New Zealand Rural Land Company Limited logo

Interim Report to 31 December 2020

Half Year Results26 February 2021NZLReal Estate

NEW ZEALAND Rural Land Co
SUSTAINABLE AOTEAROA

Interim Report

Period from

11 September 2020 to 31 December 2020

www.nzrlc.co.nz

INTERIM REPORT COMMENTARY FOR PERIOD ENDING 31DECEMBER 2020
Welcome to New Zealand Rural Land Company’s (NZRLC) interim report for the period 11 September 2020 to 31 December

2020.

We successfully raised $75 million through our Initial Public Offering (IPO) in late 2020 and listed on the NZX Market. The

support for our IPO was pleasing with both institutional and retail investors joining our register. With the IPO proceeds available

to deploy, our focus is now on acquiring rural land in the New Zealand dairy sector.

Our manager, New Zealand Rural Land Management Limited Partnership, is progressing due diligence as expected on a

number of dairy farms in the South Island for NZRLC. The manager has been working closely with several substantial operators

undertaking due diligence investigations. It is important to remind investors that despite assets being identified as potential

acquisitions prior to the IPO, extensive due diligence (e.g. irrigation reports, soil testing, etc), does take time due to the size of the

assets we are looking to acquire. We anticipate being in a position to announce the terms of an acquisition in several weeks.

As was discussed in our Product Disclosure Statement (PDS) our intention is to acquire rural land across various industry sectors

over time. While our core, initial focus remains on acquiring dairy farms, we are having preliminary discussions with potential

tenants and vendors in other sectors such as viticulture. This work will continue so that we are prepared to diversify into other

sectors once we have established an asset base in the dairy sector.

Our intention remains to deploy all of the IPO proceeds towards acquiring rural land in the dairy sector with a conservative level

of gearing. Before diversifying into other industry sectors we are likely to return to shareholders for additional capital through a

pro-rata rights issue.

An advantage for NZRLC in implementing its rural land strategy is being a New Zealand investor and not requiring overseas

investment approval to make acquisitions. This means that NZRLC must keep foreign ownership of its shares to less than 25%.

At present our foreign ownership level is 22.12%. We actively monitor this ownership level and have tools in our constitution to

ensure that we remain under this 25% level.

We would also like to remind shareholders the interim accounts attached to this announcement produced by BDO are unaudited.

Our annual financial statements will be audited by PwC as is required by the Financial Markets Conduct Act 2013.

We thank our shareholders for their support in our IPO and we look forward to advising you on our acquisitions in the near future.

Rob Campbell

Chair

The Blade, Level 4, 12 St Marks Road, Remuera, Auckland 1050, New Zealand | +64 9 379 6493

www.nzrlc.co.nz

The Blade, Level 4, 12 St Marks Road, Remuera, Auckland 1050, New Zealand | +64 9 379 6493
www.nzrlc.co.nz

NEW ZEALAND RURAL LAND COMPANY LIMITED

INTERIM REPORT

FOR THE PERIOD FROM 11 SEPTEMBER 2020 TO 31 DECEMBER 2020

NEW ZEALAND RURAL LAND COMPANY LIMITED
TABLE OF CONTENTS

FOR THE PERIOD FROM 11 SEPTEMBER 2020 TO 31 DECEMBER 2020

ContentsPage

Directors Commentary 1

Interim Statement of Comprehensive Income3

Interim Statement of Changes in Equity4

Interim Statement of Financial Position5

Interim Statement of Cash Flows6

Notes to the Financial Statements7-10

Directory 11

New Zealand Rural Land Company Limited
Interim Statement of Comprehensive Income

for the period from 11 September 2020 to 31 December 2020

11 September 2020

to

31 December 2020

(Unaudited)

Notes$

Income

Interest income

9,715

Total income 9,715

Expenses

Directors' fees9 (88,542)

Insurance (1,994)

Marketing expenses (Equity settled IPO expenses) (125,000)

Other expenses (486)

Stock exchange fees (2,336)

Total expenses

(218,358)

(Loss) before taxation (208,643)

Taxation (expense)/benefit

-

(Loss) for the period (208,643)

Total comprehensive (loss) (208,643)

(Loss) per share

Basic (loss) per share (cents)(0.35)

Diluted (loss) per share (cents)(0.35)

This statement has been compiled without undertaking an audit engagement or review engagement and should be read with the

Compilation Report-Disclaimer of Liability and Notes to the Financial Statements.

3

New Zealand Rural Land Company Limited
Interim Statement of Changes in Equity

for the period from 11 September 2020 to 31 December 2020

Share Capital

Retained

Earnings

Total Equity

(Unaudited)(Unaudited)(Unaudited)

Notes

$$$

Balance at 11 September 2020 - -

-

Comprehensive income

Net (loss) after taxation - (208,643) (208,643)

Total comprehensive loss - (208,643) (208,643)

Contributions by owners

Share capital issued for director services rendered in relation to IPO 5 75,000 -

75,000

Share capital issued for assignment of intellectual property 5 125,000 - 125,000

New share capital issued during IPO5 75,000,000 - 75,000,000

Costs associated with IPO (2,333,208) - (2,333,208)

Convertible loan converted to share capital4 375,000 -

375,000

Total contributions by owners 73,241,792 - 73,241,792

Balance at 31 December 2020 73,241,792 (208,643) 73,033,149

This statement has been compiled without undertaking an audit engagement or review engagement and should be read with the Compilation Report-

Disclaimer of Liability and Notes to the Financial Statements.

4

New Zealand Rural Land Company Limited
as at 31 December 2020

31-Dec

2020

(Unaudited)

Notes$

EQUITY

Share capital5

73,241,792

Retained earnings (208,643)

Total Equity

73,033,149

Represented by:

CURRENT ASSETS

Cash & cash equivalents6

72,842,848

Receivables & prepayments7 296,195

NZX listing bond 75,000

Total Current Assets 73,214,043

CURRENT LIABILITIES

Trade creditors & accruals8

180,894

Total Current Liabilities 180,894

WORKING CAPITAL 73,033,149

NET ASSETS 73,033,149

Net Tangible Asset Value per share (cents) 120.80

Interim Statement of Financial Position

This statement has been compiled without undertaking an audit engagement or review engagement and should be read with the

Compilation Report-Disclaimer of Liability and Notes to the Financial Statements.

5

New Zealand Rural Land Company Limited
for the period from 11 September 2020 to 31 December 2020

11 September 2020

to

31 December 2020

2020

(Unaudited)

Notes$

CASH FLOWS FROM OPERATING ACTIVITIES

Cash was provided from (applied to)

Interest received

486

Payments to suppliers (486)

Net cash flow from operating activities

-

CASH FLOWS FROM INVESTING ACTIVITIES

Cash was provided from (applied to)

Purchase of NZX listing bond (75,000)

Net cash flow from investing activities (75,000)

CASH FLOWS FROM FINANCING ACTIVITIES

Cash was provided from (applied to)

Capital raise during IPO

74,883,749

Costs associated with IPO (2,340,901)

Funds received from convertible loan 4

375,000

Net cash flow from financing activities 72,917,848

Net increase/(decrease) in cash held 72,842,848

Cash & cash equivalents at beginning of the period -

Cash & cash equivalents at end of the period 72,842,848

Comprising:

Cash at bank - New Zealand

6

72,842,848

72,842,848

Interim Statement of Cash Flows

This statement has been compiled without undertaking an audit engagement or review engagement and should be read with the

Compilation Report-Disclaimer of Liability and Notes to the Financial Statements.

6

New Zealand Rural Land Company Limited
Notes to the Financial Statements

The Company is designated as a for-profit entity for financial reporting purposes.

These financial statements were authorised for issue by the Board of Directors on 16 February 2021.

The principal activities of the Company is the lease of rural land to agriculture and horticulture businesses.

The interim financial report does not include all the notes of the type normally included in an annual financial report.

The financial statements have been prepared on a historical cost basis.

2. Critical accounting estimates and judgements

3. Financial instruments

The Company is exposed through its operations to credit risk, interest rate risk, and liquidity risk.

for the period from 11 September 2020 to 31 December 2020

1. Basis of preparation

These financial statements are for New Zealand Rural Land Company Limited (the Company).

The Company is incorporated and domiciled in New Zealand and is registered under the Companies Act 1993. The incorporation date of the

Company is 11 September 2020.

The Company is a FMC reporting entity under the Financial Markets Conduct Act 2013. These unaudited interim financial

statements have been prepared in accordance with the requirements of Financial Markets Conduct Act 2013.

The Company makes certain estimates and assumptions regarding the future. Estimates and judgements are continually evaluated based on

historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

In the future, actual experience may differ from these estimates and assumptions.

In common with all other businesses, the Company is exposed to risks that arise from its use of financial instruments.

The Company's exposure to financial instrument risks, its objectives, policies and processes for managing those risks or the methods used to

measure them was defined in the product disclosure statement at the time of the IPO.

The principal financial instruments used by the Company, from which financial instrument risk arises, are as follows:

- Trade receivables

- Cash and cash equivalents

- Trade and other payables

The unaudited interim financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting

Practice (“NZ GAAP”), and its interpretations and other relevant Financial Reporting Standards applicable to profit-oriented

entities. The financial statements comply with International Financial Reporting Standards (IFRS).

This general purpose financial report for the interim half year reporting period ended 31 December 2020 has been prepared in accordance

with Accounting Standard NZ IAS 34 Interim Financial Reporting.

This statement has been compiled without undertaking an audit engagement or review engagement and should be read with the Compilation

Report-Disclaimer of Liability.

7

New Zealand Rural Land Company Limited
Notes to the Financial Statements

for the period from 11 September 2020 to 31 December 2020

4. Convertible loans

11 September 2020

to

31 December 2020

(Unaudited)

$

Convertible loan received on 18 August 2020 75,000

Convertible loan received on 19 October 2020 85,000

Convertible loan received on 27 October 2020 70,000

Convertible loan received on 19 November 2020 145,000

Convertible loan converted to 300,000 shares at $1.25 per share on 18 December 2020 (375,000)

Convertible loans -

5. Share Capital

11 September 2020

to

31 December 2020

(Unaudited)

No. of Shares

$

Authorised and issued

Shares issued for services rendered - 60,000 shares at $1.25 per share 60,000 75,000

100,000 125,000

New shares issued during IPO - 60,000,000 at $1.25 per share 60,000,000 75,000,000

Costs associated with IPO - (2,333,208)

Convertible loan converted to 300,000 shares at $1.25 per share 300,000 375,000

Share capital at end of year 60,460,000 73,241,792

The Company has authorised shares totalling 60,460,000 and all shares are fully paid and have equal voting rights.

All shares participate equally in any dividend distribution or any surplus on the winding up of the Company.

The shares have no par value.

6. Cash & cash equivalents

11 September 2020

to

31 December 2020

(Unaudited)

$

Cash at bank 72,842,848

Total cash and cash equivalents 72,842,848

Cash at bank is held on call in a solicitor's trust account at an interest rate of 0.35% per annum.

Cash and cash equivalents include the following components:

On 15 October 2020 the Company and Allied Farmers Limited entered into a convertible loan agreement. The terms of the loan provided for

Allied Farmers Limited to provide the Company with $375,000 at certain milestones leading up to the IPO of the Company. On the date of the

IPO the convertible loan converted to ordinary shares in the Company at $1.25 per share, being the same price as shares were issued in the

IPO. The convertible loan did not attract interest.

Shares issued for assignment intellectual property - 100,000 shares at $1.25 per share

This statement has been compiled without undertaking an audit engagement or review engagement and should be read with the Compilation

Report-Disclaimer of Liability.

8

New Zealand Rural Land Company Limited
Notes to the Financial Statements

for the period from 11 September 2020 to 31 December 2020

7. Receivables & prepayments

11 September 2020

to

31 December 2020

(Unaudited)

$

Receivables116,251

GST receivables68,709

Interest accrual9,229

Prepayments102,006

Total receivables & prepayments296,195

8. Trade creditors & accruals

11 September 2020

to

31 December 2020

(Unaudited)

$

Trade creditors127,344

Accruals53,550

Total trade creditors & accruals180,894

9. Related Parties

11 September 2020

to

31 December 2020

(Unaudited)

$

Robert Campbell (to be paid in cash post IPO)8,125

50,000

Sarah Kennedy (to be paid in cash post IPO)5,417

Sarah Kennedy (Equity settled director fees for pre-IPO services) - 20,000 shares at $1.25 per share25,000

Total88,542

Shares issued in relation to assignment of intellectual property:

11 September 2020

to

31 December 2020

(Unaudited)

$

91,761

18,539

Hopeton Trustee Company Limited - 11,760 shares at $1.25 per share14,700

125,000

Christopher Swasbrook is a director and shareholder of Elevation Capital Management Limited and a director of the Company.

Director fees recognised in profit & loss:

Robert Campbell (Equity settled director fees for pre-IPO services, issued to Tutanekai

Investments Limited) - 40,000 shares at $1.25 per share

RPMilsom Investments Limited - 14,831 shares at $1.25 per share

Elevation Capital Management Limited - 73,409 shares at $1.25 per share

This statement has been compiled without undertaking an audit engagement or review engagement and should be read with the Compilation

Report-Disclaimer of Liability.

9

New Zealand Rural Land Company Limited
Notes to the Financial Statements

for the period from 11 September 2020 to 31 December 2020

9. Related Parties (cont.)

Brokerage recognised in costs associated with IPO:

11 September 2020

to

31 December 2020

(Unaudited)

$

747,255

747,255

There were no other related party transactions during the period.

10. Segment Reporting

11. Contingent Liabilities

There were no contingent liabilities or any outstanding litigation against the Company as at 31 December 2020.

12. Subsequent Events

There were no significant events between balance date and the date the financial statements were authorised for issue.

Hayden Dillion is associated with the director and shareholder of Hopeton Trustee Company Limited and a member of the key management

personnel of the Company's Manager, New Zealand Rural Land Management Limited Partnership.

New Zealand Rural Land Management Limited Partnership is the Manager of the Company and once the first purchase of land is completed it

will charge fees in accordance with the Product Disclosure Statement and the Management Agreement.

The Company has been formed for the purpose of acquiring rural land across Aotearoa/New Zealand agricultural sector and is considered to

operate in a single segment. As at the reporting date the Company has not acquired any land.

Richard Milsom is a director and shareholder of RPMilsom Investments Limited and a member of the key management personnel of the

Company's Manager, New Zealand Rural Land Management Limited Partnership.

The costs for the intellectual property have been recognised in marketing expenses in the statement of comprehensive income.

The brokerage was paid to Elevation Capital Management Limited by Jarden. Jarden included the brokerage in the fees and expenses to the

Company. Christopher Swasbrook is a director and shareholder of Elevation Capital Management Limited and a director of the Company.

Elevation Capital Management Limited

This statement has been compiled without undertaking an audit engagement or review engagement and should be read with the Compilation

Report-Disclaimer of Liability.

10

---

INTERIM REPORT COMMENTARY FOR PERIOD ENDING 31DECEMBER 2020
Welcome to New Zealand Rural Land Company’s (NZRLC) interim report for the period 11 September 2020 to 31 December

2020.

We successfully raised $75 million through our Initial Public Offering (IPO) in late 2020 and listed on the NZX Market. The

support for our IPO was pleasing with both institutional and retail investors joining our register. With the IPO proceeds available

to deploy, our focus is now on acquiring rural land in the New Zealand dairy sector.

Our manager, New Zealand Rural Land Management Limited Partnership, is progressing due diligence as expected on a

number of dairy farms in the South Island for NZRLC. The manager has been working closely with several substantial operators

undertaking due diligence investigations. It is important to remind investors that despite assets being identified as potential

acquisitions prior to the IPO, extensive due diligence (e.g. irrigation reports, soil testing, etc), does take time due to the size of the

assets we are looking to acquire. We anticipate being in a position to announce the terms of an acquisition in several weeks.

As was discussed in our Product Disclosure Statement (PDS) our intention is to acquire rural land across various industry sectors

over time. While our core, initial focus remains on acquiring dairy farms, we are having preliminary discussions with potential

tenants and vendors in other sectors such as viticulture. This work will continue so that we are prepared to diversify into other

sectors once we have established an asset base in the dairy sector.

Our intention remains to deploy all of the IPO proceeds towards acquiring rural land in the dairy sector with a conservative level

of gearing. Before diversifying into other industry sectors we are likely to return to shareholders for additional capital through a

pro-rata rights issue.

An advantage for NZRLC in implementing its rural land strategy is being a New Zealand investor and not requiring overseas

investment approval to make acquisitions. This means that NZRLC must keep foreign ownership of its shares to less than 25%.

At present our foreign ownership level is 22.12%. We actively monitor this ownership level and have tools in our constitution to

ensure that we remain under this 25% level.

We would also like to remind shareholders the interim accounts attached to this announcement produced by BDO are unaudited.

Our annual financial statements will be audited by PwC as is required by the Financial Markets Conduct Act 2013.

We thank our shareholders for their support in our IPO and we look forward to advising you on our acquisitions in the near future.

Rob Campbell

Chair

The Blade, Level 4, 12 St Marks Road, Remuera, Auckland 1050, New Zealand | +64 9 379 6493

www.nzrlc.co.nz

---

Results announcement
(for Equity Security issuer/Equity and Debt Security

issuer)

Updated as at 31 December 2020



Results for announcement to the market

Name of issuer New Zealand Rural Land Company Limited

Reporting Period 6 months to 31 December 2020

Previous Reporting Period N/A – first reporting period

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$9.7 N/A%

Total Revenue $9.7 N/A%

Net profit/(loss) from

continuing operations

($208.6) N/A%

Total net profit/(loss) ($208.6) N/A%

Interim/Final Dividend

Amount per Quoted Equity

Security

No dividend is proposed

Imputed amount per Quoted

Equity Security

Not applicable

Record Date Not applicable

Dividend Payment Date Not applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$1.208 $N/A

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Refer to attached interim financial statements

Authority for this announcement

Name of person


authorised

to make this announcement

Christopher Swasbrook

Contact person for this

announcement

Christopher Swasbrook

Contact phone number +64 21 928 262

Contact email address Chris.swasbrook@elevationcapital.co.nz

Date of release through MAP


26/02/2021


Unaudited financial statements accompany this announcement.

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.