Retail Bond Offer
Classification: PROTECTED
2
•
•
•
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Up to $75,000,000
5 Year Senior Secured
Fixed Rate Bonds
(plus up to $50,000,000
oversubscriptions)
Dated 14 February 2022
Investore Property Limited
Indicative Terms Sheet
Arranger & Joint Lead ManagerJoint Lead Managers
Indicative
Terms Sheet
Dated 14 February
2022
Senior Secured
Fixed Rate Bonds due
25 February 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 5 year senior secured fixed rate bonds maturing on 25 February
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 14 February 2022 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.
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; and
• $125,000,000 senior secured fixed rate bonds maturing on 31 August 2027
(which have an interest rate of 2.40% p.a.), which are currently quoted on the
NZX Debt Market under the ticker code IPL020,
(together the Existing Bonds).
Accordingly, the Bonds offered will be the same class as the Existing 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 Existing 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 Existing 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).
Issuer
Investore Property Limited
Description
5 year senior secured fixed rate bonds
Opening Date Monday, 14 February 2022
Closing Date 11.00am on Friday, 18 February 2022
Rate Set Date Friday, 18 February 2022
Issue Date Friday, 25 February 2022
Expected Quotation on NZX Debt Market Monday, 28 February 2022
Maturity Date Thursday, 25 February 2027
Purpose
The net proceeds of the offer will be used to repay existing bank debt. The offer will also
extend the tenor of Investore’s debt and increase the proportion of Investore’s debt that
is hedged or is subject to a fixed rate of interest
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 and Guarantees
The Bonds are guaranteed by the Subsidiaries of Investore as at the date of this Terms
Sheet (the Guarantors)
The Bonds are secured by first ranking mortgages (the Mortgages) granted from time to
time by Investore and the Guarantors over their properties (the Mortgaged Properties)
and by security interests granted from time to time over Investore’s and the Guarantors’
other assets under a general security deed (subject to limited exceptions) (the General
Security Deed)
The Security Trustee holds the Mortgages, the General Security Deed and the
guarantees 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
Investore Property Limited Indicative Terms Sheet | February 20222 Investore Property Limited Indicative Terms Sheet | February 20223
Indicative
Terms Sheet (cont.)
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
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 3.95% per annum
The Interest Rate will be announced by Investore via NZX on or about the Rate Set Date
Indicative Issue Margin 1.15% - 1.30% 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 PaymentsQuarterly in arrear in equal payments
Interest Payment Dates
25 February, 25 May, 25 August and 25 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 25 May 2022
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 DaysDays on which the NZX is open for trading
Firm Brokerage0.75% on firm allocations to be paid by Investore
ISINNZIPLDT003C9
NZX Debt Market Quotation
Investore will take any necessary steps to ensure the Bonds are, immediately after issue,
quoted on the NZX Debt Market. 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 IPL030 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 LawNew 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
Retail 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
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 Securities Limited
and Westpac
SupervisorPublic Trust
Investore Property Limited Indicative Terms Sheet | February 20224 Investore Property Limited Indicative Terms Sheet | February 20225
Indicative
Terms Sheet (cont.)
Address
Details
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 found at
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’s manager can be found at www.nzx.com/companies/SPG.
Security TrusteeNew Zealand Permanent Trustees Limited
Securities RegistrarComputershare 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
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
Tim Storey – SIML Appointed Director
John Harvey – SIML Appointed Director
Supervisor
Public Trust
Level 16, SAP Tower
151 Queen Street
Auckland 1010
Security Trustee
New Zealand Permanent Trustees Limited
Level 16, SAP Tower
151 Queen 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 6011
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 772 142
Joint Lead Managers
ANZ Bank New Zealand Limited
23-29 Albert Street
Auckland 1010
0800 269 476
Forsyth Barr Limited
Level 23, Shortland & Fort
88 Shortland Street
Auckland 1010
0800 367 227
Jarden Securities 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 772 142
Investore Property Limited Indicative Terms Sheet | February 20226 Investore Property Limited Indicative Terms Sheet | February 20227
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
F +64 9 303 1239
W investoreproperty.co.nz
---
Arranger
Joint Lead Managers
Retail Bond
Presentation
Investore Property Limited
14 February 2022
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 and Investore’sbonds maturing on 31 August 2027, which have a fixed rate of 2.40 percent per
annum and are currently quoted on the NZX Debt Market under the ticker code IPL020 (together, the Existing Bonds). Accordingly,
the Bonds offered will be the same class as the Existing Bonds for the purposes of the FMCA and the Financial Markets Conduct
Regulations 2014 (and the Existing 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 Existing Bonds 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).
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 disclosure obligations under the NZX Listing Rulesthat
requires it to notify certain material information to NZX Limited (NZX) for the purpose of that information being made availableto
participants in the market. This presentation should be read in conjunction with Investore'sother periodic and continuous disclosure
announcements released to NZX (which are available at https://www.nzx.com/companies/IPL). No information set out in this
presentation will form the basis of any contract.
Financial data
All dollar values are in New Zealand dollars (NZ$ or NZD) unless otherwise stated. This presentation includes certain financial
measures that are "non-GAAP (generally accepted accounting practice) financial information". Such financial information and
financial measures (including Distributable Profit and profit before other income/(expense) and income tax) do not have standardised
meanings prescribed under New Zealand equivalents to International Financial Reporting Standards (NZ IFRS) or International
Financial Reporting Standards (IFRS) and therefore, may not be comparable to similarly titled measures presented by other entities,
and should not be construed as an alternative to other financial measures determined in accordance with NZ IFRS or IFRS.
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 presentation. 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, accounting, 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 a financial adviser, solicitor, accountant
or other professional adviser if necessary.
Investment risk
An investment in securities in Investore is subject to investment and other known and unknown risks, some of which are beyondthe
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 anyother
law (and will not be lodged with or approved by 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 NewBonds
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 the 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 advisers, as
the case may be (Specified Persons), have independently verified or will verify any of the content of this presentation and noneof
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 (whether in tort (including
negligence) or otherwise) for any direct or indirect loss, damage or other consequence (whether foreseeable or not) suffered by any
person from: the use of or reliance on the information contained in, or omitted from 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). To the maximum extent permitted by law, no Specified Person makes any representation or warranty, either express or
implied, as to the currency, fairness, 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, authorisedor 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 or the information in this presentation and waive any rights you may otherwise have
in this respect.
This presentation contains data sourced from and the views of independent third parties. In such data being replicated in this
presentation, no Specified Person makes any representation, whether express or implied, as to the accuracy of such data. The
replication of any views in this presentation should not be treated as an indication that Stride or any other Specified Person agrees
with or concurs with such views.
Past performance
Past performance information provided in this presentation is given for illustrative purposes only and should not be relied uponas
(and is not) a promise, representation, warranty or guarantee as to past, present or future returns.
Forward-looking statements
This presentation contains 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 the use of words such as 'project', 'foresee', 'plan',
'expect', 'aim', 'intend', 'anticipate', 'believe', 'estimate', 'may', 'should', 'will' or similar expressions. Forward looking statements in this
presentation include 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'sbusiness. Any indications of, or guidance or
outlook on, future earnings or financial position or performance and future distributions 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 NZXListing
Rules), Investore undertakes no obligation to update these forward-looking statements for events or circumstances that occur
subsequent to the date of this presentation 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 in relation to Investore and otherwise by the COVID-19 pandemic.
For the purposes of this Disclaimer and Important Notice, "presentation" means 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) youagree
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
Portfolio Highlights
09
Sustainability
13
Financial Overview
14
COVID-19
16
Bond Offer
20
Investment Highlights
25
Countdown
Petone
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 5 yearsenior secured fixed rate Bonds
•The net proceeds of the Offer will be used to repay existing bank debt, extending the tenor of Investore’s debt and
increasing the proportion of Investore’s debt that is hedged or subject to a fixed rate of interest
•The Bonds are secured by first ranking mortgages granted by Investore and the Guarantors
1
over their properties and
by security interests over Investore’s and the Guarantors’ other assets under a General Security Deed (subject to
limited exceptions)
•The Offer is expected to open on 14 February 2022 and close on 18 February 2022
•The Interest Rate on the Bonds is expected to be set on 18 February 2022
•The Bonds are expected to be issued on 25 February 2022 and quoted on the NZX Debt Market on
28 February 2022
4Investore Property Limited | Retail Bond Presentation
Overview of the Offer
1.The Bonds are guaranteed by the subsidiaries of Investore as at the date of this presentation.
Bay Central Shopping Centre
Tauranga
5Investore Property Limited | Retail Bond Presentation
Business Summary
A Strong, Resilient Portfolio
6
Data above is as at 30 September 2021
1.LVR is calculated based on independent valuations, which include the value of seismic works and rental guarantee to be fundedbyStride Property Limited (SPL) in relation to the three properties acquired from SPL and settled on 30 April 2020.
2.Portfolio value based on independent valuations as at 30 September 2021, excluding (1) the seismic works to be completed by SPL and rental guarantee provided by SPL (total $5.6m) in relation to the three properties acquired from SPL and
settled on 30 April 2020; and (2) lease liabilities.
3.Weighted Average Lease Term.
4.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 of the relevant
property as at the relevant date, and assuming no default by the tenant.
Investore Property Limited | Retail Bond Presentation
Strong portfolio delivering dependable income streams
Proactive capital
management
$1,148.6m
portfolio value
2
across 44 properties
9.5 years
WALT
3
88%
Contract Rental
4
from
anchor tenants
0.3%
average lifecycle costs
by asset value per annum
99%
portfolio occupancy
by net lettable area
73%
of Contract Rental
4
expires in FY30 or beyond
29.8%
Loan to Value Ratio
1
$225m
retail bonds currently
on issue
3.7x
interest coverage ratio
6
Large Format Retail
Investore characterises LFR property as:
•Generally large, freehold retail centres tenanted by national brands
•Sites are usually located in urban or fast-growing regional locations
•Generally free-standing, rectangular single floor structures on a concrete
slab
•Typically building improvements and maintenance of the asset require
straightforward enhancement and/or upkeep, with low lifecycle maintenance
•Sites are conveniently locatedand highly accessible,with plenty of
carparking on site
•Generally occupied by a single anchor tenant and a limited number of
tenants with the majority of rental income 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
Long lease term
9.5 years WALT
1
Nationally
recognised tenants
High occupancy
99.0%
1
Investore’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 30 September 2021.
7Investore Property Limited | Retail Bond Presentation
Bunnings, Terapa
Hamilton
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
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
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
4 CarrRoad,
Mt Roskill
Portfolio Highlights
9Investore Property Limited | Retail Bond Presentation
Portfolio Summary
Portfolio Metrics
As at
30 Sep 21
Number of properties44
Number of tenants140
Net lettable area (NLA) (sqm)249,784
Net ContractRental
1
($m)58.8
Weighted Average Lease Term (WALT) (years)9.5
Occupancy by net lettable area (%)99.0
Portfolio value
2
($m)1,148.6
Average site coverage (%)40.8
1.See footnote 4 on page 6.
2.Portfolio value based on independent valuations as at 30 September 2021, excluding (1) the seismic works to be completed by SPL and rental guarantee provided by SPL (total $5.6m) in relation to the three properties acquired from SPL and
settled on 30 April 2020; and (2) lease liabilities.
3.Represents the scheduled expiry for each lease, excluding any rights of renewal that may be granted under each lease, for theentire portfolio as at 30 September 2021 as a percentage of Contract Rental.
9.5 years WALT
10Investore Property Limited | Retail Bond Presentation
0.9%
0.4%
2.0%
4.1%
4.5%
3.0%
4.0%
6.8%
1.2%
14.6%
5.3%
0.2%
18.6%
6.0%
28.4%
VacantFY22FY23FY24FY25FY26FY27FY28FY29FY30FY31FY32FY33FY34FY35
Lease Expiry Profile
3
by Contract Rental
1
As at 30 Sep 2021
Long portfolio WALT of 9.5 years and
73% of Contract Rental
1
expiring in
FY30 or beyond
Anchor Tenants Underpin Income
Note: Numbers may not sum due to rounding.
1.See footnote 4 on page 6. Percentages represent percentage of Contract Rental of whole portfolio.
Investore’s resilient portfolio comprises a high proportion of anchor tenants (88% by Contract
Rental
1
) and is geographically diverse, reflective of the population spread across NZ
11Investore Property Limited | Retail Bond Presentation
37%
16%
21%
10%
11%
5%
84%
16%
AucklandWellington
Other North IslandWaikato
Canterbury & Central OtagoOther South Island
North Island
South Island
Geographic diversification by Contract Rental
1
(as at 30 Sep 2021)
Anchor tenant classification by Contract Rental
1
(as at 30 Sep 2021)
64%
12%
4%
3%
3%
1%
Countdown
Bunnings
Foodstuffs
Mitre 10
Briscoes Group
NZ Post
•During the six months to 30 September 2021, Investore completed
$73.3m of acquisitions, and has a further conditional agreement to
acquire a development property at WaimakJunction
1
, Kaiapoi, for
$10.5m, on which it has agreed to build a new Countdown supermarket
•Investore has also committed a further $24.5m for expansion and
portfolio improvement initiatives agreed with tenants
•Investore is currently exploring a number of potential growth
opportunities with a combined value of approximately $50m
•These opportunities, if they proceed, are expected to be funded through
Investore’sexisting debt facilities, which would result in a pro forma
LVR of approximately 36%
•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
Targeted Growth
12Investore Property Limited | Retail Bond Presentation
1.Investore has a conditional agreement to acquire 3.5ha of development land at WaimakJunction, Kaiapoi, North Canterbury, for $10.5m.
The total commitment, including the cost of the land and the Stage 1 development, is expected to be $31m. The agreement to acquire land
at WaimakJunction remains conditional on receipt of resource consents. The grant of certain resource consents for the development is
currently the subject of an application for judicial review, which will take time, and if successful, Investore may not proceed with the
acquisition. Investore is not a party to these proceedings.
Investore continues to deliver on its strategy of targeted
growth, focussed on opportunities that enhance its
existing portfolio
4 CarrRoad,
Mt Roskill
Investore continues to focus on
ensuring a sustainable future for
its business, its community and
the environment, guided by its
Sustainability Strategic Plan
Sustainability
13Investore Property Limited | Retail Bond Presentation
Sustainability Strategic Plan Objectives
Recent Achievements
•Sustainability principles considered as part of developments and refurbishments –
Investore is targeting a four Green Star design rating for the planned Countdown
supermarket at WaimakJunction
•Greenhouse gas emissions are being measured through the BraveGensoftware
system implemented by SIML, Investore’sManager
•Climate risk assessment underway, as part of preparations for reporting against the
principles of the Taskforce for Climate-Related Financial Disclosures
•Investore is in discussions with its major tenants to trial solar panels on the roof of
single tenant stores and other sustainability initiatives
•Tesla superchargers installed at Johnsonville, with other locations under
investigation
Contribute to a resilient
community -ensure
leading health and safety
performance and support
a connected and inclusive
society
Develop shared
prosperity -foster
long-term prosperity
by investing in
outstanding places
that reward everyone
connected with them
Protect the planet -
create efficient,
climate-resilient
places that deliver
long term value and
support a low carbon
future
Financial Overview
14Investore Property Limited | Retail Bond Presentation
Countdown, Stoke
Financial Highlights
For the 6-month period ended
30 September 2021
•Net rental income of $28.0m
(HY21: $27.4m)
•Corporate expenses of $5.7m
(HY21: $5.0m)
•Profit before other income / (expense)
and income tax of $15.4m
(HY21: $12.2m)
•Profit after income tax of $56.9m
(HY21: $91.0m) due to lower net
revaluation gains compared with the
prior period
•Distributable profit
1
after income tax of
$13.3m (HY21: $13.7m)
1.Distributable profit is a non-GAAP measure and consists of profit/(loss) before income tax, adjusted for determined 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 Consolidated Interim Financial Statements ended
30 September 2021.
15Investore Property Limited | Retail Bond Presentation
Pak’nSave
New Plymouth
•Investore has a high proportion of tenants that
were classified as “essential businesses” and were
able to remain open and trading under the
previous COVID-19 Alert Level System
•The introduction by the Government of legislation
mandating that landlords abate a fair proportion of
rent will result in Investore incurring rent
abatement costs for those tenants unable to trade
under the COVID-19 Alert Level System
•Investore expects the total cost for COVID-19 rent
abatements for FY22 to be within the provision of
$1m previously advised to the market (assuming
no further lockdowns)
•Investore expects all current tenants to remain
open and trading under the New Zealand
Government’s COVID-19 Protection Framework
(traffic light system) implemented in December
2021
COVID-19
16Investore Property Limited | Retail Bond Presentation
Countdown,
Meadowbank
Auckland
Proactive Capital Management
17Investore Property Limited | Retail Bond Presentation
Debt facilities
As at
30 Sep 21
Bank debt facilities available
(ANZ, CCB
1
, Westpac, ICBC
2
),
plus $225m of existing bonds
$476m
Debt facilities drawn$344m
Weighted average maturity of debt facilities3.5 years
Debt covenants
LVR
(Drawn Debt / Property Values)
Covenant: ≤ 65%; board policy target: 30% -40%
29.8%
Interest Cover Ratio
(EBIT/Interest and Financing Costs)
Covenant: ≥ 1.75x
3.7x
WALT
3
Covenant: > 6.0 years
9.4 years
$230m
$200m $200m
$125m $125m $125m
1.47%
1.34%1.34%
0.40%0.40%0.40%
0.00%
0.50%
1.00%
1.50%
2.00%
-
$50m
$100m
$150m
$200m
$250m
Sep-21Sep-22Sep-23Sep-24Sep-25Sep-26
Fixed rate interest profile
as at 30 Sep 2021
Notional fixed rate debt (net of fixed-to-floating hedging)
Weighted average interest rate of fixed rate debt (excl. margin and line fees)
1.China Construction Bank, New Zealand Branch (CCB).
2.Industrial and Commercial Bank of China Limited, Auckland Branch (ICBC).
3.The unexpired lease term in a property or portfolio, assuming the property or portfolio is fully leased. This is weighted by theincome applicable to each lease and a current market rental with nil term for vacant space.
Leverage
1.Investore has a conditional agreement to acquire 3.5ha of development land at WaimakJunction, Kaiapoi, North Canterbury, for $10.5m. The total commitment, including the cost of the land and the Stage 1 development, is expected to be
$31m. The agreement to acquire land at WaimakJunction remains conditional on receipt of resource consents. The grant of certain resource consents for the development is currently the subject of an application for judicial review, which will
take time, and if successful, Investore may not proceed with the acquisition. Investore is not a party to these proceedings.
•The Investore Board has recently reviewed its policy regarding its loan to value ratio, reducing its target LVR to
between 30% and 40% on a long term basis
•Investore’s LVR was 29.8% as at 30 September 2021, and would increase to 33.0% on a pro forma basis taking
into account the following intended future acquisition and developments:
•The conditional acquisition of land and the first stage of the development at WaimakJunction
1
, Kaiapoi,
totalling $31m
•Committed capital projects with key tenants at Investore’sexisting properties of approximately $24.5m
•Investore is exploring a number of potential growth opportunities with a total value of approximately $50m, which, if
they proceed, would increase the LVR to 35.7% on a pro forma basis
18Investore Property Limited | Retail Bond Presentation
29.8%
33.0%
35.7%
+1.8%
+1.4%
+2.7%
LVR as at
30-Sep-21
Waimak JunctionOther capital
projects
Pro forma LVR
(post capital
commitments)
Growth
opportunities
Pro forma LVR
(post growth
opportunities)
Debt facilities
As at
30 Sep 2021
pro forma
1
As at
30 Sep 2021
Banking facility limit
(ANZ, CCB, ICBC, Westpac)
$125m$251m
Retail bonds$350m$225m
Total debt facilities$475m$476m
Weighted maturity of debt facilities4.1 years3.5years
Offer Outcomes
Net proceeds of the Offer will be used to repay bank
debt, with a portion of Investore’sbank facilities
being cancelled
✓Extended tenor –average tenor of debt extended
to 4.1 years upon the issue of the Bonds
1,2
✓Increases the level of drawn debt that is hedged or
is subject to a fixed rate of interest
1.As at 30 September 2021, as if IPL030 ($125m, 5-year fixed rate bond), had been issued and $126m of bank facilities expiring in FY24 and FY25 had been cancelled at that time.
2.Assumes $125m (including oversubscriptions of $50m) of Bonds are issued and $126m of existing banking facility is cancelled.
19Investore Property Limited | Retail Bond Presentation
$100m
$125m
$75m
$50m
$25m
$101m
$125m
FY22FY23FY24FY25FY26FY27FY28
Debt maturity profile post issue
2
As at 30 September 2021
Existing BondsExisting Banking FacilitiesFacility to be cancelledIPL030
Mitre 10 MEGA
Botany, Auckland
Bond Offer
20Investore Property Limited | Retail Bond Presentation
Security
•The Bonds are secured by first ranking mortgages granted by Investore and the Guarantors over their properties and
by security interests over Investore’sand the Guarantors’ other assets under a General Security Deed (subject to
limited exceptions)
•As at 30 September 2021, 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 / IPL020 bonds,
bank facilities and hedging arrangements) were approximately $345m
•As at the date of this presentation, all properties owned by Investore and the Guarantors 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’sbanking syndicate and its agent, Investore’sswap counterparties and any other creditor that may
become entitled to the benefit of the mortgages, on an equal ranking basis
•There are restrictions on Investoregranting further security over its properties or its assets, except in certain
permitted instances
21Investore Property Limited | Retail Bond Presentation
Covenants and Default
•The Loan to Value Ratio under the Trust Deed for the Bonds limits the ability of Investoreto 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)
•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
•A 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’sshareholders) if an event of default is continuing or if it would result in an
event of default
22Investore Property Limited | Retail Bond Presentation
Key Terms of the Offer
Summary
Detail
IssuerInvestoreProperty Limited
Descriptionof the Bonds 5 year senior secured fixed rate bonds
Security and Guarantees
The Bonds are guaranteed by the Subsidiaries of Investore as at the date of this presentation. The Bonds are secured by firstranking
mortgages granted by Investore and the Guarantors over the mortgaged properties and by security interests over Investore’s and the
Guarantors’ other assets under a General Security Deed (subject to limited exceptions)
The Security Trustee holds the guarantees, 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 Date5years, maturing Thursday, 25 February 2027
Offer AmountUp to $75m (with the ability to accept oversubscriptions of up to an additional $50m at Investore’sdiscretion)
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 3.95% per annum
The Interest Rate will be announced by Investore via NZX on or about the Rate Set Date
Indicative Issue Margin1.15% to 1.30% per annum
Interest Payments Quarterly in arrear in equal payments
Bond Financial Covenant
(Loan to Value Ratio)
Investoreagrees 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 existing bank debt, extend the tenor of Investore’sdebt and increase the proportion of
Investore’sdebt that is hedged or subject to a fixed rate of interest
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 onthe NZX Debt Market under the ticker code IPL030
Credit Rating The Bonds will not be rated
Capitalisedterms have the same meaning given to that term in the Terms Sheet.
23Investore Property Limited | Retail Bond Presentation
Key Dates of the Offer
Key eventDate
Pre-offer announcement
Tuesday, 8 February 2022
Offer opens
Monday, 14 February 2022
Offer closes
11.00am on Friday, 18 February 2022
Rate Set Date
Friday, 18 February 2022
Issue Date
Friday, 25 February 2022
Expected date of Quotation on the NZX Debt Market
Monday, 28 February 2022
Interest Payment Dates
25 February,25 May, 25 August and 25 November
First Interest PaymentDate
Wednesday, 25 May 2022
Maturity Date
Thursday, 25 February 2027
24Investore Property Limited | Retail Bond Presentation
Investment Highlights
Nationally recognised quality tenant brands
Long term leases –WALT of 9.5 years
2
High occupancy rate -99%
2
Strong management and corporate governance
NZX listed with focus on large format retail property
Dependable income streams
Geographically diversified portfolio totalling $1,148.6m
1
1.See footnote 2 on page 6.
2.See footnote 1 on page 7.
25Investore Property Limited | Retail Bond Presentation
Q&A
26Investore Property Limited | Retail Bond Presentation
Appendices
27Investore Property Limited | Retail Bond Presentation
Emma has been appointed as a future director programme
participant by Investore under the Institute of Directors’
future directorsprogramme. 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 InvestoreBoard, andparticipates in Investore Board
meetings but does not vote or have any role as a director.
28Investore Property Limited | Retail Bond Presentation
Board of Directors
Mike Allen
Chair of the Board
Independent,
Non-Executive Director
Mike has considerable governance experience and is
currently a director of TaumataPlantations Limited and
Chair of QuayStreetAsset Management. Prior to his
governance career, he had an executive career in
investment banking and general management experience
in New Zealand and the United Kingdom.
GráinneTroute
Chair of the Audit and Risk
Committee
Independent,
Non-Executive Director
Gráinnehas 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. Gráinneis 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 30 years’ experience in the property
sector, including 20 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, andhas practisedas
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 LawFinanceLimited.
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
ofmanagement 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
Jennifer Whooley
Chief Financial
Officer
More than 25 years’
experience in the
property industry,
responsible for
Stride’s overall
financial plans and
policies. In 2018,
Jennifer was named
the EY CFO of the
Year.
Adam Lilley
General Manager
Investment
9 years’ experience
across the property
investment sector.
Adam was
previously an
Investment Manager
at Stride, and prior to
rejoining Stride was
an Institutional
Equities Research
Analyst, focusing on
the listed property
sector.
Louise Hill
General Manager
Corporate Services
More than 20 years’
legal experience,
Louise is responsible
for a range of
corporate functions
including legal,
governance,
compliance, IT,
health and safety,
sustainability and
risk.
Mark Luker
General Manager
Development
Over 25 years’
experience in the
property
development and
investment industry.
Prior to joining
Stride, Mark was the
GM Development for
Kiwi Property Group
and Project Director,
Sylvia Park.
Fabio Pagano
Fund Manager –
Investore
Over 15 years’
international
experience in retail
management,
including at Coles
Group in Australia.
Fabio also recently
held senior roles in
the New Zealand
Government across
property and
infrastructure areas.
Philip Littlewood
Chief Executive Officer
20 years’ experience in property investment
management in New Zealand and overseas.
Highlights include six years in the United Kingdom,
spread between Morgan Stanley’s real estate
merchant banking division and a partnership in a
large private-equity real estate firm.
Level 12, 34 Shortland Street
Auckland 1010, New Zealand
PO Box 6320, Victoria Street
West, Auckland 1142, New
Zealand
P+64 9 912 2690
Winvestoreproperty.co.nz
30Investore Property Limited | Retail Bond Presentation
Thank You
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.
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