GMT active year supports strong results
1
nzx release+
GMT active year supports strong results
Date 19 May 2022
Release Immediate
Goodman (NZ) Limited, the manager of Goodman Property Trust (GMT or Trust) is
pleased to announce the Trust’s financial results for the year ended 31 March 2022.
GMT is benefiting from a growing digital economy and sustained demand for warehouse
and logistics space close to consumers.
Financial and other highlights include:
+ Statutory profit of $763.8 million before tax (including fair value gains of $660.4 million
from property valuations), up 17.7% on FY21
+ 22.6% increase in net tangible assets, from 212.5 cents per unit at 31 March 2021, to
260.6 cents per unit at 31 March 2022
+ Operating earnings
1
of $118.3 million before tax, an increase of 3.0% from FY21.
+ Cash earnings
2
of 6.66 cents per unit and cash distributions of 5.50 cents per unit,
reflecting a payout ratio of 82.6%
+ New capital management initiatives, with further wholesale bond issuance and the
launch of a Sustainable Finance Framework supporting GMT’s first green bond issue in
April 2022
+ Substantial balance sheet capacity, with a loan to value ratio
3
of 21.3% at 31 March
2022
+ A heightened level of development activity with $300.2 million of new projects and
$426.0 million of work in progress (total project cost)
+ $299.9 million of complementary acquisitions
4
, with the purchase of properties in
Albany, Māngere, Mt Wellington, Ōtāhuhu and Penrose
+ Over 265,000 sqm of new leasing (around 25% of the portfolio), with an average
occupancy rate across the portfolio of 99.4% during the year.
RESULT OVERVIEW
Significant new leasing, high occupancy levels, continued rental growth, new development
commitments and complementary acquisitions have all contributed to the Trust’s strong
operating performance and record statutory profit.
Keith Smith, Chairman of Goodman (NZ) Limited said, “The underlying strength of our
operating results has reinforced the value of an investment strategy focused on urban
logistics in the Auckland industrial market.”
The Trust’s $4.8 billion property portfolio provides essential business infrastructure for its
220+ customers, facilitating the efficient storage and distribution of goods and materials.
1
Operating earnings is a non-GAAP financial measure included to provide an assessment of the performance of GMT’s
principal operating activities. Calculation of operating earnings are as set out in GMT’s Profit or Loss statement.
2
Cash earnings is a non-GAAP financial measure that assesses underlying cashflows, on a per unit basis, after adjusting
for certain items. The calculation is set out on page 48 of GMT’s Annual Report 2022.
3
Loan to value ratio is a non-GAAP financial measure used to assess the strength of GMT’s balance sheet. The calculation
is set out in note 2.6 of GMT’s financial statements.
4
Includes post balance date property acquisition.
2
Chief Executive Officer, John Dakin said, “The pandemic has accelerated the key
structural changes that are driving demand for urban logistics space. The expansion in e-
commerce is a positive trend for the Trust with customers extending their business
operations to incorporate the growth in online retail.”
With average occupancy of 99.4% the portfolio is effectively at capacity.
The positive demand dynamic is also being reflected in an increased level of development
activity, with five new projects commencing in the last 12 months.
John Dakin said, “While the pandemic and other downside risks are likely to constrain
economic activity over the short to medium term, the quality and scale of the portfolio,
together with low gearing and a focused investment strategy, give us confidence about the
year ahead.”
Guidance for FY23 includes a 4% increase in cash earnings to around 6.9 cpu, with a 7%
increase in cash distributions to approximately 5.9 cpu.
Keith Smith said, “Recognising that the world is changing rapidly, and that today’s
economic outlook is more uncertain than 12 months ago, our guidance is subject to there
being no material adverse changes in market conditions or other unforeseen events.”
Further information is provided in the GMT and GMT Bond Issuer Limited Annual Report
2022. A copy of the report, which was released today, has been provided to the NZX and
is available online at www.goodmanreport.co.nz.
PORTFOLIO PERFORMANCE
John Dakin said, “The strength of the current leasing market reflects a growing digital
economy and while the longer-term economic impacts of COVID-19 are uncertain, the
majority of our customers have adapted to the new operating environment.”
The demand for space is also being reflected in the $300.2 million of new development
projects announced during the year. The largest of the projects are a supersite facility for
Mainfreight at Favona Road, Māngere and a parcel processing facility for NZ Post at Bush
Road, Albany.
It adds to the work in progress, with seven active projects ($426.0 million total project cost)
at 31 March 2022.
John Dakin said, “Around 98% pre-committed, the current development workbook will add
almost 100,000 sqm of net lettable area to the portfolio. These new warehouse and
logistics facilities are expected to generate over $21 million in annual rental income once
complete.”
LOWER CARBON FOOTPRINT
To ensure its new facilities are industry leading, the Trust is targeting a 5 Green Star Built
rating for all current and future projects.
John Dakin said, “A greater awareness around climate change and wellbeing is driving
customers to seek out more energy efficient and sustainable solutions when considering
their future property requirements.”
GMT is working to reduce carbon emissions across the whole property lifecycle. Those
emissions that cannot be reduced, including the embodied carbon within all new
developments, are being offset with a combination of New Zealand and internationally
sourced carbon credits.
The positive impact of ongoing carbon reduction and management projects has also been
reflected in lower emissions and an improved climate score from CDP, the global
disclosure system for environmental reporting, this year.
Keith Smith said, “The CDP rating of B and the ongoing assurance provided by Toitū
carbonzero certification for our business operations show we are making positive and
credible progress toward our 2025 emission reduction targets.”
3
SECURING A FUTURE PIPELINE
The Trust made five acquisitions during the year, including 34 hectares of land adjoining
the Villa Maria Winery in Mangere, totalling $250.6 million.
John Dakin said, “With the remaining development land at Highbrook now fully allocated,
we’re increasing our investment in strategic locations to accommodate future demand.”
The Trust has confirmed another new purchase today, acquiring the Sleepyhead
manufacturing facility at 41-71 Great South Road in Ōtāhuhu for $49.35 million. The four
hectare property, which is expected to settle later this month, is a medium term
redevelopment opportunity.
With a combination of greenfield and brownfield sites within the portfolio, GMT’s future
development pipeline is estimated to total over 400,000 sqm of urban logistics space.
SUSTAINABLE INVESTMENT
A well-capitalised balance sheet has enabled the Trust to grow sustainably.
Keith Smith said, “We have continued to be successful by remaining agile, embracing
opportunities and making positive changes to the business. These changes have included
new sustainability and capital management initiatives that are focused on the long term.”
The successful issue of a $200 million six year wholesale bond in December 2021 and the
launch of a Sustainable Finance Framework in March 2022 have strengthened the Trust
and added greater financial flexibility.
Keith Smith said, “The new framework supports investment in sustainable assets through
the issue of green bonds and bank debt. Aligning new funding with positive environmental
outcomes through the development of 5 Green Star rated properties is another step in the
creation of a sustainable business focused on long term value creation.”
The first issue of $150 million of five-year green bonds was completed on 14 April 2022,
following GMT’s financial year end.
KEEPING TO OUR STRATEGY
GMT has continued to demonstrate that it is a robust and resilient property business,
delivering a strong operating performance while adapting to the ongoing challenges of
COVID-19.
A high-quality portfolio focused on urban logistics has positioned the Trust to benefit from
the structural trends that are driving demand for distribution facilities close to consumers.
New capital and investment initiatives, complemented by a greater focus on low-carbon
property solutions, have further strengthened the business, and are expected to support
sustainable long-term growth.
For additional information please contact:
John Dakin Keith Smith
Chief Executive Officer Chair
Goodman (NZ) Limited Goodman (NZ) Limited
(021) 321 541 (021) 920 659
Andy Eakin James Spence
Chief Financial Officer Director Investment Management
Goodman (NZ) Limited Goodman (NZ) Limited
(021) 305 316 (021) 538 934
Attachments provided to NZX:
1. Goodman Property Trust and GMT Bond Issuer Limited Annual Report 2022
2. GMT’s 2022 Result Presentation
3. NZX Result Announcement
4
About Goodman Property Trust:
GMT is an externally managed unit trust, listed on the NZX. It has a market capitalisation of around $2.9 billion, ranking it in
the top 20 of all listed investment vehicles. The Trust is New Zealand’s leading warehouse and logistics space provider. It
has a substantial property portfolio, with a value of $4.8 billion at 31 March 2022. The Trust also holds an investment grade
credit rating of BBB from S&P Global Ratings.
The Manager of the Trust is Goodman (NZ) Limited, a subsidiary of the ASX listed Goodman Group. Goodman Group is a
A$68.7 billion specialist global manager of warehouse and logistics real estate
---
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
ESSENTIAL
INFRASTRUCTURE
GOODMAN PROPERTY TRUST |ANNUAL RESULT 2022
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022GOODMAN PROPERTY TRUST| ANNUAL RESULT 2022
OVERVIEW
03
PRESENTED BY:
JOHN DAKIN Chief Executive Officer
ANDY EAKIN Chief Financial Officer
JAMES SPENCE Director – Investment Management
CONTENTS
SUSTAINABILITY
06
FINANCIAL RESULT
08
CAPITAL MANAGEMENT
13
INVESTMENT
PORTFOLIO
17
DEVELOPMENT
PROGRAMME
24
SUMMARY
& OUTLOOK
28
Unless otherwise indicated, all numerical data provided in this presentation is stated as at 31 March 2022. All dollar valuesare NZD unless
otherwise stated. All figures are rounded. Non-GAAP financial measures may not be consistent with their calculation by other similar entities.
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
OVERVIEW
3
Dicker Data, M20 Business Park
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
ADAPTING AND THRIVING
IN THE NEW NORMAL
A rapidly growing digital economy is one of the key structural trends driving customer demand for urban logistics space
+E-commerce has become an important demand driver for well-located distribution facilities in large consumer markets globally, with consumers
continuing to seek faster and more flexible delivery.
+Many of GMT’s occupiers are looking to improve, expand and update distribution networks to keep up with changes in consumer preferences
and demand, with significant increases in investment in technology and product handling systems to optimise delivery and absorb cost and time
+Higher inventory levels are required due to disruptions in global supply chains, creating requirements for additional space
Goodman is at the forefront of these structural changes, providing essential supply chain infrastructure that links producerswith
business, and business with consumers
+The deliberate positioning of our portfolio and focus on infill locations within Auckland is driving increased development activ ity, more valuable
projects, rental growth and in turn strong underlying cashflows
Goodman remains focused on long term total returns
+A sustainable capital structure, that features low gearing and a diverse range of funding sources, provides GMT with the financial resilience to
withstand market disruptions
4
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Excludes paused developments
2
Includes post balance date acquisition of Sleepyhead, Ōtāhuhu
PORTFOLIO
+Portfolio occupancy of 99.4%, WALE of 6.3 years, following 268,042 sqm of stabilised leasing during the period
+Underlying like for like NPI growth of 5.1% for the year
+$660.4 million revaluation contributing to an ungeared property portfolio return of 20.1%
+$426.0 million of development work in progress
1
, including 35,452 sqm for NZ Post and 35,860 sqm for Mainfreight
+$300 million of value-add properties acquired
2
5
CAPITAL MANAGEMENT
+$523 million in available liquidity, providing significant investment capacity
+Year end gearing of 21.3%, with committed gearing of 25.8%
1,2
FY22 RESULT
+Profit before tax of $763.8 million
+22.6% increase in net tangible assets from 212.5 cputo 260.6 cpu
+Cash earnings of $93.1 million, representing 6.66 cpu, up 6.1% on FY21
+Distributions of 5.50 cpu, reflecting a payoutratio of 82.6%
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
SUSTAINABILITY
6
M20 Business Park –including one of the two DC fast chargers installed within the portfolio in 2022
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
PMA, Highbrook Business Park, solar panels installed on existing property
M20 Business Park –Rainwater harvesting
HIGHLIGHTS
+To i t ūcarbonzerocertified operations for FY22; 50% lower emissions than FY20 base
+Improved CDP climate score of B
+Sustainable Finance Framework established; inaugural issue of $150 million of green bonds
PORTFOLIO 2025 TARGETS
+100% of core portfolio upgraded to LED lighting
+All R22 refrigerants replaced with low emission alternatives
+NABERSNZ ratings for eligible Highbrook office buildings
DEVELOPMENT
+Repurposing brownfield sites, close to consumers and key transport infrastructure
+Reducing waste to landfill by recycling construction and demolition waste
+All new developments targeting 5 Green Star Built rating
+Embodied carbon on completed developments offset; FY22 - 3,241 tCO2e
+Biodiversity enhanced through urban ngahereat Highbrook and Roma Road estates
featuring over 10,700 native specimens in early FY23
SUSTAINABILITY
7
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
FINANCIAL RESULT
8
Mainfreight, Savill Link
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Operating earnings is a non-GAAP financial measure included to provide an assessment of the performance of GMT’s principal operating activities. The calculation is set out in GMT’s Profit or Loss statement.
2
LVR is a non-GAAP financial measure that assesses GMT’s level of gearing. Refer to note2.6 of GMT’s Financial Statements for thecalculation.
3
Total return represents increase in net tangible assets per unit plus distributions paid per unit for the year
4
Cash earnings is a non-GAAP financial measure that assesses underlying operating cashflows, on a per unit basis, after adjustingfor borrowing costs and Manager’s base fee capitalised to land, expenditure related to building maintenance and to reverse straight line rental adjustments
5
Weighted average debt term is calculated on drawn debt assuming bank debt is drawn from the longest dated facility available
FINANCIAL HIGHLIGHTS
$763.8m
PROFIT BEFORE TAX
$118.3m
OPERATING EARNINGS BEFORE TAX
1
260.6 cpu
NET TANGIBLE ASSET BACKING
21.3%
LOAN TO VALUE RATIO
2
25.2%
TOTAL RETURN
3
6.66 cpu
CASH EARNINGS
4
4.6 years
WEIGHTED AVERAGE DEBT TERM
5
5.50 cpu
FY22 DISTRIBUTION
Highbrook Business Park
9
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Other includes vacancy, COVID-19 impact, additional income, straight line rents and fitout rent
2
Net rental income on underlying portfolio, adjusted to remove vacancy, straight line rent adjustments and fitout rents
157.1
+1.4
+3.5
+5.2
-4.5
-1.5
153.0
142.0
147.0
152.0
157.0
162.0
FY21RedevelopmentsAcquisitionsDevelopmentsUnderlying portfolioOtherFY22
$m
NET PROPERTY INCOME BRIDGE
NET PROPERTY INCOME
+ Income from acquisitions and
developments, in addition to like-
for-like rental growth, has offset
the impact of value-add assets
being taken off-line for
redevelopment
+ Underlying like-for-like rental
growth of 5.1% for the period
2
10
1
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
FY22FY21% change
Operating earnings before tax
1
118.3114.9
3.0%
Tax on operating earnings(19.0)(19.5)
(2.6%)
Operating earnings after tax99.395.4
4.1%
Straight line rent adjustments(0.3)(1.7)
(82.4%)
Capitalised borrowing costs – land(1.6)(2.3)
(30.4%)
Capitalised management fees – land(0.2)(0.2)
-
Maintenance capex(4.1)(3.8)
7.9%
Cash earnings
2,3
93.187.4
6.5%
Cash earnings per unit
2,3
6.66 cpu6.28 cpu
6.1%
Distribution per unit5.50 cpu5.30 cpu
3.8%
Distribution % cash earnings82.6%84.4%
(2.1%)
CASH EARNINGS
11
CASH EARNINGS CALCULATION
+ FY22 cash earnings of 6.66 cents per unit, a 6.1% increase
on FY21
2,3
+ Distributions of 5.50 cents per unit for the period represent
82.6% of cash earnings, within distribution policy of 80-90%
of cash earnings
+ $19.4 million of total capex spent on stabilised portfolio in
FY22, of which $4.1 million was maintenance capex
+ FY23 cash earnings expected to increase by 4% to around
6.9 cents per unit
−FY23 distributions expected to be 5.9 cents per unit,
representing a payoutratio of 85% and 7% growth from
FY22
+ Effective tax rate of 16.1%, FY23 expected to be consistent
1
Operating earnings is a non-GAAP financial measure included to provide an assessment of the performance of GMT’s principal operating activities. The calculation is set out in GMT’s Profit or Loss statement.
2
Cash earnings is a non-GAAP financial measure that assesses underlying operating cashflows, on a per unit basis, after adjustingfor borrowing costs and Manager’s base fee capitalised to land, expenditure related to building maintenance and to reverse straight line rental adjustments
3
FY21 cash earnings restated from 6.40 cputo 6.28 cpuconsistent with new cash earnings definition which removes straight line rent adjustments
$m
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Excludes paused developments: Highbrook Building 7 and Highbrook Carpark
CAPITAL GROWTH
260.6
+45.3
+1.9
+0.9
212.5
160
180
200
220
240
260
280
31-Mar-21Revaluation - StabilisedRevaluation - Investment
property under
development
Other31-Mar-22
cents per unit
NET TANGIBLE ASSETS
+ NTA increased 48.1 cents per unit or 22.6%
for the year to 260.6 cents per unit
+ 16.1% increase in portfolio value main
contributor
+ $27.0 million revaluation gain from
developments completed in the year
+ Current NTA does not include any potential
valuation gain on $426.0 million of
development work in progress
1
+ GMT’s strong relative outperformance
compared to its listed peers in FY22 resulted
in a $15.7 million performance fee
12
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
CAPITAL MANAGEMENT
13
Gateway warehouses, Highbrook Business Park
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Excludes paused developments
2
Includes post balance date acquisition of Sleepyhead, Ōtāhuhu
21.3%
25.8%
-2.8%
-0.4%
+4.3%
+1.0%
+3.6%
+0.9%
19.2%
0%
10%
20%
30%
40%
50%
31-Mar-21AcquisitionsDevelopments
including
revaluation
Stabilised
revaluation
Other31-Mar-22Committed
developments
Committed
acquisitions
31-Mar-22
Committed
LVR
GEARING
%
LOAN TO VALUE RATIO
+ Gearing within preferred range of 20-30%
and significantly below covenant
maximum of 50%
+ LVR of 21.3% at 31 March 2022 with fully
committed LVR of 25.8%
1,2
+ Committed developments complete over
periods to FY25
+ Balance sheet strength provides:
−Capacity for acquisitions
−Capacity for investment in
development pipeline, and
−Resilience in the event of a decline in
asset values
14
Covenant maximum
Preferred range
21
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Includes post balance date $150 million green bond issuance
2
Post FY22 balance date
$m
MATURITY PROFILE
1
MANAGING FUNDING RISK
+ Liquidity and diversity of funding extended through capital
management initiatives:
−$200 million, six-year wholesale bond issuance, 3.656%
fixed
−extension of total bank facilities from $400 million to
$670 million
−inaugural $150 million, five-year green bond issue,
4.74% fixed
2
+ $523 million of available liquidity at 31 March 2022, with a
further $150 million added post balance date
15
31-Mar-2231-Mar-21
Non-bank funding (drawn)85%92%
Available liquidity$523 million$339 million
Weighted average debt term (drawn)4.6 years5.2 years
LVR covenant (<50%)22.3%20.1%
FUNDING METRICS
100
160
130 130
150
100
100
100
200
50
150
56
52
52
150
FY23FY24FY25FY26FY27FY28FY29FY30FY31
Bank facilitiesRetail bondsWholesale bondsUSPP notesGreen bonds
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
%
HEDGING PROFILE
MANAGING INTEREST RATE RISK
+ High level of hedging provides protection in a rising
interest rate environment
+ Weighted average debt cost reduced to 3.2%, FY23
expected to be 3.8%
16
31-Mar-2231-Mar-21
12 month forward hedging level70%85%
Weighted average debt cost3.2%3.7%
ICR covenant (>2.0x)5.3x5.3x
BORROWING METRICS
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
Y1Y2Y3Y4Y5
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
NZ Post, Highbrook Business Park
INVESTMENT PORTFOLIO
17
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
Acquisition of Sleepyhead,
Ōtāhuhu further enhances
GMT’s redevelopment pipeline,
providing another strong last
mile option for ourcustomers.
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
NEW ACQUISITION
$49.35m
PURCHASE PRICE
4.0 ha
LAND AREA
Acquisition unconditionally contracted post FY22 balance date.
18
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
Portfolio footprint further enhanced
through $300 million of infill investments
1
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Includes post balance date acquisition of Sleepyhead
2
Total stabilised office and warehouse area
3
Includes leased developments
■EXISTING ESTATES
■ACQUIRED
PROPERTY PORTFOLIO
$4.8bn
PROPERTY PORTFOLIO
1.1m sqm
NET LETTABLE AREA
2
9 9.4%
OCCUPANCY
6.3 years
WALE
3
19
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Proportion of FY22 expiring income retained (excluding leases on redevelopment sites)
2
Weighted average warehouse rate of leases completed in 2H22. 1H22 comparable rate $133 psm
STABILISED PORTFOLIO LEASING
268,042 sqm
LEASED IN FY22
2.5 months
AVERAGE LEASE UP PERIOD
11.4%
PASSING RENTAL GROWTH
77%
RETENTION
1
$139 psm
CORE PORTFOLIO AVERAGE WAREHOUSE RATE
2
2 .4%
AVERAGE INCENTIVE
4.2 years
AVERAGE NEW LEASE TERM
Highbrook Business Park
20
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Portfolio return for the year ended 31 March 2022 taking into account net property income and revaluations on stabilised property and investment property under development
VALUATION SUMMARY
PROPERTY RETURNS
+ $660.4 million revaluation contributing 16.1% to
an ungeared property portfolio return of 20.1%
1
+ ~90% of GMT’s second half revaluation driven
by leasing and market related factors excluding
cap rate compression
21
PROPERTY RETURNS
Valuation $mCap rateInitial yieldWALE yearsOccupancyNet lettable area sqm
Highbrook Business Park2,283.34.0%3.8%6.099.6%469,684
Savill Link566.44.0%3.8%5.0100%143,887
M20 Business Park460.64.4%4.3%4.499.8%121,399
The Gate Industry Park413.74.1%3.9%3.6100%100,307
WestneyIndustry Park210.44.8%9.7%6.698.4%113,520
Value-add estates556.24.8%3.8%3.697.8%125,180
Total stabilised properties4,490.64.2%4.0%5.399.4%1,073,978
Work-in-progress200.8
Land81.8
Total investment portfolio4,773.2
16.1%4.0%20.1%
Capital returnIncome return
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Net rental income growth on underlying portfolio between FY21 – FY22, adjusted to remove vacancy, straight line rent adjustmentsand fitout rents
2
Assessed by management as at 31 Mach 2022 on a face rent basis with passing rent compared to market rent
3
Rental uplifts due to occur in FY23 on new leases and renewals agreed in prior periods
Fixed 51%
CPI 12%
Pre-agreed rental uplift 11%
Market 4%
Expiry 10%
Currently Vacant 0.6%
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
FY23
Average increase -2.8%
~$25.5m of annual income
Average increase -10.7%
3
Average term since last
review - 1.4 years
RENTAL PROFILE
22
FY23 PORTFOLIO REVIEW PROFILE
% of portfolio income
10-YEAR LEASE EXPIRY PROFILE
% of portfolio income
0%
5%
10%
15%
20%
25%
30%
35%
FY22 FY23 FY24 FY25 FY26 FY27 FY28 FY29 FY30 FY31 FY31<
Value AddCoreVacant
+ Underlying like-for-like rental growth of 5.1%
1
+ Core portfolio assessed to be ~10% under-rented($17.9 million)
2
+ Average rental increase of 10.7% on new leases and renewals
commencing in FY23 that were agreed in FY22
+ Approximately 14% of portfolio is subject to market review
or expiry during FY23
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
1
Includes leased developments
CUSTOMER BASE
0k25k50k75k100k125k150k175k
Steel & Tube Holdings Limited
Coda Services LP
Turners & Growers Fresh Limited
Linfox Logistics (NZ) Ltd
NZ National Logistics Limited
Freightways Limited
OfficeMax New Zealand Limited
DHL Limited
Mainfreight Limited
New Zealand Post Limited
Stabilised NLA (sqm)Development NLA (sqm)
%of
income
2%
2%
2%
2%
2%
2%
3%
4%
5%
13%
TOP 10 CUSTOMERS
1
+ 226 customers across 169 buildings, with 75% focused
on warehousing or distribution
+ Top 10 customers accounting for 36% of portfolio income
23
INDUSTRY EXPOSURE
% of portfolio income
% of portfolio, including subsidiary companies
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
DEVELOPMENT PROGRAMME
24
Roma Road
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
WORK IN PROGRESS
25
$426.0m
TOTAL PROJECT COST
86%
PROPORTION WITH
EXISTING CUSTOMERS
15.9 years
WALE
99,741 sqm
NET LETTABLE AREA
5.0%
YIELD ON COST
72%
BROWNFIELD
REDEVELOPMENT PROJECTS
Dicker Data, M20 Business Park
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
Estate
Lettable area
(sqm)
Expected
completion date
Leased
Roma Road17,700Mar-23100%
Highbrook Business Park28,429Apr-2391%
FavonaRoad35,860Jun-23100%
NZ Post Albany17,752Jun-24100%
Total work in progress99,74198%
CURRENT DEVELOPMENT PROGRAMME
26
WORK IN PROGRESS SUMMARY
+ Completed three developments in FY22
across 9,773 sqm of NLA
+ Current development programme consists
of 99,741 sqm with a total project cost of
$426.0 million and yield on cost of 5.0%
+ GMT continuously manages exposure to
build-to-lease development, which
equates to just 0.2% of total portfolio
+ The previously announced office and
carpark project at Highbrook Business
Park has been paused. With a longer
lead time, the build-to-lease development
will commence when construction market
conditions and office occupier demand are
better aligned
Lettable area
(sqm)
Currently under construction99,741
Uncommitted build-to-lease1,915
GMT portfolio1,073,978
Exposure0.2%
LEASING EXPOSURE
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
CONSTRUCTION ENVIRONMENT
27
+ Construction pricing remains elevated due to pressures on
labour, materials and timing
+ Our expectations are for a continuation of this
environment, at least for the balance of this calendar year
+ With a substantial volume of work in progress, our
experienced in house development team continually
assesses and manages construction environment risks
such as rising costs, material and labour shortages and
contractor solvency. This can include adapting
procurement methods to ensure longer lead time products
are ordered well in advance, and allowing for additional
contingency within projects
Riverside warehouses under construction, Highbrook Business Park
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
SUMMARY & OUTLOOK
28
M20 Business Park
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
FUTURE PATHWAY
Macro environment
+The business environment is changing, with increased interest rates, inflation, geopolitical risks and the ongoing impacts ofthe pandemic, however, the long-term structural
drivers of demand have not changed
+Demographic changes, regional growth, and the rapid expansion of online retailing have all contributed to the unprecedented level of demand for well-located and
operationally efficient urban logistics space across Auckland
Logistics and warehousing
+Tight supply, outweighed by persistent demand, continues to support leasing across our stabilised portfolio and developments with high occupancy
+Our customers continue to be focused on optimising their delivery networks to improve efficiency and timeliness
Our focus is on providing our customers with sustainable properties that will suit their needs over the long-term
+With just one greenfield development property in the portfolio and limited acquisition opportunities, the Trust is increasingly focused on the redevelopment of its non-core
assets
+As a leading real estate investment vehicle, our focus is on the built environment and the delivery of sustainable property solutions that help our customers thrive. We are
working closely with these businesses and other stakeholders to decarbonise, to mitigate climate risk and to boost biodiversity.
FY23 guidance
+GMT’s capital position remains sound and is forecast to produce strong underlying growth in cashflows
−FY23 cash earnings expected to be around 6.9 cpu, up 4% on FY22
−Distributions of 5.9 cpu, a 7% increase on FY22, providing for a payoutratio of 85%
29
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
QUESTIONS
30
Highbrook Business Park
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
THANK
YOU
31
DISCLAIMER
The information and opinions in this presentation were prepared by Goodman (NZ) Limited on behalf of Goodman Property Trust or one of its subsidiaries (GMT).
GMT makes no representation or warranty as to the accuracy or completeness of the information in this presentation. Opinions including estimates and projections in this presentation constitute the current judgment of
GMT as at the date of this presentation and are subject to change without notice.
Such opinions are not guarantees or predictions of future performance, and involve known and unknown risks, uncertainties andother factors, many of which are beyond GMT’s control, and which may cause actual
results to differ materially from those expressed in this presentation. GMT undertakes no obligation to update any information or opinions whether as a result of new information, future events or otherwise.
This presentation is provided for information purposes only. No contract or other legal obligations shall arise between GMT and any recipient of this presentation. Neither GMT, nor any of the Goodman (NZ) Limited
Board members, officers, employees, advisers or other representatives will be liable (in contract or tort, including negligence,or otherwise) for any direct or indirect damage, loss or cost (including legal costs) incurred or
suffered by any recipient of this presentation or other person in connection with this presentation.
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
APPENDIX
32
Highbrook Business Park
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
DevelopmentEstate
Lettable area
sqm
Completion dateLeased
NZ BloodHighbrook Business Park3,290Sep-22100%
Riverside WarehousesHighbrook Business Park8,100Nov-22100%
Stanley Black & DeckerHighbrook Business Park9,174Jan-23100%
NZ PostRoma Road17,700Mar-23100%
North Point WarehousesHighbrook Business Park7,865Apr-2369%
MainfreightFavona Road35,860Jun-23100%
NZ Post AlbanyBush Road17,752Jun-24100%
Total active work in progress99,74198%
PAUSED DEVELOPMENTS
Crossing Carpark Stage 2Highbrook Business Park372 carparks
Building 7Highbrook Business Park3,909
Total paused3,909
WORK IN PROGRESS
33
WORK IN PROGRESS
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
PROFIT OR LOSS
34
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
BALANCE SHEET
35
GOODMAN PROPERTY TRUST | ANNUAL RESULT 2022
CASH FLOWS
36
---
Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz
nzx release+
GMT Result Announcement
Results for announcement to the market
Name of issuer Goodman Property Trust (“GMT”)
Reporting Period 12 months to 31 March 2022
Previous Reporting Period 12 months to 31 March 2021
Currency New Zealand dollars
Amount (000s) Percentage change
Revenue from continuing operations $187,800 3.2%
Total Revenue $187,800 3.2%
Net profit/(loss) from continuing operations $748,600 18.5%
Total net profit/(loss) $748,600 18.5%
Dividend
Amount per Quoted Equity Security $0.01375000
Imputed amount per Quoted Equity Security $0.00182231
Record Date 26 May 2022
Dividend Payment Date 9 June 2022
Current period Prior comparable
period
Net tangible assets per Quoted Equity
Security
$2.606 $2.125
A brief explanation of any of the figures
above necessary to enable the figures to be
understood
-
Authority for this announcement
Name of person
authorised to make this
announcement
Andy Eakin
Contact person for this announcement Andy Eakin
Contact phone number (021) 305 316
Contact email address andy.eakin@goodman.com
Date of release through MAP
19 May 2022
Level 2, 18 Viaduct Harbour Avenue, Auckland | PO Box 90940, Victoria Street West, Auckland 1142
Tel +64 9 375 6060 | www.goodman.com/nz
Note
This announcement is extracted from the annual financial statements of Goodman Property
Trust. A copy of the annual financial statements together with the independent auditor’s report
on the annual financial statements is attached to this announcement.
---
GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
ESSENTIAL
INFRASTRUCTURE
This document comprises the Annual Reports of
Goodman Property Trust and
GMT Bond Issuer Limited for the year ended 31 March 2022 and contains the information required to be disclosed pursuant to the NZX Listing Rules.
CONTENTS
SUSTAINABLE BUSINESS 2
Own+Develop+Manage 2
YEAR IN REVIEW 4
Financial highlights 5
Adapting to a changing market – Chair’s report 7
Future pathway – Management report 11
OUR ASSETS 16
Industry exposure 18
Customer weighting 19
Urban logistics 20
SUSTAINABILITY REPORT 24
Our approach to sustainability 25
Our sustainability framework 26
Sustainable properties 28
People and culture 32
Corporate performance 36
Goodman Foundation 39
GRI index 44
FINANCIAL RESULTS 46
Financial summary 47
Goodman Property Trust
Financial Statements 51
GMT Bond Issuer Limited
Financial Statements 91
OTHER INFORMATION 105
Corporate governance 106
Board of Directors 114
Management team 115
Investor relations 116
Glossary 118
Business directory 119
A rapidly growing digital economy is one of
the key structural trends driving customer
demand for well-located urban logistics space.
Goodman is at the forefront of these
changes providing the essential supply chain
infrastructure that links producers with
business, and business with consumers.
1
SUSTAINABLE
BUSINESS
Goodman is a global
industrial property specialist,
with a business model
focused on its customers’
current and future needs.
Own+Develop+Manage
We own and maintain high-quality
properties close to consumers.
We develop sustainable properties and
our dedicated local teams take care
of all aspects of property asset and
investment management, ensuring a
high level of customer service.
2GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
Proudly managed
by Goodman, GMT
is New Zealand’s
largest listed real
estate entity. It is a
high-quality business
with a substantial
portfolio, a wide
customer base and
a proven development
capability.
Highbrook Business Park, East Tāmaki
3
GMT is benefiting from
a rapidly growing digital
economy and sustained
demand for warehouse
and logistics space.Highbrook Business Park
YEAR IN
REVIEW
LOAN TO VALUE RATIO
20% to 30% preferred range
21.3%
PROFIT BEFORE TAX
17.7% increase
$763.8m
PORTFOLIO REVALUATION
16.1% increase in value
$660.4m
NET TANGIBLE ASSET BACKING
22.6% increase
260.6 cpu
4GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
5 YEARS
4 YEARS
3 YEARS
2 YEARS
YEAR
7. 8
8.8
4.
7. 8
7. 3
TOTAL UNITHOLDER RETURN %
Annualised to 31 March 2022
New capital and investment initiatives,
complemented by sustainable
development solutions have
further strengthened the business.
1
The issue of $150 million of five-year green bonds was
completed on 14 April 2022, following GMT’s financial year end.
3.8% increase
CASH DISTRIBUTIONS
82.6% of cash earnings
$350m
NEW DEBT ISSUES
1
Wholesale and green bonds
5
Highbrook Business Park
Our strategic focus
and commitment to
delivering profitable and
sustainable outcomes
for our stakeholders has
underpinned a year of
notable achievements.
6GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
The underlying strength of
GMT’s recent operating results
has reinforced the value of an
investment strategy focused on
urban logistics in the Auckland
industrial market.
The continued execution of this strategy, in a
period that has included further disruption from
the COVID-19 pandemic, has been supported
by a growing digital economy and increased
customer demand for warehouse and logistics
space close to consumers.
We have continued to be successful by
remaining agile, embracing opportunities and
making positive changes to the business.
These changes have included new sustainability
and capital management initiatives that are
focused on the long term.
A NEW OPERATING ENVIRONMENT
Strategies to deal with the disruption of
COVID-19 have evolved over the last 12 months
as the threat from the virus has changed.
New technologies and agile work practices have
enabled our people to continue working through
Alert Level and Traffic Light restrictions, while
new health and safety measures have protected
their wellbeing. These precautions have also
applied to our worksites and governed our
interactions with customers, contractors, and
other stakeholders.
The wider response to the pandemic has also
accelerated some of the key structural changes
that are driving demand for urban logistics space.
The continued expansion of e-commerce is
a positive trend for the Trust with customers
adapting their business operations to incorporate
the growth in online retail.
GMT’s $4.8 billion property portfolio provides
essential business infrastructure for these
companies, facilitating the efficient storage
and distribution of goods and materials.
While the longer-term economic impacts of
COVID-19 are uncertain, the majority of the
Trust’s customers have adapted to the new
normal. New leasing and development enquiries
remain steady and, with the portfolio at capacity,
GMT’s substantial rental cashflows are contracted
well into the future.
ADAPTING TO A
CHANGING MARKET
CHAIR'S REPORT
Keith Smith – Chair and Independent Director
7
DELIVERING RESULTS
This year’s statutory profit of $763.8 million
before tax was 17.7% higher than the
$648.9 million recorded in FY21. A portfolio
revaluation of 16.1% contributed $660.4 million
to the profit, compared with $560 million in
the previous year.
The increase in value reflects a combination
of strong property market fundamentals and
increased investor demand for high-quality
Auckland industrial assets, particularly in the
first six months of FY22.
High occupancy levels, positive leasing results,
new development completions and strategic
acquisitions have all contributed to a 3.0%
increase in operating earnings before tax,
to $118.3 million.
With a total return around 8% above its
benchmark of listed peers, GMT’s investment
performance has resulted in the Manager earning
a performance fee this year. The $15.7 million
fee is excluded from operating earnings as it is
expected to be used to subscribe for new units
in the Trust.
Cash distributions totalling 5.50 cents per unit,
representing 82.6% of GMT’s cash earnings,
have been declared for the year.
Guidance for FY23 includes cash earnings of
around 6.9 cents per unit and cash distributions
of approximately 5.9 cents per unit, a 7% increase
from F Y22.
Recognising that the world is changing rapidly, and
that today’s economic outlook is more uncertain
than 12 months ago, this guidance is subject to
there being no material adverse changes in market
conditions or other unforeseen events.
TAKING A LONG-TERM VIEW
A sustainable capital structure, which features
low gearing and a diverse range of funding
sources, provides GMT with the financial
resilience to withstand market disruptions and
a more challenging operating environment.
The strong liquidity position has also enabled
the Trust to secure new investment and
development opportunities during the year.
The successful issue of a $200 million six-year
wholesale bond in December 2021 and the
launch of a Sustainable Finance Framework
in March 2022 have strengthened the Trust
and added greater financial flexibility.
FY22763.8
FY2648.9
FY20284.4
FY9334.8
FY8207.2
PROFIT BEFORE TAX
$m
Dicker Data, M20 Business Park, Manukau
8GOODMAN PROPERTY TRUST ANNUAL REPORT 1211GMT BOND ISSUER LIMITED ANNUAL REPORT 1211
The new framework supports
investment in sustainable
assets through the issue
of green bonds and bank
debt. Aligning new funding
with positive environmental
outcomes is another step in
the creation of a sustainable
business focused on long
term value creation.
The first issue of $150 million of five-year
green bonds was completed on 14 April 2022,
following GMT’s financial year end.
LOWER CARBON FOOTPRINT
We have also continued to prioritise existing
carbon reduction and management projects.
These efforts have been reflected in lower
emissions and an improved climate score
from CDP, the global disclosure system for
environmental reporting.
The CDP rating of B and the assurance provided
by Toitū carbonzero certification for our business
operations show we are making positive and
credible progress toward our 2025 emission
reduction targets.
Our reporting has also been extended to
include voluntary disclosures on embodied
carbon within completed development projects.
It’s an area of real opportunity with lower
carbon materials and building systems being
developed to reduce the high level of emissions
generated by construction activity.
The purchase of New Zealand and internationally
sourced carbon credits to offset both operational
and development related emissions reinforces our
businesswide commitment to a low carbon future.
KEEPING TO OUR STRATEGY
GMT has continued to demonstrate that it is a
robust and resilient property business, delivering
a strong operating performance while adapting to
the ongoing challenges of COVID-19.
A high-quality portfolio focused on urban logistics
has positioned the Trust to benefit from the
structural trends that are driving demand for
distribution facilities close to consumers.
New capital and investment initiatives,
complemented by a greater focus on low-carbon
property solutions, have further strengthened the
business, and are expected to support sustainable
long-term growth.
On behalf of the Board, I sincerely thank our
customers and investors for their support
and all of the Goodman team for their efforts
and contribution over the last 12 months.
CHAIR’S REPORT — CONTINUED
Keith Smith – Chair and Independent Director
9
Mainfreight, Savill Link, Ōtāhuhu
With its urban logistics
portfolio strategically
located across
Auckland, GMT is
providing essential
infrastructure for
New Zealand’s rapidly
growing digital economy.
10GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
Greater customer demand
is being reflected in high
occupancy levels, sustained
rental growth and an
increased level of development
activity for the Trust. These
factors are driving GMT’s
operating performance and
contributing to strong growth
in asset values.
Focusing our investment strategy exclusively
on the Auckland industrial sector more than
five years ago recognised the emerging trends
and unique drivers that have since made this
New Zealand’s strongest performing commercial
real estate market. Demographic changes,
regional growth, and the rapid expansion of
online retailing have all contributed to the
unprecedented level of demand for well-located
and operationally efficient urban logistics space
across the city.
While the pandemic has brought challenges, it
has also accelerated the key structural trends
that are contributing to GMT’s strong results.
Highlights of the last 12 months include:
+Net property income of $157.1 million
and operating earnings before tax of
$118.3 million
+An average portfolio occupancy rate
of 99.4% over the year
+$300.2 million of new developments
adding to the $125.8 million of projects
already underway
+Acquisition of complementary properties
in Albany, Māngere, Mt Wellington and
Penrose for $250.6 million.
MAXIMISING PORTFOLIO
PERFORMANCE
There are over 220 customers that lease space
in the Trust’s 1.1 million sqm portfolio. Demand
from these businesses is at historically high levels,
with the Trust’s investment portfolio effectively
at capacity.
The strength of the current leasing market
reflects a growing digital economy and the
requirement for highly efficient warehouse and
logistics facilities close to consumers. This
trend is expected to continue, with Euromonitor
forecasting e-commerce sales growth for
New Zealand of 84% over the next five years.
Customers are adapting to the growing online
marketplace and demand for fulfilment services
in a variety of ways.
PORTFOLIO LEASING
268,042 sqm
COMPLEMENTARY ACQUISITIONS
1
$299.9m
AVERAGE OCCUPANCY RATE
9 9.4%
ACTIVE DEVELOPMENTS
$426.0m
FUTURE
PAT H WAY
MANAGEMENT REPORT
Andy Eakin – Chief Financial Officer (left)
John Dakin – Chief Executive Officer and Executive Director (right)
1
Includes post balance date property acquisitions.
11
Large freight and parcel delivery operators are
leasing additional facilities to accommodate
business growth, while some smaller customers
are now incorporating e-commerce functions
into existing warehouse operations.
Disruption in global supply chains is also
contributing to higher inventory levels, creating
additional demand for warehouse space.
Customers investing in automation and
warehouse management systems to improve the
efficiency of their facilities is another feature of
the highly constrained leasing market. It is also
reflective of growing inflationary pressures, with
an increasing number of customers seeking to
mitigate the impact of rising costs through better
space utilisation.
Around 25% of the portfolio (268,042 sqm)
was leased on new or revised terms since
31 March 2021, with customers renewing leases
early, committing to longer terms and paying a
rental premium for facilities in prime locations.
The strength of current customer demand is
reflected in the 5.1% growth in annual rentals,
on a like-for-like basis.
With the pandemic having a disproportionate
impact on some industries, not all customers
within the portfolio have been able to adapt
so easily.
We continue to stay close to these businesses,
supporting them through the challenges of the
current operating environment to the extent
we can.
DEVELOPING TO MEET DEMAND
GMT’s development programme has been an
important contributor to its growth, with around
90% of the core portfolio developed since 2004.
These new facilities have provided high-quality
property solutions for customers and generated
strong rental returns and investment gains for
the Trust.
The rapid growth in demand for urban logistics
space is also being reflected in a heightened level
of development activity, with $300.2 million of
new projects commencing during the year.
It adds to the current workbook, with seven
active projects at 31 March 2022. With a total
project cost of $426.0 million, the development
programme includes additional facilities for
Mainfreight and NZ Post, the Trust's largest
customers.
FY22300.2
FY232.0
FY2023.2
FY9
34.4
FY864.8
DEVELOPMENT COMMENCEMENTS
Total project cost $m
1
FY19 development commencements restated to reflect pausing of 10,000 sqm build-to-lease project at Highbrook Business
Park in 2020. Project recommenced in FY22 as a 9,174 sqm design-build facility.
NZ Post, Highbrook Business Park
12GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
Around 98% pre-committed,
the current development
workbook will add almost
100,000 sqm of net lettable
area to the portfolio. These
new warehouse and logistics
facilities are expected to
generate $21.1 million in annual
rental income once complete.
SECURING A FUTURE PIPELINE
With the remaining development land at
Highbrook Business Park now fully allocated,
we’re increasing our investment in strategic
locations to accommodate customer demand.
The acquisition of 34 hectares of light industrial
zoned land in Māngere in August 2021 has
replenished the Trust’s landbank. Adjoining the
Villa Maria winery, and near the airport and
other freight and transport infrastructure, the
$75 million
1
acquisition will provide a pipeline
of large sites that is expected to support the
development of up to 120,000 sqm of new
warehouse and logistics space over time.
The masterplan vision is for a highly sustainable
urban logistics estate that incorporates the
natural features of the site and the unique cultural
history of the area.
Four additional properties were acquired during
the year:
1. Oji Fibre Solutions facility at 35 Hugo Johnston
Drive in Penrose
2. Sky Network Television Campus in
Mt Wellington
3. The Bush Road site in Albany to facilitate
the development of a new parcel processing
facility for NZ Post
4. A residential property neighbouring Favona
Road Estate in Māngere.
The transactions had a combined purchase price
of $175.6 million and a total site area of 11.1
hectares. Currently 94% leased, with existing
improvements providing steady holding income,
the new properties offer a range of immediate and
longer-term redevelopment options.
Two of the active projects are parcel processing
facilities for NZ Post. Part of a wider business
strategy to accommodate the rapid growth in its
delivery services, the latest commitment is for a
17,992 sqm facility to be built on Bush Road in
Albany. The expected completion date is June
2024, with construction to commence in 2023,
following the expiry of existing leases on the
brownfield site.
A commitment to sustainable development
means all GMT’s current and future
developments will be carbon neutral. To ensure
its new facilities are industry leading, the Trust
is also targeting a 5 Green Star Built rating
for these projects. The certification, from the
New Zealand Green Building Council, assesses
the sustainability attributes of the project and
the quality of the workspaces it provides.
With a substantial volume of work in progress,
the Trust’s development programme is
being closely monitored to ensure that risks
associated with rising costs, material and labour
shortages, and contractor solvency are all
managed effectively.
To prioritise the development of new warehouse
and logistics facilities, a previously announced
office and carpark project at Highbrook Business
Park has been paused. With a longer lead time,
the build-to-lease development will commence
when construction market conditions and office
occupier demand are better aligned.
1
At 31 March 2022 $10 million of the $75 million purchase
remains subject to the satisfaction of a subdivision condition,
expected to occur in FY23.
Riverside Warehouses under construction, Highbrook Business Park
13
Following the Trust’s financial year end, the
Sleepyhead manufacturing facility at 41-71 Great
South Road in Ōtāhuhu was also unconditionally
contracted for $49.35 million. With settlement
expected later in May 2022, the four hectare
property is a medium term redevelopment
opportunity.
With a combination of greenfield and brownfield
sites now within the portfolio, GMT’s future
development pipeline is estimated to total over
400,000 sqm of urban logistics space.
SUSTAINABLE INVESTMENT
A well-capitalised balance sheet has enabled
the Trust to grow sustainably. Low gearing and
substantial liquidity have provided the financial
flexibility to target complementary acquisitions
and commit to new development projects.
Ongoing capital management initiatives have
added further liquidity and extended the
range of funding sources available to GMT.
They include:
+the issue of a new $200 million, six-year
wholesale bond in December 2021
+the extension of GMT's syndicated bank
facility in March 2022, from $400 million
to $570 million
+the inaugural $150 million, five-year green
bond issued in April 2022.
1
Both the wholesale bond and green bond were
successful new issues, achieved at competitive
margins that reflect fixed annual interest rates
of 3.656% and 4.74% respectively.
The creation of a Sustainable Finance
Framework to support the first issue of green
bonds reinforces our commitment to delivering
sustainable business outcomes. It provides
a platform for future debt issues that will
finance new Green Star rated development
projects and other initiatives that improve the
environmental performance of the portfolio.
At 31 March 2022, the weighted term to expiry
across all the Trust’s drawn debt was 4.6 years.
THE YEAR AHEAD
GMT is benefiting from a rapidly growing digital
economy and sustained demand for warehouse
and logistics space close to consumers.
Significant new leasing, high occupancy levels,
continued rental growth, further development
progress and strategic acquisitions have all
contributed to the Trust’s strong operating
performance and record statutory profit.
While the pandemic and other downside risks
are likely to constrain economic activity over the
short to medium term, the quality and scale of the
portfolio, together with low gearing and a focused
investment strategy, give us confidence about
the year ahead.
John Dakin
Chief Executive Officer and Executive Director
Andy Eakin
Chief Financial Officer
1
Following GMT’s FY22 balance date.
Showrooms, Highbrook Business Park
MANAGEMENT REPORT — CONTINUED
14GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
New Zealand consumers
have embraced the
convenience and
safety of online shopping.
The continuing shift in
purchasing behaviour
is another positive
demand driver for
well-located warehouse
and logistics space.
15
GMT’s property portfolio
provides its 220+ customers
with high-quality logistics and
warehouse space in strategic
locations across Auckland.
OUR ASSETS
16GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
Supporting a rapidly growing digital
economy, these properties are modern,
operationally efficient and positioned
close to key transport infrastructure.
GMT owned estates are shown highlighted in green.
17
As at 31 March 2022
THIRD PARTY LOGISTICS / PARCEL
CONSUMER GOODS
MANUFACTURING
OTHER
BUILDING PRODUCTS
COMMODITIES
OTHER WAREHOUSING
R E TA I L
43%
12%
15%
11%9%2%
3%
4%
THIRD PARTY LOGISTICS / PARCEL
CONSUMER GOODS
MANUFACTURING
OTHER
BUILDING PRODUCTS
COMMODITIES
OTHER WAREHOUSING
R E TA I L
43%
12%
15%
11%9%2%
3%
4%
INDUSTRY EXPOSURE
18GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
As at 31 March 2022
CUSTOMERE S TAT E
WEIGHTING:
RENTAL INCOME
1
NZ POSTNZ Post Albany, Highbrook, M20, Roma Road13.3 4%
MAINFREIGHTHighbrook, Favona, M20, Savill Link, Westney5.13%
DHLHighbrook, Westney3.62%
OFFICEMAXHighbrook2 . 51%
FREIGHTWAYSHighbrook2.3 4%
TOLLSavill Link1.96%
LINFOX LOGISTICSWestney1 .7 7 %
T&G GLOBALFavona, Mt Wellington1 .7 2 %
CODA Savill Link, The Gate1 .7 0 %
STEEL & TUBEHighbrook, Savill Link1.68%
FRUCOR SUNTORYM201.57%
VIRIDIAN GLASS Highbrook1.4 4%
ASALEO CARE The Gate1. 41%
SKY TV Sky Campus1.33%
SUPERCHEAP AUTOSavill Link1.32%
METRO PERFORMANCE GLASSHighbrook1. 31%
SUPPLY CHAIN SOLUTIONSWestney1.26%
NCI PACKAGINGSavill Link1.24%
COTTONSOFTHighbrook1.23%
INGRAM MICROM201.20%
CUSTOMER WEIGHTING
1
Includes new development commitments.19
Highbrook Business Park
URBAN
LOGISTICS
20GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
STRATEGIC LOCATIONS
NZ Post, Highbrook Business Park
We’re living in an era of
rapid change. Advances
in technology, changes in
consumer behaviour and the
ongoing impacts of a global
pandemic are all contributing
to a growing digital economy.
Goodman is at the forefront of these changes,
providing the physical infrastructure that
allows supply chains to operate efficiently. Our
warehouse and logistics facilities are an essential
link in these networks, allowing customers to
manage inventory while distribution services
connect these businesses with suppliers, clients,
and consumers.
Expectations are being reset with the immediacy
of e-commerce and prompt fulfilment offers a
competitive advantage for businesses that can
meet consumers’ demands for faster delivery and
greater convenience.
As a result, demand for well-located distribution
facilities is outstripping supply in many locations
across Auckland. A growing awareness around
climate change and wellbeing is also driving
customers to seek out more energy efficient
and sustainable solutions when considering their
future property requirements.
URBAN LOGISTICS
FOR A CHANGING MARKET PLACE
Essential infrastructure
21
Roma Road Estate, Mt Roskill
In Auckland, land is a diminishing and valuable resource.
With just one greenfield development property in the portfolio
and limited acquisition opportunities, the Trust is increasingly
focused on the redevelopment of its non-core assets.
The inner-city location of these brownfield
properties provides the greatest efficiency
for customers focused on last mile delivery,
minimising travel distances and transport-related
emissions while improving speed to market.
The redevelopment of these older style
properties into modern, efficient, sustainable
distribution facilities improves the efficiency
of Auckland’s industrial building stock and
makes use of existing infrastructure. Through
intensification of use it helps limit urban sprawl,
while the recycling of demolition materials
reduces landfill waste.
Over 70% of GMT’s current development
workbook is being constructed on brownfield
sites. Two of the largest current projects
are design-built facilities for NZ Post. They
extend a relationship that dates back to
2007, when the Trust delivered its first
facility for the customer at Highbrook
Business Park in East Tāmaki.
Today NZ Post is GMT’s largest
customer, with both businesses
focused on meeting the demands
of the new digital age in a
sustainable way.
Online shopping has continued to grow, with New Zealand
consumers making around $7.7 billion of purchases in
2021, an increase of 21% on the previous year.
COVID-19 has accelerated the change in
spending patterns with the penetration of
e-commerce rising steadily, then growing
rapidly from 2020.
Delivering over 80 million parcels in 2020,
NZ Post is an organisation that has adapted
to the demands of a growing digital economy.
Focused on fulfilment services, where
parcels are delivered to the end consumer,
the business is optimising its distribution
network and investing in locations and
technologies that will accommodate the
rapid growth in e-commerce.
Greg Morris, Group Property
and Procurement Manager for
New Zealand Post said
“E-commerce has created huge
demand for NZ Post’s logistics
and delivery services. We’re
investing in our future network and
extending our range of services
with complementary business
acquisitions to support this growth.”
Urban regenerationE-commerce and NZ Post
22GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
DIGITAL ECONOMY
Roma Road Estate – artist impression, subject to final design.NZ Post, Highbrook Business Park
NZ Post has a blueprint for
the future. It's focused on
the delivery of end-to-end
logistics and distribution
support to local businesses.
Central to this plan is a smart
network able to respond to
the expected growth.
Greg Morris said “More Kiwis clicking ‘add to
cart’ means more parcels for NZ Post to deliver.
We’re investing $180 million in our network
infrastructure over the next ten years, to
facilitate the growth in online shopping.”
Included in this network plan is the automation
of the two new, highly sustainable, parcel
processing facilities under development in
Albany and Mt Roskill.
NZ Post is extending the efficiency of its network
with new sophisticated sorting equipment. The
smart technology is easily scalable for volume
and will allow the organisation to accommodate
the expected growth in parcel volumes over the
next 20 years.
Like all new GMT development projects both these
facilities are targeting a 5 Green Star Built rating.
1
They will also be carbon neutral projects,
with unavoidable embodied emissions offset.
Delivering sustainable property solutions for its
customers is positive for all GMT stakeholders
and we’re working collaboratively with NZ Post
to maximise the operational performance and
energy efficiency of both these new facilities.
Greg Morris said “Our businesswide commitment
to sustainability, including carbon neutral
operations by 2030, is reflected in our
property requirements. We are adding roof
top solar energy systems to these projects
and incorporating charging infrastructure for
a growing fleet of EV trucks and vans.”
NZ Post is also prioritising the health and
well-being of its staff with high-quality
workspaces and extensive onsite amenities
that include dedicated café and recreational
areas, together with end of trip facilities.
1
The typical sustainability features of a NZGBC 5 Green Star Built rating are described on page 28.
“ Goodman’s focus on sustainable
property solutions means it’s a
like-minded business partner,
with similar brand values”
said Greg Morris.
Designed for tomorrow
23
SUSTAINABILITY
REPORT
24GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
1
Formerly the Carbon Disclosure Project
2
Certification encompasses Goodman (NZ) Limited,
Goodman Property Services (NZ) Limited and Goodman
Property Trust. It includes emissions from operational
activities and from the buildings and spaces within the
portfolio where the Manager has operational control.
As a leading real estate investment vehicle, our focus is on the built environment
and the delivery of sustainable property solutions that help our customers
thrive. We are working closely with these businesses and other stakeholders
to decarbonise, to mitigate climate risk and to boost biodiversity.
OUR APPROACH
TO SUSTAINABILITY
Highlights of the last 12 months include:We have acknowledged our ESG responsibilities,
with a plan for a sustainable future that
includes clearly defined targets. The world
is changing, and we are investing in new
technologies and alternative ways of operating
to ensure our people and our customers have
the spaces they need to succeed.
It’s part of a wider journey, in which we are
encouraging our investors, contractors,
consultants, service providers, capital
advisors, industry bodies, regulators, and other
community partners to support sustainable
business practices. The collective impact of
these individual contributions will lead to better
environmental, social and economic outcomes
for everyone.
DELIVERING ON OUR COMMITMENTS
We’ve adapted to the disruption of COVID-19
and continued to make substantial progress
toward our 2025 sustainability objectives.
Improved climate score
of B from CDP
1,2
and a rating
of A- on Supplier Engagement
Completion of four rooftop
solar energy systems with
a further 716.0 kw being
installed
50.0% reduction in
greenhouse gas emissions
2
against FY20 base year
New biodiversity initiatives
with urban ngahere
planned at two estates
Toitū carbonzero certified
operations
2
Launch of Sustainable
Finance Framework and
successful $150 million
green bond issue
Commenced calculating
and reporting embodied
carbon on new development
projects with 3,241 tCO
2
e of
unavoidable emissions offset
Almost $400,000
contributed to community
initiatives through the
Goodman Foundation
25
Jost, Highbrook Business Park
Goodman’s focus as an owner,
developer and manager of
warehouse and logistics
space is part of a broader
strategy that includes the aim
of becoming a truly resilient
and sustainable business.
Recognising that our corporate
performance is integral to
our reputation and long-term
success, we’ve worked to
incorporate sustainability
principles across all areas of
our business.
There are three pillars to
our sustainability framework.
Sustainable properties
As a long-term investor we want a future-proof
portfolio, with high-quality assets that are
adaptable, energy efficient and resistant to
climate change. We understand the environmental
benefits of repurposing brownfield sites and the
value to our customers of being located close to
consumers and key transport infrastructure.
A focus on workplace amenity ensures our
facilities also meet our customers’ wider
business needs.
People and culture
We believe that a business with a safety
conscious and inclusive culture, that is positively
connected with its community, will deliver
superior long-term results.
Our people are recruited and rewarded based on
their commitment to these values, their professional
expertise, and their long-term strategic and ethical
thinking. We encourage high standards of behaviour
and provide a healthy work environment with the
tools to work flexibly and safely.
Corporate performance
We critically assess our results and provide
investors, regulators, customers and community
partners with detailed information about our
business activities including performance against
recognised and credible benchmarks.
A sustainable capital structure, contemporary
governance policies and commitment to
environmental and social initiatives give these
stakeholders confidence in our strategy.
OUR SUSTAINABILITY
FRAMEWORK
26GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
Influence on stakeholder assessments and decisions
Significance of environmental, economic and social impacts
Stakeholder
and community
engagement
HIGH
HIGHEST
HIGH
HIGHEST
Sustainable structure,
operations and results
Sustainable design
and management
Customer
attraction
and retention
Flexible and
adaptable properties
Environmental
stewardship
Smart energy
solutions
Climate risk
and resilience
Health, safety
and wellbeing
Responsible
investment
Diversity and
inclusiveness
Social equity
Non-financial
performance
Carbon reduction
strategies
Material Factors
These 14 factors were determined through stakeholder interviews
1
in FY21
where stakeholders were asked what drivers of change they considered to
be the most significant for our business.
1
Facilitated by Proxima, the engagement process included face to face, online and phone interviews with a representative group of stakeholders.
The group included customers, investors, analysts, and community partners. Of the 22 invited, 14 participated.
MATERIAL FACTORS
The three pillars of sustainable properties, people
and culture, and corporate performance include
the material factors that have been identified as
important contributors to our success.
These 14 factors were determined through
stakeholder interviews
1
in FY21, where
stakeholders were asked what drivers of change
they considered to be the most significant for
our business.
We have reviewed these factors internally this
year, taking into account an increased focus
on business sustainability and resilience, and
determined that all 14 remain relevant.
Stakeholders will be surveyed again in FY24
as part of a regular three-year review cycle.
The following pages describe how these factors
are integrated into our broader business
strategy. It includes reporting on a range of
non-financial metrics, monitoring progress
against future targets and being accountable
for our performance.
We’re challenging ourselves to do better, and
do more for the benefit of all, across each of
these areas.
27
Sustainable properties
The material factors that guide
our investment activity include:
+Customer attraction and retention
+Sustainable design and management
+Flexible and adaptable properties
+Smart energy solutions
+Climate risk and resilience
+Carbon reduction strategies
PORTFOLIO INITIATIVES
GMT’s investment strategy is exclusively
focused on the urban logistics segment of
the Auckland industrial market. The Trust's
15 estates are strategically located, close to
consumers and key transport infrastructure.
Strong customer relationships underpin the
Trust's financial results. Consistently high
occupancy levels (FY22 >99%) demonstrate
that we are meeting the needs of our customers
and developing to meet demand.
The average age of the core investment portfolio
is around 10 years. Maintaining these properties
to a high standard ensures they remain
contemporary and attractive to customers.
Improving the operational and environmental
performance of these buildings is also a priority.
Energy efficiency and water conservation
projects are ongoing. We're retrofitting existing
properties with solar energy systems, LED
lighting and water saving technologies. We are
also replacing R22 refrigerants in building HVAC
systems with low emission factor alternatives.
Key targets ProgressStatus
Carbon neutral
operations by 2025
+ Toitū carbonzero certified since FY21
+ 50.0% reduction in absolute emissions
1
from FY20 base year
(2025 target of 19.4%)
+++++
Sustainable
development
programme
+ All new projects targeting 5 Green Star Built rating
+ Lower carbon developments
+ 3,241 t C O
2
e of Scope 3 embodied carbon offset for developments
completed in FY22
+++++
Energy efficiency 2025+ 100% of core portfolio to feature LED lighting by 2025
+ NABERS ratings for all eligible office buildings at Highbrook by 2025
+++++
Solar energy 2025+ 1.1 MW of solar energy installed or planned
+ Target 2.0 MW by 2025
+++++
Renewable energy
use 2025
+ 100% certified renewable energy by 2025
+++++
Maintain portfolio
occupancy above 95%
+ >99% occupancy
+++++
1
Scope 1, Scope 2 and mandatory Scope 3 emissions as reported.
28GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
EV
charging
End of trip
facilities
High-quality workplace
Extensive
landscaping
Electrical submetering
to measure and monitor
Low flow fittings and
rainwater harvestingSolar panels
Low-E
double glazing
Automated LED lighting
Low VOC materials
and finishes
Lower emission
concrete
TYPICAL GREEN STAR FEATURES
MAINFREIGHT
SUPERSITE
The new twin warehouse project
for Mainfreight is well underway
at Favona Road Estate, a former
market garden in Māngere.
The demolition phase of the
35,860 sqm, redevelopment
project has seen an impressive
90% of waste material, over
2,500 tonnes, diverted from
landfill and recycled.
www.goodmanfavona.co.nz
Artist’s impression of the Mainfreight Supersite at Favona
29
OUR SUSTAINABILITY FRAMEWORK
SUSTAINABLE PROPERTIES — CONTINUED
GHG Emissions tCO
2
eFY22FY20 (base year)% change
Scope 1193.9596.2( 6 7. 5 )
Scope 2168.5173 . 0(2.6)
Scope 3 (mandatory)76.5108.3(29.4)
To t a l438.88 7 7. 5(50.00)
Scope 3 (non mandatory)3,241.0n/an/a
New Zealand Green Building Council
nzgbc.org.nz
DEVELOPING GREEN
A successful development programme has
built over 90% of the core portfolio since 2004.
Targeting a 5 Green Star Built rating on all new
projects, Goodman’s base-build specification
ensures its new warehouse and logistics
facilities are industry leading.
A commitment to sustainable development
is reflected in the use of lower carbon and
sustainably sourced building materials.
The development process is also managed
to reduce waste and other environmental
impacts. Unavoidable greenhouse gas
emissions (embodied carbon) are carefully
measured and offset.
Protecting and improving the natural environment
around our estates is also an objective of our
development programme. Urban ngahere
projects are underway at Highbrook Business Park
and Roma Road Estate, with beehive initiatives
also planned to improve the biodiversity and
resilience of the landscapes within the portfolio.
MANAGING EMISSIONS
AND CLIMATE RISK
Acknowledging the threat of climate change,
our sustainability programme includes ambitious
emission reduction targets that align with the
objectives of the Paris Agreement and the
limiting of global warming to less than 2 degrees.
Mitigating the impacts of climate change by
measuring and minimising greenhouse gas (GHG)
emissions is an essential part of this strategy.
Our Emissions Management and Reduction Plan
details the initiatives that will help in the transition
to a low carbon, sustainable business.
We are proud to be Toitū
carbonzero certified as we work
towards these 2025 targets.
Assurance from Toitū confirms our GHG
emissions have been measured in accordance
with ISO 14064-1:2006 and that we have
offset unavoidable Scope 1, Scope 2 and
mandatory Scope 3 emissions with locally
sourced carbon credits.
The certification encompasses Goodman (NZ)
Limited, Goodman Property Services (NZ)
Limited and Goodman Property Trust. It includes
emissions from operational activities and from
the buildings and spaces within the portfolio
where the Manager has operational control.
The table above summarises the combined
emissions of these businesses, with the detailed
inventory available online. While we expect some
volatility year to year, our target objective is to
reduce absolute emissions by 19.4% before
2025 (within five years of the 2020 base year).
Our FY22 result, with a 50.0% reduction in
absolute emissions, is already significantly ahead
of the 2025 target. The strong progress reflects
positively on our emissions reduction initiatives
but also the impact of COVID-19 restrictions
reducing energy consumption and travel
related emissions.
This year we have also added non-mandatory
Scope 3 emissions to our reporting, and these
are included below the line. They relate to
the embodied carbon within our completed
development projects and the emissions are
also offset, resulting in our development activity
being carbon neutral.
Dicker Data roof-top solar panels, M20 Business Park, Manukau
30GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
EV chargers are
now being installed
in all new GMT
developments. To
complement these
dedicated customer
chargers, the Trust
(with co-funding
from ECCA) has
also installed public
150kW DC fast
chargers at Highbrook
Business Park and
M20 Business Park.
Amble + Birch, M20 Business Park
31
People and culture
Focusing on the following
material factors helps create a
safe and inclusive business:
+Health, safety and wellbeing
+Diversity and inclusiveness
+Social equity
COVID-19 RESPONSE
The pandemic has reinforced the importance of
a comprehensive approach to workplace health
and safety.
We have further adapted our work practices over
the last 12 months to help our people remain
safe and well, and to ensure that our worksites are
compliant with new regulations associated with
the COVID-19 public health response.
Social distancing and contact tracing protocols
have continued, while agile work practices have
allowed us to work remotely when we have taken
the precautionary step of closing our offices. We
have also provided our people and their families
with a supply of personal protective equipment
and rapid antigen tests.
A new Employee Assistance Programme (EAP)
provided by Benestar helps ensure that all
aspects of our people’s wellbeing are being
professionally supported through this time of
unique challenges.
Key targets ProgressStatus
Safety at work+ No serious harm injuries across all workplaces and contractor-
controlled worksites in FY22
+ Goodman safety framework strengthened with COVID-19
precautions
+ Contractor induction and certification on all worksites
+++++
Diverse workplace+ Gender, ethnicity and age representation targets set for 2023
+ Improved gender representation with 37.5% of senior executive
team female
+ Our team of 64 includes nine different ethnicities, with speakers
of 11 different languages
+++++
Social procurement and
supply chain ethics
+ Introducing social procurement obligations into construction
contracts and supplier agreements
+ Wider supply chain review planned to ensure compliance
with modern slavery regulations
+++++
Goodman brand values+ Refresh of brand values this year
+ Performance assessments include measurement against
these values
+++++
32GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
HEALTH AND SAFETY
REPORT CARD
We are committed to creating a safe working
environment that is free of accidents and other
workplace risks. A detailed Health and Safety
policy governs our work practices and ensures
our obligations under the Health and Safety at
Work Act 2015 and the COVID-19 Protection
Framework are complied with.
There were 52 health and
safety incidents reported in
FY22 compared to 38 in FY21.
All incidents were classified
as minor with no serious harm
injuries, a pleasing result
that we’re proud to have
maintained since FY18.
The data includes any incidents involving
our people or contractors together with any
reported incidents occurring within the public
areas of the portfolio. It includes hazard
observations, near misses, injuries requiring
first aid, injuries requiring medical treatment
and serious harm injuries.
DIVERSITY BRINGS STRENGTH
We know that a diverse and inclusive team
creates a vibrant work culture with a rich mix
of views and ideas. Diversity brings unique
perspectives and experiences to problem solving,
ultimately leading to better business outcomes.
We celebrate individual differences and want
our people to feel included and supported.
A comprehensive Inclusion and Diversity policy,
which sets goals across gender, ethnicity and age,
guides our behaviour and helps ensure we are a
representative and inclusive workplace.
Page 107 of this report includes more detail
of our workplace demographics and our
future targets.
Flexible and progressive employment policies
are one of the ways we help reduce bias.
These policies have encouraged a more
permanent shift in work practices over the
last few years with around 60% of our people
preferring to work remotely at least two days a
week. New systems and technologies, together
with a significant financial contribution toward
a home office setup, has facilitated the change.
By keeping our people connected and engaged
it has generated a positive outcome that is
also expected to contribute to a more diverse
workforce over time.
A refreshed and contemporary parental leave
policy has extended the level of support available
to our people. Its coverage provides broader
support for both primary and secondary carers.
Workplace benefits, including employer Kiwisaver
contributions, are also maintained during parental
leave, ensuring our people are not financially
disadvantaged in their retirement savings.
33
Sir John Kirwan, Groov
Holly Mace, Goodman Sustainability Analyst and 2021 scholarship recipient.
OUR SUSTAINABILITY FRAMEWORK
PEOPLE AND CULTURE— CONTINUED
Sophie Bowden
Human Resources Business Partner
Goodman has expanded its team
to include dedicated HR expertise.
Sophie is working with the leadership
team to implement strategic people
and culture initiatives, with a focus on
performance and development, diversity
and inclusion, and employee experience.
DEVELOPING OUR HUMAN CAPITAL
We want to develop and foster a diverse talent
pool. This focus starts with the recruitment
process and a brief to agency partners that
ensures they are representing Goodman’s values
and supporting us to attract diverse talent.
We empower our managers and provide the
tools and processes to help our people reach
their potential. Formal induction programmes,
regular reviews, career development plans and
training objectives provide the pathways that
enable our people to thrive.
Training can be online or through more structured
learning, with study grants and leave available
for technical or tertiary courses. Topics can
encompass a range of areas including business
management and leadership, communication,
compliance, digital literacy, finance and
sustainability.
To encourage wider participation in our industry
we also provide an annual scholarship for an
Auckland University property student. Our
2022 recipient is Caitlyn Khoo.
CARE AND RESPECT
Goodman's brand values guide how we interact
with each other and ensure we provide our
customers and investors with consistently
high-quality service as well as innovative and
sustainable property and investment solutions.
An employee retention rate of 97% over the
last year and results of an all-employee survey
in February 2021 show we have a positive and
supportive work environment for our people.
We take a holistic approach to wellbeing with
a range of initiatives focused on health and
happiness. It includes employee assistance
programme services, annual flu vaccinations,
skin cancer and other health checks, speakers
on topical issues, social and cultural events and,
sporting and recreational opportunities.
This year we have introduced a caregivers
support platform called Circle In. We have also
launched our wellbeing programme with Groov.
Co-founded by Sir John Kirwan, Groov is about
helping workplaces, leaders and their people feel
good and function well.
34GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
New ideas push our
business forward.
We focus on the future,
proactively looking
for new opportunities
and improved solutions
for our stakeholders that
will make the world a
better place for all of us.
This year we have refreshed our brand values to further align them with our business
strategy. Sustainability, Innovation, Determination and Integrity reflect not only who
we are today, but who we want to be, long into the future.
Determination gets
things done. We are
motivated by excellence
and work hard to achieve
it, actively pursuing the
best outcomes for all
our stakeholders.
We have integrity, always.
We work inclusively and
transparently, balancing
the needs of our
business and our people
with the needs of the
community and those
we do business with.
We’re building our business
for the long term. That’s
why we consider the planet
and all the people in it
in everything we do. Our
initiatives demonstrate our
ongoing commitment to
having a positive economic,
environmental and social
impact on the world.
35
Corporate performance
The material factors critical to the
success of our business include:
+Sustainable structure, operations and results
+Stakeholder and community engagement
+Environmental stewardship
+Responsible investment
+Non-financial performance
Key targets ProgressStatus
Retain investment grade
credit rating of BBB
+ Stable financial metrics with gearing of 21.3% within our preferred
20% to 30% range
+ Sustainable distribution policy with a payout ratio of between
80% and 90% of cash earnings
+ Portfolio occupancy of more than 99%
+++++
External certification+ Sustainable Finance Framework established, and inaugural green
bond issued on 14 April 2022
+ Carbon neutral operations with Toitū carbonzero certification
1
+ Improved CDP Climate Score of B and Supplier Engagement
Score of A-
+++++
Governance and
disclosure
+ Continued alignment with the NZX Corporate Governance Code
+ Corporate Social Responsibility Committee, made up of senior
management personnel, established
+ Hybrid annual meeting held
+ GRI reporting framework
+++++
Task Force on Climate
related Financial
Disclosures (TCFD)
+ New Zealand standards for climate risk assessment and
disclosure being established
+ First TCFD compliant report expected to be 2023
+++++
Community support+ Almost $400,000 distributed through the Goodman Foundation
in F Y22
+ Support included initiatives promoting health and wellbeing
initiatives associated with the pandemic
+++++
1
Certification encompasses Goodman (NZ) Limited, Goodman Property Services (NZ) Limited and Goodman Property Trust. It includes emissions
from operational activities and from the buildings and spaces within the portfolio where the Manager has operational control.
The table alongside includes the specific
targets we have adopted in relation to
these factors.
John Dakin presenting to Unitholders.
36GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
ENVIRONMENTAL, SOCIAL
AND GOVERNANCE (ESG)
We monitor our performance and provide
investors, regulators, customers and community
partners with objective information about our
business activities. Transparent and robust
governance structures give these stakeholders
confidence in our reporting, and we engage
regularly across a variety of communication
channels on the full range of ESG topics.
The Board of Goodman (NZ) Limited is
committed to delivering the business strategy
of GMT in a sustainable way. It oversees a
risk management framework that includes
consideration of all strategic, operational,
financial and compliance risks. Non-financial
issues, including the impacts of climate change,
are also included within this risk framework.
A dedicated Corporate Social Responsibility
Committee, made up of senior management
personnel, oversees the implementation of
our sustainability programme. Regular Board
reporting includes performance against targets
to reduce emissions, increase renewable energy
use and lower the embodied carbon within
our developments.
The behaviour of our people is
governed by a comprehensive
suite of employment policies,
including a code of conduct.
These articulate our standards
and the expectations that
come with being part of the
Goodman team.
The corporate governance section on page 106
compares our governance practices against the
principles and recommendations of the NZX
Corporate Governance Code. The full suite
of governance documents is available online:
https://nz.goodman.com/who-we-are/corporate-
governance.
FINANCIAL STABILITY
Financial stability is a prerequisite for a
sustainable business.
Maintaining high occupancy and customer
retention levels is a key driver of our success.
The strength of these businesses underpins our
own financial performance, providing the strong
rental cashflows that drive earnings growth and
returns to investors.
Low gearing and substantial liquidity provide
funding capacity for new investment. It also
provides resilience against negative market
events that could impact property values.
The creation of a Sustainable Finance Framework
this year has extended the range of funding
sources available to GMT. The platform allows
the Trust to issue new bonds and loans to
support the delivery of sustainable property
solutions for customers.
The inaugural issue of $150 million of green
bonds was made on 14 April 2022, following
the Trust's financial year end.
John Dakin briefing media at Roma Road Estate, Mt Roskill.37
OUR SUSTAINABILITY FRAMEWORK
CORPORATE PERFORMANCE— CONTINUED
INVESTMENT GRADE
CREDIT RATING
Our financial strength is reflected in our credit
rating.
GMT’s low gearing, prudent capital structure,
sustainable operations and results, and
responsible investments are all reflected in the
investment grade credit rating of BBB from
S&P Global Ratings.
As a result of the mortgage security held over
the Trust’s property assets, its debt (including
the new green bonds) is rated one notch higher
at BBB+.
Both ratings have remained stable since first
assigned in 2009.
BENCHMARKING
Regular benchmarking against respected
international standards is a requirement of any
business focused on continuous improvement
and best practice.
A commitment to reducing our carbon footprint
has seen us participate in the annual CDP survey
every year since 2009. This global initiative
encourages participants to monitor greenhouse
gas emissions, reduce carbon pollution and
minimise climate change impacts.
The implementation of emission management
and reduction strategies as part of our Toitū
carbonzero certification has contributed to an
improved result in 2021 with a climate score
of B, compared to B- in 2020. It was the highest
rating achieved by a New Zealand organisation
in 2021, with the top honour being shared with
a number of other leading local companies.
There were 23 New Zealand businesses that
submitted data with CDP evaluating over
13,000 organisations worldwide.
CDP also awarded a Supplier Engagement
Score of A-, the first time this assessment has
been made. It’s an area of increasing focus
as businesses look to manage their indirect
emissions and improve wider environmental
and social outcomes.
Our commercial contracts are being updated
with social procurement clauses and
requirements for suppliers to measure and
report emissions. Starting with construction
agreements, we will look to extend this
requirement across our entire supply chain
over time.
You can find out more about CDP and the
rating process at www.CDP.net.
REPORTING
As a leading NZX investment entity, we have
a responsibility to provide timely, balanced
and readily available information. We engage
with the investment community on a regular
basis, through a variety of communication
channels, including formal reporting, market
announcements and briefings, newsletters and
more directly through open days, road shows,
presentations, and meetings.
We have adopted the GRI framework as the
standard for our sustainability reporting. The
index on page 44 allows stakeholders to
access and review key information around
our sustainability programme, enhancing
transparency and accountability.
Our future reporting will be extended to ensure
it is consistent with the New Zealand climate
standards, currently under development. Work is
underway to assess the performance of the Trust
under a variety of climate scenarios across short,
medium and longer timeframes and we expect to
complete our first TCFD report in 2023.
We are active industry participants. Our
corporate memberships and partnerships include
Australasian Investor Relations Association,
Diversity Works, Global Women, Greater East
Tāmaki Business Association, NZ Green Building
Council, New Zealand Shareholders Association
and Property Council of New Zealand.
COMMUNITY SPIRITED
Engagement with our communities and broader
stakeholders is an important part of who we are
as a business. We encourage and foster these
relationships, building positive connections that
give us the social licence to operate.
Our connection with tangata whenua is one
of the most important of these stakeholder
relationships. We celebrate Māori culture and
work alongside local iwi in our investment and
social initiatives, acknowledging our heritage
while striving for an equitable future.
Through the Goodman Foundation we invest in
programmes and enterprises that aim to improve
the quality of life, standard of living and health
of the most vulnerable in our communities.
We contributed almost $400,000 in support
over the last 12 months.
This year we have also supported the WWF
Whale Tale initiative (pictured above), sponsoring
the creation of a decorated sculpture at
Highbrook Business Park. It was one of
160 similar tail sculptures designed by artists
and children and displayed across Tāmaki
Makaurau. Inspired by the Bryde’s Whale the
art trail brings to life themes of protecting and
restoring the mauri of our oceans.
Blessing led by Ngāi Tamaoho at NZ Post’s new site at Roma Road Estate, supported by the teams from Goodman and NZ Post.
38GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
SUSTAINABILITY REPORT
— CONTINUED
Goodman Foundation
The Goodman Foundation brings people and
resources together to help address disadvantage
in our communities. By partnering with like-minded
charities and funding projects with clearly defined
timelines and outcomes, we’re making a tangible
and sustainable difference to people’s lives.
HOW WE HELP
The Goodman Foundation supports charities in three key areas: children and youth,
community and community health, and food rescue and the environment.
Our support comes in four different forms:
+ Cash grants
Funding for projects with defined
outcomes over one to three years.
+ Give back
Workplace giving schemes that
equally match contributions from
Goodman people.
+ Do good
Goodman people volunteering
or fundraising for charities.
+ In-kind
Donations of our expertise, space,
office furniture, computers and
other critical items.
KiwiHarvest,
Highbrook Business Park
39
SUSTAINABILITY REPORT
— CONTINUED
We support charity organisations that are redistributing food
and other goods that would otherwise go to waste.
KIWIHARVEST
A founding partner of KiwiHarvest since it began operating in
Auckland in 2015, the Goodman Foundation is committed to
supporting New Zealand’s leading food rescue organisation.
With local services operating in Auckland, the North Shore,
Dunedin, Queenstown and Invercargill, KiwiHarvest collects
nutritious but perishable food destined for landfill and
redistributes it to those in need through foodbanks and
other community agencies.
In a year when food insecurity was exacerbated by the
impacts of the pandemic, KiwiHarvest has managed
through the logistical challenges of Alert Level and Traffic
Light restrictions, redistributing a record 1.8 million kgs of
food over the last 12 months. Equivalent to over 5.1 million
meals it included surplus produce, protein, mislabelled
goods and grocery items approaching expiry.
The sheer volume of food being rescued reflects the
determination and drive of the KiwiHarvest team and
its commitment to feeding the most vulnerable in our
communities.
NEW ZEALAND FOOD NETWORK
Operating alongside KiwiHarvest at GMT’s Highbrook
Business Park in East Tāmaki is the New Zealand Food
Network (NZFN). Established in 2020 by KiwiHarvest
Founder Deborah Manning, NZFN meets the need for a
nationally co-ordinated distribution service for surplus food.
Funded by the Ministry of Social Development and other
sponsors, the organisation is extending the work of those
community organisations already focused on addressing
food insecurity in New Zealand.
The Goodman Foundation supported the new initiative by
funding the fitout of the 830 sqm distribution warehouse.
Operating since July 2020 NZFN has onboarded 61 food
hubs and distributed 9.1 million kgs of donated and surplus
food – the equivalent of 26.1 million meals.
KiwiHarvest and New Zealand Food Network, Highbrook Business Park
40GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
SUSTAINABILITY REPORT
— CONTINUED
We work with charity organisations that support efforts to create a more inclusive and equitable society.
BOOSTING OUR COMMUNITIES
The Goodman Foundation extended its
community support this year to include
social initiatives promoting the COVID-19
vaccination programme and other health
and wellbeing initiatives. Targeting at risk
groups, a significant donation was made
to each of the following organisations.
+Papakura Marae
+Manukau Urban Māori Authority
+Rākau Tautoko
In addition to these, the Goodman
Foundation also contributed to the
NZME-led 90% Project in support of
its #rollupyoursleevesNZ campaign.
It was complemented by promotional
advertising on our digital signs and social
media platforms.
ORANGE SKY
Orange Sky NZ visited the Goodman City
Office in April 2021. The charity, which
started operating in Auckland in 2018,
provides mobile laundry and shower services
in a safe and positive environment for people
who are often ignored or feel disconnected
from their community.
The free service offers some of the
41,600 Kiwis without a permanent home a
chance to refresh, while also making a human
connection with the volunteers that support
the initiative.
The work of Orange Sky made a connection
with our own people and the charity has been
added to Goodman’s payroll gifting programme.
Ten staff are now donating a total of $5,000
per annum, a sum that is matched by the
Goodman Foundation.
Orange Sky New Zealand
Positively Connecting Communities
DOING GOOD AT CHRISTMAS
The Life Centre Trust is behind the Christmas
Box initiative, providing families in need with
Christmas hampers made up of donated food
and other goods. Last Christmas, volunteers
helped pack hampers in Auckland, Kaikohe,
Whangārei, Hamilton, Tauranga, Rotorua,
Palmerston North, Wellington, Christchurch
and Dunedin.
We were pleased to play our part, providing
warehousing space at M20 Business Park
in Wiri for the annual event. Operating as a
distribution hub for the other centres, over
260 tonnes of food was processed with
around half of this packed into 12,000 hampers
for the wider Auckland region. In total,
25,000 boxes were distributed to families in
need, from Kaitaia to Bluff.
https://christmasbox.co.nz
ONGOING SUPPORT
Through the Foundation’s give back initiative,
other fundraising and discretionary grants,
financial contributions were made to the
following community health organisations
last year:
+4U Mentoring
+Diabetes New Zealand
+Multiple Sclerosis Society of New Zealand
+Ronald McDonald House
+Starship Foundation
+Westpac Rescue Helicopter
+Womens Refuge
41
SUSTAINABILITY REPORT
— CONTINUED
DUFFY BOOKS IN HOMES
Duffy Books in Homes is a literacy programme aimed at
breaking the cycle of booklessness amongst children at
low decile schools throughout New Zealand.
The nationwide reading initiative was established by author
Alan Duff in 1994. He recognised that kids who can’t
read become adults who can’t communicate – a serious
disadvantage in a world that operates on the written word.
It has been a highly successful programme, with 800 schools
and early childhood centres participating and more than
14 million books being distributed since it began.
The Goodman Foundation is proud to have been a Duffy
supporter for over 10 years. The Foundation currently
sponsors three South Auckland primary schools, with
1,300 students each receiving five new books a year.
The three schools include:
+Fairburn School, Ōtāhuhu
+Sir Edmund Hillary Junior School, Ōtara
+Wiri Central School, Wiri
www.booksinhomes.org.nz
The benefits of early intervention and quality education motivate our work
with charitable organisations that help to protect, nurture and develop
children and young people.
TANIA DALTON FOUNDATION
The Tania Dalton Foundation (TDF) was established to
support young New Zealanders from all circumstances
and stages of development to unlock their talent and
their best selves. The goal is to engage with thousands
of young people across the country through a range of
initiatives that are all aimed at making a positive and
measurable impact on their lives.
The Goodman Foundation is a scholarship partner,
providing financial support that helps a talented kiwi
sportswoman realise their potential. TDF awards
12 scholarships a year and provides mentoring support
and personal development opportunities to the recipients
over the course of the three-year programme.
Luisa Togotogorua is the latest recipient of the Goodman
Foundation funded scholarship. The former Howick
College student and talented halfback is a member of
the Auckland Storm Farah Palmer Cup team and the
Auckland Blues Super Rugby team. She is in the second
year of her scholarship.
www.taniadaltonfoundation.org.nz
KEYSTONE TRUST
The Keystone Trust is focused on promoting opportunities
and lifting the participation of young people in the property
industry. Operating for more than 25 years, the Trust
supports students who have financial need or have been
affected by adverse circumstances that would otherwise
prevent them from taking up tertiary studies in a property
related discipline.
Along with financial support, the scholarship programme
includes comprehensive pastoral care along with industry
mentoring, networking and work placement opportunities.
Over 50 scholarships have been awarded in 2022.
www.keystonetrust.org.nz
Luisa Togotogorua – recipient of the Goodman Foundation funded TDF scholarship.
42GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
At Goodman, we believe
the sustainability of our
planet – and the wellbeing
of all the people in it – is
everyone’s responsibility.
That’s why we partner
with organisations and
charities who, like us,
are striving to do good
in the world.
New Zealand Food Network, Highbrook Business Park
43
GENERAL DISCLOSURES
Disclosure titleGRILocation or reference
Name of the organisation 102 – 1 Goodman Property Trust
Activities, brands, products and services 102 – 2 Page 3, https://nz.goodman.com/who-we-are/about-us
Location of headquarters 102 – 3 Pa g e 119
Location of operations 102 – 4 Pa g e 119
Ownership and legal form 102 – 5 Page 56, NZX Listed Unit Trust
Markets served 102 – 6 Page 2, https://nz.goodman.com/who-we-are/about-us
Scale of the organisation 102 – 7 Page 2, https://nz.goodman.com/who-we-are/about-us
Information on employees and other workers 102 – 8 Pa g e 107
Supply chain 102 – 9 Pages 16-23, 32, 38
Significant changes to the organisation and its supply chain 102 – 10 None
Precautionary principle approach 102 – 11 Goodman’s risk management process uses the precautionary principle to
assess potential impacts across a range of ESG criteria
External initiatives 102 – 12 Pages 39–43
Membership of associations 102 – 13 Pages 36, 38
Statements from senior decision-maker 102 – 14 Pages 6-9, 10–15
Values, principles, standards, and norms of behaviour 102 – 16 Pages 32-35, https://nz.goodman.com/-/media/files/sites/new-zealand/
about-us/corporate-governance/code-of-conduct.pdf
Governance and structure 102 – 18 P a g e s 1 0 6 –1 0 7, 1 14 –1 1 5
List of stakeholder groups 102 – 40 Pages 25, 27
Collective bargaining agreements 102 – 41 None
Identifying and selecting stakeholders 102 – 42 Pages 25–27
Approach to stakeholder engagement 102 – 43 Pages 27, 36–38
Key topics and concerns raised 102 – 44 Pa ge 27
Entities included in the consolidated financial statements 102 – 45Page 56
Defining content and topic Boundaries 102 – 46 Pa ge 27
List of material topics 102 – 47 Pa ge 27
Restatements of information 102 – 48 None
Changes in reporting 102 – 49 None
Reporting period 102 – 50 12 months ended 31 March 2022
Date of most recent report 102 – 51 Annual Report 2021 (May 2021)
Reporting cycle 102 – 52 Annual
Contact point for questions regarding the report 102 – 53 info-nz@goodman.com
Claims of reporting in accordance with the GRI standards 102 – 54 GRI Standards (Core option)
GRI content index 102 – 55 Pages 44–45
External assurance 102 – 56 None
GRI
INDEX
44GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
Goodman has chosen to prepare its
2022 Annual Report in accordance
with the Global Reporting Initiative
(GRI) Standards (core option).
The GRI Standards are the world’s
most widely used sustainability
reporting standard.
The GRI index shows where in this
report information can be found
about the indicators that are relevant
to our business operations.
TOPIC SPECIFIC DISCLOSURES
Disclosure titleGRILocation or reference
Energy
Disclosure on management approach 103Pages 28–31, Emissions Reduction and Management Plan
Energy intensity 302 – 3 Page 30, FY22 Emissions Inventory
Emissions
Disclosure on management approach 103Pages 28–31, Emissions Reduction and Management Plan
GHG emissions intensity 305 – 4 Page 30, FY22 Emissions Inventory
Occupational health & safety
Disclosure on management approach 103Pa g e s 32-33, 111
Types of injury and rates of injury, occupational diseases, lost
days, and absenteeism, and number of work-related fatalities
403 – 2 Page 33
Diversity and equal opportunity
Disclosure on management approach 103Pages 32–34, 107
Diversity of governance bodies and employees 405 – 1 Pa g e 107
Sustainable design and management – non GRI
Disclosure on management approach 103P a g e s 28–31
Customer attraction and retention – non GRI
Disclosure on management approach 103Pages 2, 22–23, 28–29
Climate risk and resilience – non GRI
Disclosure on management approach 103Page 30, Emissions Reduction and Management Plan
Flexible and adaptable properties – non GRI
Disclosure on management approach 103Pages 17, 28
Social equity – non GRI
Disclosure on management approach 103 Pages 39–43
Sustainable structure, operations and results – non GRI
Disclosure on management approach 103P a g e s 3 7– 3 8
Non-financial performance – non GRI
Disclosure on management approach 103P a g e s 3 7– 3 8
Responsible investment – non GRI
Disclosure on management approach 103Pa g e s 37–38, 111
Environmental stewardship – non GRI
Disclosure on management approach 103P a g e s 3 7– 3 8
Stakeholder and community engagement – non GRI
Disclosure on management approach 103Pa g e s 38–39, 111
GRI INDEX — CONTINUED
45
OfficeMax, Highbrook Business Park
FINANCIAL
R E S U LT S
46GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
OverviewFY22F Y21% change
Profit before tax ($m)76 3.8648.917.7
Profit after tax ($m)74 8 .66 3 1 .718.5
Movement in fair value of investment property ($m)660.4560.017. 9
Operating earnings before tax ($m)
1
118.3114.93.0
Operating earnings after tax ($m)
2
99.395.44.1
Operating earnings per unit before tax (cpu)
2
8.478.262.5
Operating earnings per unit after tax (cpu)
2
7. 1 16.863.6
Cash earnings per unit (cpu)
3
6.666.286.1
Cash distribution per unit (cpu)5.505.303.8
Loan to value ratio (%)
4
21.319.210.9
Net tangible assets (cpu)260.6212.522.6
Management expense ratio (%)0.840.90( 6 .7 )
Management expense ratio – excluding performance fee (%)0.460.48(4.2)
Non-GAAP financial measures may not be calculated in a manner consistent with other entities.
1
Operating earnings is a non-GAAP financial measure included to provide an assessment of the performance of
GMT’s principal operating activities. The calculation of operating earnings before other income/(expenses) and tax
is set out in GMT’s Profit or Loss statement.
2
Refer to note 3.1 of GMT’s Financial Statements for the calculation.
3
Cash earnings is a non-GAAP financial measure that assesses underlying operating cashflows, on a per unit basis,
after adjusting for borrowing costs and Manager’s base fee capitalised to land, expenditure related to building
maintenance, and to reverse straight line rental adjustments.
4
Loan to value ratio is a non-GAAP financial measure that assess GMT’s level of gearing. Refer to note 2.6 of GMT’s
Financial Statements for the calculation.
The revaluation result is the main contributor
to the 17.7% increase in profit before tax
to $763.8 million. The portfolio revaluation
contributed $660.4 million of fair value gains
to this year’s statutory profit, compared to
$560.0 million in FY21. It also underpinned the
22.6% increase in net tangible asset backing to
260.6 cents per unit (on a fully diluted basis).
The 16.1% increase in the value of the Trust’s
property portfolio to $4.8 billion was driven
by strong property market fundamentals and
continued investor demand for high-quality
warehouse and logistics space across Auckland.
Adjusting for these fair value gains and other cash
and non-cash items provides the reconciliation
between profit and operating earnings.
OPERATING PERFORMANCE
Greater customer demand is being reflected in
high occupancy levels, sustained rental growth
and an increased level of development activity
for the Trust. A balance sheet with low gearing
has also facilitated the acquisition of yielding
properties in Mt Wellington and Penrose during
the year, for $116.5 million.
These factors have offset the revenue
impact of the Favona Road and Roma Road
redevelopments and contributed to the 2.7%
increase in net rental income, to $157.1 million.
Total expenses of $38.8 million were 1.8% higher
than last year. An increased base management
fee and higher administrative expenses, partly
offset by lower interest costs, contributed to the
$0.7 million increase.
FINANCIAL SUMMARY
A substantial portfolio revaluation has contributed to another record statutory profit for GMT.
47
FINANCIAL SUMMARY — CONTINUED
$ millionFY22F Y21
Operating earnings before tax118.3114.9
Income tax on operating earnings(19.0)(19.5)
Operating earnings after tax
5
99.395.4
Straight line rent adjustments(0.3)( 1 .7 )
Capitalised borrowing costs – land
6
(1.6)(2.3)
Capitalised management fees – land(0.2)(0.2)
Maintenance capex(4.1)(3.8)
Cash earnings93.18 7. 4
Cash earnings (cpu)6.666.28
Distributions per unit (cpu)5.505.30
Distributions % of cash earnings82.684.4
5
Refer to note 3.1 of GMT’s Financial Statements.
6
Refer to note 2.1 of GMT’s Financial Statements.
The revenue and expense items described
above result in operating earnings before
tax of $118.3 million, 3.0% higher than the
$114.9 million recorded in FY21. On a weighted
average unit basis, operating earnings were
8.47 cents per unit before tax and 7.11 cents
per unit after tax.
A performance fee of $15.7 million was also
earned by the Manager this year, with GMT
outperforming its benchmark of listed peers
by around 8% on a total return basis. The fee
is excluded from operating earnings as the
Trust Deed requires it to be reinvested into
new units in GMT, ensuring the interests of the
Manager remain well aligned with the interests
of other investors.
BALANCE SHEET
GMT has always been managed prudently to
ensure it can perform through economic cycles,
with the financial flexibility to fund new investment
and development opportunities.
The issue of $200 million of six-year fixed
interest rate bonds to New Zealand wholesale
investors in December 2021 and the inaugural
issue of $150 million of green bonds on
14 April 2022 (following the Trust's financial
year end) was a continuation of this strategy.
Achieved at competitive margins, the highly
successful issues add further tenor and diversity
to the Trust’s debt book, which now includes
bank borrowings, listed retail bonds, listed
green bonds, wholesale bonds and US Private
Placement debt notes.
At 31 March 2022, the Trust had a loan to value
ratio of 21.3%. The level of gearing is at the lower
end of the Board's 20% to 30% target range and
well below the 50% maximum allowed under the
Trust Deed and debt facility covenants.
TAXATION
A total tax expense of $15.2 million results in
an after-tax profit of $748.6 million, a 18.5%
increase from the $631.7 million recorded
in F Y21.
Tax on operating earnings reflects an effective
rate of 16.1%, compared to 17.0% previously.
A higher level of development activity and new
leasing has provided additional tax deductions,
contributing to the lower tax rate this year.
GMT BOND ISSUER LIMITED
GMT Bond Issuer Limited received $20.6 million
of interest income (FY21 $20.8 million) and
incurred $20.6 million of interest expense
(F Y21 $20.8 m illi o n).
The change in the interest income and interest
expense amounts reflects the $200 million
wholesale bond issue in December 2021 and
the full year impact of the September 2020
wholesale bond and the maturity of the GMB020
Goodman+Bonds in December 2020.
S&P Global Ratings has maintained the credit
rating of all Goodman+Bonds at BBB+. This is one
notch higher than the Trust’s investment grade
issuer rating of BBB because of the mortgage
security held over GMT’s property portfolio.
No dividends or distributions have been paid by
GMT Bond Issuer Limited.
CASH EARNINGS
AND DISTRIBUTIONS
Cash earnings is a non-GAAP measure that
assesses free cash flow, on a per unit basis,
after adjusting for certain items. The table
below details how the Trust’s cash earnings are
calculated and how this compares to the level
of distribution paid to Unitholders (payout ratio).
This year we have amended the calculation to
reverse straight line rental adjustments from
leases with structured rent increases. The FY21
numbers have been restated on the same basis,
for consistency.
Cash earnings of 6.66 cpu was ahead of
earlier guidance (6.5 cpu) and 6.1% higher
than the 6.28 cpu achieved in FY21. Cash
distributions of 5.50 cpu reflect a payout
ratio of 82.6% and represent a 3.8% increase
on the 5.30 cpu paid previously.
Guidance for FY23 is for a 4% increase
in cash earnings to around 6.9 cpu, with
a 7% increase in cash distributions to
approximately 5.9 cpu.
48GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
49
FIVE YEAR FINANCIAL SUMMARY
$ millionFY22F Y21F Y20F Y19F Y18
Profit or loss
Net property income1 5 7. 1153.014 5.3126.8130.1
Share of operating earnings before tax from joint ventures–––2.110.3
Net interest costs(19.7)(22.3)(21.9)(16.0)( 1 8 .7 )
Administrative expenses(3.2)(3.0)(2.6)( 2 .7 )(2.6)
Manager’s base fee(15.9)(12.8)(11.1)––
Operating earnings before other income / (expenses) and income tax118.3114.910 9.7110.2119.1
Movement in fair value of investment property660.4560.0165.8201.983.8
Disposal of investment property––0.3–0.5
Profit on disposal of joint venture–––35.1–
Dividend income from joint venture–––2.1–
Share of other (expenses) / income and tax from joint ventures–––(0.5)20.6
Movement in fair value of financial instruments0.8 (12.3)20.03.2(8.5)
Manager’s base fee reinvested in units–––(8.6)(8.3)
Manager’s performance fee expected to be reinvested in units( 1 5 .7 )(13.7)(11.4)(8.6)–
Profit before tax763.8648.9284.4334.82 0 7. 2
Current tax(14.6)(13.7)(15.1)(16.2)(16.5)
Deferred tax(0.6)(3.5)( 7. 4 )0.93.3
Profit after tax attributable to unitholders74 8 .66 31 .7261.9319.5194.0
Operating earnings before tax per unit (cpu)8.478.268.169.0 49.25
Operating earnings after tax per unit (cpu)7. 1 16.866 .7 37. 6 87. 8 9
Cash earnings per unit (cpu)
7
6.666.286.226.24–
Cash distribution per unit (cpu)5.505.306.656.656.65
Balance sheet
Investment property4 ,7 73. 23 ,78 9. 33,0 74 .02,633.42,231.0
Investment property contracted for sale–––43.5238.6
Investment in joint venture––––114.3
Total assets4,814.33,831.53,168.42 ,72 0 .52 ,719.5
Borrowings for LVR calculation1,0 01.2716.0569.9519.0571.3
Total liabilities1,156.9862.376 6.36 74 .3925.8
Total equity3 , 6 5 7. 42,969.22,402.12,046.21 ,7 9 3 .7
Loan to value ratio (%)21.319.218.91 9 .725.6
NTA per unit (cpu)260.6212.517 2 .71 5 7. 0138.9
Unit price at 31 March (cpu)236.0226.0214.5173 . 0133.0
Property portfolio
8,9
Net lettable area
10
(sqm)1,073,9781 , 0 9 7, 6 9 81,059,2631, 0 0 4 ,7 9 41,111,24 4
Weighted average capitalisation rate (%)4.24 .75.45.86.2
Investment portfolio occupancy (%)9998999898
Weighted average lease term (years)6.35.55.55.26.1
Customers22621320617 9264
7
FY21 restated from 6.40 cpu to reverse straight line rental adjustments from leases with structured rent increases. The change is consistent with the new calculation methodology adopted in FY22.
8
Property portfolio metrics includes GMT’s joint venture interests where applicable.
9
After all contracted sales, including post balance date transactions.
10
Net of canopies and yard.
FIVE YEAR FINANCIAL SUMMARY — CONTINUED
50GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
PROFIT AFTER TAX
$ million
748.6
63.7
26.9
39.5
94.0
FY8
FY9
FY20
FY2
FY22
OPERATING EARNINGS BEFORE TAX
$ million
8.3
4.9
09.7
0.2
9.
FY8
FY9
FY20
FY2
FY22
NET PROPERTY INCOME
$ million
57.
53.0
45.3
26.8
30.
FY8
FY9
FY20
FY2
FY22
TOTAL ASSETS
$ million
4,84.3
3,83.5
3,68.4
2,720.5
2,79.5
FY8
FY9
FY20
FY2
FY22
NTA PER UNIT
cpu
260.6
22.5
72.7
5 7. 0
38.9
FY8
FY9
FY20
FY2
FY22
LOAN TO VALUE RATIO
%
2.3
9.2
8.9
9.7
25.6
FY8
FY9
FY20
FY2
FY22
WEIGHTED AVERAGE CAPITALISATION RATE
%
4.2
4.7
5.4
5.8
6.2
FY8
FY9
FY20
FY2
FY22
EQUITY
$ million
3,657.4
2,969.2
2,402.
2,046.2
,793 .7
FY8
FY9
FY20
FY2
FY22
NET LETTABLE AREA
sqm
,073,978
, 0 97, 6 9 8
,059,263
,004,794
,,244
FY8
FY9
FY20
FY2
FY22
Move Logistics, Highbrook Business Park
FINANCIAL
S TAT E M E N T S
For the year ended 31 March 2022
GOODMAN PROPERTY TRUST
51
CONTENTS
PROFIT OR LOSS 52
BALANCE SHEET 53
CASH FLOWS 54
CHANGES IN EQUITY 55
GENERAL INFORMATION 56
NOTES TO THE FINANCIAL STATEMENTS:
1. Investment property 58
2. Borrowings 67
3. Earnings per unit
and net tangible assets 72
4. Derivative financial instruments 73
5. Administrative expenses 75
6. Debtors and other assets 76
7. Creditors and other liabilities 76
8. Tax 77
9. Related party disclosures 79
10. Commitments and contingencies 82
1 1. Reconciliation of profit
after tax to net cash flows
from operating activities 82
12. Financial risk management 83
13. Operating segments 85
INDEPENDENT AUDITOR’S REPORT 86
The Board of Goodman (NZ) Limited, the Manager of Goodman Property
Trust, authorised these financial statements for issue on 18 May 2022.
For and on behalf of the Board:
Keith Smith Laurissa Cooney
Chair Chair, Audit Committee
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
$ millionNote20222021
Property income1.11 8 7. 8182.0
Property expenses( 3 0 .7 )(29.0)
Net property income1 5 7. 1153.0
Interest cost2.1(20.0)(22.5)
Interest income2.10.30.2
Net interest cost(19.7)(22.3)
Administrative expenses5(3.2)(3.0)
Manager’s base fee9(15.9)(12.8)
Operating earnings before other income / (expenses) and tax118.3114.9
Other income / (expenses)
Movement in fair value of investment property1.5660.4560.0
Movement in fair value of financial instruments4.10.8(12.3)
Manager’s performance fee expected to be reinvested in units9( 1 5 .7 )(13.7)
Profit before tax763.8648.9
Ta x
Current tax on operating earnings8.1(19.0)(19.5)
Current tax on non-operating earnings8.14.45.8
Deferred tax8.1(0.6)(3.5)
Total tax(15.2)( 17. 2 )
Profit after tax attributable to unitholders74 8 .66 31 .7
There are no items of other comprehensive income, therefore profit after tax attributable to unitholders equals total comprehensive income attributable to unitholders.
CentsNote2022202 1
Basic earnings per unit after tax3.153.574 5.41
PROFIT OR LOSS
For the year ended 31 March 2022
GOODMAN PROPERTY TRUST ANNUAL REPORT 202252
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
$ millionNote20222021
Non-current assets
Investment property1.34 ,7 73. 23 ,78 9. 3
Deposits paid for investment property1.1–
Derivative financial instruments4.230.430.3
Total non-current assets4,804.73,819.6
Current assets
Debtors and other assets65.58.9
Derivative financial instruments4.20.5–
Cash3.63.0
Total current assets9.611.9
Total assets4,814.33,831.5
Non-current liabilities
Borrowings2.29 17. 1730.1
Lease liabilities2.56 2 .762.3
Derivative financial instruments4.22.53.9
Deferred tax liabilities8.236.035.4
Total non-current liabilities1,018.38 31 .7
Current liabilities
Borrowings2.210 0.0–
Creditors and other liabilities732.825.4
Lease liabilities2.53.33.2
Current tax payable2.52.0
Total current liabilities138.630.6
Total liabilities1,156.9862.3
Net assets3 , 6 5 7. 42,969.2
Total equity3 , 6 5 7. 42,969.2
BALANCE SHEET
As at 31 March 2022
53
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
$ millionNote20222021
Cash flows from operating activities
Property income received194.5190.0
Property expenses paid( 3 7. 4 )(37.1)
Interest income received0.30.2
Interest costs paid on borrowings(15.6)(20.0)
Interest costs paid on lease liabilities(3.3)(3.2)
Administrative expenses paid(3.1)(2.9)
Manager’s base fee paid(15.8)( 1 2 .7 )
Manager’s performance fee paid(13.7)(11.4)
Net GST (paid) / received (1.0)1.0
Tax paid(14.1)(14.1)
Net cash flows from operating activities1190.889.8
Cash flows from investing activities
Payments for the acquisition of investment properties(245.4)(83.4)
Proceeds from the sale of investment properties4.6–
Capital expenditure payments for investment properties(64.2)(68.2)
Holding costs capitalised to investment properties(8.8)(6.1)
Net cash flows from investing activities(313.8)( 1 5 7.7 )
Cash flows from financing activities
Proceeds from borrowings632.0342.0
Repayments of borrowings(346.0)(206.0)
Proceeds from the issue of units1 3 .711.4
Distributions paid to unitholders( 76.1)(78.3)
Settlement of derivative financial instruments–( 7. 2 )
Net cash flows from financing activities223.661.9
Net movement in cash0.6(6.0)
Cash at the beginning of the year3.09.0
Cash at the end of the year3.63.0
CASH FLOWS
For the year ended 31 March 2022
GOODMAN PROPERTY TRUST ANNUAL REPORT 202254
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
Note
Distribution
per unit
(cents)
Number
of units
(million)
Units
($ million)
Unit based
payments
reserve
($ million)
Retained
earnings
($ million)
To t a l
($ million)
As at 1 April 20201,385.81,6 05.011.47 8 5 .72,402.1
Profit after tax––6 3 1 .76 3 1 .7
Distributions paid to unitholders5.6 4––(78.3)(78.3)
Manager’s performance fee – earned9–1 3 .7–1 3 .7
Issue of units
Manager’s performance fee – settled95.411.4(11.4)––
As at 31 March 20211,391.21,616.413 .71,339.12,969.2
Profit after tax––74 8 .674 8 .6
Distributions paid to unitholders5.45––( 76.1)( 76.1)
Manager’s performance fee – earned9–1 5 .7–1 5 .7
Issue of units
Manager’s performance fee – settled96.11 3 .7(13.7)––
As at 31 March 20221 , 3 9 7. 31,630.115.72,011.63 , 6 5 7. 4
There are no items of other comprehensive income to include within changes in equity, therefore profit after tax equals total comprehensive income.
SUBSEQUENT EVENT
On 18 May 2022 a cash distribution of 1.375 cents per unit with 0.182231 cents per unit of imputation credits attached was declared. The record date for the
distribution is 26 May 2022 and payment will be made on 9 June 2022.
CHANGES IN EQUITY
For the year ended 31 March 2022
55
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
REPORTING ENTITY
Goodman Property Trust (“GMT” or the “Trust”) is a unit trust established on
23 April 1999 under the Unit Trusts Act 1960. GMT is domiciled in New Zealand.
The Manager of the Trust is Goodman (NZ) Limited (“GNZ”) and the address of its
registered office is Level 2, 18 Viaduct Harbour Avenue, Auckland.
The financial statements presented are consolidated financial statements for
Goodman Property Trust and its subsidiaries (the “Group”).
GMT is listed on the New Zealand Stock Exchange (“NZX”), is an FMC reporting
entity for the purposes of the Financial Markets Conduct Act 2013 (“FMCA”) and
the Financial Reporting Act 2013 and is an Equity Security for the purposes of the
NZX Main Board Listing Rules.
The Group’s principal activity is to invest in real estate in New Zealand.
Covenant Trustee Services Limited is the Trustee and Supervisor for GMT.
BASIS OF PREPARATION AND MEASUREMENT
The financial statements of the Group have been prepared in accordance with
the requirements of Part 7 of the FMCA and the NZX Main Board Listing Rules.
The financial statements have been prepared in accordance with New Zealand
Generally Accepted Accounting Practice (“NZ GAAP”), comply with New Zealand
Equivalents to International Financial Reporting Standards (“NZ IFRS”), other
New Zealand accounting standards and authoritative notices that are applicable
to entities that apply NZ IFRS. The Group is a for-profit entity for the purposes of
complying with NZ GAAP. The financial statements also comply with International
Financial Reporting Standards (“IFRS”).
The financial statements have been prepared on the historical cost basis except
for assets and liabilities stated at fair value as disclosed.
The financial statements are in New Zealand dollars, the Group’s functional
currency, unless otherwise stated.
BASIS OF CONSOLIDATION
The financial statements have eliminated in full all intercompany transactions,
intercompany balances and gains or losses on transactions between controlled
entities.
SIGNIFICANT ESTIMATES AND JUDGEMENTS
Management is required to make judgements, estimates, and apply assumptions
that affect the amounts reported in the financial statements. These have been
based on historical experience and other factors management believes to be
reasonable. Actual results may differ from these estimates and the difference may
be material. Estimates and underlying assumptions are reviewed on an ongoing
basis. Revisions to accounting estimates are recognised in the period in which the
estimate is revised and in the future periods affected.
The significant judgements made in the preparation of these financial statements
are detailed in the following notes:
+Investment property (note 1.4)
+Derivative financial instruments (note 4.1)
+Deferred tax (note 8.2)
SIGNIFICANT ACCOUNTING POLICIES
Units are classified as equity. If new units are issued in the year, any external costs
directly attributable to the issue are deducted from the proceeds received.
Distributions are recognised in equity in the period in which they are paid.
Other significant accounting policies are disclosed in the relevant notes.
CHANGES IN ACCOUNTING POLICY
The accounting policies and methods of computation used in the preparation
of these financial statements are consistent with those used in the financial
statements for the year ended 31 March 2021. Where necessary, comparative
figures have been adjusted to conform with changes in presentation in the financial
statements.
NEW ACCOUNTING STANDARDS NOW ADOPTED
There have been no new accounting standards that are applicable to these
financial statements.
GENERAL INFORMATION
For the year ended 31 March 2022
GOODMAN PROPERTY TRUST ANNUAL REPORT 202256
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
COVID-19 GLOBAL PANDEMIC
During the year ended 31 March 2022, New Zealand has been subject to various restriction periods associated with the COVID-19 global pandemic, with Auckland
being subject to greater restrictions than the balance of the country (https://covid19.govt.nz/covid-19/alert-system/).
Support has been provided to customers impacted by COVID-19 in a range of manners including rent abatements, rent deferrals and lease restructures. This support
includes that required from the COVID-19 Response (Management Measures) Legislation Act, passed by New Zealand parliament in November 2021. The Act
introduced an implied clause into all leases, for rental periods from 18 August 2021 until such time as the Government determines the relevant epidemic response is no
longer required.
The clause states, that where there is an epidemic and the lessee is unable to gain access to all or any part of the leased premises to fully conduct their business,
because of reasons of health or safety related to the epidemic, then a fair proportion of the rent will cease to be payable. The implied clause does not apply if there is a
pre-commencement agreement in place (being any agreement relating to the payment of rent for the affected period).
In determining the fair proportion, the matters that the lessor and lessee must consider, include any loss of income experienced by the lessee in respect of that rental
period because, for all or any of that rental period, (a) there is an epidemic; and (b) the lessee is unable to gain access to all or any part of the leased premises to conduct
fully their operations in all or any part of the leased premises, because of reasons of health or safety related to the epidemic.
The Group continues to monitor closely the ongoing impacts of COVID-19 to its customers and to the New Zealand economy. The Group’s operations are being
managed conservatively and prudently in relation to potential impacts on GMT resulting from COVID-19.
GENERAL INFORMATION — CONTINUED
57
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property
Property income is earned from investment property leased to customers.
1.1. Property income
$ million2022202 1
Gross lease receipts17 2 . 3168.2
Service charge income23.020.9
Straight line rental adjustments0.31 .7
Amortisation of capitalised lease incentives( 7. 8 )(8.8)
Property income1 8 7. 8182.0
ACCOUNTING POLICIES
Property income from investment property leased to customers under operating leases is recognised on a straight-line basis over the term of the lease to the extent
that future rental increases are known with certainty. Fixed rental adjustments are accounted for to achieve straight-line income recognition. Where lease incentives
are provided to customers, the cost of incentives is recognised over the lease term on a straight-line basis as a reduction to rental income.
Service charge income is recognised for the recoverable portion of customer’s property operating expenses incurred in the accounting period.
1.2. Future contracted gross lease receipts
Gross lease receipts that the Trust has contracted to receive in future years are set out below. These leases cannot be cancelled by the customer.
$ million2022202 1
Year 1181.116 0.5
Year 217 5 .1142.5
Year 3154.3121.8
Year 4134.2101.1
Year 5113.385.5
Year 6 and later608.94 0 0.1
Total future contracted gross lease receipts1,366.91,011.5
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2022
GOODMAN PROPERTY TRUST ANNUAL REPORT 202258
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property (continued)
1.3. Total investment property
This table details the total investment property value.
2022202 1
$ million
Stabilised
properties
Investment
property under
developmentTo t a l
Stabilised
properties
Investment
property under
developmentTo t a l
Core
Highbrook Business Park, East Tāmaki2,283.359.92,343.21 , 9 17. 05 7. 41, 974 . 4
Savill Link, Ōtāhuhu566.44.4570.84 5 7. 04.14 61.1
M20 Business Park, Manukau4 60.6–4 60.6351.211.8363.0
The Gate Industry Park, Penrose41 3 .7–41 3 .7284.0–284.0
Westney Industry Park, Māngere210.4–210.4221.8–221.8
Total core3,934.464.33 , 9 9 8 .73,231.073.33,304.3
Value-add556.2218.37 74 .5485.0–485.0
Total investment property4,490.6282.64 ,7 73 . 23,716 .073.33,78 9.3
Included within stabilised properties is a gross-up equivalent to lease liabilities of $66.0 million (31 March 2021: $65.5 million).
GMT’s estates are classified as either “core” or “value-add” estates.
Core
Those estates within the portfolio which largely consist of modern, high-quality logistics and industrial properties.
Value -add
Those estates which generally consist of older properties that are likely to have redevelopment potential. Redevelopment of the properties to realise their maximum future
value may require a change in use.
SIGNIFICANT TRANSACTIONS
In August 2021, GMT contracted the acquisition of land at Māngere, Auckland for $75.0 million. In March 2022, GMT settled the majority of this land acquisition for
$65.0 million, with the balance of the acquisition subject to the satisfaction of a subdivision condition expected to occur in FY23.
In February 2022, GMT completed the acquisition of a core property adjoining The Gate Industry Park, Penrose for $60.5 million, and also completed the
acquisition of a value-add property at Albany, Auckland for $55.6 million.
In March 2022, GMT completed the acquisition of value-add properties at Mt Wellington, Auckland for $56.0 million.
During the year ended 31 March 2022, three developments were completed and were independently valued at a total of $54.7 million.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
59
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property (continued)
1.3. Total investment property (continued)
SUBSEQUENT EVENT
In May 2022, GMT unconditionally contracted the acquisition of a value-add property in Ōtāhuhu, Auckland for $49.4 million with settlement expected to occur
in late May 2022.
1.4. Valuation of investment property
KEY JUDGEMENT
The carrying value of stabilised properties, substantially completed developments and land is the fair value of the property as determined by an expert independent
valuer, from a panel of valuation companies comprising Bayleys Valuations Limited, CBRE Limited, Colliers International New Zealand Limited, Jones Lang LaSalle
Limited & Savills (NZ) Limited.
Fair value reflects the Board’s assessment of the highest and best use of each property at the end of the reporting period. If the Board’s view of the highest and best
use has changed, then any impact on value will be assessed by independent valuations. Management review the valuations performed by the independent valuers
for financial reporting purposes. Discussions of valuation processes and results are held between the Board, the Chief Executive Officer, the Chief Financial Officer,
the Management Valuation Committee, and the independent valuers at least twice every year in line with the Group’s reporting dates. Full independent valuations are
completed for stabilised properties, developments held at fair value and land at least annually. Developments where fair value is not able to be reliably determined
are carried at cost less any impairment. Additionally, at each financial year end all major inputs to the independent valuation reports are verified and an assessment
undertaken of all property valuation movements by management.
The fair values presented are based on market values, being the estimated amount for which a property could be exchanged on the date of valuation between a
willing buyer and a willing seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without
compulsion. If this information is not available, alternative valuation methods are used, such as: recent prices on less active markets; the capitalisation method, which
determines fair value by capitalising a property’s sustainable net income at a market derived capitalisation rate with capital adjustments made where appropriate; or
discounted cash flow projections (“DCF”), which discount estimates of future cashflows by an appropriate discount rate to derive the fair value. The key assumptions
used in the valuations are derived from recent comparable transactions to the greatest extent possible; however, all three of the valuation methods rely upon
unobservable inputs in determining fair value for all investment property.
Valuations also reflect the following unobservable inputs, where appropriate: the quality of customers in occupation or responsible for meeting lease commitments
or likely to be in occupation after letting vacant accommodation, and the market’s general perception of their creditworthiness; the allocation of maintenance and
insurance responsibilities between the Group and the customer; and the remaining economic life of the property. When rent reviews or lease renewals are pending with
anticipated reversionary increases, it is assumed that all notices and, where appropriate, counter-notices have been served validly and within the appropriate time.
The Group has considered the impact of climate change on the business and the valuation of investment property. To date, the panel of independent valuers used
have made no explicit adjustments to valuations in respect of climate change matters. The Group acknowledges that climate change considerations will likely have a
greater influence on valuations in the future as markets place a greater emphasis on these matters.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202260
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property (continued)
1.4. Valuation of investment property (continued)
KEY JUDGEMENT (continued)
All investment property is categorised as level 3 in the fair value hierarchy. Refer to note 12.6 for details of the hierarchy and the Group’s transfer policy. During the
year, there were no transfers of properties between levels of the fair value hierarchy.
The key valuation inputs used to measure fair value of investment property and investment property under development held at fair value are disclosed below, along with the
weighted average value for each input:
Weighted average valuation
input value
Measurement sensitivity
Key valuation inputDescription20222021
Increase
in the input
Decrease
in the input
Market capitalisation rateThe capitalisation rate applied to the market rental to assess a property’s
value. Derived from similar transactional evidence considering location,
weighted average lease term, customer covenant, size and quality of the
property. Used in the capitalisation method.
4.2%4.7%DecreaseIncrease
Market rentalThe valuer’s assessment of the annual net market income per square
metre (“psm”) attributable to the property; includes both leased and vacant
areas. Used in both the capitalisation method and the DCF method.
$144 psm$139 p s mIncreaseDecrease
Discount rateThe rate applied to future cashflows; it reflects transactional evidence
from similar types of property assets. Used in the DCF method.
6 .1%6.2%DecreaseIncrease
Rental growth rateThe rate applied to the market rental over the 10-year cashflow projection.
Used in the DCF method.
2 .7 % p . a .2.3% p . a .IncreaseDecrease
Terminal capitalisation rateThe rate used to assess the terminal value of the property. Used in the
DCF method.
4.3%4.8%DecreaseIncrease
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
61
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property (continued)
1.4. Valuation of investment property (continued)
The market capitalisation rate is the main determinant of value in the valuation of investment property. The impact of a 1.0% increase in the market capitalisation rate from
4.2% to 5.2% would be equivalent to a decrease of $863.6 million / 18.1% in the fair value of investment property.
Land is valued based on recent comparable transactions, resulting in land values ranging between $211 psm and $649 psm (2021: between $232 psm and $1,150 psm).
IMPACT OF COVID-19 GLOBAL PANDEMIC TO THE FAIR VALUE ASSESSMENT OF INVESTMENT PROPERTY
During the year ended 31 March 2022, New Zealand has been subject to various restriction periods associated with the COVID-19 global pandemic, with
Auckland being subject to greater restrictions than the balance of the country. Despite these restrictions, an increased level of certainty has remained in the
investment market with continued confidence in the economic outlook. Real estate investor confidence remains high based on current market capitalisation
rates applied and rental growth rates. Greater certainty also exists for the key valuation inputs that impact valuations as detailed on the preceding page.
The following table details the movement in fair value of investment property during the financial year split between the first half (six months to 30 September
2021) and the second half (1 October 2021 to 31 March 2022), with comparative information for the FY21 year.
Fair value at
31 Mar 2021
1H FY22 movements
Fair value at
30 Sep 2021
2H FY22 movements
Fair value at
31 Mar 2022$ million
Fair value
movement
Other
movements
Fair value
movement
Other
movements
Stabilised properties3,716 .04 89.8(110.4)4,095.414 3.6251.64,490.6
Investment property under development73.314.914 4.2232.412.138.1282.6
Total investment property3,78 9.35 0 4 .733.84,327.815 5.72 8 9.74 ,7 73 . 2
Fair value at
31 Mar 2020
1H FY21 movements
Fair value at
30 Sep 2020
2H FY21 movements
Fair value at
31 Mar 2021$ million
Fair value
movement
Other
movements
Fair value
movement
Other
movements
Stabilised properties2,951.8129.9136.43,218.14 06.691.33,716 .0
Investment property under development122.210.3(8.3)124.213.2(6 4.1)73.3
Total investment property3 ,0 74 .0140.2128.13,342.3419.82 7. 23,78 9.3
Other movements comprise Acquisitions, Transfers In, Net Expenditure, Disposals, Transfers Out and the impact of NZ IFRS 16. See note 1.6 for an explanation
of each item.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202262
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property (continued)
1.5. Movement in fair value of investment property
Movement in fair value of investment property for the period is summarised below.
$ millionNote20222021
Stabilised properties1.6633.4536.5
Investment property under development1 .727.023.5
Total movement in fair value of investment property660.4560.0
1.6. Stabilised properties
$ million
2022
Valuation
2021
Right of
use asset
Acquisitions
/ transfers in
Net
expenditure
Disposals
/ transfers
out
Fair value
movement
Valuation
2022Valuer
Net lettable
area sqm
Weighted
market
cap rateOccupancy
W A LT
years
Core
Highbrook Business Park, East Tāmaki1 , 9 17. 0–17. 64.0–3 4 4 .72,283.3CBRE,
Colliers,
JLL,
Savills
4 69,68 44.0%10 0%6.1
Savill Link, Ōtāhuhu4 5 7. 0––2.1–1 0 7. 3566.4Bayleys14 3,8874.0%10 0%5.0
M20 Business Park, Manukau351.2–4 9.23.0–5 7. 2460.6Colliers121,4 0 04.4%10 0%4.4
The Gate Industry Park, Penrose284.0–61.3(0.2)–68.6413 .7JLL10 0,3074 .1%10 0%3.6
Westney Industry Park, Māngere221.80.5–3.8–( 1 5 .7 )210.4Savills113,5204.8%98%6.6
Total core3,231.00.5128.11 2 .7–562.13,934.49 4 8 ,7 9 8
Value-add485.0–116.95.1(122.1)71.3556.2CBRE,
Collier,
JLL,
Savills
125,1804.8%98%3.6
Total stabilised properties3,716 .00.5245.017. 8(122.1)633.44,490.61,073,9784.2%99%6.3
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
63
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property (continued)
1.6. Stabilised properties (continued)
Right of use assetreflects a gross-up equivalent to lease liability modifications.
Acquisitionsreflect the purchase price and any associated transaction costs.
Transfers inrepresent the net book value transferred into a category during the year.
Net expenditurecomprises capital expenditure, holding costs, straight line rental adjustments, leasing incentives and leasing costs paid, less any
amortisation of leasing incentives and leasing costs.
Fair value movementreflects the difference between the independent valuation and the net book value immediately prior to the valuation.
Disposalscomprise the net book value at the date of disposal for properties sold in the year.
Transfers outrepresent the net book value transferred out of a category during the year.
$ million
2021
Valuation
2020
Right of
use asset
Acquisitions
/ transfers in
Net
expenditure
Disposals /
transfers out
Fair value
movement
Valuation
2021Valuer
Net lettable
area sqm
Weighted
market
cap rateOccupancy
W A LT
years
Core
Highbrook Business Park, East Tāmaki1 , 5 2 7. 6–71.36.6–311.51 , 9 17. 0CBRE,
Colliers,
JLL
4 69,58 44.5%99%6.3
Savill Link, Ōtāhuhu361.9–17. 10.2–7 7. 84 5 7. 0Bayleys134,9604.6%10 0%5.8
M20 Business Park, Manukau279.1–20.32.3–4 9.5351.2Colliers112,3724.8%99%4.2
The Gate Industry Park, Penrose244.1––1.8–38.1284.0Colliers,
JLL
85,4395.0%10 0%2.9
Westney Industry Park, Māngere193.92.317. 10.2–8.3221.8Savills114,1616.0%95%4.6
Total core2,606.62.3125.811.1–485.23,231.0916,516
Value-add345.2–8 4.14.4–51.3485.0CBRE,
Colliers,
JLL,
Savills
181,1825 .1%93%2.6
Total stabilised properties2,951.82.3209.915.5–536.53,716 .01,097,6984.7%98%5.5
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202264
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property (continued)
1.6. Stabilised properties (continued)
ACCOUNTING POLICIES
Stabilised properties are investment properties which are held to earn rental income. They are recorded initially at cost, including related transaction costs.
After initial recognition, stabilised properties are carried at fair value. A panel of expert independent valuers value the portfolio at least once each year, generally
at 31 March. Fair values are based on estimated market values. If this information is not available, alternative valuation methods such as recent prices in less active
markets, the capitalisation method, or discounted cash flow projections are used.
Stabilised property that is being redeveloped is carried at fair value and holding costs are capitalised to the property during redevelopment. Expenditure is
capitalised to a property when it is probable that it will provide future economic benefits to the Group. All other repairs and maintenance costs are charged to
Profit or Loss.
Any gain or loss arising from a change in fair value is recognised in Profit or Loss.
When sold, the net gain or loss on disposal of stabilised property is included in Profit or Loss in the period in which the sale occurred. The gain or loss on disposal is
calculated as the difference between the carrying amount of the stabilised property on the Balance Sheet and the proceeds from sale net of any costs associated
with the sale.
For leases where the Group is a lessee, the Group recognises a right of use asset at the commencement date of the lease, being the date the underlying asset is
available for use. Investment property is defined to include both owned investment property and investment property held by a lessee as a right of use asset. The
Group therefore measures all investment property using the same measurement basis, being the fair value model. The value of the right of use assets represents
the fair value of a freehold interest in the land subject to ground lease interests held by GMT. Investment property is adjusted for cash flows relating to lease
liabilities already recognised separately on the balance sheet and also reflected in the investment property valuations.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
65
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property (continued)
1 .7. Investment property under development
Investment property under development comprises land held for future development and developments under construction, held at either fair value or held at cost.
$ million
2022
Carrying
value 2021
Acquisitions
/ Transfers in
Net
expenditure
Fair value
movement
Transfers
out
Carrying
value 2022
Roma Road, Mt Roskill–94.517. 6––112.1
Villa Maria, Māngere–66.10.41.5–68.0
Highbrook Business Park, East Tāmaki5 7. 4–18.61.5( 17. 6 )59.9
Favona Road, Favona–2 7. 610.6––38.2
Savill Link, Ōtāhuhu4.1–0.20.1–4.4
M20 Business Park, Manukau11.8–13.523.9(4 9.2)–
Total investment property
under development
73.3188.260.92 7. 0(66.8)282.6
Included within investment property under development is $81.8 million of land held at fair value and $200.8 million of commenced developments held at the land transfer
value plus subsequent capital expenditure. There are no developments under construction recorded at fair value.
$ million
2021
Carrying
value 2020
Acquisitions /
Transfers in
Net
expenditure
Fair value
movement
Transfers
out
Carrying
value 2021
Highbrook Business Park, East Tāmaki89.2–2 7.711.8( 71.3)5 7. 4
M20 Business Park, Manukau10.9–13.28.0(20.3)11.8
Savill Link, Ōtāhuhu19.9–0.31.0( 17. 1 )4.1
Westney Industry Park, Māngere2.2–12.22 .7( 17. 1 )–
Total investment property
under development
122.2–53.423.5(125.8)73.3
Included within investment property under development is $35.5 million of land held at fair value, $37.8 million of commenced developments held at the land transfer value
plus subsequent capital expenditure. There are no developments under construction recorded at fair value.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202266
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
1. Investment property (continued)
1.7. Investment property under development (continued)
ACCOUNTING POLICIES
Investment property under development includes properties that are being constructed for future use as stabilised property and land to be developed as stabilised
property in the future. On acquisition, investment property under development is recorded at cost, including related transaction costs. Stabilised property to be
redeveloped is transferred at the carrying value prior to transfer. All subsequent costs and capital expenditure directly associated with investment property under
development is capitalised.
Holding costs are capitalised if they are directly attributable to the development of a property. The most significant component of holding costs is borrowing costs.
Capitalisation of borrowing costs commences when the activities to prepare the property for its intended use are in progress and expenditure and borrowing costs
are being incurred. The amount capitalised is determined by applying the weighted average cost of debt to borrowings attributed to the investment property under
development. Capitalisation of borrowing costs continues until the development of the property is completed.
If the fair value of a development can be reliably determined during the course of its construction, then the development will be recorded at fair value in the same
manner as stabilised properties.
Land is carried at fair value, independently valued at least annually, with any changes in valuation recognised in Profit or Loss.
2. Borrowings
2 .1. Interest
$ million20222021
Interest expense on borrowings(21.5)(21.5)
Interest expense on lease liabilities(3.3)(3.2)
Amortisation of borrowing costs(3.0)(3.3)
Borrowing costs capitalised
(1)
7. 85.5
Total interest cost(20.0)(22.5)
Interest income0.30.2
Net interest cost(1 9.7 )(22.3)
(1)
Borrowing costs are capitalised at the weighted average cost of borrowing of 3.2% (2021: 3.7%). Borrowing costs of $1.6 million were capitalised to land (2021: $2.3 million).
ACCOUNTING POLICIES
Interest costs charged on borrowings are recognised as incurred. Costs associated with the establishment of borrowings are amortised over the term of the relevant borrowings.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
67
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
2. Borrowings (continued)
2.2. Borrowings
$ million20222021
Current
Retail bonds10 0.0–
Total current borrowings100.0–
Non-current
Syndicated bank facilities1 4 7. 061.0
Retail bonds200.0300.0
Wholesale bonds4 00.0200.0
US Private Placement notes173 . 0171 . 8
Total non-current920.0732.8
Unamortised borrowings establishment costs(2.9)( 2 .7 )
Total non-current borrowings9 17. 1730.1
Total borrowings1 , 0 17. 1730.1
ACCOUNTING POLICIES
Borrowings are recorded initially at fair value, net of transaction costs. Subsequent to initial recognition, borrowings are carried at amortised cost using the effective
interest method.
SIGNIFICANT TRANSACTIONS
In December 2021, GMT issued $200.0 million of wholesale bonds, with a 6 year term expiring in December 2027, paying a fixed interest rate of 3.656%.
In December 2021, GMT increased its bank facilities with a $100.0 million facility expiring in December 2022. The facility was provided by Bank of New Zealand.
In March 2022, the syndicated bank facility was amended to increase and extend the tranche maturities and alter the participation by bank. The total facility has
increased to $570.0 million, comprising four facilities expiring in June 2023 ($160.0 million), June 2024 ($130.0 million), June 2025 ($130.0 million) and
June 2026 ($150.0 million).
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202268
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
2. Borrowings (continued)
2.2. Borrowings (continued)
SUBSEQUENT EVENT
In April 2022, GMT issued $150.0 million of green bonds, with a 5 year term expiring in April 2027, paying a fixed interest rate of 4.740%.
2.3. Composition of borrowings
Weighted
average
remaining
term (years)
$ million
2022Date issuedExpiry
Interest
rate
Facility drawn
/ Amount
Undrawn
facility
Syndicated bank facilities–Jun 23 – Jun 262 .7Floating1 4 7. 0423.0
BNZ bank facility–Dec 220 .7Floating–10 0.0
Retail bonds – GMB030Jun 15Jun 220.25.000%10 0.0–
Retail bonds – GMB040May 17May 242.24.54 0%10 0.0–
Retail bonds – GMB050Mar 18Sep 231.44.000%10 0.0–
Wholesale bonds – 6 yearsDec 21Dec 275 .73.656%200.0–
Wholesale bonds – 8 yearsSep 20Sep 286.42.262%50.0–
Wholesale bonds – 10 yearsSep 20Sep 308.42.559%150.0–
US Private Placement notesJun 15Jun 253.23.460%US$40.0–
US Private Placement notesJun 15Jun 275.23.560%US$40.0–
US Private Placement notesJun 15Jun 308.23 .71 0 %US$40.0–
Weighted average
remaining
term (years)
$ million
2021Date issuedExpiry
Interest
rate
Facility drawn
/ Amount
Undrawn
facility
Syndicated bank facilities–Nov 22 – Nov 242.6Floating61.0339.0
Retail bonds – GMB030Jun 15Jun 221.25.000%10 0.0–
Retail bonds – GMB040May 17May 243.24.54 0%10 0.0–
Retail bonds – GMB050Mar 18Sep 232.44.000%10 0.0–
Wholesale bonds – 8 yearsSep 20Sep 287. 42.262%50.0–
Wholesale bonds – 10 yearsSep 20Sep 309.42.559%150.0–
US Private Placement notesJun 15Jun 254.23.460%US$40.0–
US Private Placement notesJun 15Jun 276.23.560%US$40.0–
US Private Placement notesJun 15Jun 309.23 .71 0 %US$40.0–
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
69
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
2. Borrowings (continued)
2.3. Composition of borrowings (continued)
As at 31 March 2022, $570.0 million of syndicated bank facilities was provided to the Trust by Bank of New Zealand ($185.0 million), Commonwealth Bank of Australia
($150 million), The Hongkong and Shanghai Banking Corporation Limited ($130.0 million) and Westpac New Zealand Limited ($105.0 million). An additional $100.0 million
facility was provided to the Trust by Bank of New Zealand.
As at 31 March 2021, $400.0 million of syndicated bank facilities was provided to the Trust by Commonwealth Bank of Australia ($115.0 million), Westpac New Zealand
Limited ($115.0 million), Bank of New Zealand ($90.0 million) and The Hongkong and Shanghai Banking Corporation Limited ($80.0 million).
As at 31 March 2022, GMT’s drawn borrowings had a weighted average remaining term of 4.6 years (2021: 5.2 years), with 85% being drawn from non-bank sources
(2021: 92%). Calculation of the weighted average remaining term assumes bank debt utilises the longest dated facilities.
2.4. Security and covenants
All borrowing facilities are secured on an equal ranking basis over the assets of the wholly owned subsidiaries of the Trust. A loan to value ratio covenant restricts total
borrowings incurred by the Group to 50% of the value of the secured property portfolio.
The Group has given a negative pledge to not create or permit any security interest over its assets. The principal financial ratios which must be met are the ratio of earnings
before interest, tax, depreciation and amortisation to interest expense, and the ratio of financial indebtedness to the value of the property portfolio. Further negative and
positive undertakings have been given as to the nature of the Group’s business.
2.5. Lease liabilities
$ million20222021
Opening balance65.563.3
Increase in liability as a result of ground rent reviews0.52.3
Lease liability interest expense3.33.2
Ground rent paid(3.5)(3.5)
Amortisation of incentives received0.20.2
Total lease liabilities66.065.5
KEY JUDGEMENT
The lease liabilities are for perpetually renewable ground leases at Westney Industry Park for $65.8 million (2021: $65.3 million) and The Gate Industry Park for
$0.2 million (2021: $0.2 million). The calculation of the lease liabilities assumes lease terms of between 63 and 66 years and utilises discount rates based on an
assessment of GMT’s long-term borrowing costs at the time of the renewal, which range from 3.5% to 5.5%.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202270
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
2. Borrowings (continued)
2.5. Lease liabilities (continued)
ACCOUNTING POLICIES
At the commencement date of a lease the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term,
including expected lease renewals. The lease payments include fixed payments, less any lease incentives receivable.
2.6. Loan to value ratio calculation
The loan to value ratio (“LVR”) is a non-GAAP metric used to measure the strength of GMT’s Balance Sheet. This non-GAAP financial measure may not be consistent with its
calculation by other similar entities. The LVR calculation is set out in the table below.
$ million20222021
Total borrowings1 , 0 17. 1730.1
US Private Placement notes – foreign exchange translation impact(12.3)(11.1)
Cash(3.6)(3.0)
Borrowings for LVR calculation1,001.2716.0
Investment property4 ,7 73. 23 ,78 9. 3
Lease liabilities(66.0)(65.5)
Assets for LVR calculation4 ,7 0 7. 23,723.8
Loan to value ratio %21.3%19.2%
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
71
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
3. Earnings per unit and net tangible assets
3.1. Earnings per unit
Earnings per unit measures are calculated as profit or operating earnings after tax divided by the weighted number of issued units for the year. Operating earnings is a
non-GAAP financial measure included to provide an assessment of the performance of GMT’s principal operating activities. This non-GAAP financial measure may not be
consistent with its calculation by other similar entities.
The calculation of operating earnings before other income / (expenses) and tax is set out in Profit or Loss.
$ million20222021
Operating earnings before other income / (expenses) and tax118.3114.9
Income tax on operating earnings(19.0)(19.5)
Operating earnings after tax99.395.4
Weighted units
Million20222021
Weighted units1 , 3 9 7. 31,391.2
cents per unit20222021
Operating earnings per unit before tax8.478.26
Operating earnings per unit after tax7. 1 16.86
Basic and diluted earnings per unit after tax53.574 5.41
3.2. Net tangible assets
Diluted units, comprising issued units plus deferred units not yet issued, are used to calculate net tangible assets per unit.
Diluted units
Million20222021
Issued units1 , 3 9 7. 31,391.2
Deferred units for Manager’s performance fee expected to be reinvested6.06.0
Diluted units1,403.31 , 3 9 7. 2
2022202 1
Net tangible assets ($ million)3 , 6 5 7. 42,969.2
Net tangible assets per unit (cents)260.6212.5
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202272
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
4. Derivative financial instruments
Derivative financial instruments are used to manage exposure to interest rate risks and foreign exchange risks arising from GMT’s borrowings.
4.1. Movement in fair value of financial instruments
$ million20222021
Interest rate derivatives12.02.5
Cross currency interest rate derivatives relating to US Private Placement notes(10.0)(4 4.4)
Total movement in fair value of derivative financial instruments2.0(41.9)
Foreign exchange rate movement on US Private Placement notes(1.2)29.6
Total movement in fair value of financial instruments0.8(12.3)
ACCOUNTING POLICIES
Derivative financial instruments are initially recognised at fair value on the date a derivative contract is entered into and are subsequently measured at fair value at
each reporting date. Derivative financial instruments are classified as current or non-current based on their date of maturity.
Movements in the fair value of derivative financial instruments are recognised through Profit or Loss. GMT does not apply hedge accounting.
KEY JUDGEMENT
The fair values of derivative financial instruments are determined from valuations using Level 2 valuation techniques. These are based on the present value of
estimated future cash flows, taking account of the terms and maturity of each contract and the current market interest rates at reporting date. Fair values also reflect
the creditworthiness of the derivative counterparty and GMT at balance date. The valuations were based on market rates at 31 March 2022 of between 1.61%
for the 90-day BKBM and 3.38% for the 10-year swap rate (2021: 0.35% for the 90-day BKBM and 1.96% 10-year swap rate). There were no changes to these
valuation techniques during the period.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
73
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
4. Derivative financial instruments (continued)
4.2. Derivative financial instruments
$ million20222021
Cross currency interest rate derivatives
Non-current assets10.020.0
Interest rate derivatives
Non-current assets20.410.3
Current assets0.5–
Non-current liabilities(2.5)(3.9)
Net derivative financial instruments28.426.4
4.3. Additional derivative information
20222021
Cross currency interest rate derivatives
Notional contract value as fixed rate receiver ($ million)16 0 .716 0 .7
Percentage of US Private Placement notes borrowings converted to floating rate NZD payments10 0%10 0%
Weighted average term to maturity (years)5.56.5
Interest rate derivatives
Notional contract value as fixed rate payer ($ million)260.0260.0
Interest rate range as fixed rate payer0.4% – 2.7%0.4% – 2.7%
Notional contract value as fixed rate receiver ($ million)
1
250.0150.0
Weighted average term to maturity of borrowings fixed, including retail and wholesale bonds (years)5.35.8
Percentage of borrowings fixed, including retail and wholesale bonds70%85%
1
The fixed rate receiver derivative expiries align with the retail bonds, to convert a portion of retail bonds back to floating rate interest.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202274
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
5. Administrative expenses
Administrative expenses are incurred to manage the operational activity of GMT.
$ million20222021
Valuation fees(0.9)(0.8)
Trustees fees(0.5)(0.4)
Auditor’s fees(0.3)(0.3)
Other costs(1.5)(1.5)
Total administrative expenses (3.2)(3.0)
Auditor’s fees
$ million20222021
Audit and review of financial statements(0.3)(0.3)
Other assurance related services––
Total auditor’s fees(0.3)(0.3)
Other assurance
related services
Fees for other assurance related services of $17,000 comprise assurance services on the performance fee calculation, agreed upon procedures
on the financial covenants of the bank facilities and reporting to the supervisor of GMT Bond Issuer Limited (2021: $10,500 comprised
assurance services on the performance fee calculation, agreed upon procedures on the financial covenants of the bank facilities and reporting to
the supervisor of GMT Bond Issuer Limited).
Other servicesFees for other services of $6,000 comprise materiality guidance for the green bond issuance (2021: $nil).
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
75
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
6. Debtors and other assets
$ million20222021
Current
Debtors1.31.6
Prepayments0.90 .7
Interest receivable2.91.6
Other assets0.45.0
Total debtors and other assets5.58.9
ACCOUNTING POLICIES
Debtors and other assets are initially recognised at fair value and subsequently measured at amortised cost. They are adjusted for expected impairment losses.
Discounting is not applied to receivables where collection is expected to occur within the next twelve months.
A provision for impairment is recognised when there is objective evidence that GMT will be unable to collect amounts due. The simplified approach to providing
for expected credit losses prescribed by NZ IFRS 9 has been applied, permitting the use of a lifetime expected loss provision for all trade receivables. The amount
provided is the difference between the carrying amount and expected recoverable amount.
7. Creditors and other liabilities
$ million20222021
Current
Creditors1.80 .7
Interest payable7. 24.6
Related party payables3.80.4
Accrued capital expenditure12.19.1
Other liabilities7. 910.6
Total creditors and other liabilities32.825.4
ACCOUNTING POLICIES
Creditors and other liabilities are initially recognised at fair value and subsequently measured at amortised cost. All payments are expected to be made within the
next twelve months.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202276
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
8. Ta x
8.1. Tax expense
$ million20222021
Profit before tax76 3.8648.9
Tax at 28%(213.9)( 1 8 1 .7 )
Depreciation of investment property9.69.2
Movement in fair value of investment property184.9156.8
Deductible net expenditure for investment property4.02.2
Derivative financial instruments0.4(3.2)
Performance fee(4.4)(3.8)
Other0.41.0
Current tax on operating earnings(19.0)(19.5)
Settlement of derivative financial instruments–2.0
Performance fee4.43.8
Current tax on non-operating earnings4.45.8
Current tax(14.6)(13 .7 )
Depreciation of investment property(9.6)(9.2)
Reduction of liability in respect of depreciation recovery income9.05.8
Deferred expenses(0.5)(0.4)
Derivative financial instruments0.50.3
Deferred tax(0.6)(3.5)
Total tax(15.2)( 17. 2 )
Current tax on operating earnings is a non-GAAP measure included to provide an assessment of current tax for GMT’s principal operating activities. This non-GAAP financial
measure may not be consistent with its calculation by other similar entities.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
77
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
8. Tax (continued)
8.1. Tax expense (continued)
ACCOUNTING POLICIES
Tax expense for the year comprises current and deferred tax recognised in Profit or Loss.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at balance date, and includes any
adjustment to tax payable in respect of previous years.
Deferred tax is provided in full using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities for financial
reporting purposes and their tax bases. Deferred tax is not accounted for if it arises from the initial recognition of assets or liabilities in a transaction, other than a
business combination, that affects neither accounting nor taxable profit or loss and differences relating to investments in subsidiaries to the extent that they will
probably not reverse in the foreseeable future.
8.2. Deferred tax
$ million20222021
Deferred tax liabilities
Investment properties – depreciation recoverable(22.1)(21.5)
Investment properties – deferred expenses(9.9)(9.4)
Derivative financial instruments(3.8)(4.3)
Borrowings issue costs(0.2)(0.2)
Total deferred tax liabilities(36.0)(35.4)
KEY JUDGEMENT
The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates
enacted or substantively enacted at the balance date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax
assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
For deferred tax liabilities potentially arising on investment property measured at fair value, there is a rebuttable presumption that the carrying amount of the
investment property asset will be recovered through sale. In estimating this deferred tax liability, the Group has made reference to the Manager’s experience of tax
depreciation recovered when properties of a similar nature have been sold.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202278
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
9. Related party disclosures
As a Unit Trust, GMT does not have any employees. Consequently, services that the Group requires are provided under arrangements governed by GMT’s Trust Deed or by
contractual arrangements. The Trust has related party relationships with the following parties.
EntityNature of relationship
Goodman (NZ) LimitedGNZManager of the Trust
Goodman Property Services (NZ) LimitedGPSNZProvider of property management, development management and related services to the Trust
Goodman Investment Holdings (NZ) LimitedGIHUnitholder in GMT
Goodman LimitedGLParent entity of GNZ, GPSNZ & GIH
Goodman Industrial TrustGITProperty co-owner with GMT
9.1. Transactions with related parties
RecordedCapitalisedOutstanding
$ millionRelated party202220212022202120222021
Manager’s base feeGNZ( 17. 0 )(13.4)1.10.6(1.6)(1.3)
Manager’s performance feeGNZ( 1 5 .7 )(13.7)––( 1 5 .7 )(13.7)
Property management fees
(1)
GPSNZ(3.6)(3.3)––(0.3)(0.2)
Leasing feesGPSNZ(2.8)(1.2)––(0.2)(0.1)
Acquisition and disposal feesGPSNZ(2.4)(0.8)2.40.8(2.4)–
Minor project feesGPSNZ(0.6)(0.2)0.60.2––
Development management feesGPSNZ(5.9)( 2 .7 )5.92 .7( 0 .7 )–
Total fees(48.0)(35.3)10.04.3(20.9)(15.3)
Reimbursement of expenses for services providedGPSNZ(2.0)(1.6)0.40.3(0.2)(0.1)
Gross lease receipts receivedGPSNZ0.20.2––––
Issue of units for Manager’s performance fee reinvestedGIH1 3 .711.4––––
Distributions paidGIH(18.2)( 16 .7 )––––
(1)
Of the property management fees charged by GPSNZ, $2.9 million was paid by customers and was not a cost borne by GMT (2021: $2.6 million).
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
79
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
9. Related party disclosures (continued)
9.2. Other related party transactions
Capital transactions
Capital transactions that occur with related parties can only be approved by the independent directors of GNZ, with non-independent directors excluded from the approval
process.
No properties were acquired pursuant to the Co-ownership Agreement between GMT and Goodman Industrial Trust (2021: none). This agreement was approved by
unitholders at a general meeting held on 23 March 2004.
Key management personnel
Key management personnel are those people with the responsibility and authority for planning, directing and controlling the activities of an entity. As the Trust does not have
any employees or Directors, key management personnel is considered to be the Manager. All compensation paid to the Manager is disclosed within this note.
Related party investment in GMT
At 31 March 2022, Goodman Group, GNZ’s ultimate parent, through its subsidiary Goodman Investment Holdings (NZ) Limited, held 345,971,371 units in GMT out of a
total 1,397,303,338 units on issue (31 March 2021: 297,975,387 units in GMT out of a total 1,391,227,995 units).
9.3. Explanation of related party transactions
Manager’s base fee
The Manager’s base fee is calculated as 0.50% per annum of the book value of GMT's assets (other than cash, debtors and development land) up to $500 million, plus
0.40% per annum of the book value of GMT's assets (other than cash, debtors and development land) greater than $500 million.
Manager’s performance fee
The Manager is entitled to be paid a performance fee equal to 10% of GMT's performance above a target return (which is calculated annually on 31 March) and is capped
at 5% of annual out performance (except in a period in which GNZ ceases to hold office, or GMT terminates). The target return is equal to the annual return of a gross
accumulation index created from NZX listed property entities having a principal focus on investment in real property, excluding GMT, with the index being compiled by a
suitably qualified and experienced person.
Any performance below the target return is carried forward indefinitely to future periods. GMT will not earn a performance fee on any performance in excess of the target
return plus 5% per annum. Any performance over that cap will be carried forward indefinitely to future periods (except in a period in which GNZ ceases to hold office,
or GMT terminates). No performance fee is payable for any year where GMT's performance is less than 0%, however, any under or over performance is carried forward
indefinitely to future periods.
The Manager is required to use performance fee proceeds to reinvest in GMT units in accordance with the terms of the Trust Deed, provided that the Independent Directors
of GNZ consider it in the best interests of GMT unitholders for the Manager to do so. The issue price for these units is equal to the higher of market price and the net asset
value per unit.
At 31 March 2022, a performance fee of $15.7 million is payable (2021: $13.7 million), with a $9.0 million carry forward to include in the calculation for future periods
(2021: $nil carry forward).
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202280
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
9. Related party disclosures (continued)
9.3. Explanation of related party transactions (continued)
Property management fees
Property management fees are paid to GPSNZ for day to day management of properties.
Leasing fees
Leasing fees are paid to GPSNZ for executing leasing transactions.
Acquisition and disposal fees
Acquisition and disposal fees are paid to GPSNZ for executing sale and purchase agreements.
Minor project fees
Minor project fees are paid for services provided to manage capital expenditure projects for stabilised properties.
Development management fees
Development management fees are paid for services provided to manage capital expenditure projects for developments.
Reimbursement of expenses for services provided
Certain services are provided by GPSNZ instead of using external providers, with these amounts reimbursed on a cost recovery basis.
Gross lease receipts
Rent received by GMT for the office leased by GPSNZ at Highbrook Business Park.
9.4. Additional Trust information
(a) Termination of Goodman Property Trust
GMT terminates on the earlier of:
i. The date appointed by GNZ, giving not less than three months’ written notice to the unitholders and the Trustee; or
ii. If the units are quoted, the office of trustee becomes vacant, and a new trustee is not appointed within two months of the vacancy occurring; or
iii. The date on which GMT is terminated under the Trust Deed or by operation of law.
9.5. Related party capital commitments
$ millionRelated party20222021
Development management fees for developments in progressGPSNZ10.65.2
Total related party capital commitments10.65.2
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
81
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
10. Commitments and contingencies
10.1. Non-related party capital commitments
These commitments are amounts payable for contractually agreed services for capital expenditure. For related party capital commitments refer to note 9.5.
$ million20222021
Completion of developments215.884.9
Acquisitions58.4–
Total non-related party capital commitments2 74 . 284.9
10.2. Contingent liabilities
GMT has no material contingent liabilities (2021: none).
11. Reconciliation of profit after tax to net cash flows from operating activities
$ million20222021
Profit after tax74 8 .66 3 1 .7
Non-cash items:
Movement in fair value of investment property(660.4)(560.0)
Deferred lease incentives and leasing costs0.80.8
Fixed rental income adjustments(0.3)( 1 .7 )
Issue costs and subsequent amortisation for non-bank borrowings(0.2)0.2
Movement in fair value of derivative financial instruments(0.8)12.3
Manager’s performance fee expected to be reinvested in units2.02.3
Deferred tax0.63.5
Net cash flows from operating activities before changes in assets and liabilities90.389.1
Movements in working capital from:
Debtors and other assets(1.0)(0.6)
Creditors and other liabilities1.01 .7
Current tax payable0.5(0.4)
Movements in working capital0.50 .7
Net cash flows from operating activities90.889.8
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202282
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
12. Financial risk management
In addition to business risk associated with the Group’s principal activity of investing in real estate in New Zealand, the Group is also exposed to financial risk for the financial
instruments that it holds. Financial risk can be classified in the following categories; interest rate risk, credit risk, liquidity risk and capital management risk.
12 .1. Financial instruments
The following items in the Balance Sheet are classified as financial instruments: cash, debtors and other assets, derivative financial instruments, creditors and other liabilities,
lease liabilities and borrowings. All items are recorded at amortised cost with the exception of derivative financial instruments, which are recorded at fair value through Profit
or Loss.
ACCOUNTING POLICIES
Financial instruments are classified dependent on the purpose for which the financial instrument was acquired or assumed. Management determines the
classification of its financial instruments at initial recognition between two categories:
Amortised cost Instruments recorded at amortised cost are those with fixed or determined receipts / payments that are recorded at their expected value
at balance date.
Fair value through Instruments recorded at fair value through Profit or Loss have their fair value measured via active market inputs, or by using valuation
Profit or Loss techniques if no active market exists.
12.2. Interest rate risk
The Group's interest rate risk arises from borrowings. The Group manages its interest rate risk in accordance with its Financial Risk Management policy. The principal
objective of the Group's interest rate risk management process is to mitigate negative interest rate volatility adversely affecting financial performance.
The Group manages its interest rate risk by using floating-to-fixed interest rate swaps and interest rate caps. Interest rate swaps have the economic effect of converting
borrowings from floating rates to fixed rates. Generally, the Group raises long-term borrowings at floating rates and swaps them into fixed rates that are lower than those
available if the Group borrowed directly at fixed rates. Under the interest rate swaps, the Group agrees with other parties to exchange, at specified intervals (primarily
quarterly), the difference between fixed contract rates and floating-rate interest amounts calculated by reference to the agreed notional amounts. Where the Group raises
long-term borrowings at fixed rates, it may enter into fixed-to-floating interest rate swaps to enable the cash flow interest rate risk to be managed in conjunction with its
floating rate borrowings.
The table below considers the direct impact to interest costs of a 1% change to interest rates.
$ million20222021
Impact to net profit after tax of a 1% increase in interest rates(3.0)(1.1)
Impact to net profit after tax of a 1% decrease in interest rates3.01.1
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
83
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
12. Financial risk management (continued)
12.3. Credit risk
Credit risk arises from cash, derivative financial instruments and credit exposures to customers. For banks and financial institutions, only independently credit rated parties
are accepted, and when derivative contracts are entered into their credit risk is assessed. For customers, the Group assesses the credit quality of the customer, considering
its financial position, past experience and any other relevant factors. The overall credit risk is managed with a credit policy that monitors exposures and ensures that the
Group does not bear unacceptable concentrations of credit risk.
The Group’s maximum exposure to credit risk is best represented by the total of its debtors, derivative financial instrument assets and cash as shown in the Balance Sheet.
To mitigate credit risk the Group holds security deposits, bank guarantees, parent company guarantees or personal guarantees as deemed appropriate.
12.4. Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations from its financial liabilities. The Group’s approach to management of liquidity risk
is to ensure that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses
or risking damage to the Group's reputation. The Group manages this risk through active monitoring of the Group's liquidity position and availability of borrowings from
committed facilities.
The following table outlines the Group’s financial liabilities by their relevant contractual maturity date. Values are the contractual undiscounted cash flows and include both
principal and interest where applicable.
$ millionYear 1Year 2Year 3Year 4Year 5
Year 6
and later
To t a l
cash flows
Carrying
value
2022
Borrowings129.1125.6120.174 .716 3.5530.91,14 3.91 , 0 0 7.7
Derivative financial instruments0.80.80.80.80.50.64.32.5
Lease liabilities3.53.53.21.91.00.914.066.0
Creditors and other liabilities32.8–––––32.832.8
Total166.2129.9124.17 7. 4165.0532.41,195.01,109.0
2021
Borrowings22.417 9.1114.3108.863.8331.5819.97 2 1 .7
Derivative financial instruments2.12.12.12.01.52.111.93.9
Lease liabilities3.43.43.43.11.81.816.965.5
Creditors and other liabilities25.4–––––25.425.4
Total53.3184.6119.8113.96 7. 1335.48 74 . 1816.5
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GOODMAN PROPERTY TRUST ANNUAL REPORT 202284
FINANCIAL STATEMENTS OF GOODMAN PROPERTY TRUST
12. Financial risk management (continued)
12.5. Capital management risk
The Group's policy is to maintain a strong capital base to maintain investor, creditor and market confidence, while maximising the return to investors through optimising the
mix of debt and equity. The Group meets its objectives for managing capital through its investment decisions on the acquisition, development and disposal of assets, its
distribution policy and raising new equity. The Group's policies in respect of capital management are reviewed regularly by the Board of Directors of the Manager.
The Group's capital structure includes bank debt, retail bonds, wholesale bonds, US Private Placement notes and unitholders’ equity. GMT’s Trust Deed requires the Group’s
ratio of borrowings to the aggregate value of its property assets to be less than 50%. The Group complied with this requirement during this year and the prior year.
The Group has issued retail bonds, wholesale bonds and US Private Placement notes, the terms of which require that the total borrowings of GMT and its subsidiaries do not
exceed 50% of the value of the property portfolio on which these borrowings are secured. The Group complied with this requirement during this year and the prior year.
12.6. Fair value of financial instruments
Except for the retail bonds, wholesale bonds and US Private Placement notes; the carrying values of all balance sheet financial instruments approximate their estimated fair
value. The fair values of retail bonds, wholesale bonds and US Private Placement notes are as follows:
$ millionFair value hierarchy2022202 1
Retail bondsLevel 1302.4320.1
Wholesale bondsLevel 2354.217 9. 8
US Private Placement notesLevel 2U S $114.8U S$120.5
The Group classifies its fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value
hierarchy has the following levels:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3: Inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs).
The fair value of financial instruments classified as Level 2, being wholesale bonds and US Private Placement notes, is measured using a present value calculation of the
future cashflows using the relevant term swap rate as the discount factor.
The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest input to the fair value measurement. If a fair
value measurement uses observable inputs that require significant adjustment based on unobservable inputs, the measurement is a Level 3 measurement.
The Group’s policy is to recognise transfers into and transfers out of fair value hierarchy levels at the date of the event or change in circumstance that caused the transfer.
13. Operating segments
The Trust’s activities are reported to the Board as a single operating segment; therefore, these financial statements are presented in a consistent manner to that reporting.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
85
OUR OPINION
In our opinion, the accompanying financial statements of Goodman Property Trust (the Trust), including its subsidiaries (the Group), present fairly, in all material respects, the financial
position of the Group as at 31 March 2022, its financial performance and its cash flows for the year then ended in accordance with New Zealand Equivalents to International
Financial Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).
What we have audited
The Group's financial statements comprise:
+ the balance sheet as at 31 March 2022;
+ the statement of profit or loss for the year then ended;
+ the statement of changes in equity for the year then ended;
+ the statement of cash flows for the year then ended; and
+ the notes to the financial statements, which include significant accounting policies and other explanatory information.
BASIS FOR OPINION
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and International Standards on Auditing (ISAs). Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Group in accordance with Professional and Ethical Standard 1 International Code of Ethics for Assurance Practitioners (including International
Independence Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the International Code of Ethics for Professional
Accountants (including International Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
Our firm carries out other services for the Group in the areas of assurance services relating to the performance fee calculation, agreed upon procedures relating to the financial
covenants of the bank facilities, guidance on the application of materiality for the purposes of the Group’s Green Bond Offer and reporting to the supervisor of GMT Bond Issuer
Limited. The provision of these other services has not impaired our independence as auditor of the Group.
KEY AUDIT MATTER
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current year. This matter was
addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this matter.
INDEPENDENT AUDITOR’S REPORT
To the unitholders of Goodman Property Trust
86GOODMAN PROPERTY TRUST ANNUAL REPORT 2022
Description of the key audit matterHow our audit addressed the key audit matter
Valuation of investment property
As disclosed in note 1, the portfolio of investment properties comprising Auckland
industrial stabilised properties and investment property under development held
by the Group was valued at $4.8 billion as at 31 March 2022.
The valuation of investment properties is inherently subjective. A small difference
in any one of the key market input assumptions, when aggregated, could result in
a material misstatement of the valuation of investment properties.
Valuations were carried out by independent registered valuers selected by the
Group. The valuers performed their work in accordance with the International
Valuation Standards and the Australia and New Zealand Valuation and Property
Standards. The valuers engaged are well- known firms, with experience in the
market in which the Group operates.
In determining a property's valuation, the valuers consider property specific
information such as current tenancy agreements and rental income earned by
the asset.
They then apply assumptions in relation to market capitalisation rates, market rental
and rental growth rates, based on available market data and transactions, to arrive
at a range of valuation outcomes, from which they derive a point estimate.
Due to the unique nature of each property, the assumptions applied take into
consideration the individual property characteristics, as well as the qualities of the
property as a whole.
Management verifies all key inputs to the valuations, assesses property valuation
movements against prior periods and holds discussions with the directors of
Goodman (NZ) Limited (the Manager) on the process and results of the valuation.
The valuation of investment properties is inherently subjective given that there are
alternative assumptions and valuation methods that may result in a range of values.
We considered the adequacy of the disclosures made in note 1 to the financial statements.
This note explains that there is significant estimation uncertainty in relation to the
valuation of investment property. We discussed with management and obtained sufficient
appropriate audit evidence to demonstrate that management’s assessment of the
suitability of the inclusion of the valuation in the balance sheet and disclosures made in the
financial statements were appropriate.
In assessing the individual valuations, we performed the procedures outlined below.
We held discussions with management and the valuers to understand:
+ movements in the Group’s investment property portfolio
+ changes in the conditions of properties within the portfolio
+ the impact of climate change and related risks on the portfolio
+ the controls in place over the valuation process.
On a sample basis, with emphasis on properties with significant or unusual fluctuations in
key inputs compared to other investment properties held by the Group, we performed the
following procedures:
+ obtained an understanding of the key inputs in the valuation
+ agreed forecast contractual rental and lease terms to lease agreements with tenants
+ considered whether seismic assessments and/or capital maintenance requirements
had been taken into account in the valuations, with reference to supporting
documentation.
We held separate discussions with each of the independent registered valuers to gain an
understanding of the assumptions and estimates used and the valuation methodology
applied.
We also engaged our own valuation experts to critique and independently assess, based
on their market and valuation knowledge, the work performed, and assumptions and
estimates made by the valuers, on a sample basis.
We found no evidence of bias in determining the values.
INDEPENDENT AUDITOR’S REPORT — CONTINUED
To the unitholders of Goodman Property Trust
87
OUR AUDIT APPROACH OVERVIEW
Overview
Overall group materiality: $5,130,000, which represents 5% of profit before tax excluding movements
in fair value of investment property and financial instruments.
We chose profit before tax excluding movements in the fair value of investment property and financial
instruments as the benchmark because, in our view, it is the benchmark against which the performance
of the Group is most commonly measured by users.
Following our assessment of the risk of material misstatement, a full scope audit was performed over the
consolidated Group balances.
As reported above, we have one key audit matter, being:
+ Valuation of investment property
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In particular, we considered where management
made subjective judgements; for example, in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain.
As in all of our audits, we also addressed the risk of management override of internal controls, including among other matters, consideration of whether there was evidence of bias
that represented a risk of material misstatement due to fraud.
Materiality
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain reasonable assurance about whether the financial statements are free from
material misstatement. Misstatements may arise due to fraud or error. They are considered material if, individually or in aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of the financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall Group materiality for the financial statements as a whole as
set out above. These, together with qualitative considerations, helped us to determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the
effect of misstatements, both individually and in aggregate, on the financial statements as a whole.
How we tailored our group audit scope
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial statements as a whole, taking into account the structure of
the Group, the accounting processes and controls, and the industry in which the Group operates.
INDEPENDENT AUDITOR’S REPORT — CONTINUED
To the unitholders of Goodman Property Trust
88GOODMAN PROPERTY TRUST ANNUAL REPORT 2022
Materiality
Group
scoping
Key audit
matters
OTHER INFORMATION
The directors of the Manager are responsible for the other information. The other information comprises the information included in the annual report, but does not include the
financial statements and our auditor's report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of audit opinion or assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed on the
other information that we obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that
fact. We have nothing to report in this regard.
RESPONSIBILITIES OF THE DIRECTORS OF THE MANAGER FOR THE FINANCIAL STATEMENTS
The directors of the Manager are responsible, on behalf of the Trust, for the preparation and fair presentation of the financial statements in accordance with NZ IFRS and IFRS, and for
such internal control as the Manager determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Manager is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Manager either intends to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole, are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and
ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs (NZ), the auditor exercises professional judgement and maintains professional scepticism throughout the audit.
The auditor also:
+ Identifies and assesses the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, designs and performs audit procedures
responsive to those risks, and obtains audit evidence that is sufficient and appropriate to provide a basis for the auditor’s opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
+ Obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Group’s internal control.
+ Evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
+ Concludes on the appropriateness of the use of the going concern basis of accounting by those charged with governance and, based on the audit evidence obtained, whether
a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If the auditor concludes that a
material uncertainty exists, the auditor is required to draw attention in the auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures
are inadequate, to modify the auditor’s opinion. The auditor’s conclusions are based on the audit evidence obtained up to the date of the auditor’s report. However, future events
or conditions may cause the Group to cease to continue as a going concern.
INDEPENDENT AUDITOR’S REPORT — CONTINUED
To the unitholders of Goodman Property Trust
89
INDEPENDENT AUDITOR’S REPORT — CONTINUED
To the unitholders of Goodman Property Trust
+ Evaluates the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements
represent the underlying transactions and events in a manner that achieves fair presentation.
+ Obtains sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated
financial statements. The auditor is responsible for the direction, supervision and performance of the group audit. The auditor remains solely responsible for the audit opinion.
The auditor communicates with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any
significant deficiencies in internal control that the auditor identifies during the audit.
The auditor also provides those charged with governance with a statement that the auditor has complied with relevant ethical requirements regarding independence, and to
communicate with them all relationships and other matters that may reasonably be thought to bear on the auditor’s independence, and where applicable, actions taken to eliminate
threats or safeguards applied.
From the matters communicated with those charged with governance, the auditor determines those matters that were of most significance in the audit of the consolidated financial
statements of the current period and are therefore the key audit matters. The auditor describes these matters in the auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, the auditor determines that a matter should not be communicated in the auditor’s report because the adverse
consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
WHO WE REPORT TO
This report is made solely to the Trust’s unitholders, as a body. Our audit work has been undertaken so that we might state those matters which we are required to state to them in an
auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Trust and the Trust’s unitholders,
as a body, for our audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Richard Day.
For and on behalf of:
Chartered Accountants Auckland
18 May 2022
GOODMAN PROPERTY TRUST ANNUAL REPORT 202290
FINANCIAL
S TAT E M E N T S
For the year ended 31 March 2022
GMT BOND ISSUER LIMITED
91
OfficeMax automated box folder - creating box sizes to fit the order.
CONTENTS
PROFIT OR LOSS 92
BALANCE SHEET 92
CHANGES IN EQUITY 93
CASH FLOWS 93
GENERAL INFORMATION 94
NOTES TO THE FINANCIAL STATEMENTS:
1. Borrowings 95
2. Advances to related parties 96
3. Administrative expenses 96
4. Commitments and contingencies 96
5. Reconciliation of profit
after tax to net cash flows
from operating activities 97
6. Financial risk management 97
7. Equity 99
INDEPENDENT AUDITOR’S REPORT 100
The Board of GMT Bond Issuer Limited, authorised these financial
statements for issue on 18 May 2022. For and on behalf of the Board:
Keith Smith Laurissa Cooney
Chair Chair, Audit Committee
FINANCIAL STATEMENTS OF GMT BOND ISSUER LIMITED
$ million20222021
Interest income20.620.8
Interest cost(20.6)(20.8)
Profit before tax––
Ta x––
Profit after tax attributable to shareholder––
There are no items of other comprehensive income, therefore profit after tax attributable to shareholder equals total comprehensive income attributable to shareholder.
BALANCE SHEET
As at 31 March 2022
$ millionNote20222021
Non-current assets
Advances to related parties 2600.0500.0
Current assets
Advances to related parties210 0.0–
Interest receivable from related parties5.63.5
Cash0.10.1
Total assets70 5.7503.6
Non-current liabilities
Borrowings1600.0500.0
Current liabilities
Borrowings110 0.0 –
Interest payable5 .73.6
Total liabilities70 5.7503.6
Net assets––
Equity
Contributed equity7––
Retained earnings ––
Total equity––
PROFIT OR LOSS
For the year ended 31 March 2022
GMT BOND ISSUER LIMITED ANNUAL REPORT 202292
FINANCIAL STATEMENTS OF GMT BOND ISSUER LIMITED
CASH FLOWS
For the year ended 31 March 2022
$ millionNote20222021
Cash flows from operating activities
Interest income received18.522.3
Interest costs paid(18.5)(22.4)
Net cash flows from operating activities5–(0.1)
Cash flows from investing activities
Repayment of related party advances–10 0.0
Related party advances made(200.0)(200.0)
Net cash flows from investing activities(200.0)(100.0)
Cash flows from financing activities
Proceeds received from issue of wholesale bonds200.0200.0
Repayment of retail bonds–(10 0.0)
Net cash flows from financing activities200.0100.0
Net movement in cash–(0.1)
Cash at the beginning of the year0.10.2
Cash at the end of the year0.10.1
CHANGES IN EQUITY
For the year ended 31 March 2022
$ million
Contributed
equity
Retained
earningsTo t a l
As at 1 April 2020–––
Profit after tax–––
As at 31 March 2021–––
Profit after tax–––
As at 31 March 2022–––
There are no items of other comprehensive income to include within changes in equity, therefore profit after tax equals total comprehensive income.
93
FINANCIAL STATEMENTS OF GMT BOND ISSUER LIMITED
REPORTING ENTITY
GMT Bond Issuer Limited (“the Company”) was incorporated on 5 November 2009.
The address of its registered office is Level 2, 18 Viaduct Harbour Avenue, Auckland.
GMT Bond Issuer Limited is an issuer for the purposes of the Financial Reporting
Act 2013 as its issued retail bonds are listed on the New Zealand Debt Exchange
(“NZDX”). GMT Bond Issuer Limited is a registered company under the Companies
Act 1993.
GMT Bond Issuer Limited is a profit-oriented company incorporated and domiciled in
New Zealand. The Company was incorporated to undertake issues of debt securities
with the purpose of on-lending the proceeds to Goodman Property Trust (“GMT”) by
way of interest bearing advances.
BASIS OF PREPARATION AND MEASUREMENT
The principal accounting policies applied in the preparation of the financial report are
set out below. These policies have been consistently applied to all periods presented
unless otherwise stated.
The financial statements of the Company have been prepared in accordance with
the requirements of Part 7 of the Financial Markets Conduct Act 2013. The financial
statements have been prepared in accordance with New Zealand Generally Accepted
Accounting Practice (“NZ GAAP”), comply with New Zealand equivalents to International
Financial Reporting Standards (“NZ IFRS”), other New Zealand accounting standards
and authoritative notices that are applicable to entities that apply NZ IFRS. The
Company is a for-profit entity for the purposes of complying with NZ GAAP. The financial
statements also comply with International Financial Reporting Standards (“IFRS”).
The financial statements have been prepared on the historical cost basis.
The financial statements are in New Zealand dollars, the Company’s functional currency.
SIGNIFICANT ESTIMATES AND JUDGEMENTS
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the estimate is revised and
in the future periods affected.
SIGNIFICANT ACCOUNTING POLICIES
Interest income
Interest income from advances to related parties is recognised using the effective
interest method.
Interest cost
Interest expense charged on borrowings is recognised as incurred using the effective
interest method.
Advances to related parties
Advances to related parties are recorded initially at fair value, net of transaction costs.
Subsequent to initial recognition, they are carried at amortised cost using the effective
interest method.
Interest receivable from related parties
These amounts represent the fair value of interest income recognised but not yet due
for payment. Due to the short term nature of the receivables, the recoverable value
represents the fair value.
Borrowings
Borrowings are recorded initially at fair value, net of transaction costs. Subsequent to
initial recognition, borrowings are carried at amortised cost using the effective interest
method.
Interest payable
Interest payable represents interest costs recognised as an expense but not yet due for
payment.
Financial risk management
Financial instruments are classified dependent on the purpose for which the financial
instrument was acquired or assumed. Management determines the classification of its
financial instruments at initial recognition between two categories:
Amortised cost Instruments recorded at amortised cost are those with fixed
or determined receipts / payments that are recorded at their
expected value at balance date.
Fair value through Instruments recorded at fair value through Profit or Loss have
Profit or Loss their fair value measured via active market inputs, or by using
valuation techniques if no active market exists.
CHANGES IN ACCOUNTING POLICY
There have been no changes in accounting policies made during the financial year.
NEW ACCOUNTING STANDARDS NOW ADOPTED
There have been no new accounting standards that are applicable to these financial
statements.
GENERAL INFORMATION
For the year ended 31 March 2022
GMT BOND ISSUER LIMITED ANNUAL REPORT 202294
FINANCIAL STATEMENTS OF GMT BOND ISSUER LIMITED
1. Borrowings
1.1. Composition of borrowings
Carried atDate issuedMaturityInterest rate
2022
$ million
202 1
$ million
Retail bonds – GMB030Amortised costJun 15Jun 225.000%10 0.010 0.0
Retail bonds – GMB040Amortised costMay 17May 244.54 0%10 0.010 0.0
Retail bonds – GMB050Amortised costMar 18Sep 234.000%10 0.010 0.0
Wholesale bonds – 8 yearsAmortised costSep 20Sep 282.262%50.050.0
Wholesale bonds – 10 yearsAmortised costSep 20Sep 302.559%150.0150.0
Wholesale bonds – 6 yearsAmortised costDec 21Dec 273.656%200.0–
Total700.0500.0
1.2. Security and covenants
All borrowing facilities are secured on an equal ranking basis over the assets of the wholly-owned subsidiaries of the Company’s parent entity, Goodman Property Trust.
A loan to value covenant restricts total borrowings incurred by the Goodman Property Trust Group to 50% of the value of the secured property portfolio.
The Goodman Property Trust Group has given a negative pledge which provides that it will not create or permit any security interest over its assets. The principal financial
ratio which must be met is the ratio of financial indebtedness to the value of the property portfolio. Further negative and positive undertakings have been given as to the
nature of the Goodman Property Trust Group’s business.
SIGNIFICANT TRANSACTIONS
In December 2021, the Company issued $200.0 million of wholesale bonds, with a 6 year term expiring in December 2027, paying a fixed interest rate of 3.656%.
SUBSEQUENT EVENT
In April 2022, the Company issued $150.0 million of green bonds, with a 5 year term expiring in April 2027, paying a fixed interest rate of 4.740%.
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 March 2022
95
FINANCIAL STATEMENTS OF GMT BOND ISSUER LIMITED
2. Advances to related parties
GMT Bond Issuer Limited is a wholly-owned subsidiary of Goodman Property Trust. All members of the Goodman Property Trust Group are considered to be related parties
of the Company.
2 .1. Composition of advances to related parties
Carried atDate issuedMaturityInterest rate
2022
$ million
202 1
$ million
Advance made to Goodman Property Trust in June 2015Amortised costJun 15Jun 225.000%10 0.010 0.0
Advance made to Goodman Property Trust in May 2017Amortised costMay 17May 244.54 0%10 0.010 0.0
Advance made to Goodman Property Trust in March 2018Amortised costMar 18Sep 234.000%10 0.010 0.0
Advance made to Goodman Property Trust in September 2020Amortised costSep 20Sep 282.262%50.050.0
Advance made to Goodman Property Trust in September 2020Amortised costSep 20Sep 302.559%150.0150.0
Advance made to Goodman Property Trust in December 2021Amortised costDec 21Dec 273.656%200.0–
Total700.0500.0
2.2. Guarantee
Covenant Trustee Services Limited (as Trustee for Goodman Property Trust) has entered into a guarantee under which Goodman Property Trust unconditionally and
irrevocably guarantees all of the obligations of GMT Bond Issuer Limited under its Bond Trust Documents.
3. Administrative expenses
Goodman Property Trust, the Company's parent, paid all fees for audit services provided to the Company (2022: $15,000, 2021: $12,500), audit related services of
reporting to the Supervisor (2022: $3,000, 2021: $2,000) and fees for materiality guidance on the green bond issuance (2022: $6,000, 2021: $nil).
4. Commitments and contingencies
4.1. Capital commitments payable
GMT Bond Issuer Limited has no capital commitments.
4.2. Contingent liabilities
GMT Bond Issuer Limited has no material contingent liabilities.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GMT BOND ISSUER LIMITED ANNUAL REPORT 202296
FINANCIAL STATEMENTS OF GMT BOND ISSUER LIMITED
5. Reconciliation of profit after tax to net cash flows from operating activities
$ million20222021
Profit after tax––
Movements in working capital from:
Interest receivable from related parties(2.1)1.5
Interest payable2.1(1.6)
Movements working capital–(0.1)
Net cash flows from operating activities–(0.1)
6. Financial risk management
The Company is exposed to financial risk for the financial instruments that it holds. Financial risk can be classified in the following categories; interest rate risk, credit risk,
liquidity risk and capital management risk.
The Board has delegated to the Goodman (NZ) Limited Audit Committee the responsibility to review the effectiveness and efficiency of management processes, risk
management and internal financial controls and systems as part of their duties.
6.1. Financial instruments
The following items in the Balance Sheet are classified as financial instruments: Advances to related parties, cash, interest receivable from related parties, borrowings and
interest payable. All items are recorded at amortised cost.
6.2. Interest rate risk
Interest rate risk is the risk that the value or future value of cash flows of a financial instrument will fluctuate because of changes in interest rates. The Board is responsible for
the management of interest rate risk arising from the external borrowings.
To mitigate interest rate risk, all advances to related parties have fixed interest rates receivable that match the fixed interest rates payable on borrowings.
6.3. Credit risk
Credit risk is the risk of loss that arises from a counterparty failing to meet their contractual commitment in full and on time, or from losses arising from the change in value of
a trading financial instrument as a result of changes in credit risk of that instrument.
The Company's exposure to credit risk is limited to cash and deposits held with banks and credit exposure for the advances to related parties.
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if applicable) or to historical information
about counterparty default rates. All financial assets are with Goodman Property Trust. Goodman Property Trust has been assigned a rating of BBB with a stable outlook by
S&P Global Ratings.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
97
FINANCIAL STATEMENTS OF GMT BOND ISSUER LIMITED
6. Financial risk management (continued)
6.4. Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations from its financial liabilities. The Company’s approach to management of liquidity risk
is to ensure that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or
risking damage to the Company's reputation.
The following table outlines the Company’s financial liabilities by their relevant contractual maturity date. Values are the contractual undiscounted cash flows and include both
principal and interest where applicable.
$ millionYear 1Year 2Year 3Year 4Year 5
Year 6
and later
To t a l
cash flows
Carrying
value
2022
Cash0.1–––––0.10.1
Financial assets – Advances to related parties121.9118.5113.012.312.3420.1798.1705.6
Financial liabilities – Borrowings(122.0)(118.5)(113.0)(12.3)(12.3)(420.1)(798.2)( 7 0 5 .7 )
Total––––––––
2021
Cash0.1–––––0.10.1
Financial assets – Advances to related parties18.41 14 .7111.21 0 5 .75.0219.85 74 . 8503.5
Financial liabilities – Borrowings(18.5)( 1 14 .7 )(111.2)( 1 0 5 .7 )(5.0)(219.8)( 5 74 . 9 )(503.6)
Total––––––––
6.5. Capital management risk
The Company's policy is to match the value, term and maturity of external borrowings to the value, term and maturity of advances made to related parties. This minimises
capital management risk for the Company.
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
GMT BOND ISSUER LIMITED ANNUAL REPORT 202298
FINANCIAL STATEMENTS OF GMT BOND ISSUER LIMITED
6. Financial risk management (continued)
6.6. Fair value of financial instruments
The fair value of financial instruments has been estimated as follows:
$ millionFair value hierarchy2022202 1
Related party receivablesLevel 2656.64 99.9
Retail bondsLevel 1(302.4)(320.1)
Wholesale bondsLevel 2(354.2)( 17 9. 8 )
For instruments where there is no active market, the Company may use internally developed models which are usually based on valuation methods and techniques generally
recognised as standard within the industry. Some of the inputs to these models may not be market observable and are therefore estimated based on assumptions.
The Company classifies its fair value measurements using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. The fair value
hierarchy has the following levels:
— Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
— Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
— Level 3: Inputs for the asset or liability that are not based on observable market data (i.e. unobservable inputs).
The fair value of wholesale bonds, classified as Level 2, is measured using a present value calculation of the future cashflows using the relevant term swap rate as the discount
factor. The fair value of related party receivables, classified as Level 2, is measured using the quoted prices of the retail bonds liability and the fair value of the wholesale bonds.
The level in the fair value hierarchy within which the fair value measurement is categorised is determined on the basis of the lowest input to the fair value measurement. If a fair
value measurement uses observable inputs that require significant adjustment based on unobservable inputs, the measurement is a Level 3 measurement.
The Company’s policy is to recognise transfers into and transfers out of fair value hierarchy levels as of the date of the event or change in circumstances that caused the transfer.
7. Equity
As at 31 March 2022, 100 ordinary shares had been issued for nil consideration (2021: 100 ordinary shares for nil consideration). All shares rank equally with one vote
attached to each share.
The Company has tangible assets of $0.1 million, and its net assets are nil. Consequently, the net tangible assets per bond at 31 March 2022 are nil (2021: nil).
NOTES TO THE FINANCIAL STATEMENTS — CONTINUED
99
OUR OPINION
In our opinion, the accompanying financial statements of GMT Bond Issuer Limited (the Company), present fairly, in all material respects, the financial position of the Company as
at 31 March 2022, its financial performance and its cash flows for the year then ended in accordance with New Zealand Equivalents to International Financial Reporting Standards
(NZ IFRS) and International Financial Reporting Standards (IFRS).
What we have audited
The financial statements comprise:
+ the balance sheet as at 31 March 2022;
+ the statement of profit or loss for the year then ended;
+ the statement of changes in equity for the year then ended;
+ the statement of cash flows for the year then ended; and
+ the notes to the financial statements, which include significant accounting policies and other explanatory information.
BASIS FOR OPINION
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) and International Standards on Auditing (ISAs). Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Company in accordance with Professional and Ethical Standard 1 International Code of Ethics for Assurance Practitioners (including International
Independence Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the International Code of Ethics for Professional
Accountants (including International Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we have fulfilled our other ethical
responsibilities in accordance with these requirements.
Our firm carries out other services for the Company in the area of reporting to the supervisor. The provision of these other services has not impaired our independence as auditor of
the Company.
KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current year. The entity obtains funds
from the issue of debt securities and then lends the proceeds to Goodman Property Trust at the same cost. Given the nature of the Company’s operations, we determined that there
were no key audit matters to communicate in our report.
INDEPENDENT AUDITOR’S REPORT
To the shareholder of GMT Bond Issuer Limited
100GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
OUR AUDIT APPROACH
Overview
Materiality Overall materiality: $206,000, which represents 1% of interest expense.
We chose interest expense as the benchmark because, in our view, it is the benchmark against which the performance of the Company is most commonly
measured by users.
Key audit matters As reported above, we have not identified any key audit matters from our audit given the nature of the entity. Refer to the Key audit matters section of our report.
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In particular, we considered where management
made subjective judgements; for example, in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain.
As in all of our audits, we also addressed the risk of management override of internal controls, including among other matters, consideration of whether there was evidence of bias that
represented a risk of material misstatement due to fraud.
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion on the financial statements as a whole, taking into account the structure of the
Company, the accounting processes and controls, and the industry in which the Company operates.
Materiality
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain reasonable assurance about whether the financial statements are free from
material misstatement. Misstatements may arise due to fraud or error. They are considered material if, individually or in aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of the financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for materiality, including the overall materiality for the financial statements as a whole as set out
above. These, together with qualitative considerations, helped us to determine the scope of our audit, the nature, timing and extent of our audit procedures and to evaluate the effect of
misstatements, both individually and in aggregate, on the financial statements as a whole.
OTHER INFORMATION
The Directors are responsible for the other information. The other information comprises the information included in the annual report, but does not include the financial statements and
our auditor's report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of audit opinion or assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed on the other
information that we obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
INDEPENDENT AUDITOR’S REPORT — CONTINUED
To the shareholder of GMT Bond Issuer Limited
101
RESPONSIBILITIES OF THE DIRECTORS FOR THE FINANCIAL STATEMENTS
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of the financial statements in accordance with NZ IFRS and IFRS, and for such
internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the financial statements, as a whole, are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and
ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with ISAs (NZ), the auditor exercises professional judgement and maintains professional scepticism throughout the audit.
The auditor also:
+ Identifies and assesses the risks of material misstatement of the financial statements, whether due to fraud or error, designs and performs audit procedures responsive to those
risks, and obtains audit evidence that is sufficient and appropriate to provide a basis for the auditor’s opinion. The risk of not detecting a material misstatement resulting from fraud
is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
+ Obtains an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the entity’s internal control.
+ Evaluates the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
+ Concludes on the appropriateness of the use of the going concern basis of accounting by those charged with governance and, based on the audit evidence obtained, whether
a material uncertainty exists related to events or conditions that may cast significant doubt on the entity's ability to continue as a going concern. If the auditor concludes that a
material uncertainty exists, the auditor is required to draw attention in the auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate,
to modify the auditor’s opinion. The auditor’s conclusions are based on the audit evidence obtained up to the date of the auditor’s report. However, future events or conditions may
cause the entity to cease to continue as a going concern.
+ Evaluates the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying
transactions and events in a manner that achieves fair presentation.
The auditor communicates with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any
significant deficiencies in internal control that the auditor identifies during the audit.
The auditor also provides those charged with governance with a statement that the auditor has complied with relevant ethical requirements regarding independence, and to
communicate with them all relationships and other matters that may reasonably be thought to bear on the auditor’s independence, and where applicable, actions taken to eliminate
threats or safeguards applied.
INDEPENDENT AUDITOR’S REPORT — CONTINUED
To the shareholder of GMT Bond Issuer Limited
GMT BOND ISSUER LIMITED ANNUAL REPORT 2022102
From the matters communicated with those charged with governance, the auditor determines those matters that were of most significance in the audit of the financial statements of the
current period and are therefore the key audit matters. The auditor describes these matters in the auditor’s report unless law or regulation precludes public disclosure about the matter
or when, in extremely rare circumstances, the auditor determines that a matter should not be communicated in the auditor’s report because the adverse consequences of doing so
would reasonably be expected to outweigh the public interest benefits of such communication.
WHO WE REPORT TO
This report is made solely to the Company’s shareholder. Our audit work has been undertaken so that we might state those matters which we are required to state to them in an
auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company’s
shareholder, for our audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Richard Day.
For and on behalf of:
Chartered Accountants Auckland
18 May 2022
INDEPENDENT AUDITOR’S REPORT — CONTINUED
To the shareholder of GMT Bond Issuer Limited
103
Exceed Logistics, Highbrook Business Park
104GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
OTHER
INFORMATION
105
CONTENTS
CORPORATE GOVERNANCE 106
BOARD OF DIRECTORS 114
MANAGEMENT TEAM 115
INVESTOR RELATIONS 116
GLOSSARY 118
BUSINESS DIRECTORY 119
INTRODUCTION
Corporate governance is the system by which organisations are directed and managed.
It influences how an organisation’s objectives are achieved, how its risks are monitored and
assessed, and how its performance is optimised.
The Board has adopted an overall corporate governance framework that is designed to meet
best practice standards and recognises that an effective corporate governance culture is critical
to success.
At all times, the Board strives to achieve governance outcomes which effectively balance the
needs of GMT and GMT Bond Issuer Limited investors, regulators and the wider market.
The governance section of the Goodman Property Trust website contains all the relevant
policies, charters and other documents described in this report.
GMT AND GMT BOND ISSUER LIMITED
GMT is an NZX listed unit trust created by the Trust Deed and administered under the Financial
Markets Conduct Act 2013 (“FMCA”). Covenant Trustee Services Limited is the Trustee and
supervisor of GMT and is appointed to hold the assets of GMT on trust for Unitholders. The
Trustee has the rights and powers in respect of the assets of GMT it could exercise as if it was
the absolute owner of such assets, but subject to the FMCA and the rights given to the Manager
by the FMCA and the Trust Deed.
GMT Bond Issuer Limited is a wholly owned subsidiary of GMT and issuer of Goodman+Bonds.
Goodman+Bonds are debt securities listed on the NZDX. They are direct, secured,
unsubordinated, obligations of the issuer, ranking equally with debt owed to GMT’s main banking
syndicate. Public Trust is the Bond Trustee for Goodman+Bonds.
GMT Bond Issuer Limited has no activities other than those necessary or incidental to the
issuing of Goodman+Bonds and complying with its obligations at law.
RELATIONSHIP WITH GOODMAN GROUP
Goodman Group is the Trust’s largest investor, owning approximately 24.76% of Units on issue
at 31 March 2022.
It is also the Manager of the Trust through its wholly owned subsidiary, Goodman (NZ) Limited.
The Manager receives fees for the fund management, property services, development
management and other services it provides through Goodman (NZ) Limited and Goodman
Property Services (NZ) Limited. These fees are summarised on the website within the corporate
governance section.
Goodman Group’s cornerstone investment and management contract, which includes a market
leading performance fee structure, ensures close alignment of interests between Goodman
Group and other Unitholders.
Goodman Group holds no Goodman+Bonds.
NZX CORPORATE GOVERNANCE CODE
The following section assesses GMT’s corporate governance framework against the principles
and recommendations of the NZX Corporate Governance Code. A more detailed analysis
against the NZX Code is set out in the Corporate Governance Statement which can be found
in the governance section of the Goodman Property Trust website https://nz.goodman.com/
who-we-are/corporate-governance.
Principle 1 — Code of Ethical Behaviour
The highest standards of behaviour are expected from the Directors and employees of the
Manager. These expectations are formalised in the following policies, practices and processes.
Code of Conduct
This policy establishes the standards of ethical and personal conduct expected of Directors
and employees. It is consistent with the wider corporate values of the Manager and compliance
with the policy is a condition of employment. Induction training and regular refresher sessions
are provided.
The policy specifically requires Directors and employees to act with honesty and integrity in a
professional and respectful manner, respecting confidentiality and in accordance with the law.
All stakeholders are to be treated fairly and individuals are expected to be transparent, declaring
and managing any conflicts of interest.
All Directors and employees are responsible for reporting unethical or corrupt behaviour and
the Manager will take whatever disciplinary action it considers appropriate in the circumstances,
including dismissal.
Financial Products Trading Policy
This policy reflects the insider trading provisions of the FMCA and strengthens those
requirements with additional compliance standards and procedures which Directors and
employees who wish to trade in GMT Units or Goodman+Bonds must comply with.
The Manager imposes trading windows through this policy as well as requiring written approval
of the CEO or Chair prior to any trade.
CORPORATE GOVERNANCE
106GOODMAN PROPERTY TRUST ANNUAL REPORT 1211GMT BOND ISSUER LIMITED ANNUAL REPORT 1211
CORPORATE GOVERNANCE — CONTINUED
Principle 2 — Board Composition & Performance
The Board works with Management to formulate and implement its strategy for the Trust,
monitoring its performance against set objectives. The Board also has the responsibility to
ensure business risks are appropriately identified and managed and that the statutory, financial
and social responsibilities of the Manager are complied with.
Board Charter
The Board Charter sets out the roles and responsibilities of the Board, while a statement of
investment policies and objectives provides the strategic framework.
To facilitate the effective execution of its responsibilities, the Board has developed a statement
of delegated authority for Management. This statement clarifies which matters are dealt with by
the Board and which matters are the responsibility of Management and includes areas such as
finance, corporate matters and property transactions.
A copy of the Board’s approved mandate and Board Charter can be found on the website within
the corporate governance section.
Board Composition
The Board of the Manager comprises seven Directors, with a majority being independent (as
defined in the Listing Rules). John Dakin, Gregory Goodman and Phil Pryke are not considered
independent due to their relationship with Goodman Group. The biographies of the Directors
can be found online at www.goodmanreport.co.nz.
The Board during the year included:
NameClassificationOriginal appointmentExpiry of current term
Keith SmithIndependent Director13 May 2004The date of the annual meeting
of unitholders in 2022
Laurissa CooneyIndependent Director4 November 2020The date of the annual meeting
of unitholders in 2024
David GibsonIndependent Director2 February 2021The date of the annual meeting
of unitholders in 2024
Leonie FreemanIndependent Director11 October 2011The date of the annual meeting
of unitholders in 2024
Gregory GoodmanNon-executive Director23 December 2003n/a
Phil PrykeNon-executive Director28 January 200428 February 2023
John DakinExecutive Director1 July 201230 June 2024
Directors have an average tenure of 11 years at 31 March 2022. They are encouraged to
undertake training to ensure they have the market knowledge and governance expertise to
perform their roles and duties. Any new director receives a comprehensive induction that
includes a tour of the Trust’s assets.
All Directors are appointed for three-year terms, after which they are eligible for reappointment
(1)
.
Independent Directors are appointed by Unitholders in the manner described in the Trust
Deed. As the Manager is a wholly owned subsidiary of Goodman Group, appointment of non-
independent directors is made by Goodman Group.
The Board of GMT Bond Issuer Limited replicates the Board of the Manager. A separate Board,
including separate Board meetings, is maintained to ensure the obligations of GMT Bond Issuer
Limited as the issuer of the Goodman+Bonds are met.
Both entities have written agreements with each Director setting out the terms and conditions of
their appointment.
Diversity and inclusion
As an externally managed Unit Trust, GMT does not have any employees. The Directors and
staff are employed through Goodman (NZ) Limited and Goodman Property Services (NZ)
Limited, subsidiaries of Goodman Group.
A diversity and inclusion policy, specific to NZ Directors and employees was adopted in 2018.
It recognises that an inclusive and diverse culture provides a greater variety of views and ideas
that lead to better business outcomes. Under this policy, the Manager undertakes to measure
gender, ethnicity and age on a regular basis and to report progress against future targets.
The table below shows the gender split between the various business segments and compares
this against the 2023 targets included in the diversity and inclusion policy.
Gender diversity
To t a l
persons
FemaleMale
202120222023202120222023
Board728.6%28.6%>40%71.4%71.4%<60%
Executive*828.6%3 7. 5 %>40%5 7. 1%62.5%<60%
Managerial1220.0%33.3%>35%80.0%6 6 .7 %<65%
Other staff445 3 .7 %50.0%=50%46.3%50%=50%
*The proportion of male and female executive team members does not sum to 100% in 2021 as participants can choose not
to answer.
Of the seven directors that comprise the Board two are female and five are male and the four
officers are all males. The composition is unchanged from the 2021 financial year.
Of the executives three are female and five are male.
Of the 64 staff that make up the business 45.3% are female and 54.3% are male. Around 6%
of our people identify as part of the LGBTQI+ community.
On average, a Goodman team member has been with the business for 8 years and is
approximately 40 years old. It's a team that includes nine different ethnicities, with speakers of
11 different languages.
(1)
The exception is Gregory Goodman who has a standing appointment in his role as Group CEO of Goodman Group.
107
CORPORATE GOVERNANCE — CONTINUED
The Chair and the Chief Executive Officer
As recommended by the NZX Code, the roles of Chair and Chief Executive Officer are
separated. This separation avoids concentrations of influence and increases accountability.
Keith Smith is the Chair and John Dakin is the Chief Executive Officer of the Manager. John is
also an Executive Director of the Manager.
Board Meetings
The Board typically meets in person five times a year, with one of those meetings focused on
business planning and strategy.
During the financial year to 31 March 2022, all Directors attended each Board meeting they were
entitled to attend. The 100% attendance record was also maintained in the 2021 financial year.
The Independent Directors are encouraged to meet separately when necessary and, in any
event, not less than once a year. They are also entitled to take independent legal advice at the
Manager’s expense should they believe it necessary to adequately perform their role.
Company Secretary
The company secretarial function is performed by Anton Shead, the Manager’s General Counsel
and Company Secretary. Refer to www.goodmanreport.co.nz for Anton’s biography.
Principle 3 — Board Committees
The Board establishes committees to assist in the exercise of its functions and duties and to
ensure that all risks are effectively monitored and managed.
Audit Committee
The Audit Committee is a permanent committee which typically meets four times a year. As
at the date of this Report, the Audit Committee has a majority of Independent Directors and
comprises: Laurissa Cooney (Chair), Keith Smith, Leonie Freeman, David Gibson and Phil Pryke.
Phil Pryke is the only Director on the Audit Committee who is not independent.
All members of the Audit Committee are non-executive Directors.
The Audit Committee operates under the terms of a formal charter, a copy of which is available
on the website within the corporate governance section. The duties and responsibilities of the
Audit Committee include the following:
+monitoring the independence, ability and objectivity of the external auditor
+ensuring the Key Audit Partner (as defined in the Listing Rules) is changed every five years
+reviewing the financial statements of GMT and GMT Bond Issuer Limited and overseeing the
auditing of those financial statements
+reviewing and reporting to the Board on the appropriateness of GMT’s Financial Risk
Management policy
+setting the parameters for the internal audit programme, overseeing its implementation and
reviewing its outputs and recommendations
+overseeing and advising on the Manager’s internal risk management programme.
Remuneration Committee
The NZX Code recommends that a Remuneration Committee be established to benchmark
remuneration packages for Directors and senior employees and that this be disclosed to investors.
GMT has not followed this recommendation during the financial year ended 31 March 2022,
as its external management structure means that these costs are borne by the Manager and a
Remuneration Committee is not required.
In the interests of transparency and good governance the Manager has disclosed the basis upon
which the Goodman Group Remuneration and Nominations Committee determines the packages
payable to Directors and employees involved with its New Zealand operations. This disclosure is
included under Principle 5 on page 109.
Nomination Committee
GMT’s Trust Deed gives Unitholders the right to nominate and appoint Independent Directors.
The Board, rather than a committee, manage the nomination and appointment process of any
new non-independent director. The Goodman Group Nomination Charter applies to the extent
relevant and should the Board decide to add a director (whether as the result of a retirement or
otherwise), then the Board may constitute a committee to consider that appointment.
Other Committees
The Board may from time to time establish other committees for a specific purpose. The terms
of reference for each committee is agreed by the Board as part of the establishment process.
Examples include:
(a) Due Diligence Committee
The Board will establish a Due Diligence Committee to oversee and report to the Board on
any transaction of a significant size and/or complexity.
A Due Diligence Committee will usually include at least one Independent Director, relevant
external consultants and members of Management considered appropriate for the
transaction in question.
(b) Appointments Committee
The Board will, when it considers appropriate, constitute an Appointments Committee to
consider senior executive and director appointments and performance. An Appointments
Committee will usually include at least one Independent Director and other persons
considered appropriate.
108GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
CORPORATE GOVERNANCE — CONTINUED
Takeover protocol
The Board has approved a Takeover Response Manual, which establishes the procedure to be
followed if there is a takeover offer, including the establishment of an independent committee to
manage the response obligations.
Principle 4 — Reporting & Disclosure
A fully informed and efficient market builds investor confidence which ultimately contributes to
the investment performance of the Trust and its ability to raise capital.
The Manager is committed to keeping Unitholders, regulators and other stakeholders fully and
promptly informed of all material information. The Manager has policies and procedures that
govern the behaviour of the Directors and employees ensuring balanced and timely information
is provided to the market.
Continuous Disclosure Policy
The Manager has a Continuous Disclosure Policy which details the relevant legal requirements
and sets out the procedures put in place to ensure compliance with them.
Related Party Policy
The Manager believes that having a Board with a majority of experienced and strong
Independent Directors, effectively manages any related party issues or conflicts that could arise
with an external management structure.
A comprehensive Related Party Policy summarises the relevant restrictions contained in
the Listing Rules, the law and relevant contractual commitments, and how these issues are
managed. The Manager uses this policy as a tool to ensure that:
+Management and the Board are properly briefed and educated on the relevant restrictions
and the processes put in place to ensure compliance with these restrictions
+Unitholders and the investment market recognise that the Manager deals with related party
issues in an appropriate, transparent and robust manner.
Other reporting
The Manager has extended GMT’s corporate reporting in recent years to provide a broader
overview of the business, explaining how the Trust creates long-term value for all its stakeholders.
It includes additional information about the Managers own-develop-manage business model, the
current investment strategy and achievements in the sustainability programme.
Fourteen factors were identified as key drivers of the Trust’s success in a materiality survey
undertaken with a representative group of stakeholders in FY21. The seven most important
included, customer attraction and retention, sustainable structure, operations and results,
health, safety and wellbeing, flexible and adaptable properties, diversity and inclusiveness,
sustainable design and management, and responsible investment. These seven areas are the
focus of GMT’s corporate reporting.
Access to key governance documents
The governance section of the website, https://nz.goodman.com/who-we-are/corporate-
governance contains all the relevant policies, charters and other documents described in this
report including;
+The Trust Deed of Goodman Property Trust
+The Statement of Investment Policies and Objectives for Goodman Property Trust
+Goodman (NZ) Limited Audit Committee Charter
+Goodman Property Trust Fee Summary
+Goodman (NZ) Limited Board Charter
+Goodman (NZ) Limited Board Mandate
+Code of Conduct
+Corporate Governance Statement
+Financial Products Trading Policy
+Goodman (NZ) Limited Diversity Policy
+Continuous Disclosure Policy
+Related Party Policy
+Health and Safety Statement
Together with the Trust Deed of GMT Bond Issuer Limited (including the Supplemental Trust Deeds).
Principle 5 — Remuneration
GMT’s external management structure means that the Trust does not have any Directors or
employees of its own.
The remuneration of the Directors and employees are direct costs of Goodman (NZ) Limited
and Goodman Property Services (NZ) Limited respectively. The expense is a cost of managing
GMT, a service for which these entities receive fees. For these reasons, in relation to the financial
year ended 31 March 2022, it is not possible to comply with the NZX Code recommendations
that issuers have a remuneration policy and that Director remuneration be approved by
unitholders. In this respect the NZX code recommendations have no application to a Unit Trust
such as GMT, as it has no Directors or employees.
A breakdown of the fees paid by GMT in FY22 is provided in Note 9 of the Financial Statements,
pa ge 79.
In the interests of transparency and good governance the Manager has disclosed the basis
upon which Goodman Group's Remuneration Committee determines the packages payable to
Directors and employees involved with its New Zealand operations. This detail is provided with
the consent of the Directors and the Chief Executive Officer.
109
CORPORATE GOVERNANCE — CONTINUED
Directors remuneration
Directors of Goodman (NZ) Limited are paid fees that reflect the responsibility of governing the
Trust and implementing a strategy that creates value for its investors. The level of remuneration
is regularly benchmarked against other comparable companies.
Directors were entitled to fees, including fees for ad-hoc committees, as set out below. None of
the Directors are paid performance related fees relating to their directorships.
DirectorRole
2022
$
2021
$
Keith SmithChair, Independent Director165,000155,000
Laurissa Cooney
(Appointed 4 November 2020)
Independent Director,
Chair Audit Committee (from 1 January 2021)
120,00039,250
Leonie FreemanIndependent Director100,00090,000
David Gibson
(Appointed 2 February 2021)
Independent Director100,00015,000
Phil PrykeNon-executive Director100,00090,000
Greg GoodmanNon-executive Director––
John DakinExecutive Director––
With effect from 1 April 2021, the Chair receives $160,000 per annum, the Chair of the Audit
Committee $120,000 per annum and each other Director $100,000 per annum. In addition,
Directors are paid $300 per hour for time spent in relation any ad-hoc committees, such as a
Due Diligence Committee.
Greg Goodman and John Dakin are remunerated by way of salary for their executive roles and
are not paid any additional remuneration for their positions as Directors on the Board.
Chief Executive Officer and employee remuneration
The remuneration of the CEO and other employees is designed to attract and retain the most
talented and experienced individuals. Packages include a base salary, together with short-term
and long-term incentive components.
A summary of key remuneration principles is set out below:
+the basis of remuneration is local market referenced base salary, reviewed annually
+employees may be awarded short term incentives in the form of discretionary cash bonuses.
These remain subject to the performance of GMT, Goodman Group and the individual against
specific financial and operational targets
+all employees (other than the CEO) can participate equally in two long term incentive
plans designed to maximise long-term alignment with unitholders of GMT (“NZ LTIP”) and
securityholders of Goodman Group (“Goodman 5-year LTIP”)
+for the NZ LTIP, performance rights are awarded which give employees the right to acquire, for
nil consideration, Goodman Property Trust units subject to the satisfaction of hurdles assessed
over specific three-year testing period timeframes. GMT units awarded are sourced from units
held by Goodman Group or purchased on-market by Goodman Group. GMT does not issue any
new units in relation to the NZ LTIP
+under the Goodman 5-year LTIP, performance rights are awarded which give employees the
right to acquire, for nil consideration, stapled securities of Goodman Group subject to the
satisfaction of hurdles assessed over specific three-year testing period timeframes
+for both LTI schemes, an employee is required to remain employed for the full five-year period
from the initial grant to be eligible to receive all the awards that meet performance hurdles
+with effect from this financial year, the CEO participates in a new Goodman Group LTIP which
has a four-year testing period for all performance rights, followed by a seven-year vesting period
(“Goodman 10-year LTIP”). In all other respects this scheme replicates the Goodman 5-year LTIP.
Employees automatically receive life insurance cover and salary continuance insurance and
for those that are participating, KiwiSaver contributions of 3% are made in addition to salary
payments. Dependent on role, employees may receive the use of a company vehicle and may
have a workplace carpark provided.
The remuneration of the CEO, including the nature and amount of each major element, is shown
below. All amounts are in New Zealand dollars.
Chief Executive Officer’s Short-Term Remuneration
Salary
$
Bonus
$
KiwiSaver
$
To t a l
$
31 March 2022450,000700,00034,5001,184,500
31 March 2021450,000700,00034,50 01,184,50 0
Chief Executive Officer’s Long-Term Remuneration
Goodman 5-year LTIPN Z LT I PGoodman 10-year LTIP
Number of Performance RightsGrantedVestingGrantedVestingGrantedVesting
31 March 2022–130,000–915,766405,000–
31 March 2021125,000128,959934,50 0832,683––
1
Bonus paid in the year ended 31 March 2022 related to GPSNZ’s year ended 30 June 2021 and was paid in
August 2021. Bonus paid in the year ended 31 March 2021 related to GPSNZ’s year ended 30 June 2020 (paid in
August 2020).
More than 90% of the CEO's total remuneration received during the year to 31 March 2022 was
performance based and therefore at risk. For the year ended 31 March 2022 the ratio between
the median of the base salaries paid to full time employees and the Chief Executive Officer was
1 to 4.5.
Participation in long term incentive schemes
During the year ended 31 March 2022 the NZ LTIP vested a total of 3,913,670 GMT units with
a market value of $8.9 million on the date of vesting. Employees were offered the option to cash-
out their NZ LTIP, with 60% of vesting units elected for cash-out.
1
110GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
CORPORATE GOVERNANCE — CONTINUED
During the year ended 31 March 2022, the Goodman Group LTIP vested a total of 552,685
GMG securities to employees, with a market value of NZ$13.2 million on the date of vesting.
As at 31 March 2022, under the three LTI schemes employees, held performance rights some
of which had completed their testing period and met some or all of the performance hurdles
(“tested performance rights”). These performance rights will vest to employees over the next
three years subject to continued employment and limited other circumstances. In addition,
employees hold performance rights which have not yet reached the end of their testing period
(“untested performance rights”).
Total performance rights held by employees as at 31 March 2022 is summarised below:
NZ
LT I P
Goodman
5-year
LT I P
Goodman
10-year
LT I P
Tested performance rights 4,184,96854 6,127–
Untested performance rights9,834,4 051 ,174 , 2 9 4405,000
Total performance rights held14,019,3731,72 0 , 42 1405,000
Principle 6 — Risk Management
The Manager maintains a risk management framework for GMT that includes regular reporting to
both the Audit Committee and the Board and the undertaking of an annual risk assessment for GMT.
The Board has the overall responsibility for ensuring that risk is managed effectively. This
includes consideration of all strategic, operational, financial and compliance risks. The Audit
Committee reviews the effectiveness of the risk management process.
Risk register
The register identifies the material risks to the business, assessing the impact and likelihood of
each risk along with the steps taken to mitigate possible adverse impacts. Customer, environmental,
financial, human, health and safety, regulatory and reputational impacts are all considered.
The Manager’s business risk function facilitates the annual review of the risk register in conjunction
with senior management. Existing risks are reassessed, and new risks considered during the review.
Financial risk management policy
The policy reflects the Board’s approach to managing financial risks. It includes policies, controls
relating to:
+Liquidity risk
+Interest rate risk
+Foreign exchange risk
+Counterparty credit risk
+Operational risk
This policy is reviewed by the Board annually.
Health and Safety
The health, safety and wellbeing of employees, customers, contractors and the wider community
is a business priority.
Since the introduction of the Health and Safety at Work Act 2015 the Manager has worked
closely with staff and contractors to develop a culture of greater safety awareness. The
emphasis on proper processes, vigilance and personal responsibility is consistent with the aim
of being free of serious harm accidents.
Detailed reporting, including trend analysis, is provided to the Board on a regular basis and used
to identify and mitigate future health and safety risks.
There were no serious harm accidents recorded in the last financial year.
Principle 7 — Auditors
The Audit Committee ensures the quality and independence of the external audit process.
The Committee ensures the annual audit is carried out independently and without impairment
maintaining the credibility and reliability of the Trust’s financial reporting.
Annual meeting attendance
The Manager also requires the external auditors to attend the annual meeting to answer Unitholders’
questions about the conduct of the audit, as well as the preparation and content of the independent
auditor’s report.
Internal audit
The Audit Committee approves the annual internal audit programme. The scope of the internal
audit programme varies from year to year depending on the outcome of the risk assessment
review described in Principle 6.
The service is performed by Goodman Group with its engagement approved by the Trust’s
supervisor and the Independent Directors.
Principle 8 — Unitholder Rights & Relations
The Board and Manager encourage investor engagement and facilitate this through regular
communication and meeting opportunities. The Manager’s investor relations resource is
responsible for delivering this programme. It typically includes:
+An annual meeting
+Investor open days
+Periodic newsletters
+Annual reports
+Live webcasts of the interim and annual result presentations
+Regular institutional investor and analyst meetings
+National road show presentations
+Investor briefings
111
CORPORATE GOVERNANCE — CONTINUED
The investor relations section of the website is the repository of important information about
GMT and GMT Bond Issuer Limited. It includes, NZX releases, financial result and meeting
presentations, reports and newsletters, and distribution histories. It also allows investors to view
current prices and link to the Registrar to check their holding, update details and download forms.
Investors have the option of receiving communication in printed or electronic format and live
webcasting is provided for the annual meeting and financial result presentations.
A dedicated toll-free investor line is also available for any investment related queries,
0800 000 656 (+64 9 375 6073 from outside New Zealand).
Annual meeting of Unitholders
The Trust Deed requires an annual meeting of Unitholders every year. The Board encourages
the participation of Unitholders at these meetings to ensure accountability and familiarity with
the objectives of its investment strategy.
The next annual meeting is to be held on 8 July 2022.
Further details will be contained in the Notice of Meeting, which is expected to be distributed
on or around 9 June 2022. This timing is consistent with the NZX requirement of being at least
28 days ahead of the meeting.
Voting on resolutions is done by poll and online proxy voting is provided for investors unable to
attend. Unitholders have one vote per unit they hold.
OTHER STATUTORY AND LISTING RULE DISCLOSURES
NZX Waivers
NZX has granted waivers to GMT and GMT Bond Issuer Limited at various times, some of which have
been relied upon by GMT and GMT Bond Issuer Limited during the year ended 31 March 2022.
GMT
On 6 May 2019, NZX granted GMT waivers from various Listing Rules, set out below. GMT was
granted waivers by the NZX from the equivalent provisions of the Listing Rules, which applied
before 1 January 2020, in decisions dated 21 April 2005 and 18 October 2010.
1. NZX granted GMT waivers from various governance requirements in Listing Rules 2.2,
2.3, 2.4, 2.7 and 2.8 to the extent that these rules would apply to GMT’s non-Independent
Directors. As GMT is a managed investment scheme, the governance requirements and
processes to be followed by issuers of Equity Securities (in receiving nominations and the
appointment and duration of that appointment of a Director), are not readily applicable to
GMT’s governance structure. The effect of the waivers from Listing Rules 2.2, 2.3, 2.4, 2.7
and 2.8 is that the governance processes of the Board of the Manager remains consistent
with how it was governed before the waivers were granted. The waivers from Listing Rules
2.2, 2.3, 2.4, 2.7 and 2.8 have been granted on the condition that GMT complies with
those Listing Rules in respect of the Manager’s Independent Directors, and GMT having a
Non Standard (NS) designation in accordance with Listing Rule 1.18.1.
2. NZX granted GMT a waiver from Listing Rule 2.10 to the extent that Directors of the
Manager are “interested” in transactions that the Manager is entering for the purposes
of the day-to-day management of GMT, solely due to those Directors being a Director of
the Manager. Without this waiver, the Directors of the Manager could be deemed to be
“interested” in every decision relating to the investments by GMT due to the relationship
between the Manager, GMT and Unitholders, with the Directors therefore unable to vote on
these decisions. The waiver from Listing Rule 2.10 has been granted on the condition that
any Director abstain from voting on any transactions entered into by the Manager on behalf
of GMT with another entity in respect of which the Director would be otherwise “interested”.
3. NZX granted GMT a waiver from Listing Rules 2.11 and 2.12. The effect of the waivers
from Listing Rules 2.11 and 2.12 is that the remuneration of the Directors of the Manager is
not required to be approved by Unitholders, as the remuneration is paid out of the fees the
Manager is entitled to in relation to its role as manager of GMT under the Trust Deed, and
which has been approved by Unitholders. The waivers from Listing Rules 2.11 and 2.12 are
granted on the following conditions:
(a) all of the Manager’s Directors’ remuneration is paid directly from the income of the
Manager
(b) the income of GMT cannot directly be applied in satisfaction of Directors’ remuneration
(c) the Manager discloses in its annual report the income it has earned in respect of its
management of GMT for the prior financial year.
4. NZX granted GMT a waiver from Listing Rule 2.20.1(a)(i) to the extent that this rule requires
Rules 2.2.1 and 2.8.1 to be incorporated by reference into the Trust Deed of GMT, which
GMT has been granted waivers from, discussed above. The effect of this waiver is to ensure
there is consistency between the waivers granted and the contents of the Trust Deed.
5. NZX granted GMT a waiver from Listing Rule 4.2.2 permitting the issue of Units (on a perpetual
basis) to the Manager as consideration for the Manager’s performance fee (“Performance
Fee Units”) under the terms of the Trust Deed, without the annual approval of Unitholders.
The waiver from Listing Rule 4.2.2 has been granted on the following conditions:
(a) that any Performance Fee Units would be issued to the Manager in accordance with
the terms of the Trust Deed, as approved by Unitholders at GMT’s annual meeting on
2 August 2011
(b) the terms and effect of this waiver are disclosed in any Offering Document distributed
or registered in respect of an offer of Units during the period in which this waiver is
relied upon
(c) the number and price of Performance Fee Units issued to the Manager is disclosed in
each annual report during the period in which those Units are issued.
112GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
CORPORATE GOVERNANCE — CONTINUED
GMT Bond Issuer Limited
No waivers were relied upon during the period.
A complete copy of the waivers provided by NZX can be found at www.nzx.com under the GMT
code.
Summary of recent Trust Deed amendments
During the period from 1 April 2021 to 31 March 2022, GMT’s Trust Deed was not amended.
GMT’s Trust Deed is available on the Corporate Governance section of the Goodman Property
Trust Website at www.goodman.com/nz. It is also available on the Disclose Register accessible
on the Companies Office website (https://www.companiesoffice.govt.nz/disclose).
Register of Directors’ holdings as at the Balance Date (to 31 March 2022)
The table below shows all relevant interests of Directors in Units and Goodman+Bonds under
the FMCA, which include legal and beneficial interests in Units.
DirectorUnits
Goodman+
Bonds
Keith Smith (Chair)
1
4 6 7,7 3 3Nil
Laurissa CooneyNilNil
David Gibson
2
127,579.54Nil
Leonie Freeman
3
173 ,7 5 0Nil
Gregory GoodmanNilNil
Phil PrykeNilNil
John Dakin
4
2,249,288Nil
1
Keith holds a beneficial interest in 378,460 GMT units through The Selwyn Trust. He is also a trustee of that trust.
Keith has an interest as a trustee only (i.e. no beneficial interest) in a further 89,273 units, through being trustee of
The Gwendoline Trust.
2
David holds 52,100 GMT units through Custodial Services Limited on behalf of the Rakino Trust of which he is a trustee
and beneficiary. David Gibson has an interest in 75,479.54 GMT units held in a custodial account by Craigs Investment
Partners Kiwisaver Account.
3
Leonie holds her GMT units through the Wave Trust of which she is a trustee and beneficiary.
4
John holds his units through the SGH Investment Trust of which he is a trustee and beneficiary.
OTHER DISCLOSURES FOR GMT BOND ISSUER LIMITED
Interests register
GMT Bond Issuer Limited is required to maintain an interests register in which the particulars
of certain transactions and matters involving the Directors must be recorded. The interests
register is available for inspection on request.
Specific disclosures of interests
During the financial period, GMT Bond Issuer Limited did not enter into any transactions in which
its Directors had an interest. Accordingly, no disclosures of interest were made.
Indemnity and insurance
In accordance with section 162 of the Companies Act 1993 and its constitution, GMT Bond
Issuer Limited has provided insurance for, and indemnities to, Directors for losses from actions
undertaken in the course of their duties. The insurance includes indemnity costs and expenses
incurred to defend an action that falls outside the scope of the indemnity. The cost of such
insurance has been certified as fair by the Directors of GMT Bond Issuer Limited. Particulars
have been entered in the interests register pursuant to section 162 of the Companies Act 1993.
Use of company information by Directors
No member of the Board issued a notice requesting to use information received in his or her
capacity as a Director which would not have otherwise been available to that Director.
Donations
GMT Bond Issuer Limited did not make any donations during the financial period.
Audit fees
All audit fees and fees for other services provided by PricewaterhouseCoopers are paid by GMT.
Directors’ disclosure
During the year ended 31 March 2022, Directors’ disclosed interest or cessation of interest
(indicated by (C)), in the following entities pursuant to section 140 of the Companies Act 1993.
David Gibson
Manawa Energy Limited
(formerly Trustpower Limited (C)
Freightways Limited (started 1 April 2022)
Keith Smith
Mercury NZ Limited (C)
113
Phillip Pryke
Non-executive Director
David Gibson
Independent Director
Laurissa Cooney
Chair, Audit Committee
and Independent Director
Leonie Freeman
Independent Director
Gregory Goodman
Non-executive Director
Keith Smith
Chair and Independent Director
John Dakin
Chief Executive Officer and Executive Director
BOARD OF
DIRECTORS
114GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
Andy Eakin
Chief Financial Officer
Anton Shead
General Counsel and Company Secretary
Michael Gimblett
General Manager – Development
John Dakin
Chief Executive Officer and Executive Director
Jonathan Simpson
Head of Corporate Affairs
James Spence
Director – Investment Management
Mandy Waldin
Marketing Director
Sophie Bowden
Human Resources Business Partner
Kimberley Richards
Director – Investment Management
and Capital Transactions
MANAGEMENT
TEAM
115
INTRODUCTION
Ensuring Unitholders and Bondholders are well informed and easily able to manage their
investment is a key priority of the Manager’s investor relations team. Regular meetings and
communications, its website and a dedicated toll-free contact number provide investors with
the means to make informed decisions.
INVESTOR CENTRE
The website, www.goodman.com/nz, enables Unitholders and Bondholders to view information
about their investment, check current prices and view publications and announcements.
HELPLINE
The Manager has a dedicated toll-free number, 0800 000 656 (+64 9 375 6073 from
outside New Zealand), which will connect Unitholders and Bondholders directly with the investor
relations team who will assist with any queries.
REGISTRAR
Computershare Investor Services Limited is the registrar with responsibility for administering
and maintaining the Trust’s Unit and Bond Registers.
If you have a question about the administration of your investment, Computershare can be
contacted directly:
+by phone, on their toll-free number 0800 359 999
(+64 9 488 8777 from outside New Zealand)
+by email, to enquiry@computershare.co.nz
+by mail, to Computershare Investor Services Limited, Private Bag 92119, Auckland 1142.
COMPLAINTS PROCEDURE
As a financial service provider registered under the Financial Service Providers (Registration
and Dispute Resolution) Act 2008, the Manager is a member of an approved dispute resolution
scheme (registration number FSP36542).
Complaints may be made to the Manager or through the financial dispute resolution scheme.
Contact details of both are included in the corporate directory at the end of this document.
TOP 20 UNITHOLDERS
As at 30 April 2022
Rank Registered name
Holding
balance
% of total
issued units
1Goodman Investment Holdings (NZ) Limited 345,971,371 2 4 .76
2HSBC Nominees (New Zealand) Limited 98,195,615 7. 0 3
3Accident Compensation Corporation 73,979,353 5.29
4HSBC Nominees (New Zealand) Limited A/C
State Street
67,422,637 4.83
5FNZ Custodians Limited 63,567,886 4.55
6JPMorgan Chase Bank NA NZ Branch
– Segregated Clients Acct
57,855,379 4.14
7Citibank Nominees (New Zealand) Limited 56,982,310 4.08
8Custodial Services Limited 44,683,585 3.20
9Tea Custodians Limited Client Property
Trust Account
32,095,901 2.30
10BNP Paribas Nominees (NZ) limited 30,198,084 2.16
11ANZ Wholesale Trans-Tasman Property
Securities Fund
29,151,397 2.09
12New Zealand Depository Nominee Limited 26,809,298 1.92
13Forsyth Barr Custodians Limited 25,005,628 1 .7 9
14Hobson Wealth Custodian Limited 21,994,161 1.57
15HSBC Nominees A/C NZ Superannuation Fund
Nominees Limited
15,342,050 1.10
16Investment Custodial Services Limited 14,559,263 1.04
17JBWere (NZ) Nominees Limited 14,035,638 1.0 0
18ANZ Wholesale Property Securities 11,622,676 0.83
19BNP Paribas Nominees (NZ) limited 11,034,217 0 .7 9
20Mint Nominees Limited 10,936,209 0 .7 8
Units held by top 20 Unitholders 1,051,442,658 75.25
Balance of Units held 345,860,680 2 4 .75
Total of issued Units 1,397,303,338 100.00
INVESTOR RELATIONS
116GOODMAN PROPERTY TRUST ANNUAL REPORT 1211GMT BOND ISSUER LIMITED ANNUAL REPORT 1211
UNITHOLDER DISTRIBUTION
As at 30 April 2022
Unitholding Range
Number of
Unitholders
Number of
Units
1 to 9,9993,23515,282,4 02
10,000 to 49,9994,05988,4 49,106
50,000 to 99,99955536,6 4 9,627
100,000 to 499,99935263,085,0 48
500,000 to 999,9992213,925,703
1,000,000 and above 291,179,911,452
To t a l8,2521,397,303,338
SUBSTANTIAL UNITHOLDERS
As at 31 March 2022
It is a requirement of the Financial Markets Conduct Act 2013
(1)
that each listed issuer
makes available the following information in its Annual Report.
Unitholder
Number of
Units Held
(2)
Goodman Investment Holdings (NZ) Limited 3 4 5,971,371
(3)
Goodman Limited 3 4 5,971,371
(3)
Accident Compensation Corporation 69,315,287
(1)
The numbers of Units listed above are as at 31 March 2021 according to disclosures made under
section 280(1)(b) of the Financial Markets Conduct Act 2013 and (prior to 1 December 2014) notices
received under section 26 of the Securities Markets Act 1988. As these disclosures and notices are
required to be filed only if the total holding of a Unitholder changes by 1% or more since the last notice filed,
the numbers noted in this table may differ from those shown in the list of top 20 Unitholders. The list of top
20 Unitholders is shown as at 30 April 2022, rather than 31 March 2022.
(2)
The total number of Units on issue as at 31 March 2022 was 1,397,303,338.
(3)
Due to the breadth of the definition of ‘Substantial Product Holder’ in the Financial Markets Conduct
Act 2013 and the nature of Goodman Group’s corporate structure, the list above requires Goodman Group’s
holding in GMT to be shown through multiple entities each holding differing (i.e. legal or beneficial) interests.
The total holding of Goodman Group as at 31 March 2022 was 345,971,371 Units.
BONDHOLDER DISTRIBUTION
As at 30 April 2022
GMB030
Number of
Bondholders
Number of
Bonds
1 to 9,999 164918,000
10,000 to 49,999 5319,071,000
50,000 to 99,999 633,789,000
100,000 to 499,999 203,395,000
500,000 to 999,999 53,414,000
1,000,000 and above 979,413,000
To t a l 792100,000,000
GMB040
Number of
Bondholders
Number of
Bonds
1 to 9,999 1491,000
10,000 to 49,999 1162,254,000
50,000 to 99,999 211,286,000
100,000 to 499,999 173,385,000
500,000 to 999,999 74,115,000
1,000,000 and above 788,869,000
To t a l 182100,000,000
GMB050
Number of
Bondholders
Number of
Bonds
1 to 9,999 28149,000
10,000 to 49,999 1572,891,000
50,000 to 99,999 16981,000
100,000 to 499,999 142,435,000
500,000 to 999,999 53,366,000
1,000,000 and above 790,178,000
To t a l 227100,000,000
GMB060
Number of
Bondholders
Number of
Bonds
1 to 9,999 42232,000
10,000 to 49,999 2345,091,000
50,000 to 99,999 372,264,000
100,000 to 499,999 295,472,000
500,000 to 999,999 21,385,000
1,000,000 and above 16135,556,000
To t a l 360150,000,000
117
GLOSSARY
118GOODMAN PROPERTY TRUST ANNUAL REPORT 2022GMT BOND ISSUER LIMITED ANNUAL REPORT 2022
$ and cents
New Zealand currency.
Balance date
31 March 2022.
Board
the Board of Directors of the Manager and GMT
Bond Issuer Limited.
Bondholder
a person whose name is recorded in the register as
a holder of a Goodman+Bond or Green Bond.
Cash earnings
Cash earnings is a non-GAAP measure that
assesses free cash flow, on a per unit basis,
after adjusting for certain items. Calculation of
GMT’s cash earnings is set out on page 48.
CEO
the Chief Executive Officer of the Manager.
Chair
the Chair of the Board of the Manager.
Co-ownership Agreement
the agreement of that name between the Manager,
Goodman Property Aggregated Limited, the
Trustee, Goodman Funds Management Limited
as responsible entity of GIT, Tallina Pty Limited
as trustee of Penrose Trust, and Trust Company
Limited as custodian of Tallina Pty Limited, dated
1 April 2004 as amended by the Restructuring
Agreement between the same parties dated
7 March 2005, relating to the buying, selling
and holding of property by the Trust and
Goodman Group in 50/50 shares.
CPU or cpu
cents per unit.
Disclose Register
the Disclose Register is a register for offers of
financial products and managed investment
schemes under the Financial Markets Conduct
Ac t 2013.
Director
a director of the Manager and GMT Bond Issuer
Limited.
GIT
Goodman Industrial Trust and its controlled
entities, as the context requires.
GL
Goodman Limited and its controlled entities, as
the context requires.
GMB
GMT Bond Issuer Limited, a wholly owned
subsidiary of Goodman Property Trust.
Goodman
means Goodman (NZ) Limited as the Manager
of the Trust.
Goodman Group or GMG
means GL, GIT and Goodman Logistics (HK)
Limited, operating together as a stapled group.
Where either GL, GIT or and Goodman Logistics
(HK) Limited is party to a contract or agreement
or responsible for an obligation or liability,
without the other, all references to Goodman
Group as concerns that contract, agreement
or responsibility shall be to that party alone.
Goodman+Bond, Green Bond or Bond
a bond issued by GMB.
GPSNZ
Goodman Property Services (NZ) Limited.
Independent Director
has the meaning given to that term in the Listing
Rules which, for the Manager are those persons
listed on the following page.
Listing Rules
the Listing Rules of NZX from time to time and
‘LR’ is a reference to any of those rules.
Loan to value ratio or LVR
Loan to value ratio is a non-GAAP financial
measure used to assess the strength of GMT’s
balance sheet. The calculation is set out in
note 2.6 of GMT’s financial statements.
Management
the senior executives of the Manager.
Manager or GNZ
the manager of the Trust, Goodman (NZ)
Limited.
N TA
net tangible assets.
NZ IFRS
New Zealand equivalents to International
Financial Reporting Standards.
NZDX
the New Zealand debt market operated
by NZX.
NZX
means NZX Limited.
NZX Code
means the NZX Corporate Governance
Code 2019.
Operating earnings
Operating earnings is a non-GAAP financial
measure included to provide an assessment of
the performance of GMT’s principal operating
activities. Calculation of operating earnings is
as set out in GMT’s Profit or Loss statement.
Registrar
the unit registrar for GMT and Goodman+Bond
registrar for GMB which, at the date of this
Annual Report, is Computershare Investor
Services Limited.
sqm
square metres.
Total Unitholder Return
GMT’s stock market performance including
unit price appreciation and distributions paid.
Trust Deed
the GMT trust deed dated 23 April 1999,
as amended from time to time.
Trust or GMT
Goodman Property Trust and its controlled
entities, including GMB, as the context requires.
Trustee
the trustee of the Trust, Covenant Trustee
Services Limited.
Unitholder or unitholder
any holder of a Unit whose name is recorded
in the register.
Unit or unit
a unit in GMT.
BUSINESS DIRECTORY
119
MANAGER OF GOODMAN
PROPERTY TRUST
Goodman (NZ) Limited
Level 2, 18 Viaduct Harbour Avenue
Au c k l a n d 1010
PO Box 90940
Victoria Street West
A u c k l a n d 1142
Toll free: 0800 000 656
(within New Zealand)
Telephone: +64 9 375 6060
(outside New Zealand)
Email: info-nz@goodman.com
Website: www.goodman.com/nz
ISSUER OF
GOODMAN+BONDS
GMT Bond Issuer Limited
Level 2, 18 Viaduct Harbour Avenue
Au c k l a n d 1010
PO Box 90940
Victoria Street West
A u c k l a n d 1142
Toll free: 0800 000 656 (within
New Zealand)
Telephone: +64 9 375 6060
(outside New Zealand)
Email: info-nz@goodman.com
Website: www.goodman.com/nz
COMPLAINT PROCEDURE
Financial Dispute
Resolution Service
Freepost 231075
PO Box 2272
Wellington 6140
Toll free: 0508 337 337
(within New Zealand)
Telephone: +64 4 910 9952
(outside New Zealand)
Email: enquiries@fdr.org.nz
AUDITOR
PricewaterhouseCoopers
P w C To w e r
15 Customs Street West
Au c k l a n d 1010
Private Bag 92162
Auckland
Telephone: +64 9 355 8000
Facsimile: +64 9 355 8001
REGISTRAR
Computershare Investor
Services Limited
Level 2, 159 Hurstmere Road
Takapuna
Private Bag 92119
Victoria Street West
A u c k l a n d 1142
Toll free: 0800 359 999
(within New Zealand)
Telephone: +64 9 488 8777
(outside New Zealand)
Facsimile: +64 9 488 8787
Email: enquiry@computershare.co.nz
LEGAL ADVISORS
Russell McVeagh
Level 30, Vero Centre
48 Shortland Street
PO Box 8
A u c k l a n d 114 0
Telephone: +64 9 367 8000
Facsimile: +64 9 367 8163
TRUSTEE AND SUPERVISOR
FOR GOODMAN
PROPERTY TRUST
Covenant Trustee Services Limited
Level 6, Crombie Lockwood Building
191 Queen Street
PO Box 4243
A u c k l a n d 114 0
Telephone: +64 9 302 0638
BOND TRUSTEE
Public Trust
Level 9
34 Shortland Street
PO Box 1598
Shortland Street
A u c k l a n d 114 0
Toll free: 0800 371 471
(within New Zealand)
Telephone: +64 9 985 5300
(outside New Zealand)
DIRECTORS OF GOODMAN
(NZ) LIMITED AND GMT BOND
ISSUER LIMITED
Chair and Independent Director
Keith Smith
Independent Directors
Laurissa Cooney
Leonie Freeman
David Gibson
Executive Director
John Dakin
Non-executive Directors
Gregory Goodman
Phillip Pryke
MANAGEMENT TEAM OF
GOODMAN (NZ) LIMITED AND
GMT BOND ISSUER LIMITED
Chief Executive Officer
John Dakin
Chief Financial Officer
Andy Eakin
General Counsel and Company
Secretary
Anton Shead
Director Investment Management
James Spence
General Manager Development
Michael Gimblett
Director Investment Management
and Capital Transactions
Kimberley Richards
Head of Corporate Affairs
Jonathan Simpson
Marketing Director
Mandy Waldin
Human Resources Business Partner
Sophie Bowden
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