New Zealand Rural Land Company Limited logo

Post Settlement of Acquisitions & Rights Issue Presentation

Capital Raise8 June 2021NZLReal Estate

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 Co

WWW.NZRLC.CO.NZ

NZX Announcement


9 June 2021


Post Settlement of Acquisitions & Rights Issue Presentation


New Zealand Rural Land Company Limited (NZL.NZX) has today released an updated presentation for investors post settlement

of the previously announced acquisitions. NZL currently has a 2:3 Rights Issue at $1.10 per share open for applications and this

presentation serves to update investors.


NZL will hold a conference call on Friday, 11 June 2021 at 2:00pm to discuss this presentation and answer investor questions.


To register for the conference call and receive a video link please email - Christopher Swasbrook at chris@nzrlc.co.nz.


ENDS


Contact:

Christopher Swasbrook

Executive Director

Mobile: 021 928 262

Email:  chris@nzrlc.co.nz

---

1
Post Settlement of Acquisitions &

Rights Issue Presentation

9 June 2021

www.nzrlc.co.nz

listed on:

NEW ZEALAND Rural Land Co

SUSTAINABLE AOTEAROA

Disclaimer
The information and opinions in this presentation were prepared by New Zealand Rural Land Company (NZL). NZL makes no representation or warranty as to the accuracy

or completeness of the information in this report. Opinions including estimates and projections in this report constitute the current judgment of NZL as at the date of this report

and are subject to change without notice. Such opinions are not guarantees or predictions of future performance. This report is provided for information purposes only and

does not constitute investment advice. Neither NZL, nor any of its Board members, officers, employees, advisers (including New Zealand Rural Land Management Limited)

or any other representatives will be liable for any damage, loss or cost incurred by any recipient of this report or other person in connection with this report.

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New Zealand Rural Land Company (NZL):

Recap From IPO Documents

• New Zealand Rural Land Company (NZL) was incorporated for the purpose of acquiring rural land across

New Zealand’s agricultural sector;

• NZL will partner with and lease land to experienced farmers and food producers.

• NZL would present a differentiated investment proposition to what is currently available on the NZX:

• Exposure to agriculture / rural land as an asset class without the direct operational exposure and volatility;

• Core focus on securing experienced, well capitalised, long-term tenants to provide security around income;

• Market forces are creating an opportunity to acquire high quality dairy farms at attractive prices;

• Although the initial target is dairy land given favorable pricing backdrop, NZL will target other rural land asset classes

across cycles;

• NZL will separate land ownership and operations. NZL will improve capital efficiency for its tenants while offering its

investors a clear separation from traditional on-farm risks:

No direct

on-farm

risks

(via either sharemilker or

operational partner)

No direct

exposure

to volatile

commodity

prices

Limited

exposure to

environmental

risks

No direct

exposure

to animal

health risks

No direct

exposure

to farmer

co-ops

• NZL is targeting minimum gross lease rate of 4.50% per annum + potential NAV growth;

• NZL aims to pay dividends in Q1 2022;

• NZL will be the only agricultural land based listed property company on the NZX and

is raising a minimum of $75 mln.

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4
• NZL was the largest IPO on the NZX in 2020 raising $75.0 mln. It was also the largest company to list with no assets in many years on the NZX;

• NZL is now a long-term custodian of $122.75

**

mln of dairy land and a revenue stream of approximately $6.1 mln per annum from these properties

over the terms of the lease/s - all achieved within 6 months of listing;

• NZL has achieved a higher gross lease rate on the properties acquired of ~5.00% vs IPO documentation which guided investors to ~4.50%;

• NZL believes NAV growth can be expected by investors and reminds investors that NZL’s balance date is 30 June 2021. Independent valuations of

the acquired properties will be sought at this date;

• NZL highlights to existing and potential investors the statement in the Notice of Special Meeting - page 15:

The final purchase price to be paid for the Properties ($112.5 million to $114 million) is below the aggregate value attributed to the

Properties under the independent valuations. However, the Board still needs to obtain advice and determine what will be appropriate

carrying values for the Properties in the NZL financial statements for the period ending 30 June 2021.

• NZL secured a $65M revolving credit facility with Rabobank providing capacity for further acquisitions;

• NZL shareholders can expect to receive their first interim dividend in Q1 2022.

New Zealand Rural Land Company (NZL):

Since Listing on NZX

*


* NZL listing date was 21 December 2020.

** Subject to final adjustments.

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NZL: Key Metrics

Portfolio Value: $122.75 mln (at purchase price)

Debt: ~$54,200,000

*

Weighted Average Interest Cost: ~2.50%

**

Occupancy: 100%

Weighted Average Lease Term: 10.91 Years

Market Capitalisation: $67,715,200

*

# Shares on Issue (NZL): 60,460,000

NTA as at 31 December 2020: $1.2080

Rural Land Exposure

*

:

* As at 8 June 2021.

** As at 8 June 2021, NZL has not put in place any interest rate hedges at this time. This also includes a line fee of 0.88% per annum on undrawn capital.

D ai r y

Horticulture

Viticulture

Gre en E ner gy

D ai r y

Horticulture

Viticulture

Gre en E ner gy

Dairy - 100%

Horticulture - 0%

Viticulture - 0%

Green Energy - 0%

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NZL: Key Metrics (cont.)

NZL Share Price / NAV Since Listing on NZX

-8.00%

-6.00%

-4.00%

-2.00%

0.00%

2.00%

4.00%

6.00%

$1.00

$1.10

$1.20

$1.30

21/12/2021/01/2121/02/21

21/03/21

21/04/2121/05/21

Premium Discount

NZL Last

Sale Price

NAV (per share)*

ReturnsNZL.NZX

S&P/NZX All Real Estate Gross

Index [NZREITG]

Since Listing-9.6%+0.18%

CYTD-11.72%-2.16%

Shareholder Returns**

* As at 31 December 2020.

** As at 8 June 2021.

66

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NZL: Current Rural Land Portfolio - Summary

Southland

1 Dairy Farm

Total: 456 Ha

Total Purchase Price:

NZ$ 10.245M

North Otago

1 Dairy Farm

Total: 504 Ha

Total Purchase Price:

NZ$ 12.32M

South Canterbury

8 Dairy Farms

5 Support Farms

Total: 5,837 Ha

Total Purchase Price:

NZ$ 100.18M

$122,750,000

$6,135,575.85

5.00%

purchase price (NZ$) [subject to fi Nal adjustmeNts]

lease value (NZ$ pa)

lease rate oN purchase price [subject to fi Nal adjustmeNts]

PROPERTY VALUES AND LEASE TERMS

10 - 11 Years - CPI Adjustment Years 3, 6, 9

lease term

teNaNts

77

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NZL: Portfolio by Region - Southland

Southland

PROPERTY DETAILS

456

total ha

Easy Undulating -

Rolling

coNtour

Bore

water source

Traditional dairy

farm type

houses

4

Predominantly Kaiwera

Soils with a small strip of

Waimahaka Hill Soils.

soils

1

# of farms

888

9
NZL: Portfolio by Region - North Otago

PROPERTY DETAILS

504

total ha

Easy Undulating -

Rolling

coNtour

Local River

water source

Traditional dairy

farm type

houses

5

Claremont and Timaru

silt loam soils.

soils

1

# of farms

North Otago

99

10
NZL: Portfolio by Region - South Canterbury

South Canterbury

PROPERTY DETAILS

5,837

total ha

Most farms are flat

with some rolling to

steep.

coNtour

Majority local water

schemes with some

drawing from dams

water source

Traditional dairy,

Hybrid Farms,

Support Farms

farm type

Pukeuri, Waipara, Kauri,

Timaru, Claremont,

Ruahine, Wakanui,

Darnley.

soils

13

# of farms

1010

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NZL: Debt Facility with

• To finance the aforementioned acquisitions NZL has drawn $54.2 mln of its new $65 million revolving

credit facility with Rabobank (this facility has a mixture of terms being 2, 3, and 5 years, and the

ability to utilise interest rate swaps).

• The current weighted average interest cost of these borrowings is approximately 2.50% per annumroximately 2.50% per annum

**

..

• As was detailed in the recent Notice of Special Meeting, the Rabobank facility has a loan to value

ratio covenant of 40%, this will first be measured at 30 September 2021. While the bank covenant is

at a 40% level, the intention of the Board is to restore debt to a 30% level under its internal debt policy.

The Board’s intention is that a 30% debt level should be the ‘steady state’ debt level for NZL which is

only exceeded on a temporary basis to facilitate transactions that are in the best interests of NZL.

* As at 8 June 2021. Note: NZL has not put in place any interest rate hedges at this time.

This also includes a line fee of 0.88% per annum on undrawn capital.

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NZL: Rights Issue - 2:3 @ $1.10

• NZL is undertaking a 2:3 rights issue @ $1.10 to raise $44.33M to reduce debt back to an internal

policy target of a loan to value ratio of approximately 30% and also enable NZL to capitalise on a

strong pipeline of potential acquisitions.

• NZL Rights Issue Key Dates:

Shares OwnedCost Basis / Share

IPO - 21 December 202010,0001.2500

2:3 Rights Issue6,6671.1000

Total holding post rights offer16,6671.1900

Announcement of key terms of the Offer24 May 2021

Rights trading commences on the NZX Market2 June 2021

Record Date for determining entitlements5.00pm, Wednesday 3 June 2021

Opening Date for the Offer4 June 2021

Rights trading ends on the NZX Market 17 June 2021

Closing Date for the Offer (last day for receipt of

a renunciation or the completed Entitlement and

Acceptance Form with payment)

23 June 2021

Allotment Date for New Shares

*

under the Offer 28 June 2021

Expected date for quotation of New Shares

*

28 June 2021


• Detailed below is the impact the rights issue will have on an investor with 10,000 shares acquired

at the time of the IPO and who takes up their full entitlement:

* New Shares will rank pari pasu in all respects with existing shares.

121212

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NZL: Acquisition Pipeline

MAKIKIHI ROAD

$ 12,000,000Waimate, South

Canterbury

500Hybrid Dairy Farm> 5%Performance

Dairy Limited

locatioN

total ha

purchase price

farm type

lease rateteNaNt

• NZL has the potential to acquire an additional 500 Ha Hybrid Dairy Farm by 1 August 2021 should the vendor

be unsuccessful in refinancing that property by this date. NZL has already entered into a conditional lease

(subject only to NZL’s acquisition of this property that will be for 11 years with two 12 year rights of renewal).

• NZL has a potential pipeline of approximately $130 mln+ of rural land assets that is broken down

as follows as at 8 June 2021:

NEW ZEALAND Rural Land Co

SUSTAINABLE AOTEAROA

Dairy - +$100 mln of targeted assets

Viticulture - ~ $6 mln of targeted assets

Horticulture - ~ $15 - $40 mln of targeted assets

Green Energy - ~ $10 mln of targeted assets

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NZL: Foreign Ownership

• NZL is highly advantaged because it is a New Zealand buyer of rural land;

• Under the Overseas Investment Amendment Act 2021, NZL can have foreign domiciled shareholders of up to

49.9% of its share register (subject to certain share parcel restrictions);

• Currently, NZL has foreign domiciled shareholders amounting to ~23% of its share register.

• The current rights issue potentially presents an attractive opportunity for offshore institutions to acquire a meaningful

interest in NZL by registering their interest for any rights issue shortfall alongside existing NZL Shareholders.

• To register interest - please contact:

Christopher Swasbrook

Executive Director

chris@nzrlc.co.nz

+64 21 928 262

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NZL: Structure, Directors, Service Providers & Manager

NEW ZEALAND Rural Land Co

SUSTAINABLE AOTEAROA

Listed

ROB

CAMPBELL

Independent

Chair

SARAH

KENNEDY

Independent

Director

CHRISTOPHER

SWASBROOK

Executive

Director

NEW ZEALAND Rural

Land Management

50.0%

16.5%

Hayden Dillon

6.0%

Richard Milsom

7.5%

Accountant

Auditor

Registry

Listed

Clyde & Rena

Holland

20.0%

15

NZL: Key People
NEW ZEALAND Rural Land Co

SUSTAINABLE AOTEAROA

ROB CAMPBELL

Independent Chair

Chair – SKYCITY Entertainment Group

Chair – WEL Group Limited

Chair - Tourism Holdings

Chair - Summerset Group

Director - Precinct Properties

Vice Chancellor - AUT

CHRISTOPHER SWASBROOK

Executive Director

Managing Director – Elevation Capital Management Limited

Board Member – Financial Markets Authority

Director – Allied Farmers, Bethunes Investment Limited, RAL Limited and

Swimtastic Limited

Previously a Partner of Goldman Sachs JBWere Pty Limited & Co-Head of

Institutional Equities at Goldman Sachs JBWere (NZ) Limited

SARAH KENNEDY

Independent Director

Director - Comvita NZ

CEO - Calocurb Limited

Previously CEO - Designer Textiles International

Previously Vice President International Farming - Fontera

Previously CEO / Member of the Board of Directors - Vitaco Health Limited

Previously CEO - Healtheries of New Zealand Ltd

RURAL VALUER

Independent Consultant


FARM CONSULTANT

Independent Consultant


AGRICULTURAL ENVIRONMENTAL SPECIALIST

Independent Consultant


RURAL PROPERTY MANAGER

Rural Property Manager

HAYDEN DILLON

Consultant

Managing Partner Findex (Waikato) & Head of Agribusiness New Zealand for Findex.

Independent Director - Williams Holdings Limited

Independent Director - Aquila Sustainable Farms Limited and associated Limited Partner Farms.

Independent Director Rowing New Zealand.

Trustee - South Waikato Investment Fund

Chairman - Bioceta Limited

Previously - Senior Partner Bank Of New Zealand – Waikato

Previously - Corporate Relationship Manager Food Fibre & Beverage National Australia Bank - Melbourne

Fellow FINSIA

SHELLEY RUHA

Independent Chair

Director - Heartland Bank

Director - Icehouse

Director - 9 Spokes

Previously - Senior Management Team and leader of

BNZ Partners - BNZ

RICHARD MILSOM

Executive Director

Consultant - Elevation Capital Management Limited

CEO – Bellevue Enterprises Limited – Bovine & Porcine

Genetic Improvement & Sustainable Pork Production Company

INFINZ Board Member

INFINZ Emerging Leader 2017

NEW ZEALAND Rural Land Management

MARISE JAMES

Director

Director - Allied Farmers

Partner - Baker Tilly Staples Rodway Taranaki,

Chair - Firstlight Wagyu NZ Limited,

Previously:

Founding director - Fonterra Co-operative Group

Director - FMG Insurance Limited

Director - Landcorp Farming Limited

Director - TSB Bank + TSB Trust

Chaired the Audit Committees of FMG and Landcorp.

CHRISTOPHER SWASBROOK

Consultant

Managing Director – Elevation Capital Management Limited Board Member – Financial Markets Authority (FMA)

Director – Bethunes Investments Limited, New Zealand Rural Land Company Limited and Swimtastic Limited

Previously a Partner of Goldman Sachs JBWere Pty Limited & Co-Head of Institutional Equities at Goldman Sachs JBWere (NZ)

Limited

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NZL: Outlook

The outlook for NZL remains bright in terms of further expanding its land holdings;

• NZL believes that overseas ownership restrictions and commercial bank lending policies continue to impact the

availability of buyers of large scale opportunities that NZL is typically targeting. A lack of buyers able to transact at

scale positions NZL extremely well to continue to build its portfolio;

• This remains somewhat in contrast to recent headlines which are clearly positive for long-term land price appreciation.

These headlines are not currently having a dramatic impact on large scale rural land prices that one would intuitively

expect;

• NZL Directors continue to believe this represents a truly compelling opportunity to continue to

acquire land at scale and hence have sought a larger amount of capital in the rights issue to

enable NZL to be able to maximise the opportunity set at present.

1717

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New Zealand Rural Land Company

Level 4, 12 St Marks Road

Remuera

Auckland 1050

New Zealand

+64 9 379 6493

info@nzrlc.co.nz

www.nzrlc.co.nz


nzrlc

nzrlc

listed on:

NEW ZEALAND Rural Land Co

SUSTAINABLE AOTEAROA

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.