

redeem the Bonds early

Further Indebtedness

Investore may, without the consent of the Holders of the Bonds, issue additional

securities or other debt obligations on such other terms and conditions as Investore

may think fit

Interest Rate

The sum of the Swap Rate plus the Issue Margin (which may be above or below the

Indicative Issue Margin), subject to a minimum Interest Rate of 2.40% per annum

The Interest Rate will be announced by Investore via NZX on or about the Rate Set Date

Indicative Issue Margin

2.00% to 2.20% per annum

Issue Margin

The Issue Margin (which may be above or below the Indicative Issue Margin range

mentioned above), will be determined by Investore (in consultation with the Joint Lead

Managers) following a bookbuild process and announced by Investore via NZX on or

about the Rate Set Date

Swap Rate

The mid-market rate for an interest rate swap of a term matching the period from

the Issue Date to the Maturity Date as calculated by the Arranger in consultation with

Investore, according to market convention, with reference to Bloomberg page ‘ICNZ4’

(or any successor page) on the Rate Set Date and expressed on a quarterly basis

(rounded to 2 decimal places, if necessary, with 0.005 being rounded up)

Interest Payments

Quarterly in arrear in equal payments

Interest Payment Dates

28 February, 31 May, 31 August and 30 November each year (or if that day is not a

Business Day, the next Business Day) until and including the Maturity Date. The first

Interest Payment Date will be 30 November 2020

Record Date

5.00pm on the date that is 10 days before the relevant scheduled Interest Payment

Date or, if that is not a Business Day, the immediately preceding Business Day

Business Days

Days on which the NZX is open for trading

Firm Brokerage

0.75% on firm allocations to be paid by Investore

ISIN

NZIPLDT002C1

Investore Property Limited Indicative Terms Sheet 20205
NZX Debt Market Quotation

Application has been made to NZX for permission to quote the Bonds on the NZX Debt

Market and all the requirements of NZX relating to that quotation that can be complied

with on or before the distribution of this Terms Sheet have been duly complied with.

However, NZX accepts no responsibility for any statement in this Terms Sheet. NZX is a

licensed market operator, and the NZX Debt Market is a licensed market under the FMCA

NZX ticker code IPL020 has been reserved for the Bonds

Minimum Application Amount

and Denominations

$5,000 and multiples of $1,000 thereafter

Transfer Restrictions

Holders are entitled to sell or transfer their Bonds at any time subject to the terms of

the Bond Trust Documents and applicable securities laws and regulations. Investore or

the Securities Registrar may decline to accept or register a transfer of the Bonds for the

reasons set out in the Bond Trust Documents

No transfer may be made if the transfer would result in the transferee holding or

continuing to hold Bonds with a Principal Amount of less than $5,000 (other than zero)

or not in multiples of $1,000

Governing Law

New Zealand

Who May Apply & How to Apply

All of the Bonds, including oversubscriptions, will be reserved for clients of the Joint

Lead Managers, institutional investors and other persons invited to participate in the

bookbuild. There will be no public pool for the Bonds

Investors should contact any Joint Lead Manager, their financial adviser or any Primary

Market Participant for details on how they may acquire Bonds. You can find a Primary

Market Participant by visiting

https://www.nzx.com/services/market-participants/find-a-participant

Whether in respect of oversubscriptions or generally, any allotment of Bonds will be at

Investore’s discretion, in consultation with the Joint Lead Managers. Investore reserves

the right to refuse all or any part of an application without giving any reason

Each investor’s financial adviser will be able to advise them as to what arrangements

will need to be put in place for the investors to trade the Bonds including obtaining

a common shareholder number (CSN), an authorisation code (FIN) and opening an

account with a Primary Market Participant, as well as the costs and timeframes for

putting such arrangements in place

Arranger

Westpac Banking Corporation (ABN 33 007 457 141) (acting through its New Zealand

branch) (Westpac)

Joint Lead Managers

ANZ Bank New Zealand Limited, Forsyth Barr Limited, Jarden Limited and Westpac

Supervisor

Public Trust

Indicative

Terms Sheet (cont.)

Investore Property Limited Indicative Terms Sheet 20206
Indicative

Terms Sheet (cont.)

Security Trustee

New Zealand Permanent Trustees Limited

Securities Registrar

Computershare Investor Services Limited

Selling Restrictions

Investore does not intend that the Bonds be offered for sale, and no action has been

taken or will be taken to permit a public offering of Bonds, in any jurisdiction other

than New Zealand. Bonds may only be offered for sale or sold in conformity with all

applicable laws and regulations in any jurisdiction in which they are offered, sold or

delivered. This Terms Sheet may not be published, delivered or distributed in or from

any country other than New Zealand

By subscribing for or otherwise acquiring any Bonds, you agree to indemnify, among

others, Investore, the Supervisor and the Joint Lead Managers for any loss suffered as a

result of any breach by you of the selling restrictions referred to in this Terms Sheet

The dates set out in this Terms Sheet are indicative only and are subject to change. Investore may, in its absolute discretion and

without notice, vary the timetable (including by opening or closing the offer described in this Terms Sheet early, accepting late

applications and extending the Closing Date). If the Closing Date is extended, subsequent dates may be extended accordingly.

Investore reserves the right to cancel the offer described in this Terms Sheet and the issue of the Bonds, in which case all

application monies received will be refunded (without interest) as soon as practicable.

Any internet site addresses provided in this Terms Sheet are for reference only and, except as expressly stated otherwise, the

content of any such internet site is not incorporated by reference into, and does not form part of, this Terms Sheet.

Copies of the Bond Trust Documents are available on the website (managed by Investore) for the offer of the Bonds

www.investoreproperty.co.nz/bondoffer. Investors should seek qualified, independent financial and taxation advice before

deciding to invest. In particular, investors should consult their tax adviser in relation to their specific circumstances. Investors

will be personally responsible for all tax return filing obligations in respect of their investment in the Bonds, compliance with

the financial arrangements rules (if applicable) and payment of provisional or terminal tax (if required) on interest derived.

For further information regarding Investore, visit www.nzx.com/companies/ipl.

Investore has been designated as a “Non-Standard” (NS) issuer by NZX because Stride Investment Management Limited has

the right to appoint two directors to the Investore Board. A copy of the waivers granted by NZX in respect of Investore can be

found at www.nzx.com/companies/ipl.

Further waivers granted by NZX which relate to Investore can be found at www.nzx.com/companies/SPG.

Investore Property Limited Indicative Terms Sheet 20207
Address Details

Issuer

Investore Property Limited

Level 12, 34 Shortland Street

Auckland 1010

investoreproperty.co.nz

Directors

Mike Allen – Independent Director (Chair)

Gráinne Troute – Independent Director

Adrian Walker – Independent Director

John Harvey – SIML Appointed Director

Tim Storey – SIML Appointed Director

Supervisor

Public Trust

Level 9, 34 Shortland Street

Auckland 1010

Security Trustee

New Zealand Permanent Trustees Limited

Level 9, 34 Shortland Street

Auckland 1010

Securities Registrar

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna

Auckland 0622

09 488 8777

Legal Adviser

Bell Gully

Level 21, Vero Centre

Auckland 1010

Level 21, ANZ Centre

Wellington 6140

Arranger

Westpac Banking Corporation (ABN 33 007 457 141)

(acting through its New Zealand branch)

Westpac on Takutai Square

Level 8, 16 Takutai Square

Auckland 1010

0800 942 822

Joint Lead Managers

ANZ Bank New Zealand Limited

23-29 Albert Street

Auckland 1010

0800 269 476

Forsyth Barr Limited

Level 23, Lumley Centre

88 Shortland Street

Auckland 1010

0800 367 227

Jarden Limited

Level 32, PwC Tower

15 Customs Street West, Commercial Bay

Auckland 1010

0800 005 678

Westpac Banking Corporation (ABN 33 007 457 141)

(acting through its New Zealand branch)

Westpac on Takutai Square

Level 8, 16 Takutai Square

Auckland 1010

0800 942 822

Investore Property Limited
Level 12, 34 Shortland Street

Auckland 1010

PO Box 6320, Victoria Street West

Auckland 1142

New Zealand

T + 64 9 912 2690


W investoreproperty.co.nz

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InvestoreProperty Limited
Retail Bond Presentation

17 August 2020

Arranger & Joint

Lead Manager

Joint Lead

Managers

2Investore Property Limited | Retail Bond Presentation
Disclaimer and Important Notice

This presentation has been prepared by Investore Property Limited (Investore) in relation to the offer of senior secured

fixed rate bonds by Investore (New Bonds) under clause 19 of Schedule 1 to the Financial Markets Conduct Act 2013

(FMCA) (the Offer). The New Bonds have identical rights, privileges, limitations and conditions (except for the interest

rate and maturity date) as Investore’s bonds maturing on 18 April 2024, which have a fixed rate of 4.40 percent per

annum and are currently quoted on the NZX Debt Market under the ticker code IPL010.

Information

The information in this presentation is of a general nature and does not purport to be complete nor does it contain all the

information which a prospective investor may require in evaluating a possible investment in Investore or that would be

required in a product disclosure statement for the purposes of the FMCA. Investore is subject to a disclosure obligation

that requires it to notify certain material information to NZX Limited (NZX). This presentation should be read in

conjunction with Investore's other periodic and continuous disclosure announcements released to NZX. No information

set out in this presentation will form the basis of any contract.

NZX

The New Bonds will be quoted on the NZX Debt Market following completion of allotment procedures. However, NZX

accepts no responsibility for any statement in this document. NZX is a licensed market operator, and the NZX Main

Board is a licensed market under the FMCA. Investore has been designated as a "Non-Standard" (NS) issuer by NZX.

Not financial product advice

This presentation does not constitute legal, financial, tax, financial product advice or investment advice or a

recommendation to acquire Investore securities, and has been prepared without taking into account the objectives,

financial situation or needs of individuals. Before making an investment decision, prospective investors should consider

the appropriateness of the information having regard to their own objectives, financial situation and needs and consult

an NZX Firm or solicitor, accountant or other professional advisor if necessary.

Investment risk

An investment in securities in Investore is subject to investment and other known and unknown risks, some of which are

beyond the control of Investore. Investore does not guarantee any particular rate of return or the performance of

Investore.

Not an offer

This presentation is not a prospectus or product disclosure statement or other offering document under New Zealand

law or any other law (and will not be lodged with the Registrar of Financial Service Providers). This presentation is for

information purposes only and is not an invitation or offer of securities for subscription, purchase or sale in any

jurisdiction. This presentation does not constitute investment or financial advice (nor tax, accounting or legal advice) or

any recommendation to acquire New Bonds and does not and will not form any part of any contract for the acquisition of

New Bonds. This presentation does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the

United States. The distribution of this presentation outside New Zealand may be restricted by law. Any recipient of this

presentation who is outside New Zealand must seek advice on and observe any such restrictions.

Disclaimer

None of Investore, Stride Investment Management Limited (SIML), the Arranger, the Joint Lead Managers or their

related companies and affiliates including, in each case, their respective shareholders, directors, officers, employees,

affiliates, agents or advisors, as the case may be (Specified Persons), have independently verified or will verify any of

the content of this presentation and none of them are under any obligation to you if they become aware of any change

to or inaccuracy in the information in this presentation.

To the maximum extent permitted by law, each Specified Person disclaims and excludes all liability whatsoever for any

loss, damage or other consequence (whether foreseeable or not) suffered by any person from the use of the content of

this presentation, from refraining from acting because of anything contained in or omitted from this presentation or

otherwise arising in connection therewith (including for negligence, default, misrepresentation or by omission and

whether arising under statute, in contract or equity or from any other cause). No Specified Person makes any

representation or warranty, either express or implied, as to the accuracy, completeness or reliability of the information

contained in this presentation. None of the Arranger or Joint Lead Managers, nor any of their related companies and

affiliates including, in each case, their respective shareholders, directors, officers, employees, affiliates, agents or

advisors, authorised or caused the issue of, or made any statement in, any part of this presentation. You agree that you

will not bring any proceedings against or hold or purport to hold any Specified Person liable in any respect for this

presentation and content of this presentation and waive any rights you may otherwise have in this respect.

Past performance

Past performance information provided in this presentation may not be a reliable indication of future performance. No

guarantee of future returns is implied or given.

Forward-looking statements

This presentation may contain certain forward-looking statements with respect to the financial condition, results of

operations and business of Investore. Forward-looking statements can generally be identified by use of words such as

'project', 'foresee', 'plan', 'expect', 'aim', 'intend', 'anticipate', 'believe', 'estimate', 'may', 'should', 'will' or similar

expressions. This also includes statements regarding the timetable, conduct and outcome of the Offer and the use of

proceeds thereof, statements about the plans, objectives and strategies of the management of Investore, statements

about the industry and the markets in which Investore operates and statements about the future performance of

Investore's business. Any indications of, or guidance or outlook on, future earnings or financial position or performance

are also forward-looking statements. All such forward-looking statements involve known and unknown risks, significant

uncertainties, assumptions, contingencies, and other factors, many of which are outside the control of Investore, which

may cause the actual results or performance of Investore to be materially different from any future results or

performance expressed or implied by such forward-looking statements. Such forward-looking statements speak only as

of the date of this presentation. Except as required by law or regulation (including the NZX Listing Rules), Investore

undertakes no obligation to update these forward-looking statements for events or circumstances that occur subsequent

to such dates or to update or keep current any of the information contained herein. Any estimates or projections as to

events that may occur in the future (including projections of revenue, expense, net income and performance) are based

upon the best judgement of Investore from the information available as of the date of this presentation. A number of

factors could cause actual results or performance to vary materially from the projections. Investors should consider the

forward-looking statements in this presentation in light of those risks and disclosures. You are strongly cautioned not to

place undue reliance on any forward-looking statements, particularly in light of the current economic climate and the

significant volatility, uncertainty and disruption caused by the outbreak of COVID-19.

For purposes of this Disclaimer and Important Notice, "presentation" shall mean the slides, any oral presentation of the

slides by Investore, any question-and-answer session that follows that oral presentation, hard copies of this document

and any materials distributed at, or in connection with, that presentation.

The information and opinions contained in this presentation are provided as at the date of this presentation and are

subject to change without notice. Investore reserves the right to withdraw, or vary the timetable for, the Offer without

notice.

Acceptance

By attending or reading this presentation, you agree to be bound by the foregoing limitations and restrictions and, in

particular, will be deemed to have represented, warranted, undertaken and agreed that: (i) you have read and agree to

comply with the contents of this Disclaimer and Important Notice; (ii) you are permitted under applicable laws and

regulations to receive the information contained in this presentation; (iii) you will base any investment decision solely on

information released by Investore via NZX; and (iv) you agree that this presentation may not be reproduced in any form

or further distributed to any other person, passed on, directly or indirectly, to any other person or published, in whole or

in part, for any purpose.

Overview of the Offer
04

Business Summary

05

COVID-19 Update

09

Portfolio Highlights

10

Sustainability

16

Financial Overview

17

Bond Offer

21

Investment Highlights

26

Bunnings

Te Rapa,

Hamilton

3Investore Property Limited | Retail Bond Presentation

Contents

•Investore is offering up to $75m (with up to an additional $50m in oversubscriptions able to be accepted at Investore’s
discretion) of senior secured fixed rate 7 year Bonds

•The net proceeds of the Offer will be used to repay a portion of Investore’s existing bank debt, providing further

diversification of funding sources and extending the tenor of Investore’s debt

•The Bonds will be secured by first ranking mortgages granted by Investore over all of its properties as at the Issue Date

and by security interests over Investore’s other assets under a General Security Deed (subject to limited exceptions)

•The Offer is expected to open on 17 August 2020 and close on 21 August 2020

•The Interest Rate on the Bonds is expected to be set on 21 August 2020

•The Bonds are expected to be issued on 31 August 2020 and quoted on the NZX Debt Market on 1 September 2020

4Investore Property Limited | Retail Bond Presentation

Overview of the Offer

Bay Central
Shopping Centre

Tauranga

5Investore Property Limited | Retail Bond Presentation

Business Summary

Dependable
income streams

10.4 years

WALT

by Contract Rental

2

0.3%

Average lifecycle costs

by asset value per annum

$895.2m

Portfolio value

1

across 43 properties

2.7x

Interest coverage

ratio

87%

Gross rental from

anchors

99.7%

Portfolio occupancy

by area

71%

of Contract Rental

2

expires in FY30 or beyond

$182.7m

Total equity capital raised

over last 12 months

30.4%

Loan to Value Ratio

Proactive capital

management

All metrics above, except for the interest coverage ratio, are as at 31 March 2020, as if the capital raise announced on 29 April 2020 had been completed, and the

settlement of the three properties acquired from Stride Property Limited (SPL) on 30 April 2020 had taken place, as at that date. The interest coverage ratio is the actual

metric for FY20 (year ended 31 March 2020).

1. Excludes lease liabilities of $11.1m

2. Contract Rental is the amount of rent payable by each tenant, plus other amounts payable to Investore by that tenant under the terms of the relevant lease, annualised for the 12-month period on the basis of the occupancy level for the

relevant property as at 31 March 2020 and assuming no default by the tenant.

6Investore Property Limited | Retail Bond Presentation

A Strong, Resilient Portfolio

Large Format Retail
Investore defines LFR property as:

• Large, free-standing, usually rectangular single floor structure on a

concrete slab

• The site is well serviced by convenient vehicle access and plenty of

carparking on site

• Building improvements and maintenance of the asset require

straightforward enhancement and/or upkeep, with typically low

lifecycle maintenance

• Sites generally have a single anchor or limited number of tenants

and the majority of rental income is received from lease

arrangements with nationally recognised brands and companies

• Leases are structured in order to ensure Investore has the security of

long lease terms and a stable income stream, net of operating costs

• Typical anchor tenants include non-discretionary or ‘everyday needs’

retail such as supermarkets.

Long lease terms

10.4 years WALT

1

Nationally

recognised tenants

High occupancy

99.7%

1

Investore Property Limited’s strategy is to invest in quality, large

format retail (LFR) properties throughout New Zealand, and

actively manage investors’ capital, to maximise distributions and

total returns over the medium to long term

1. As at 31 March 2020, as if the capital raise announced on 29 April 2020 had been completed, and the settlement of the three properties acquired from SPL on 30 April 2020 had taken place, as at that date.

7Investore Property Limited | Retail Bond Presentation

Our strategy is based on four
principles – active portfolio

management, targeted growth,

continued optimisation of the

portfolio, and proactive capital

management

1. Active Portfolio

Management

Focus on owning well-located

properties with long lease terms and

high occupancy, with nationally

recognised quality tenant brands, and

maintaining strong and enduring

tenant relationships that support the

portfolio

4.

Proactive Capital

Management

Proactive capital management to

maintain a healthy and flexible balance

sheet for growth, while preserving

sustainable returns to investors

2.

Targeted Growth

Considered acquisitions and

developments which deliver growth,

while continuing to enhance

geographical and/or tenant portfolio

diversification

3.

Continued Portfolio

Optimisation

Development of existing properties to

meet the needs of tenants and the

surrounding catchment, which may

include acquiring sites adjacent to

existing properties, to provide

development options for the future

Our Strategic Principles

8Investore Property Limited | Retail Bond Presentation

Investore’s portfolio comprises a high proportion of businesses that continued to trade during the
April 2020 Government lockdown (‘essential businesses’) and a limited number of leases

permitting tenants to suspend or abate rental payments as a result of Government Alert Level

restrictions

9Investore Property Limited | Retail Bond Presentation

Business Impacts from COVID-19

• Investore has worked collaboratively with its tenants to support them through

the ongoing impact of COVID-19

• Investore’s approach in assisting tenants has been focussed on providing

rental support through a combination of abatements and deferrals in return

for granting extensions to lease terms, providing Investore with additional

contracted future rental revenue wherever possible

• During the lockdown which commenced on 26 March 2020, over 80% of

Investore’s portfolio was classified as ‘essential businesses’ as defined on

the Government’s website covid19.govt.nz, including supermarkets,

pharmacies and hardware stores, a vital part of the supply chain for New

Zealanders

• Investore has completed 98% of tenant negotiations in relation to the first

lockdown period. While there remains some uncertainty regarding the current

Government Alert Level restrictions, including their duration and the regions

impacted, Investore continues to expect the impact of COVID-19 to result in

reduced gross rent receivable for FY21 of approximately $1m - $2m. This

assumes Alert Level 3 or 4 restrictions are not in place for an extended

period of time during the balance of FY21

Countdown
Greenlane,

Auckland

Portfolio Highlights

10Investore Property Limited | Retail Bond Presentation

Targeted growth
1. See footnote 1 on page 7.

2. Excludes lease liabilities of $11.1m.


Investore continues to explore acquisition and development opportunities to deliver on its strategy of targeted

growth, focussed on opportunities that enhance its existing portfolio


Investore is currently considering portfolio opportunities, including an acquisition and other growth opportunities,

with a combined value of approximately $100m


These opportunities, if they proceed, are expected to be funded through Investore’s existing debt facilities, which

would result in an LVR of approximately 37.4%, leaving $48m of remaining debt facility headroom


There is no certainty that any opportunities will proceed, and if such opportunities do progress then they would be

subject to satisfactory completion of due diligence and other conditions that may be negotiated

Debt facilities

As at

31 March 2020

pro forma

1

Potential

portfolio

opportunities

As at

31 March 2020

pro forma, plus potential

portfolio opportunities

Investment properties$895m

2

+$100m$995m

2

Drawn debt$272m+$100m$372m

Loan to Value Ratio30.4%37.4%

Available debt facility (before bond issuance)$148m$48m

11Investore Property Limited | Retail Bond Presentation

Portfolio Summary
Portfolio Metrics

As at

31 Mar 2020

pro forma

1

Number of properties43

Number of tenants130

Net lettable area (NLA) (sqm)246,176

Net Contract Rental

2

($m)56.2

WALT (years)10.4

Occupancy rate by area99.7

Portfolio value ($m)895.2

3

Average site coverage (%)41.5

1. See footnote 1 on page 7.

2. See footnote 2 on page 6.

3. Excludes lease liabilities of $11.1m.

Lease Expiry Profile by Contract Rental

2

As at 31 March 2020

1

71% of Contract

Rental expiring FY30

or beyond

10.4 years WALT

4.3%

3.5%

1.2%

4.5%

5.4%

1.7%

4.6%

3.2%

1.0%

14.6%

5.1%

0.0%

18.0%

3.5%

29.4%

Long portfolio WALT of 10.4 years

and 71% of Contract Rental

2

expiring

in FY30 or beyond

1

12Investore Property Limited | Retail Bond Presentation

Anchor tenants underpin income
Anchor tenant classification by Contract Rental

2

As at 31 March 2020

Note: Numbers may not sum due to rounding.

1. See footnote 1 on page 7.

2. See footnote 2 on page 6. Includes The Warehouse Group leased premises at Johnsonville. The tenant has confirmed they will vacate this site upon lease expiry in October 2020.

North Island

South Island

36%

14%

10%

22%

13%

5%

82%

18%

AucklandWellingtonWaikato

Other North IslandCanterbury & Central OtagoOther South Island

Geographic diversification by Contract Rental

1,2

As at 31 March 2020

Investore’s resilient portfolio comprises a high proportion of anchor tenants (87%

1

by Contract

Rental

2

) and is geographically diverse, reflective of the population spread across NZ

13Investore Property Limited | Retail Bond Presentation

63%

13%

5%

3%

2%

1%

1%

Countdown

Bunnings

Foodstuffs

Mitre 10

The Warehouse Group

Briscoes Group

NZ Post

Diversified portfolio locations
14

Investore Property Limited | Retail Bond Presentation

$895m

Portfolio Value

1

82%

North Island

43

Properties

130

Tenants

North

Island

82%

South

Island

18%

Waikato (10%)

5 properties

11 tenants

28,458 sqm NLA

$80m asset value

Wellington

(14%)

7 properties

13 tenants

30,400 sqm NLA

$119m asset value

Other North Is.

(22%)

8 properties

41 tenants

70,593 sqm NLA

$200m asset value

Other South Is.

(5%)

3 properties

5 tenants

10,956 sqm NLA

$47m asset value

Canterbury & Central

Otago (13%)

8 properties

10 tenants

31,832 sqm NLA

$119m asset value

Auckland (36%)

12 properties

50 tenants

73,938 sqm NLA

$331m asset value

All metrics above are based on Contract Rental (see footnote 2 on page 6) and are as at 31

March 2020, as if the capital raise announced on 29 April 2020 had been completed, and

the settlement of the three properties acquired from SPL on 30 April 2020 had taken place,

as at that date. Numbers may not sum due to rounding.

1. Excludes lease liabilities of $11.1m.

Everyday needs
Countdown

New World

Pak’nSave

Animates

Unichem Pharmacy

Pet Essentials

Snap Fitness

NZ Post

Hardware

Bunnings

Mitre 10 MEGA

Resene

General

Merchandise /

Retail

The Warehouse

Briscoes

Rebel Sport

Kitchen Things

Hunting and Fishing

Supercheap Auto

Lighting Direct

Freedom Furniture

Food / Beverage

McDonald’s

Burger Fuel

Columbus Coffee

Pizza Hut

Domino’s Pizza

Pita Pit

Super Liquor

Noodle Canteen

St Pierre Sushi

Majority of tenants represent everyday needs

Around 71%of Investore’s portfolio

1

is categorised as ‘everyday needs’, drawing

customers to the properties on a regular basis and providing a strong tenant proposition

Everyday

Needs, 71%

Hardware,

16%

General

Merchandise /

Retail, 9%

Food / Beverage, 3%

Note: Numbers may not sum due to rounding.

1. By Contract Rental (see footnote 2 on page 6), as at 31 March 2020, as if the settlement of the three properties acquired from SPL had taken place as at that date.

15Investore Property Limited | Retail Bond Presentation

Sustainability
16Investore Property Limited | Retail Bond Presentation

Investore has developed a sustainability

strategic plan which addresses each of its

sustainability objectives under three key pillars

of people, planet/places and prosperity

Sustainability initiatives undertaken by

Investore include:


New energy efficient HVAC systems

installed as part of refurbishment

programmes

Supported Countdown Rototuna, Hamilton,

in a trial launched in November 2018 with

the installation of electric vehicle charging

stations which are available free of charge

for shoppers


Supported tenants’ refurbishment

programmes with installation of energy

efficient LED lighting at several stores,

including Mitre 10, Bunnings and

Countdown


Entered into a Supercharger Partnership

with energy company Tesla for the

installation of three charging stations at

Countdown Johnsonville


Tracking of carbon emissions commenced

Countdown Rototuna,

Hamilton

Financial Overview
Countdown

Warkworth,

Auckland

17Investore Property Limited | Retail Bond Presentation

Financial Highlights
For the year ended 31 March

2020


Net rental income of $48.1m

(FY19: $47.4m)


Corporate expenses of $7.5m

(FY19: $6.0m)


Profit before other income and tax

of $26.7m (FY19: $27.0m)


Profit after income tax of $28.6m

(FY19: $38.6m) due to lower net

revaluation gains as a result of

COVID-19


Distributable profit

1

after income

tax of $21.1m (FY19: $20.9m)


Total cash dividend of 7.60 cps

1. Distributable profit is a non-GAAP financial measure adopted by Investore to assist Investore and its investors in assessing Investore’s profit available for distribution. It is defined as profit/(loss) before income tax adjusted for non-recurring

and/or non-cash items (including non-recurring adjustments for incentives payable to anchor tenants for lease extensions) and current tax. Further information, including the calculation of distributable profit and the adjustments to profit before

income tax, is set out in note 3.2 to the annual financial statements ended 31 March 2020.

18Investore Property Limited | Retail Bond Presentation

Pak’n Save

New

Plymouth

Debt facilities
As at

31 Mar 2020

pro forma

1

Banking facility limit

(ANZ, BNZ, CBA, CCB, Westpac),

plus IPL010 bond

$420m

Debt facilities drawn$272m

Weighted maturity of debt facilities3.3 years

Bank debt covenants

LVR

(Drawn Debt / Property Values)

Covenant: ≤ 65%; board stated max: 48%

30.4%

Interest Cover Ratio

(EBIT/Interest and Financing Costs)

Covenant: ≥ 1.75x

2.7x

2

WALT

3

Covenant: > 6.0 years

10.4 years

$225m

$195m

$135m

$75m $75m

2.64%

2.67%

2.81%

2.90%

2.90%

1.50%

2.00%

2.50%

3.00%

3.50%

$0

$50

$100

$150

$200

$250

Mar-20Mar-21Mar-22Mar-23Mar-24

Fixed rate interest profile

As at 31 March 2020

Notional fixed rate debt (net of fixed-to-floating hedging)

Weighted average interest rate of fixed rate debt (excl. margin and line

fees)

Proactive Capital Management

1. See footnote 1 on page 7.

2. Actual ICR value for FY20, unadjusted for the items in footnote 1.

3. The unexpired lease term in a property or portfolio, assuming the property or portfolio is fully leased. This is weighted by the income applicable to each lease and a current market rental with nil term for vacant space.

19Investore Property Limited | Retail Bond Presentation

$99m
$70m

$101m

$50m

$100m

$75m

$50m

FY21FY22FY23FY24FY25FY26FY27FY28

Debt maturity profile post issue

2

As at 31 March 2020

Bank facilities to be cancelledExisting bank facilitiesIPL010 bondsNew BondsNew Bonds (Oversubscriptions)

Debt facilities

As at

31 Mar 2020

pro forma

1

As at

31 Mar 2020

pro forma, plus

new Bonds

2

Banking facility limit

(ANZ, BNZ, CBA, CCB, Westpac)

$320m$221m

Retail bonds$100m$225m

Total debt facilities$420m$446m

Weighted maturity of debt facilities3.3 years4.8 years

Offer Outcomes

Net proceeds of the Offer will be used to repay and

cancel a portion of Investore’s existing bank debt

Further diversification of funding sources – 50% of

debt facilities from non-bank funding following the

issue of the Bonds

2

Extended tenor – average tenor of debt extended

to 4.8 years upon the issue of the Bonds

1,2

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

2. Assumes $125m (including oversubscriptions of $50m) of Bonds are issued and $99m of existing banking facility is cancelled. If less than $125m of bonds are issued, it may be that less than $99m of facility is cancelled.

20Investore Property Limited | Retail Bond Presentation

Mitre 10 MEGA
Botany, Auckland

Bond Offer

21Investore Property Limited | Retail Bond Presentation

Security
•The Bonds will be secured by first ranking mortgages granted by Investore over its properties and by security

interests over Investore’s other assets under a General Security Deed (subject to limited exceptions)


As at 31 March 2020

1

, assuming the Bonds had been issued at that time, liabilities that would have been secured

by the mortgages and the General Security Deed (including the Bonds, existing IPL010 bonds, bank facilities and

hedging arrangements) were approximately $277m


All properties owned by Investore are mortgaged properties


Security over the mortgaged properties is held by the Security Trustee (New Zealand Permanent Trustees

Limited) for the benefit of the beneficiaries under the Security Trust Deed, including the Supervisor, Bondholders,

Investore’s banking syndicate and its agent and any other creditor that may become entitled to the benefit of the

mortgages, on an equal ranking basis


There are restrictions on Investore granting further security over its properties or its assets, except in certain

permitted instances

1. See footnote 1 on page 7.

22Investore Property Limited | Retail Bond Presentation

Covenants and Default
•The Loan to Value Ratio under the Trust Deed for the Bonds limits the ability of Investore to borrow money which is

secured by the mortgages and the General Security Deed to no more than 65% of the total value of the mortgaged

properties (including, in respect of any development, capital expenditure incurred during the development phase

since the date of the most recent valuation)

•The Board’s stated maximum Loan to Value Ratio is 48%

•Investore will have approximately 13 months to remedy a breach of the Loan to Value Ratio covenant, reflecting:


6 months to correct breach


20 business day notice period


Further 6 months to remedy before event of default occurs

•Other events of default include (not an exhaustive list):


Failure to make payments on the Bonds


Insolvency


Cross-acceleration

•Investore may not make any distribution (which would include paying a dividend to Investore’s shareholders) if an

event of default is continuing or if it would result in an event of default

23Investore Property Limited | Retail Bond Presentation

Key Terms of the Offer
Summary

Detail

IssuerInvestore Property Limited

Description of the Bonds Senior secured, fixed rate bonds 7 year bonds

Security

The Bonds are secured by first ranking mortgages granted by Investore over the mortgaged properties and by security interests over

Investore’s other assets under a General Security Deed (subject to limited exceptions)

The Security Trustee holds the mortgages and the General Security Deed for all creditors entitled to their benefit, which currently includes (in

addition to the Supervisor and the Bondholders) Investore’s banking syndicate and its agent, on an equal ranking basis

Tenor & Maturity Date7years, maturing 31August 2027

Offer AmountUp to $75m (with the ability to accept oversubscriptions of up to $50m at Investore’s discretion)

Interest Rate

The sum of the Swap Rate plus the Issue Margin which may be above or below the Indicative Issue Margin, subject to a minimum Interest

Rate of 2.40% per annum

The Interest Rate will be announced by Investore via NZX on or about the Rate Set Date

Indicative Issue Margin2.00% to 2.20% per annum

Interest Payments Quarterly in arrear in equal payments

Bond Financial Covenant

(Loan to Value Ratio)

Investore agrees to ensure that the total principal amount of all outstanding borrowed money secured by the mortgages and the General

Security Deed is not more than 65% of the total value of all mortgaged properties (including, in respect of any development, capital

expenditure incurred during the development phase since the date of the most recent valuation)

Purpose

The net proceeds of the offer will be used to repay a portion of existing bank debt. The offer will also provide further diversification of funding

sources and extend the tenor of Investore’s debt

Minimum Application Amount $5,000 and multiples of $1,000 thereafter

Firm Brokerage 0.75% on firm allocations to be paid by Investore

QuotationIt is expected that the Bonds will be quoted on the NZX Debt Market under the ticker code IPL020

Credit Rating The Bonds will not be rated

Capitalised terms have the same meaning given to that term in the Terms Sheet.

24Investore Property Limited | Retail Bond Presentation

Key Dates of the Offer
Key eventDate

Pre-offer announcement

Monday, 10 August 2020

Offer opens

Monday, 17 August 2020

Offer closes

11:00am, Friday, 21 August 2020

Interest Rate set

Friday, 21 August 2020

Issue Date

Monday, 31 August 2020

Expected date of initial quotation on the NZX Debt Market

Tuesday, 1 September 2020

Interest Payment Dates

28 February, 31 May, 31 August and 30 November

First Interest Payment Date

Monday, 30 November 2020

Maturity Date

Tuesday, 31 August 2027

25Investore Property Limited | Retail Bond Presentation

Investment Highlights
Nationally recognised quality tenant brands

Long term leases – WALT of 10.4 years

1

High occupancy rate - 99.7%

1

Strong management and corporate governance

NZX listed with focus on large format retail property

Dependable income streams

Geographically diversified portfolio totalling $895.2m

1

1. See footnote 1 on page 7.

26Investore Property Limited | Retail Bond Presentation

Q&A

Appendices

Emma has been appointed as a future director
programme participant by Investore under the

Institute of Directors’ future directors programme.

Emma is a director of Pragmatix, a project

management business, and has considerable

experience in project management, having

previously been in project management and bid

management roles with Fletcher Construction

and Shell International. Emma brings valuable

experience and insights to the Investore Board,

and participates in Investore Board meetings but

does not vote or have any role as a director.

Board of Directors

Mike Allen

Chair of the Board

Independent, Non-Executive

Director

Mike has considerable governance experience and

is currently a director of China Construction Bank

(New Zealand) Limited and Taumata Plantations

Limited. Prior to his governance career, he had an

executive career in investment banking and

general management experience in New Zealand

and the United Kingdom.

Gráinne Troute

Chair of the Audit and Risk

Committee

Independent, Non-Executive

Director

Gráinne has over 30 years’ experience in listed

and unlisted organisations, in highly competitive

and customer-focussed sectors, including

McDonald’s New Zealand and SKYCITY

Entertainment Group. Gráinne is currently a

director of Tourism Holdings Limited, Summerset

Group Holdings Limited and Chair of Tourism

Industry Aotearoa.

Adrian Walker

Independent, Non-

Executive Director

Adrian is a very experienced commercial property

executive, with over thirty years’ experience in the

property sector, including twenty years as the

General Manager of Property at Woolworths NZ

(owner of Countdown brand supermarkets). Adrian

brings to Investore a deep knowledge of the property

industry in New Zealand, as well as the supermarket

sector, a sector that makes up a significant portion of

Investore’s property portfolio. Adrian has a strong

background in property, financial planning and

strategic management.

Tim Storey

SIML Nominee and

Non-Executive Director

Tim has more than 30 years of experience across

a range of business sectors, and has practised as

a lawyer in Australia and New Zealand. Tim was a

partner in the Bell Gully partnership, having retired

in 2006, and is Chairman of Stride Property

Limited, Stride Investment Management Limited

and ASX listed LawFinance Limited.

John Harvey

SIML Nominee and

Non-Executive Director

John has over 35 years’ professional experience

as a chartered accountant, including at

PricewaterhouseCoopers (PWC) where he was a

partner for 23 years and held a number of

management and governance roles. John retired

from PWC in 2009 to pursue a career as a

professional independent director. He is currently a

director of Stride Property Limited, Stride

Investment Management Limited, Kathmandu

Holdings Limited, Heartland Bank Limited and Port

of Napier Limited.

Emma McDonald

Future Director

29Investore Property Limited | Retail Bond Presentation

Management Team

Over 20+ years experience in property

investment management


Prior experience includes working in

Morgan Stanley’s real estate merchant

banking division in the UK and a

partnership in a large private-equity real

estate firm


BCom (Finance), BProp, MBA (Imperial

College London)

Philip Littlewood

Chief Executive

Officer

Jennifer Whooley

Chief Financial

Officer


25+ years experience in the

property industry


Previously Chief Accountant for

Fletcher Property


Chartered Accountant (CA) and NZ

CFO of the year for 2018

Andrew Hay

General Manager

Commercial &

Industrial


20+ years property industry experience


Auckland Branch President of the

Property Council


MBA (Victoria University)

Roy Stansfield

General Manager

Shopping Centres


30 years experience in the retail

shopping centre industry


Prior experience includes property

accountancy, centre management and

retail leasing


Previously head of leasing at Sylvia Park

for Kiwi Property


15+ years experience in investment

and asset management across

property and infrastructure


Previously Investment Director and

partner, HRL Morrison & Co


Chartered Accountant (CA)

Steve Penney

General Manager

Investment

Fabio Pagano

Fund Manager

Investore


15+ years experience in retail and

property.


Previously Strategic Director, Ministry

of Education


Prior experience includes Coles

Group Australia property team,

leading portfolio properties and

activities across states.


MBA (Curtin University)

Mark Luker

General Manager

Development


25+ years retail and commercial

property development experience


Formerly General Manager

Development and Project Director,

Sylvia Park at Kiwi Property

Louise Hill

General Manager

Corporate Services


20+ years experience, with 6 years

experience in the construction industry


Previously Head of Legal, and Head of

Commercial Risk & Governance at

Fletcher Construction


Senior Associate at Bell Gully

30Investore Property Limited | Retail Bond Presentation

Level 12, 34 Shortland Street
Auckland 1010, New Zealand

PO Box 6320, Victoria Street

West, Auckland 1142, New

Zealand

P +64 9 912 2690

W investoreproperty.co.nz

Thank You

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