Asset Plus FY22 Annual Report & Eastgate Settlement Update
NZX RELEASE
30 June 2022
Asset Plus FY22 Annual Report & Eastgate Settlement Update
Asset Plus (NZX:APL) is pleased to release its 2022 Annual Report. This follows the announcement on
19 May 2022 of the FY22 financial result.
Asset Plus also advises that it expects settlement of the sale of Eastgate to now occur in late July or
early August due to delays with approval of the subdivision plan and obtaining third party consents. All
outstanding matters have been resolved and the subdivision is currently being processed by LINZ with
LINZ accepting Asset Plus’ request to process the e-dealing with urgency. Settlement is to occur 15
working days after the new titles have been issued.
While Asset Plus does have the ability to terminate the agreement and retain the deposit if the new titles
do not issue by 1 July, Asset Plus does not currently intend to exercise that right given the issue of new
titles is imminent and the purchaser has no right to withdraw from the contract. That termination right
does not expire and Asset Plus reserves all rights in respect of it. Asset Plus will provide a further update
when the new titles have issued, and the settlement date is confirmed.
-ENDS-
For further information please contact:
Mark Francis Simon Woollams
CEO, Centuria NZ Asset Plus CFO, Centuria NZ
Manager of Asset Plus Manager of Asset Plus
+64 9 300 6161 +64 9 300 6161
Stephen Brown-Thomas Matthew Butt
Asset Plus Fund Manager Head of Investor Relations
Centuria NZ, Manager of Asset Plus Centuria NZ, Manager of Asset Plus
+64 9 300 6161 +64 9 300 6161
---
ANNUAL REPORT 2022
Munroe Lane, Auckland
Contents
01
20
30
02
06
08
04
21
56
16
63
Chairman’s Letter
Director Profiles
Financial Statements
Key Points from the
Financial Year
ESG Initiatives
Property Report
Portfolio Performance
The Manager
Independent
Auditor’s Report
Finance Report
Directory
22
Corporate
Governance
Chairman’s Letter
Chairman’s Letter
Against the backdrop of a changing macroeconomic
environment, Asset Plus has moved to capitalise on
opportunities to deliver the best outcome for shareholders.
The ongoing effects of the Covid-19 pandemic have
created a level of material future uncertainty in property
and investment markets, with widespread immediate
impacts as a result of government mandated lockdowns.
The consequences for the property sector have been
significant, with workers forced to work from home for
a prolonged period, retailers closing and companies
typically not making major property decisions given wider
economic uncertainty. The construction sector has also
been profoundly impacted by supply chain interruptions
and associated cost escalations. We noted last year that
the scale of potential development opportunities before
us required a prudent capital management strategy given
the size of the balance sheet.
With this changing macroeconomic environment, we
have elected to take up opportunities to restructure
the portfolio with a view to substantially de-risking
the company.
The first such decision came in the opportunity to sell
Eastgate Shopping Centre in Christchurch in early
2021. We elected to defer the scheduled settlement
date during this financial year to facilitate a subdivision
application by the purchaser. That decision bolstered
earnings for the company, and also allowed a full year
depreciation claim to be made to 31 March 2022. The
property is expected to settle in mid 2022 subject to the
new titles being issued by LINZ.
Subsequently, and post the end of the financial year, the
opportunistic sale of our property at 35 Graham Street in
Auckland, after receiving an unsolicited offer, mitigates
those balance sheet constraints and sets the company on
a pathway back to a very conservative gearing position
of circa 10% against a sector average of approximately
30%, once settled. The sale removes all leasing and
development risk for the property, in what is a currently
very challenging environment.
With a sale price of $65 million, the transaction will realise
capital above the 31 March 2022 independent valuation
undertaken by JLL of $56 million. Shareholders approved
this sale at a Special Meeting held on 3 June 2022.
The company’s focus in the near term is now on the
completion and settlement of the Eastgate transaction
and the successful completion of the Munroe Lane
development. Munroe Lane will add to the portfolio a
brand new sustainable building with a 5 star Green-Star
design rating, with a blue chip tenant covenant across
two thirds of the property. Construction activity continues
to progress well, albeit delayed as a result of Covid-19.
Leasing interest is increasing as the property continues
to take shape with the main structure expected to be
topped out shortly. Demand for high quality, long dated
income producing assets continue to appeal, with the as-
complete fully leased valuation increasing from $146.85m
to $147.50m as at 31 March 2022.
Covid-19 continued to impact on the investment portfolio,
with further rental abatement and relief provided to our
tenants to ensure their longevity at both Stoddard Road,
and Eastgate. Pleasingly we’ve renewed the majority of
leases, and secured new tenants at Eastgate maintaining
operating cash flows ahead of settlement in mid-2022.
Beyond that, the Stoddard Road centre continues to
operate well, and enjoys 100% occupancy with contract
income increasing by $0.08m over the financial year.
We’ve been working closely with the company’s funder,
BNZ, throughout the year to navigate the changing
environment, with BNZ being very supportive of the
strategy. The company has agreed an amendment to
our banking facilities, which provides that the Interest
Cover Ratio (ICR) will not be tested for the period from
1 April 2022 until 31 March 2023 inclusive. This is
primarily driven by the upcoming divestment of Eastgate
and the resultant reduction in income and while the
Munroe Lane property is still under development.
We continue to implement various ESG initiatives
across the portfolio that remain appropriate for a
company of our scale.
Dividends equating to 97% of AFFO were paid
throughout the year, which was a change in strategy
from that articulated in the September 2020 capital raise,
whereby we undertook to fund any shortfall in dividends
from capital. As shareholders know, during the year we
paused dividend payments as the changing environment
and capital constraints on the company meant that this
was a prudent approach to adopt at this point in time.
The dividend remains subject to quarterly review, and is
currently suspended until sufficient operating earnings are
generated to support an ongoing sustainable dividend.
Finally, on behalf of the Board, we acknowledge that this
is a challenging time for many investors and we thank our
shareholders for their ongoing support.
Regards,
Bruce Cotterill
Chairman
01
Key Points
from the Financial Year
millionmillion
(5.4% at 31 March 2021)
(98.0% at 31 March 2021)
millionmillion
($15.95 million in
the prior year)
25.7
%
$
4.22
$
2.93
58.0
%
($5.82 million in
the prior year)
1
AFFO is a non-GAAP financial information, calculated based on guidance issued by the Property Council of Australia. Asset Plus considers that
AFFO is a useful measure for shareholders and management because it assists in assessing the Company’s underlying operating performance.
This non-GAAP financial information does not have a standardised meaning prescribed by GAAP and therefore may not be comparable to similar
financial information prescribed by other entities. The calculation of AFFO has been reviewed by Asset Plus' auditor, Grant Thornton Audit Limited.
A reconciliation between Net Profit After Tax and AFFO can be found on page 18.
LOAN TO VALUE RATIO
ADJUSTED FUNDS
FROM OPERATIONS
1
OF
NET PROFIT AFTER TAX
PORTFOLIO OCCUPANCY
Key Points f rom the Financial Year
02
reduced from 44.8 cps
cents per share cents per share
(97% at 31 March 2021)
44.0
yearsyears
down from 2.75
years in the prior
year. Following
sale of Eastgate,
the WALE
reduces to ~1.40
years (excluding
Munroe Lane)
2.21
WALE
NET TANGIBLE
ASSETS
Key Points f rom the Financial Year (continued)
Munroe Lane
development
approximately
54% complete -
completion expected
in quarter ending
30 June 2023
of AFFO
97
%
DIVIDEND PAYOUT
RATIO OF
Sale of 35 Graham Street for
$65 million - shareholder
vote passed 3 June 2022
03
Portfolio Performance
The portfolio performed largely in line with prior years on
a normalised basis, however the result for the period was
impacted by relatively flat valuations and loss of rental
income on the 35 Graham Street property following the
expiry of the Auckland Council lease.
The Eastgate settlement was deferred from this
financial year to next, bolstering operating income for
the period. Stoddard Road continues to retain 100%
occupancy, with renewals representing 14.7% of the
centre’s income renewed during the period. The Kamo
property has now been unconditionally sold, for $2.7m
with settlement to occur on 30 November 2022. The
sale proceeds will be utilised to repay debt and bolster
working capital for the company to facilitate the
completion of the Munroe Lane development.
Covid-19 Impacts
The Covid-19 pandemic created a level of material future
uncertainty in the real estate market. The immediate
impacts were widespread as a result of the government
mandated lockdowns nationally and at local levels.
Those lockdowns, and evolving variants of Covid-19
meant that the impacts have endured for longer than
was initially anticipated.
Rental abatements and relief were provided again
throughout the financial year to support tenants with
$0.286m granted, equating to approximately 2.8% of
the rental income for the financial year. Total abatements
and relief as a result of the Covid-19 pandemic now total
$0.686m ($0.4m in FY21).
The Government also enacted legislation in November
2021 forcing framework on both Landlords and Tenants
to resolve any disputes around an appropriate level of
relief and/or abatement.
The impacts of Covid-19 on the office sector have been
more profound than the industrial, commercial and retail
sectors with office workers largely forced to work from
home for a prolonged period of time and businesses
typically not making property decisions or commitments
given wider uncertainty, and the enduring nature of the
pandemic. This has been showcased through the subdued
leasing commitments to date in both the balance of
Munroe Lane, and the 35 Graham Street property.
The construction sector has also been heavily impacted
by Covid-19, in terms of logistics, supply chain,
and procurement issues, the availability of labour,
and interruptions from government restrictions and
lockdowns and the flow on impact of working at reduced
capacity. Extension of Time claims of 73 working days
relating to Covid-19 impacts on the Munroe Lane site
have been approved in the period with further Covid-19
related delays ongoing. Management have mitigated
these impacts on the Munroe Lane development, where
possible, by procuring materials in advance, and storing
them on site.
Post-balance date, the company also announced the
sale of 35 Graham Street, approved by shareholders at a
Special Meeting held on 3 June 2022 for $65.0 million, with
a deferred settlement in December 2023 – or December
2024 if additional consideration of $3.0 million is paid.
A reduced dividend was paid for the third quarter,
representing a payout ratio of 97% of Adjusted Funds
From Operations (AFFO), with the fourth quarter dividend
suspended until sufficient operating earnings are
generated to support an ongoing sustainable dividend.
Carrying Value ($m)Occupancy (%)WALT (Years)Passing Rent Yield (%)
Eastgate43.4696.03.938.10
Stoddard Road43.50100.03.506.37
35 Graham Street59.00---
6-8 Munroe Lane67.52 NA NA NA
Kamo2.90 NA NA NA
Total216.3858.02.21
04
Performance of the portfolio
05
Stoddard Road, Mt Roskill, Auckland
06
ESG Initiatives
A number of initiatives have been implemented over
the course of the year across the property portfolio.
Eastgate
Waste audit completed on site in a bid to
reduce landfill waste
Munroe Lane
5 Star Green Star Design and As Built
rating obtained for the development. This
is estimated to be approximately 60-65%
more efficient than a non-Green Star
rated building and is estimated to reduce
emissions
Environmental
Staff
Given the external management of the company there are no staff employed by the Company.
The Manager's employees operate under Centuria Capital Group’s ESG framework.
Eastgate
Hosted Youthtown in a vacant tenancy at no
charge. Youthtown provide afterschool and
weekend programmes for disadvantaged youth
Hosted charity collections for SPCA, RSA, Heart
Appeal, Cholmondeley Children’s Centre, Aviva
and NZ Guide Dogs
Hosted mobile breast screening in car park for 8
weeks a year
Worked in with The Loft to support their
services, including hosting a pop-up Citizens
Advice, a problem gambling stand 6 times per
year, and ran a food appeal through the centre
and social media channels
Social
35 Graham Street
Salvageable components from the soft-strip out of the existing fit-out were recovered and sent to Tonga as
part of a disaster relief package post the Tsunami in early 2022
Munroe Lane
Supplier diversity implemented through Icon’s
procurement process in conjunction with
Amotai (NZ Governments intermediary for
supplier diversity) with 6 Amotai registered
subcontractors engaged on the project
The site is registered with Mates in
Construction, with on-site health and wellbeing
workshops being provided to all site personnel
on a regular basis
Commitment to engage ten apprentices,
cadets and/or trainees through the construction
phase, with a target of 50% from priority
groups. Eight apprentices currently working on
the site with five belonging to priority groups
All steel waste from site has been 100% recycled
81.7% of the total construction waste to date
has been diverted from landfill against a
target 70.0%
80% of the sheet piles (equating to 250 tonnes
of material) have been reused from gold mines
in the South Island
All materials excavated from site have been
tested and cleared of contaminants and
repurposed as bulk fill materials for other sites
within the area
ESG Initiatives
07
Artist's Impression of Munroe Lane
08
Property Report
The Munroe Lane development is
progressing well, albeit delayed as a result
of Covid-19 impacts. The as-if complete
valuation has increased from $146.85m to
$147.50m (on a fully leased basis).
Munroe Lane31-Mar-2131-Mar-22
Carrying Value$25.02m$67.52m
Valuation as-if Complete*$146.85m$147.50m
Net Contract Income$-$-
Passing Initial Yield N/AN/A
WALT (years)N/AN/A
Occupancy (As-complete)63%63%
The company’s construction delivery partner, Icon,
continue to progress construction of this development
despite the ongoing impacts of Covid-19 on both
resource and labour availability. Construction timeframes
have been adversely impacted by 73 working days,
through both the regional Auckland government
mandated lockdowns, positive Covid-19 cases, or close
contacts for people working both on site, and off-site
through the various supply chains. A number of mitigation
strategies have been implemented to combat the effects
of these issues on the delivery of Munroe Lane.
Munroe Lane
– Development progressing
Munroe Lane,
Albany, Auckland
*The valuation as-if complete is on a fully leased basis
Those Covid-19 impacts and associated mitigation
strategies have incurred approximately $1.5m of additional
costs to date that will be funded from the projects
contingency. Management now anticipate completion
of the development in the quarter ending June 2023, as
compared to the originally scheduled completion date of
December 2022.
The majority of costs were fixed with Icon when the contract
was entered into, therefore current escalation in construction
costs to date have largely been avoided, except where
changes have been made or variations instructed. The
company retains some working capital facilities that will be
available should Covid-19 impacts continue to endure and
adversely impact the project.
The 5 Star Green-Star Design rating has now been obtained
for the development with a number of sustainability
initiatives implemented to date, including recycling all steel
waste from site, diverting 81.7% of construction waste from
landfill, and recycling 80% of the projects sheet piles.
The company continues to retain a very close working
relationship with the anchor tenant, Auckland Council,
who have a 15-year lease from completion over 63% of
the building (by income). Leasing activity for the balance
of the space has been subdued as a result of the impacts
of Covid-19 on the office market, and subsequent large
increase in sub-lease space becoming available on the
North Shore. Leasing interest however has increased
through 2022 as the building has substantially now come
out of the ground, companies have been returning back to
their offices, and available sub-lease space is being taken
up. A number of leasing proposals have been made to
prospective tenants, with all real estate agencies actively
engaged on leasing the available space. Management
remain confident in the appeal of the property and its
decentralised location to prospective tenants.
Council wishes to acknowledge the
efforts undertaken by Asset Plus to work
closely with us to develop a great office
building that supports council staff
to deliver great service outcomes for
Auckland residents. We also appreciate
Asset Plus' commitment to meeting
New Zealand Green Star 5 rating which
supports our overall objectives to reduce
our carbon footprint and their willingness
to embrace our “He Kaupapa” guidelines
by incorporating Māori design outcomes
embedded in the development of the
building, supporting who we are and
how we serve our communities.
- Rod Aitken, Head Of Corporate Property,
Auckland Council
09
10
Artist’s impression of the interior of 6-8 Munroe Lane
11
12
35 Graham Street
– Unconditionally sold
Shareholders approved the divestment
of 35 Graham Street on the 3rd of June
for $65.0m to Mansons TCLM, with
settlement scheduled for 1 December
2023. Mansons have a right to extend
settlement to 1 December 2024, and in
exchange the purchase price will increase
to $68.0m and the deposit payable will
increase from $6.5m to $13.6m.
35 Graham Street31-Mar-2131-Mar-22
Carrying Value*$61.0m$59.0m
Net Contract Income$3.98m
$0m
(but $0.55m
of OPEX)
Passing Initial Yield6.69%N/A
Cap. Rate5.75%N/A
Net Market Rental$4.335mN/A
WALT (years)0.50.0
The property was purchased pre the Covid-19 pandemic in
2019, with the strategy to redevelop the property under a
full redevelopment scenario adding 2-3 floors, or a partial
redevelopment or refurbishment of the property. Resource
consents were obtained, and marketing undertaken to secure
leasing commitments. However, in the intervening period
market conditions have drastically changed with the onset
of the Covid-19 pandemic, and its subsequent impacts,
particularly on the office leasing market.
Those changes in market conditions have adversely
impacted the company’s intended strategy of unlocking
value from the asset with an acceptable risk profile, and
after receiving an unsolicited offer to purchase the property
by Mansons it was deemed to be in the best interests of
shareholders by the Board and management to accept
the offer. Shareholders then approved the sale at a special
shareholders meeting on the 3rd of June, with the $6.5m
deposit payable being received and utilised to retire debt.
As a result of the sale the company will no longer have any
leasing or development risk on the property, borrowings
will reduce to approximately $19m or a 10% LVR, and the
sale realises the asset at a premium to the independent 31
March JLL valuation of $56.0m. Once settled the operating
expenses currently being covered by the company (given the
property is vacant ) will cease, management fees will reduce,
and significant interest cost savings will be derived after
proceeds are utilised to repay debt.
Management are actively working on short term leasing
and income opportunities ahead of settlement, to offset
outgoings on the property. However, it is not expected that
any material leases will be entered into given the short
tenure available ahead of settlement and the internal quality
and presentation of the property.
35 Graham Street,
Auckland CBD
*The carrying value represents the discounted forecast cash flows up to settlement.
Property Report (continued)
13
Stoddard Road
This large format and convenience retail
property has performed well during the
period with the valuation increasing from
$41.5 million to $43.5 million.
22 Stoddard Road,
Mt Roskill, Auckland
Property Report (continued)
22 Stoddard Road31-Mar-2131-Mar-22
Valuation$41.5m$43.5m
Net Contract Income$2.69m$2.77m
Passing Initial Yield 6.50%6.37%
Cap. Rate6.00%5.88%
Net Market Rent$2.55m$2.58m
WALT (years)4.183.50
This retail asset has continued to perform well over
the past year with full tenant retention maintained.
As a result of government mandated lockdowns and
restrictions the landlord provided rental abatement, and
support where necessary to the tenants within the centre,
through varying degrees of rent relief and abatement.
The centre continues to perform well and sentiment is
improving as New Zealand continues to manage the
evolving Covid-19 landscape. Feedback from tenants is
optimistic as turnover trade continues to return to normal
market levels.
During the financial year lease renewals were completed
making up 14.7% percent of the Centre's income stream.
As a result of rent reviews and renewals completed
during the year, the net contract income has increased by
$0.08m per annum.
Management’s future leasing focus has now turned to the
one lease renewal due in the next financial year, making
up 3.7 percent of the total rental income for the Centre,
and working with The Warehouse whose lease comes up
for renewal in 2025.
Some capital was invested throughout the year to help
enhance the overall appearance of the Centre and
proactive maintenance has been a focus to ensure
longevity of the assets.
Indicative lines only
13
14
Property Report (continued)
Eastgate
Cnr Buckleys Road &
Linwood Avenue,
Christchurch
Eastgate31-Mar-2131-Mar-22
Carrying Value (Sale Price)$42.6m$43.46m
Net Rental Income$3.64m$3.51m
Passing Initial Yield 8.0%8.1%
Cap. RateN/AN/A
Net Market RentN/AN/A
WALT (years)4.153.93
The Centre has been unconditionally sold with settlement
set to occur 15 working days after new titles are granted
for the property following a subdivision the purchaser is
completing. If titles are not issued by 1 July 2022, Asset Plus
has an option to terminate the sale and purchase agreement.
This right is not available to the purchaser. Management
expect the new titles to be issued during July, or early August
dependant on LINZ processing times with settlement to
follow 15 working days thereafter. $40m of the sale proceeds
will be applied as a debt repayment, with the balance of
funds retained as working capital for the Company.
Covid-19 has continued to impact the Centre and a
moderate amount of rent relief and abatement was granted
to a number of tenants during the 3-week government
mandated Level 3 & 4 lockdown in August/September 2021.
Despite the impacts of Covid-19 on the retail industry two
new tenants were secured with Caroline Eve occupying
3 historically vacant tenancies and Techpro backfilling a
space previously occupied by EB Games. A licence was also
granted to the medical centre located on the mezzanine to
use a vacant tenancy as a vaccine clinic. A further 11 leases
were renewed or extended over the past year. There have
also been several lease assignments as businesses were
sold to new owners.
Construction of Taco Bell’s first South Island store was
completed in June 2021 with the 10-year lease commencing
on 11 June 2021. The store has been a positive addition to
the Centre with Restaurant Brands noting it was one of the
best performing opening weeks of any store globally.
The carrying value represents the sale price ($43.455m).
– Unconditionally sold
14
15
Property Report (continued)
Kamo
38 Springs Flat Road,
Kamo, Whangarei
This industrial zoned land adjacent to SH1 in Kamo,
Whangarei has now been unconditionally sold for $2.7m
with settlement to occur on 30 November 2022 post a
marketing campaign undertaken earlier this year. The sale
proceeds will be utilised to repay debt and provide further
working capital for the company, and remove any future
capital requirements relating to the property.
– Unconditionally sold
Kamo31-Mar-2131-Mar-22
Valuation$2.7m$2.9m
Net Contract Income$-$-
Passing Initial Yield N/AN/A
Cap. RateN/AN/A
Net Market RentN/AN/A
WALT (years)N/AN/A
Indicative lines only
Finance Report
Finance
Report
2022
$’000
2021
$’000
2020
$’000
2019
$’000
2018
$’000
Total Net Revenue7,7299,95310,9599,15111,704
Administration Expenses(1,711)(1,736)(1,644)(1,766)(2,225)
Redundancy Costs----(726)
Net Finance Costs(1,549)(1,144)(1,664)(1,079)(2,821)
Total Operating Income4,4697,0737,6516,3065,932
Unrealised Interest Rate Swap Gain/(Loss)---13379
Realised and unrealised gain/(loss) on
investment property and PP&E”
(1,005)8,866(19,069)(2,696)(5,944)
Transaction Costs-(12)(1,774)(224)(686)
Sale of Management Rights ---4,500
Net Profit/(Loss) Before Taxation3,46415,927(13,192)3,5193,881
Income Tax Expense(533)22(1,496)284(786)
Profit and Total Comprehensive Income2,93115,949(14,688)3,8033,095
Basic and Diluted Earnings Per Share0.816.00(9.07)2.351.91
AFFO4,2225,8194,7444,7396,148
Five Year Financial Summary
16
Financial Result Summary
2022
$’000
2021
$’000
Variance
$’000 Comments
Total Net Revenue7,7299,953(2,224)
Net rental revenue reduced by $2.22m due to the reduced
income at 35 Graham Street. From late June 2021 the rent
reduced by ~50%, then became 100% vacant from late
December 2021.
Eastgate and Stoddard Road were both impacted by further
Covid-19 abatement and relief in FY22. Total abatements and
relief as a result of Covid-19 now total $0.686m. $0.286m in
FY22 and $0.4m in FY21.
Administration Expenses(1,711)(1,736)25
Net Finance Costs(1,549)(1,144)(405)
Net Finance Costs increased by $0.4m due to higher debt
levels being drawn on the investment facility to fund Munroe
Lane. The FY22 net finance costs include:
• Line fees $766k (FY21: $638k);
• Interest of $730k (FY21: $402k);
• Loan Establishment fees amortisation of $66k (FY21: $104k)
Total Operating Income4,4697,073(2,604)
Loss on Sale of
Investment Property
212(321)533
Reversal of partially impaired receivable in respect to the AA
Centre which has subsequently been received.
Fair Value Loss in Value of
Investment Property
(1,217)9,187(10,404)
The movement in fair value is mainly due to a $3.4m loss at
35 Graham Street reflecting the forecast future discounted
cash flows of the sale up to the settlement on 1 December
2023 partially offset by growth at Stoddard Road totalling
$1.9m. The fair value loss of $1.2m is a 1% loss against
carrying values. The prior year movement was mainly
attributed to a rebound in valuations following a significant
downgrade in valuations as a result of Covid-19 in FY20.
Transaction Costs-(12)12
Net Other Gains\ Losses(1,005)8,854(9,859)
Net Profit / (Loss) Before
Taxation
3,46415,927(12,463)
Income Tax(533)22(555)
Tax in the prior year represents the impact of the released
deferred tax liability at Eastgate ($1.14m) as there is no
depreciation recovery on sale.
Profit and Total
Comprehensive Income
2,93115,949(13,018)
Finance Report (continued)
17
Finance Report (continued)
Adjusted Funds from Operations - Reconciliation to Net Profit After Tax
2022
$’000
2021
$’000
Statutory Net Profit After Tax2,93115,949
Investment Property and Inventory
Loss/ (Gain) From Sales of Investment Property(212)321
Fair value (gain) / loss on investment property1,217(9,187)
Deferred Tax
Deferred Tax Expense210(1,143)
Net Operating Income After Tax4,1465,940
Amortisation of Lease Incentives and Costs191143
Amortisation of Rent Relief due to Covid-1970141
Funds From Operations (FFO)4,4076,224
Incentives Granted/Commissions Paid(96)(51)
Rent relief due to Covid-19(31)(332)
Maintenance CAPEX(58)(22)
Adjusted Funds From Operations4,2225,819
AFFO (CPS)1.162.19
18
Finance Report (continued)
Balance Sheet
2022
$’000
2021
$’000
Cash4,3873,109
Investment Properties170,016130,234
Properties Held for Sale46,35542,560
Other Assets3,9353,070
Total Assets224,693178,973
Bank Debt55,7009,400
Other Liabilities9,4397,212
Total Liabilities65,13916,612
Equity159,554162,361
Net Tangible Assets Per Share ($)0.4400.448
Investment Property
Investment Property, including properties held for sale,
total $216.4m as at 31 March 2022 ($172.8m in the
prior year). The increase is primarily due to development
progress at Munroe Lane totalling $42.5m, which is
approximately 54% complete as at 31 March 2022.
No development margin has been reflected at this
stage of the development. Properties held for sale
include Eastgate ($43.5m) and Kamo ($2.9m).
Capital Management
$55.7 million of debt is currently drawn which
represents a LVR of 25.7% as at 31 March 2022
(5.4% in the prior year). The loan facility limit as at
31 March 2022 is $130 million, the remaining undrawn
debt totalling $74.3 million will primarily be used to
Fund the development at Munroe Lane. This limit
reduces to $83.5 million post the upcoming debt
repayments on settlement of Eastgate ($40 million)
and receipt of the 35 Graham Street deposit ($6.5
million). Other Liabilities include $5 million of capex
accruals in relation to the Munroe Lane development
which will be funded through debt utilisation. The NTA
is now 44.0 cents per share down from 44.8 cents per
share in the prior year.
Dividends
Total cash dividends paid for the year are 1.125
cents per share which represents a pay out ratio of
97% (based on AFFO). The dividend remains subject
to quarterly review but is currently suspended until
sufficient operating earnings are generated to support
an ongoing sustainable dividend.
19
Bruce Cotterill
Chairman,
Non-Executive Independent
Director
Bruce Cotterill joined the
Board of Asset Plus in April
2017. Bruce is an experienced
CEO, Chairman and Company
Director, who has excelled in a
number of sectors and in a range
of extremely demanding roles. This includes businesses
going through major transformation brought about by
financial performance, structural change and cultural
issues. As a CEO he has led real estate group Colliers,
both in New Zealand and Australia, Kerry Packer’s ACP
Magazines, and iconic New Zealand sportswear company
Canterbury International. As CEO of Yellow Pages Group
he was appointed to lead that company through a period
of dramatic change, including the restructure of the
Company’s $1.8 billion of debt. Bruce was Chairman of
Noel Leeming Group for 8 years until that Company’s sale
to The Warehouse.
Carol Campbell
Non-Executive Independent
Director
Carol Campbell joined the
Board of Asset Plus in May
2015 and chairs the Audit
and Risk Committee. Carol is
a Fellow Chartered Accountant
and a member of Chartered
Accountants Australia and New
Zealand. Carol has extensive financial
experience and a sound understanding of efficient Board
governance. Carol holds a number of directorships across
a broad spectrum of companies, including T&G Global,
New Zealand Post, NZME and the Fisher Listed Investment
companies – Kingfish, Barramundi and Marlin Global,
where she is also Chair of the Audit and Risk Committee.
She is also a Director of Kiwibank. Carol was a Director of
The Business Advisory Group for 11 years, a Chartered
Accountancy Practice, and prior to that a partner at Ernst &
Young for over 25 years.
Paul Duffy
Non-Executive Director
Paul Duffy has over 36 years’
experience in the property
investment/development
industry, including CEO/
executive director of DNZ Property
Fund (now named Stride Property)
for 13 years. During his career, Paul
held the position of General Manager of Fletcher Property
Limited and was Joint Managing Director of US Real Estate
Subsidiaries for the Abu Dhabi Investment Authority. In this
role he oversaw the formation of a large real estate portfolio
in the United States and Europe. Paul is currently a Director
of Leighs Construction and a number of private companies.
Paul is the former chairman of the Manager, and is therefore
not an independent director.
Paul joined the Board in April 2017.
John McBain
Non-Executive Director
John joined the Centuria Capital
Limited ("CNI") Board (formerly
Over Fifty Group) on 10 July
2006. He was appointed as
Chief Executive Officer of the
Over Fifty Group in April 2008
and serves as Joint CEO with Jason
Huljich. John was also a founding
director and major shareholder in boutique
funds manager Century Funds Management, which was
established in 1999 and acquired by the Over Fifty Group in
July 2006. Prior to joining CNI, John held senior positions in a
number of property development and property investment
companies in Australia, New Zealand and the United
Kingdom. As a director of both the largest shareholder and
the Manager, John is therefore not an independent director.
John joined the Board in September 2020.
Allen Bollard
Non-Executive Independent
Director
Allen has a long background
in accounting, business analysis,
risk management, tax, and
finance, mostly in property and
construction. Starting as a partner
in a major accounting firm, he was
then CFO for three listed property
companies and for ten years was CEO/
CFO of Tramco Group, which managed and financed several
large privately held leasehold land owning partnerships
including Viaduct Harbour Holdings, Tram Lease, Quay
Lease, Kiwi Forests, Wairakei Pastoral and Calland
Properties Ltd. He is now an independent business and
finance consultant and Director, still advising Tramco and is
an independent trustee for the Wyborn and Green families.
He is the Government approved independent director of
Tamaki Makaurau Community Housing Joint Venture and
Chair of the Odyssey House Board of Trustees.
Allen joined the Board in April 2017.
Director Profiles
Director Profiles
20
The scale of Centuria’s business allows a vantage
point from which to understand the market and unlock
real estate opportunities. Centuria has comprehensive
and up-to-date knowledge and insights pertaining to
property buyers/sellers, tenants and, importantly, the
constant and subtle shifts to lending and bank sentiment.
Centuria Capital (NZ) No.1 Ltd, as the shareholder of the
manager, owns 19.99% of Asset Plus.
The Manager
Centuria NZ is a leading fund manager with
operations across New Zealand and Australia.
Centuria NZ owns or manages 94 properties across
the office, retail and industrial sectors, with $2.9 billion
of assets under management.
Centuria NZ employs 42 staff across offices in Auckland,
Christchurch and New Plymouth, with specialist
expertise in asset management and development
management, as well as other essential professional
functions including accounting, treasury and investor
relations, legal,compliance and company secretariat.
The Manager of Asset Plus, Centuria NZ, underwent
a change of ownership following ASX listed Centuria
Capital Group's takeover of Augusta Capital, which
became effective on 7 September 2020. Centuria
Capital manages A$20.2 billion of real estate across
Australia and New Zealand.
The Manager
Panorama image view - Munroe Lane, Albany, Auckland
21
Corporate Governance
Corporate
Governance
Principle 1 – Code of Ethical Behaviour
Directors should set high
standards of ethical behaviour,
model this behaviour and hold
management accountable
for these standards being
followed throughout
the organisation.
A Code of Ethics has been adopted by which the
Company has set out expectations for all Directors,
officers, any employees and representatives to act in a
manner consistent with its guiding principles and the
values set out in its Code of Ethics. This Code sets
out clear expectations of ethical decision-making
and personal behaviour in regard to confidentiality,
securities trading, transparency, company information,
conflict resolution processes, gifts and stakeholder
interaction. A copy of the Code of Ethics is included in
the Corporate Governance Manual available at
www.assetplusnz.co.nz/corporate-governance.
Any illegal or unethical behaviour is to be reported
to the Board. The Chairman will determine the
seriousness of the behaviour and what action needs
to be taken. The Chairperson may decide that a sub-
committee of the Board will be formed to determine
what action should be taken.
Asset Plus’ manager, Centuria, has also adopted a Code
of Conduct which applies to its employees and directors.
The Code sets out the minimum standards expected
of Centuria’s employees and directors and is intended
to facilitate decisions that are consistent with Centuria
values, business goals and legal and policy obligations.
A copy of the Centuria Code of Ethics is available at
https://centuria.com.au/wp-content/uploads/2021/11/
Centuria-Code-of-Conduct.pdf.
Asset Plus has also adopted a Share Trading Policy
which sets out the rules for dealing in the listed financial
products of Asset Plus. The policy prohibits trading by
directors of Asset Plus without the written consent of the
Chairperson. There are also ‘no trade’ periods around the
release of the Annual and Interim reports. A copy of the
policy is available at
www.assetplusnz.co.nz/corporate-governance.
Centuria has also adopted an Insider Trading Policy
which sets out the rules for dealing in the financial
products of any entity that Centuria NZ manages
(including Asset Plus). The policy prohibits trading
by any employee or director of Centuria without the
written consent of the Centuria NZ Chair. Other than
in exceptional circumstances, all trading is prohibited
during blackout periods for 30 days prior to half- and
full-year balance dates until the first trading day after
the relevant results are announced.
The Board of Asset Plus is committed to maintaining the highest standards of business behaviour
and accountability.
Accordingly, the Board has adopted corporate governance policies and practices designed to
promote responsible conduct.
The corporate governance framework is set out in Asset Plus’ Corporate Governance Manual,
a copy of which can be found at the Company’s website:
www.assetplusnz.co.nz/corporate-governance.
This section sets out Asset Plus’ corporate governance policies, practices and processes
with reference to the NZX Corporate Governance Code’s eight key principles and supporting
recommendations. The Board considers that it has followed the recommendations of the NZX
Corporate Governance Code except as set out below under each Principle.
This Corporate Governance Statement is current as at 31 March 2022.
22
Corporate Governance (continued)
Principle 2 – Board Composition
and Performance
To ensure an effective board,
there should be a balance
of independence, skills,
knowledge, experience
and perspectives.
Board Charter
The Asset Plus Board has adopted a Board Charter and
Governing Principles which sets out that the specific
responsibilities of the Board and its Committees include:
• oversight of the Company including its control and
accountability procedures and systems;
• setting the strategic direction and objectives of
the Company;
• overseeing the audit and monitoring risk;
• approval of operating plans including annual
business plans and budgets;
• monitoring actual results against the annual
business plan, budget and strategic objectives;
• delegating the appropriate authority of the
management of the Company, and monitoring
management’s performance on a regular basis;
• setting the remuneration of the Directors;
• approval and monitoring capital expenditure,
capital management initiatives and acquisitions
and divestments;
• approval of capital structure and dividend
policies; and
• oversight of disclosure and monitoring of price
sensitive matters affecting the Company.
Director nominations and appointments
The Board has adopted a Nomination Committee
Charter which sets out the procedure for nominating
and appointing potential directors to the Board. Given its
size, the full Board of Asset Plus acts as the Nominations
Committee. The responsibilities set out in the Nomination
Committee Charter are:
• to identify and nominate candidates to fill Board
vacancies as and when they arise;
• before making an appointment, to evaluate the
balance of skills, knowledge and experience on the
Board and, in light of the evaluation, to determine the
role and capabilities required for the appointment;
• to formulate succession plans for Directors taking
into account the challenges and opportunities
facing the Company and the skills and expertise
accordingly required to govern the Company in
the future;
• to regularly review the structure, size and
composition (including the skills, knowledge
and experience) of the Board and to make any
changes; and
• to consider such other matters relating to Board
nomination or succession issues as may be identified
by the Board.
Formal agreements are entered into with all new directors.
23
Board composition
Director profiles are on page 20 and director
shareholdings are listed on page 29.
Directors undertake continuing education to keep
their skills current and understand how to best
perform their duties.
The Board Charter sets out that the Board will review its
performance as a whole on an annual basis and instigate
additional comprehensive reviews as may be deemed
necessary from time to time. External consultants may be
commissioned as needed to assist in the assessment of
individual director performance, the effectiveness of the
Board’s processes and/or the Board’s own effectiveness.
The factors relevant to determining that Bruce Cotterill,
Allen Bollard and Carol Campbell were independent
directors were that they are non-executive directors,
they have either no shareholder or, in the case of Carol
Campbell, a holding of less than 1% and that they have
no other business relationship with Asset Plus.
The factors relevant to determining that Paul Duffy is
not an independent director is that, until recently, he is a
director of both the Manager and the largest shareholder.
The factors relevant to determining that John McBain is
not an independent director is that, he is a director and
beneficial owner of both the Manager and the largest
shareholder.
Diversity
Asset Plus has not adopted a diversity policy as it no
longer has any employees following externalisation
of management to Centuria and accordingly has not
complied with this recommendation for the entire
period in which the NZX Corporate Governance Code
has been in place. This practice has been approved by
the Asset Plus Board.
Breakdown of Gender Composition of Asset Plus’
Directors and Officers.
MaleFemale
Financial
YearDirectorsOfficersDirectorsOfficers
Year ending
31 March
2022
4310
Year ending
31 March
2021
4310
Chair and CEO
In accordance with the NZX Corporate Governance Code
and as a result of management being externalised, Asset
Plus’ Chair is not also its CEO.
Principle 3 – Board Committees
The board should use
committees where this will
enhance its effectiveness in
key areas, while still retaining
board responsibility.
The Asset Plus Board has established a separate Audit
and Risk Committee comprising of three directors. The
Corporate Governance Manual also includes charters for
Nominations Committee and Remuneration Committee.
However, the full Board undertakes the responsibilities
of those Committees. Given the size and operations of
Asset Plus, the Board does not consider that any further
committees are necessary.
Audit and Risk Committee
The Audit and Risk Committee’s primary
objectives are:
• to set the principles and standards with respect to
internal controls, accounting policies and the nature,
scope, objectives and functions of the external audit.
This objective enables the Board to satisfy itself
that management is discharging its responsibilities
in accordance with established processes and,
wherever practical, best practice methodologies; and
• to ensure the efficient and effective oversight and
management of all business risks.
Corporate Governance (continued)
24
Key responsibilities for the Audit and Risk
Committee include:
• Establishing guidelines for the selection,
appointment and/ or removal of the external auditor
as well as the rotation of the lead partner of the
audit firm;
• Revising and recommending to the Board the
appointment and removal of the external auditor if
the Committee considers necessary;
• Ensuring the external auditor is discharging
its responsibilities, including monitoring the
effectiveness, objectivity and independence
of the external auditor;
• Reviewing draft financial statements, NZX
preliminary announcements and annual and interim
reports;
• Reviewing accounting policies and practices;
• Reviewing the risk management policy and the
Manager's risk management reporting; and
• Reviewing the Delegated Authority
Policy annually.
The members are all independent directors being Carol
Campbell (Chair), Allen Bollard and Bruce Cotterill. The
Audit and Risk Committee is required to meet at least
twice a year, with 4 meetings being held in the 2022
financial year.
Representatives of the Manager only attend meetings
of the Audit and Risk Committee at the invitation of the
committee.
Remuneration Committee
The full Board acts as the Remuneration Committee.
The Remuneration Committee Charter is included in
the Corporate Governance Manual. The responsibilities
include setting and reviewing all components of the
remuneration of non-executive Directors.
Nominations Committee
The full Board acts as the Nominations Committee.
The Nominations Committee Charter is included in the
Corporate Governance Manual. The responsibilities are
as set out on page 23.
Takeover protocols
In June 2018, the Board adopted protocols setting
out the procedures to be followed if a takeover offer
is received.
Principle 4 – Reporting and Disclosure
The board should demand
integrity in financial and non
financial reporting, and in
the timeliness and balance
of corporate disclosures.
Continuous disclosure
Asset Plus has adopted a disclosure policy setting
out its approach to disclosing material information
and communication with shareholders or analysts.
Asset Plus recognises that the cornerstone of New
Zealand and international securities law is full and fair
disclosure of material information and that the timely,
non-exclusionary distribution of information to the
public is crucial to the efficiency and integrity of the
capital markets.
A copy of the policy is available on Asset Plus’ website
at www.assetplusnz.co.nz/corporate-governance, along
with the Corporate Governance Manual.
Corporate Governance (continued)
25
Principle 5 – Remuneration
The remuneration of directors and executives should be
transparent, fair and reasonable.
Remuneration of directors is reviewed by the Board.
The director remuneration pool was approved at $300,000 when Asset Plus was formed following the corporatisation of
the National Property Trust in 2011. In June 2017, the Asset Plus Board approved the following director fees which have
continued to be paid during the past year:
Director remuneration
DirectorBase director feesCommittee feesAnnual fee
Amount paid
during the year
Bruce Cotterill $90,000 – chair-$90,000$90,000
Carol Campbell$65,000$10,000 – Chair of Audit and Risk Committee$75,000$75,000
Allen Bollard$65,000$5,000 – Member of Audit and Risk Committee $70,000$70,000
Paul Duffy$65,000-$65,000$65,000
John McBain----
Total $300,000$300,000
Approved pool$300,000
As Asset Plus no longer has any employees, it does not have a remuneration policy. Accordingly, Asset Plus has not
complied with this recommendation for the entire period in which the NZX Corporate Governance Code has been in place.
This practice has been approved by the Asset Plus Board.
Chief Executive remuneration
Following the externalisation of management to Centuria, Asset Plus no longer has a CEO.
Corporate Governance (continued)
26
Principle 6 – Risk Management
Directors should have a
sound understanding of the
material risks faced by the
issuer and how to manage
them. The Board should
regularly verify that the issuer
has appropriate processes
that identify and manage
potential and material risks.
Asset Plus relies on Centuria’s risk management
framework to identify, oversee, manage and control risks
that Asset Plus faces. Key risks have been identified
including interest rate and treasury risk, leasing risk, cyber
security, construction and development risk, compliance
with regulatory obligations, property risks (such as tenant
default ), fraud and health and safety risks.
Centuria is responsible under the management
agreement for advising the Asset Plus Board on risk
management matters. The Audit and Risk Committee
receives such reports and oversee risk management.
Health and safety
Centuria oversees health and safety compliance on a
day to day basis for Asset Plus in conjunction with the
property managers for each property. Each property
has a hazard register which is managed on a day to
day basis by the property managers and overseen by
Centuria’s asset managers.
Centuria's management team oversees compliance with
Centuria’s health and safety framework including regular
reporting to the Board. This includes regular reporting to
the Board on key health and safety statistics, incidents
and hazard remedies.
The Asset Plus Board also considers health and safety
issues at each board meeting and as they arise if
necessary. A key focus for the Asset Plus Board is
ensuring that hazards are identified and remedied
and that reporting identifies the progress with
remedial actions.
A health and safety assessment is conducted on
all new properties to identify all relevant hazards prior
to acquisition.
Principle 7 – Auditors
The board should ensure the
quality and independence of
the external audit process.
The Audit and Risk Committee Charter sets out Asset
Plus’ framework for managing relationships with
its auditor. This includes the ability for directors to
communicate directly with auditors and for auditors
to attend meetings of the Audit and Risk Committee
without management present. Any non-audit services
provided by the audit firm must be approved by the Audit
and Risk Committee.
Grant Thornton is the auditor of Asset Plus with the audit
partner rotated every 5 years. Grant Thornton attends
each annual shareholder meeting and is available to
answer shareholder questions at the meeting.
Asset Plus has no separate internal audit function as it
has no employees. It relies on the Manager's compliance
assurance and risk management processes for ensuring
continued improvement.
Corporate Governance (continued)
27
Principle 8 – Shareholder Rights
and Relations
The board should respect
the rights of shareholders
and foster constructive
relationships with
shareholders that
encourage them to
engage with the issuer.
Asset Plus’ website at www.assetplusnz.co.nz includes a
range of information including bios for directors, copies of
the Corporate Governance Manual, the constitution and
historical annual and interim reports.
The Company engages with shareholders through
annual and interim reports, results conference
calls, presentations to shareholders and the annual
shareholder meeting.
Shareholders have the right to receive communications
electronically by notifying the share registrar. Major
decisions which require approval under the NZX Main
Board Listing Rules are submitted to shareholders for
approval. All voting at shareholder meetings (such as
the 2020 meeting for the Munroe Lane development ) is
conducted by a poll.
The annual shareholders notice of meeting in 2021 was
provided to shareholders at least 20 working days prior
to the annual meeting.
Statutory disclosures
Principal Activities
Asset Plus Limited is a listed commercial property
investment company investing solely in New Zealand
real estate.
Board Composition
The table below sets out details of the current directors of
Asset Plus Limited and its subsidiary, including the date
on which they were appointed.
No one ceased to be a director of the Company or its
subsidiary during the year ending 31 March 2022.
DirectorDate Appointed
Bruce Cotterill21 April 2017
Carol Campbell25 May 2015
Allen Bollard21 April 2017
Paul Duffy21 April 2017
John McBain8 September 2020
Board Attendance
Directors attended the following formal meetings of the
Board in the year to 31 March 2022.
Director
Board
Meetings
Held while
a Director
Board
Meetings
attended
Audit & Risk
Committee
Meetings
attended
Bruce Cotterill994
Carol
Campbell
994
Allen Bollard983
Paul Duffy99-
John McBain97-
Interest Register Record
There were no entries made in the interests register
during the year ended 31 March 2022.
Corporate Governance (continued)
28
Corporate Governance (continued)
Share Dealings by Directors
There were no share dealings by Directors during the
year ended 31 March 2022.
Securities of the Company in which each Director had a
relevant interest as at 31 March 2021:
DirectorHolding
Security
Held
Nature of
Relevant Interest
Carol
Campbell
99,504
Ordinary
Shares
Registered holder
and beneficial
owner
Indemnity and Insurance
The Company has effected Directors and Officers liability
insurance at prevailing rates for all Directors.
The Company and its subsidiaries have continued to
indemnify the Directors for any costs referred to in
Section 162(3) of the Companies Act 1993 and any
liability or costs referred to in Section 162(4) of the Act.
Donations
The Company did not make any donations in the year to
31 March 2022 (2021: Nil).
Audit Fees
Amounts paid to the Auditor of the Company:
2022
$’000
2021
$’000
Grant Thornton Audit Fees6865
In addition to the audit fee
the following other fees were
paid to Auditors:
Other Assurance Services2549
Total93114
29
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
30
Financial
Statements
2022
Consolidated Financial Statements (continued)
Contents
33
Consolidated Statement
of Changes In Equity
35
Consolidated Statement
of Cash Flows
37
Notes to the Consolidated
Financial Statements
63
Directory
32
Consolidated Statement
of Comprehensive Income
34
Consolidated Statement
of Financial Position
36
Reconciliation of Net Profit to Net
Cash Flow from Operating Activities
56
Independent
Auditor’s Report
31
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
32
Consolidated Financial Statements
Consolidated Statement
of Comprehensive Income
For the year ended 31 March 2022
Note
2022
$’000
2021
$’000
Gross Rental Revenue11,93213,900
Direct Property Operating Expenses(4,203)(3,947)
Net Rental Revenue57,7299,953
Administration Expenses6(1,711)(1,736)
Net Finance Costs6(1,549)(1,144)
Net Total Operating Expenses(3,260)(2,880)
Total Operating Income4,4697,073
Gain/(Loss) in on Sale of Investment Property212(321)
Fair Value Gain/(Loss) in Value of Investment Properties(1,217)9,187
Transaction Costs-(12)
Net Profit Before Taxation3,46415,927
Income Tax7(533)22
Net Profit After Taxation2,93115,949
Other Comprehensive Income--
Total Comprehensive Income For the Year, Net of Tax2,93115,949
Basic/Diluted Earnings Per Share160.816.00
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
33
Note
Share Capital
$’000
Accumulated
Losses
$’000
Total
$’000
Opening Balance at 01 April 2020134,089(42,294)91,795
Net Profit After Taxation-15,94915,949
Total Comprehensive Income For the Year, Net of Tax-15,94915,949
Shares Issued1560,239-60,239
Issue Costs1,602-1,602
Dividends17-(4,020)(4,020)
Closing Balance at 31 March 2021192,726(30,365)162,361
Opening Balance at 01 April 2021192,726(30,365)162,361
Net Profit After Taxation-2,9312,931
Total Comprehensive Income For the Year, Net of Tax-2,9312,931
Dividends17-(5,738)(5,738)
Closing Balance at 31 March 2022192,726(33,172)159,554
Consolidated Statement
of Changes in Equity
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
34
Note
2022
$’000
2021
$’000
Current Assets
Cash and Cash Equivalents4,3873,109
Trade and Other Receivables93,0842,291
Taxation Receivable396-
Prepayments9309340
Total Current Assets8,1765,740
Properties Held for Sale1146,35542,560
Non-Current Assets
Investment and Development Properties10170,016130,234
Prepayments9146439
Total Non-Current Assets170,162130,673
Total Assets224,693178,973
Current Liabilities
Trade Payables, Accruals and Provisions138,7205,807
Taxation Payable-866
Other Current Liabilities305335
Total Current Liabilities9,0257,008
Non-Current Liabilities
Borrowings1255,7009,400
Deferred Taxation7414204
Total Non-Current Liabilities56,1149,604
Total Liabilities65,13916,612
Net Assets159,554162,361
Share Capital192,726192,726
Accumulated Losses(33,172)(30,365)
Shareholders' Equity159,554162,361
The Board of Directors of Asset Plus Limited approved the consolidated financial statements for issue on 19 May 2022.
Bruce Cotterill Carol Campbell
Chairman Chair Audit and Risk Committee
Consolidated Statement
of Financial Position
As at 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
35
2022
$’000
2021
$’000
Cash Flows from Operating Activities
Cash was provided from/(applied to):
Gross Rental Revenue11,694 12,812
Other Income4 5
Operating Expenses(6,158) (5,967)
Interest Income13 -
Interest Expense(1,485) (930)
Taxation Paid(1,589) (961)
Lease Incentives & Commissions Paid(201) -
Net Cash Inflow from Operating Activities2,278 4,959
Cash Flows from Investing Activities
Cash was provided from/(applied to):
Sale of Investment Property- 2
Deposit Received from Investment Property Held for Sale-1,500
Purchase of Investment Property-(2,277)
Capital Expenditure on Investment Properties(40,359) (15,014)
Capitalised Finance Costs on Investments(1,197) (1,507)
Tenant Deposits Received/Repaid(5) -
Net Cash Outflow from Investing Activities(41,561) (15,881)
Cash Flows from Financing Activities
Cash was provided from/(applied to):
Repayment of Borrowings-(55,600)
Proceeds from Borrowings46,30015,750
Loan Establishment Costs-(835)
Distributions made to Shareholders(5,739) (4,020)
Net Proceeds from Capital Raise-60,239
Share Capital Raising Costs-(1,601)
Net Cash Inflow from Financing Activities40,56113,933
Net Increase in Cash and Cash Equivalents1,278 3,011
Cash and Cash Equivalents at the Beginning of the Year3,109 98
Cash and Cash Equivalents at the End of the Year4,387 3,109
Consolidated Statement
of Cash Flows
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
36
2022
$’000
2021
$’000
Net Profit after Taxation2,931 15,949
Items Classified as Investing or Financing Activities:
Unrealised (Gain)/Loss in Fair Value of Investment Properties1,217 (9,187)
Loss/(Gain) on Disposal of Investment Property(212) 321
Movement in Deferred Taxation(210)(1,142)
Amortisation of Loan Establishment Costs66 103
Movements in Working Capital Items:
Accounts Receivable and Prepayments(701) (965)
Covid-19 Rent Relief190 (191)
Amortisation of Lease Costs and Incentives 169 143
Leasing Fees Paid and Leasing Fees Granted(96) (69)
Trade and Other Payables(231)(161)
Taxation Payable(845) 158
Net Cash Inflow from Operating Activities2,278 4,959
Reconciliation of Net Profit to Net
Cash Flow from Operating Activities
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
37
1. Corporate Information
The consolidated financial statements comprise of Asset
Plus Limited (the “Company”) and its subsidiary (collectively
the “Group”).
The Company is a limited liability company incorporated
and domiciled in New Zealand whose shares are listed on
the New Zealand Stock Exchange. The Company is a FMC
reporting entity under the Financial Markets Conduct Act
2013. The registered office is located in Level 2, Bayley's
House, 30 Gaunt Street, Wynyard Quarter, Auckland.
The nature of the operations and principal activities of the
Group are investing in commercial property in New Zealand.
2. Summary of Significant
Accounting Policies
(a) Basis of Preparation
The consolidated financial statements have been prepared
in accordance with Generally Accepted Accounting Practice
in New Zealand (“NZ GAAP”), the Companies Act 1993, the
requirements set out in section 7 of the Financial Markets
Conduct Act 2013 and the Main Board Listing Rules of the
NZX. The consolidated financial statements have been
prepared on a historical cost basis, except for investment
properties which have been measured at fair value.
The consolidated financial statements are presented in New
Zealand dollars and all values are rounded to the nearest
thousand dollars ($’000), except where otherwise indicated.
(b) Statement of Compliance
The consolidated financial statements comply with New
Zealand equivalents to International Financial Reporting
Standards ('NZ IFRS') and International Financial Reporting
Standards (IFRS), as appropriate for a profit-oriented entity
that falls into the Tier 1 for profit category as determined by
the New Zealand Accounting Standards Board.
Changes in accounting policies
The accounting policies adopted are consistent with
those of the previous financial year, except where new
accounting standards which have been issued and are
effective for the current reporting period, or which are
issued but not yet effective and may be early adopted,
have been adopted for the first time. No accounting
standards have been early adopted.
The Group has adopted the accounting standards which are
issued and effective for reporting periods beginning on or
after 1 January 2021. These have not had a material impact
on the financial statements.
New standards, interpretations and amendments
adopted by the Group from 1 April 2021, but that have
not had a material impact on the financial statements:
• Amendments to NZ IFRS 9 Financial Instruments
• Amendments to NZ IAS 39 Financial Instruments:
Recognition and measurement
• Amendments to NZ IFRS 7 Financial Instruments:
Disclosures
• Amendments to NZ IFRS 4 Insurance Contracts
• Amendments to NZ IFRS 16 Leases
Accounting standards that are issued but not yet effective
Several other amendments and interpretations apply
for the first time from 1 April 2022, but are not expected
to have a material impact on the consolidated financial
statements of the Group.
(c) Basis of Consolidation
The consolidated financial statements incorporate the
assets, liabilities and equity at the end of the annual
reporting period and revenue, expenses and cash flows
during the year ended 31 March 2022, and its comparative
period, of the entities controlled by the Company. A
controlled entity is any entity over which Asset Plus
Limited has the power to direct relevant activities,
exposure or rights, to variable returns from its involvement
with the investee, and the ability to use its power over
the investee to affect the amount of investor return. The
existence and effect of potential voting rights that are
currently exercisable or convertible are considered, if
those rights are substantive, when assessing whether a
Company controls another entity.
In preparing these consolidated financial statements,
subsidiaries are consolidated from the date the Group
gains control until the date on which control ceases.
The financial statements of the subsidiary are prepared
for the same reporting period as the parent company,
using consistent accounting policies. In preparing the
consolidated financial statements, all intercompany
balances, transactions, unrealised gains and losses
resulting from intra-group transactions and dividends
have been eliminated in full.
The table below represents the Company's investment in
its subsidiary at each reporting date:
Percentage Held
31 March 2022 31 March 2021
Asset Plus
Investments Limited
100%100%
(d) Goods and Services Tax (GST)
Revenue and expenses are recognised net of the amount of
GST except where the GST incurred on a purchase of goods
and services is not recoverable from the taxation authority,
in which case the GST is recognised as part of the cost of
acquisition of the item as applicable.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
38
All items in the consolidated statement of financial position
are stated net of GST, with the exception of receivables
and payables, which include GST invoiced. Cash flows are
included in the consolidated statement of cash flows on
a net basis and the GST component of cash flows arising
from investing and financing activities is classified as part of
operating activities.
3. Significant Accounting Estimates
and Judgements
The preparation of the consolidated financial statements
in conformity with NZ IFRS requires Directors to make
judgements, estimates and assumptions that affect the
application of the Group's accounting policies and the
reported amounts of assets, liabilities, income and expenses.
All judgements, estimates and assumptions made are
believed to be reasonable based on the most current set of
circumstances available to the Group.
The estimates and underlying assumptions are reviewed on
an ongoing basis. Although the Group has internal control
systems in place to ensure that estimates can be reliably
measured, actual results may differ from these estimates.
Revisions to accounting estimates are recognised in the
period in which the estimate is revised if the revision affects
only that period, or in the period of the revision and future
periods if the revision affects both current and future periods.
Fair value measurements
A number of the Group's accounting policies and disclosures
require measurement at fair value. Fair values are
categorised into different levels in a fair value hierarchy
based on the inputs used in the valuation technique adopted
as follows:
Level 1: Quoted prices (unadjusted) in active markets for
identical assets or liabilities.
Level 2: Inputs other than quoted prices included in 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 (unobservable inputs).
Key Judgements
The areas involving a high degree of judgement or areas
where assumptions are significant to the Group include the
following:
• Determination of Deferred Taxes (Note 7)
• Impairment of Receivables (Note 9)
• Determination of Fair Value of Investment Property
(Note 10)
• Classification of Investment Property Held for Sale
(Note 11)
Covid-19 global pandemic
The outbreak of the Coronavirus (Covid-19) was declared
by the World Health Organisation as a ‘Global Pandemic’
on 11 March 2020. In response to the pandemic,
regions of New Zealand entered into periods of different
alert levels with the implementation of varying travel
restrictions and a range of quarantine and "social
distancing" measures. Any rental abatement or relief
provided to tenants to assist them with any negative
impact of these measures is detailed in Note 5.
Effective from 18 August 2021, the Government enacted
an amendment to the Property Law Act in response
to the continued economic impacts of Covid-19. The
amendment implied a new clause into every lease (where
there was not already an equivalent clause) which applied
if there was an epidemic and tenants were unable to gain
access to their premises to fully conduct their operations
because of reasons of health or safety relating to the
epidemic. Where the new clause applies, only "a fair
proportion" of the rent is payable.
Going Concern
The financial statements have been prepared under the
going concern assumption, which assumes the Group
will be able to pay its debts as they fall due in the normal
course of business. As part of management's assessment
of the Group's ability to continue as a going concern, the
following uncertainties relating to events or conditions have
been taken into account:
At 31 March 2022, the current liabilities of the Group
exceeded its current assets by $849,000.
The Board has considered all information available at the
date of signing the consolidated financial statements (refer
to subsequent event Note 21) and is of the opinion that the
Group is a going concern based on:
• Available liquidity levels, undrawn and available debt
on the loan facilities and forecast cashflows for at least
12 months being sufficient to cover future obligations
when they fall due;
• Forecast cashflows have taken into consideration
known tenant circumstances, costs to be incurred in
respect to developments, expected future expenses
and provisions to fund any anticipated cash
requirements in the current environment.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
39
As at 31 March 2022
Effective interest
rate range
Less than 1 year
$’000
1 - 2 years
$’000
2 years +
$’000
Financial Assets
Cash and Cash Equivalents0.00% - 1.00%4,387--
Trade Receivables and Other Receivables3,084--
Total Financial Assets7,471--
Financial Liabilities
Trade Payables and Other Payables2,610 --
Borrowings2.16% - 3.41%-55,700
Total Financial Liabilities2,61055,700-
As at 31 March 2021
Financial Assets
Cash and Cash Equivalents0.05% -0.25%3,109--
Trade Receivables and Other Receivables2,291--
Total Financial Assets5,400--
Financial Liabilities
Trade Payables and Other Payables2,040--
Borrowings1.31% - 2.17%--9,400
Total Financial Liabilities2,040-9,400
The Group’s assets and liabilities which are subject to interest rate changes, consist of cash and cash equivalents and secured
bank loans. The following demonstrates the sensitivity to the Group profit and equity, resulting from a reasonably possible
change in interest rates. This analysis assumes all other variables remain constant.
2022
$’000
2021
$’000
1% increase
Cash and Cash Equivalents3716
Borrowings(557)(94)
1% decrease
Cash and Cash Equivalents(37)(16)
Borrowings55794
4. Financial Risk Management Objectives and Policies
The Group's principal financial instruments comprise bank loans, cash, trade receivables and payables. Financial assets
and liabilities are recognised on the Consolidated Statement of Financial Position when the Group becomes a party to the
contractual provisions of the instrument.
The main risks arising from the Group’s financial instruments are interest rate risk, credit risk, liquidity risk and fair value risk.
The Board reviews and agrees policies for managing each of these risks and they are summarised below.
Interest rate risk
The Group has exposure to interest rate risk to the extent that it borrows for fixed terms at floating interest rates.
The Directors assess this risk on an ongoing basis and if deemed significant, will instruct the Group to enter into interest rate
swaps to manage material exposure. The Group’s exposure to interest rate risk and the effective weighted interest rates for
each class of financial asset and financial liability were:
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
40
As at 31 March 2022Note
Designated
as fair value
$’000
Amortised cost
$’000
Total
carrying
amount
$’000
Fair value
$’000
Financial Assets
Cash and Cash Equivalents-4,3874,3874,387
Trade Receivable and Other Receivables-3,0843,0843,084
Total Financial Assets-7,4717,4717,471
Financial Liabilities
Trade Payables and Other Payables-(2,610)(2,610)(2,610)
Borrowings12-(55,700)(55,700)(55,700)
Total Financial Liabilities-(58,310)(58,310)(58,310)
As at 31 March 2021
Financial Assets
Cash and Cash Equivalents-3,1093,1093,109
Trade Receivable and Other Receivables-2,2912,2912,291
Total Financial Assets-5,4005,4005,400
Financial Liabilities
Trade Payables and Other Payables-(2,040)(2,040)(2,040)
Borrowings12-(9,400)(9,400)(9,400)
Total Financial Liabilities-(11,440)(11,440)(11,440)
Credit risk
In the Board's opinion, the Group trades only with recognised,
creditworthy third parties, whose obligations to the Group
are contractually enforceable under tenancy agreements and
car park licences. Financial instruments, which potentially
subject the Group to credit risk, principally consist of bank
balances, receivables and advances to tenants.
With respect to credit risk arising from the other financial
assets of the Group, which comprise interest received on
cash and cash equivalents, the Group’s exposure to credit
risk arises from default of the counter party, with a maximum
exposure equal to the carrying amount of these instruments.
Bank of New Zealand, who is the counter party in respect to
these financial assets of the Group, currently holds an AA-
credit rating (issued by Standard & Poors)
Liquidity risk
Liquidity risk arises from the Group’s financial liabilities and
the ability to meet all its obligations to repay financial liabilities
as and when they fall due. The Group actively monitors its
position to ensure that sufficient funds are available to meet
liabilities as they arise. Liquidity is monitored on a regular basis
and reported to the Board regularly.
The table below reflects all contractually fixed pay-offs
for settlement and repayments resulting from recognised
financial liabilities. This table is based on all interest rate
variables being held constant over the relevant period of
time. It does not allow for potential future margin or base
rate changes as these can not be easily identified as at
balance date. All payments are undiscounted and the timing
of the cash flows is based on the contractual terms of the
underlying contract. Interest payable is based on the drawn
debt at balance date.
Fair value risk
A comparison between financial assets and financial liabilities fair value and carrying amounts is set out below.
The net fair value is not materially different from the carrying value. The methods used for determining fair value
have been disclosed in Note 14.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
41
As at 31 March 2022
Balance
$’000
Contractual
cash flows
$’000
On demand
$’000
< 1 year
$’000
1 - 2 years
$’000
2 - 5 years
$’000
> 5 years
$’000
Financial Liabilities
Non-derivative financial liabilities
Trade payables and
Other payables
2,6102,610-2,610---
Borrowings (Note 12)55,70055,700--55,700--
Interest and fees payable
to the bank
4584,418-2,9431,475--
Total58,76862,728-5,55357,175--
As at 31 March 2021
Financial Liabilities
Non-derivative financial liabilities
Trade payables and
Other payables
2,0402,040-2,040---
Borrowings (Note 12)9,4009,400---9,400-
Interest and fees payable
to the bank
4484,839-1,9411,931968-
Total11,88816,279-3,9811,93110,368-
Capital Management
The Group’s capital includes contributed capital and
accumulated loss.
When managing capital, the Director's objective is to
ensure the entity continues as a going concern as well as
to maintain optimal returns to shareholders. As the market
is constantly changing, management and the Board of
Directors consider capital and management initiatives.
The Directors have the discretion to change (or cease) the
amount of dividends to be paid to shareholders accordingly,
issue new shares or sell investment property to reduce debt.
Capital is also monitored through the gearing ratio.
The Group’s policies in respect of capital management and
allocation, including loan covenants are reviewed quarterly
by the Board of Directors.
Cash and Cash Equivalents
Cash and cash equivalents comprise of cash on hand,
demand deposits and other short term highly liquid
investments that are readily convertible to a known
amount of cash and are subject to an insignificant risk
of changes in value.
Financial Instruments
Classification of financial instruments.
The Group classifies its financial assets as fair value
through profit and loss (“FVTPL”), fair value through other
comprehensive income (“FVTOCI”) and amortised cost
according to the Group’s business objectives for managing
the financial assets and based on the contractual cash
characteristics of the financial assets. At each reporting
date, the Group classifies all its financial liabilities as
amortised cost or FVTPL.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
42
Accounting policy
Rental Revenue
Rental revenue is the Group's primary revenue stream. Net rental revenue is recognised in accordance with NZ IFRS 16
Leases. Substantially all property owned by the Group is leased to third party tenants. As the Group retains substantially
all the risks and benefits of ownership of its investment properties, it accounts for leases with its tenants as operating
leases and begins recognising income when the tenant has a right to use the leased asset. The total amount of contractual
rent to be received from operating leases is recognised on a straight-line basis over the term of the lease; including any
lease incentives which are amortised to profit and loss over the same period and reduce rental income recognised.
Net rental revenue is measured based on the consideration specified in the relevant rental agreement. The lease term
varies between properties and individual tenants within those properties.
Rental abatements were provided to some of the tenants due to Covid-19 and this has reduced the rental income for the
year. Total abatements for the year ended 31 March 2022 are $254,000 (2021: $65,000). In addition rental relief was
provided to some of the tenants due to Covid-19 which was classified as a lease modification. Total relief granted for the
year ended 31 March 2022 is $31,000 (2021: $332,000). The relief granted has been capitalised and is amortised on a
straight-line basis over the remaining lease period.
Effective from 18 August 2021, the Government enacted an amendment to the Property Law Act in response to the
continued economic impacts of Covid-19. The amendment implied a new clause into every lease (where there was not
already an equivalent clause) which applied if there was an epidemic and tenants were unable to gain access to their
premises to fully conduct their operations because of reasons of health or safety relating to the epidemic. Where the new
clause applies, only "a fair proportion" of the rent is payable.
2022
$’000
2021
$’000
Rental charged to tenants in the ordinary course of business10,13912,174
Operating cost recoveries from tenants and customers2,3862,071
Capitalised lease incentive adjustments(274)(143)
Lease abatement due to Covid-19(254)(65)
Lease relief due to Covid-19(31)(332)
Spreading of rent relief Covid-19(39)191
Total gross operating revenue11,92713,896
Other revenue54
Gross rental revenue11,93213,900
Direct Property operating costs
1
(4,203)(3,947)
Net rental revenue7,7299,953
1
Property operating costs represent property maintenance and operating expenses.
Leasing fees are capitalised and amortised over the lease term to which they relate.
Future minimum rentals receivable under non-cancellable operating leases as at 31 March are as follows:
2022
$’000
2021
$’000
Within one year2,5787,522
After one year but not more than five years6,2287,589
More than five years6051,495
5. Net Rental Revenue
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
43
6. Administration Expenses and Net Finance Costs
Accounting policy
Interest Revenue
Interest revenue consists of interest accrued on cash deposits and is recognised using the effective interest method.
Interest and Finance Costs
Finance costs, including borrowing costs and interest payable on borrowings, are recognised in the consolidated
statement of comprehensive income when incurred. Borrowing costs incurred that do not relate to qualifying assets
are treated as an expense and are not capitalised. Prepaid loan establishment fees are recognised on the consolidated
statement of financial position and capitalised (if related to a qualifying asset) or expensed over the term of the loan
agreement (Note 12) on a straight line basis.
Note
2022
$’000
2021
$’000
Administration expenses
Management fees(987)(788)
Directors' fees18(300)(300)
Auditor's remuneration(93)(114)
Professional fees(173)(280)
Other administration costs
1
(158)(254)
Total administration expenses(1,711)(1,736)
Net finance costs
Interest and finance costs
*
(1,562)(1,144)
Interest income13-
Total net finance costs(1,549)(1,144)
* In addition to Interest paid on the loan the Interest and finance costs include line fees of $970,000 (PY: $400,000) and amortised loan establishment fees of $220,000 (PY: $104,000).
Auditor’s remuneration as follows:
Audit of the annual financial statements(68)(65)
Other assurance services(25)(49)
Total auditor's remuneration(93)(114)
1
Other administration costs include office costs, registry, New Zealand Stock Exchange fees and shareholder communications costs.
The rental receivables on the previous page are based on contracted amounts as at 31 March 2022 and 31 March 2021.
Actual rental amounts collected in future will differ due to upward rental review provisions within the lease agreements.
There are multiple leases and tenants. The rent review mechanisms and frequency vary for each lease. Each lease has
renewal dates whereby the lessee has the right to renew for an agreed term. The minimum lease payments receivable reflect
the minimum lease terms and do not include any options for renewal due to the uncertainty as to whether the options will be
exercised. The figures above also exclude the recovery of rates and insurance disclosed under lease income in accordance with
NZ IFRS 16 since this is a variable lease payment that does not depend on an index or rate.
The future minimum receivable rental for the Eastgate Shopping Centre is assumed to be the earliest varied settlement date for
the unconditional sale of Eastgate Shopping Centre, being 1 April 2022. Refer to Note 11 for further details on the sale of the
Eastgate Shopping Centre.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
44
7. Income Tax
Accounting policy
Income tax in the consolidated statement of comprehensive income comprises current and deferred tax. Income tax is
recognised in profit or loss except to the extent that it relates to items recognised directly in equity, in which case it is
recognised in equity.
Current tax is the expected tax on the taxable income for the year, using rates enacted or substantially enacted at
balance date, and any adjustment to income tax payable in respect of previous periods. Current tax for current and prior
periods is recognised as a liability (or asset ) to the extent it is unpaid (or refundable).
Deferred tax is provided for using the liability method on all temporary differences between the carrying amounts of
assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
• When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor the
taxable profit or loss.
• In respect of the taxable temporary differences associated with investments in subsidiaries, associates and interests
in joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is probable that
the temporary differences will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets
and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, and the carry-forward of unused tax assets and unused tax losses can be utilised, except:
• When the deferred income tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss.
• When the deductible temporary difference is associated with investments in subsidiaries, associates or interests
in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the
temporary difference will reverse in the foreseeable future and taxable profit will be available against which the
temporary difference can be utilised.
The carrying amount of any deferred income tax asset is reviewed at each reporting date and reduced to the extent that
it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset
to be utilised. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the
year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at balance date.
The Group has applied the rebuttable presumption under NZ IAS 12 that deferred tax on investment property measured
using the fair value model in NZ IAS 40 is determined on the basis that its carrying amount will be recovered through sale.
The Group holds investment properties for the purpose of capital appreciation and rental income and therefore the
measurement of any related deferred tax reflects the tax consequences of recovering the carrying amount of the
investment property entirely through sale. In New Zealand there is no capital gains tax, therefore the tax consequences
on sale will be limited to depreciation previously claimed for tax purposes (i.e. depreciation recovered).
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
45
Major components of income tax for the year ended 31 March are:
2022
$’000
2021
$’000
Current tax
Current income tax charge(373)(1,143)
Prior year tax adjustment5022
Current tax(323)(1,121)
Net deferred income tax
Investment property building depreciation(212)1,135
Other28
Net deferred income tax(210)1,143
Income tax reported in the consolidated statement of comprehensive income(533)22
A reconciliation of the income tax expense applicable to net profit before income tax at 28%, to the income tax expense in the
consolidated statement of comprehensive income for the year ended 31 March is as follows:
2022
$’000
2021
$’000
Net profit/(loss) before tax3,46415,927
Income taxation expense (28%)(970)(4,460)
Adjust for revaluations of investment property(333)2,498
Adjust for non-deductible expenses(9)(7)
Adjust for capital loss on disposal of investment property59(90)
Adjust for development loan facility fees334139
Adjustment for deferred tax (depreciation on buildings)(212)1,135
Adjustment for prior period-22
Adjustment for depreciation (claimed in financial year)570653
Other28131
Income tax reported in the consolidated statement of comprehensive income(533)22
Deferred income tax
2022
$’000
2021
$’000
Net deferred income tax liability relates to the following:
Deferred income tax liabilities
Recoverable depreciation on Investment properties(425)(213)
Other119
Net deferred income tax liabilities(414)(204)
Deferred taxation(414)(204)
8. Segment Reporting
The principal business activity of the Group is to invest in New Zealand properties. Investment properties have similar
economic characteristics, methods of management and are under leases of various terms. Segment reporting is presented
in a consistent manner with internal reporting provided to the chief operating decision maker, the Board. The Board receives
internal financial information on a property by property basis, assesses property performance and decides on the resource
allocation. The Group operates only in New Zealand. On this basis all of the Group’s properties have been aggregated into a
single reporting segment to most appropriately reflect the nature and financial effects of the business activities. The Group has
no unallocated revenue, expenses, assets or liabilities and this approach has been applied to comparative periods.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
46
9. Trade and Other Receivables
Accounting policy
Trade receivables, other receivables and prepayments are initially recognised at fair value plus transaction costs and
subsequently carried at amortised costs using the effective interest rate method less an allowance for any impairment
losses. Due to their short term nature, trade receivable, other receivables and prepayments are not discounted.
The Group makes use of a simplified approach in accounting for trade receivables and records the loss allowance
as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows, considering the
potential for default at any point during the life of the financial instrument. In calculating, the Group uses its
historical experience, external indicators and forward looking information to calculate the expected credit losses.
The impairment of trade receivables is assessed on a collective basis (grouped based on the days past due), as they
possess shared credit risk characteristics.
Further disclosure details on the expected credit loss model have not been included in the financial statements as the
amounts involved are considered by the Directors of the Group to be immaterial.
2022
$’000
2021
$’000
Trade receivables549441
GST receivable773201
Expected credit losses(73)(75)
Total trade receivables1,249567
Colliers Property Trust Account (Eastgate)1,3231,056
Other receivables512668
Total other receivables1,8351,724
Total trade and other receivables3,0842,291
Trade receivables are non-interest bearing and are on < 30 day terms.
Loan establishment fees (unamortised)439731
Other prepayments1648
Prepayments455779
Current Prepayments309340
Non-Current Prepayments146439
Prepayments455779
Non current prepayments include $146,000 of unamortised loan establishment fees (31 March 2021: $439,000). All other prepayments
are classified as current.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
47
10. Investment & Development Properties
Accounting policy
Investment properties which are held exclusively to earn rentals and/or for capital appreciation are classified as investment
properties at their acquisition date. These are initially recognised at cost plus related costs of acquisition. After initial
recognition, investment properties are stated at fair value as determined by an independent registered valuer. Investment
properties are valued annually. The fair value is based on market values, being the price that would be received to sell
the property in an orderly transaction at the date of valuation after proper marketing wherein the parties had each acted
knowledgeably, prudently and without compulsion.
Investment properties that are being constructed or developed for future use are classified as development properties and
are measured at cost, as cost represents the fair value. Development properties are carried at fair value when fair value
can be reliably determined, which is expected to be upon completion. All costs directly associated with the purchase and
construction of a property and all subsequent capital expenditure is capitalised. Gains or losses arising from changes
in the fair value of development properties held at fair value are included in profit or loss in the year in which they arise.
Development properties are carried at fair value when fair value can be reliably determined, which is expected to be
upon completion. Development properties are re-classified as Investment properties upon practical completion of the
development and the property is held to be leased out under an operating lease.
In the absence of an active market, alternative valuation techniques are utilised which may include discounted cash
flow projections, capitalisation of income or sales comparison approach as appropriate to the property being valued.
The valuations are prepared by considering the aggregate of the estimated cash flows expected from rental income, the
occupancy rates, average lease terms and capitalisation rates which reflect the current market conditions. The estimate of
fair value is a judgement which has been made based on the market conditions which apply at each reporting date.
Investment properties are derecognised either when they have been disposed of or when the investment property is
permanently withdrawn from use and no future economic benefit is expected from its disposal. Any gains or losses on the
disposal of an investment property are recognised in profit or loss in the period of derecognition.
The tables below outline the movements in the carrying values for all directly owned investment properties:
As at 31 March 2022
Investment
Properties
Opening
fair value
balance
$’000
WIP
reclassified
$’000
Capex
$’000
Lease
amortisation
& other
$’000
Gain/
(loss) on
revaluation
$’000
Transfer to
assets held
for sale
$’000
Carrying
value at
balance
date
$’000
WIP
1
$’000
Closing
balance
$’000
Stoddard Road41,500-9771,896-43,500-43,500
Graham Street59,5001,5081,344-(3,352)-59,000-59,000
Development
Properties
Munroe Lane7,761-----7,76159,75567,516
Kamo*2,60010762-131(2,900)---
Total investment
& development
properties
111,3611,6151,5037(1,325)(2,900)110,26159,755170,016
*Kamo was transferred to held for sale when an active marketing campaign to sell the property commenced on 16 March 2022.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
48
As at 31 March 2021
Investment
Properties
Opening
fair
value
balance
$’000
Acquisitions
$’000
Capex
$’000
Lease
amortisation
& other
$’000
Gain/
(loss) on
revaluation
$’000
Transfer
to assets
held for
sale
$’000
Carrying
value at
balance
date
$’000
WIP
1
$’000
Closing
balance
$’000
Eastgate Shopping
Centre*
46,950-30826(4,724)(42,560)---
Stoddard Road37,500--913,909-41,500-41,500
Graham Street 50,100---9,400-59,5001,50861,008
Development
Properties
Munroe Lane 7,500---261-7,76117,25825,019
Kamo**-2,259--341-2,6001072,707
Total investment
& development
properties
142,0502,2593081179,187(42,560)111,36118,873130,234
* Eastgate Shopping Centre was transferred to held for sale when the sale and purchase agreement became unconditional on 22 February 2021.
** The acquisition of 34 Springs Flat Road, Kamo, Whangarei, was settled on 29 July 2020.
1
WIP (work in progress) relates to costs incurred in relation to future development work which were not included in the inputs to the valuation calculation by the independent valuers.
These costs include design, consents and other direct costs capitalised as development costs.
The independent valuations are adjusted for the carrying value of capitalised lease incentives and capitalised leasing fees as in
determining the carrying amount of investment property under the fair value model, an entity does not double count assets or
liabilities that are recognised as separate assets or liabilities.
The fair value of Stoddard Road is determined by the independent valuation using the capitalisation and discounted
cashflow approach.
The independent valuation was conducted by an independent registered valuer, listed below, who is a member of the
Institute of Valuers of New Zealand. The valuer is experienced in valuing commercial properties.
The 35 Graham Street fair value has been determined based on the forecast future discounted cash flows of the sale up to the
settlement on 1 December 2023. The forecast future cash flows include the initial deposit received of $6.5 million assuming
the shareholder vote has passed in early June 2022, the forecast operating expenditure and the settlement proceeds. A
discount rate of 5.5% has been used which reflects the assumed forecast credit characteristics, including funding costs, of the
counterparty up to settlement. Historical WIP in respect to 35 Graham Street has been reclassified as capital expenditure to
determine the carrying value, prior to the revaluation. On 12 April 2022 a sale and purchase agreement was entered into for the
sale of 35 Graham Street (refer to note 21). 35 Graham Street did not meet the criteria to be held for sale as at 31 March 2022.
Munroe Lane is held at cost representing the accumulated gross development cost as at 31 March 2022 in accordance with IAS
40.78. Munroe Lane is not held at fair value due to the lack of a reliable assessable fair value at its stage of development as at
31 March 2022. Accumulated cost has been tested for impairment.
The Eastgate Shopping Centre fair value represents the contracted sale price.
The Kamo fair value represents the assessed realisable value determined by the independent land valuation.
In the prior year, all properties, excluding development property, that are not expected to be sold in the next 12 months were
valued on a fair value basis at each reporting date by independent registered valuers, listed below, who are members of the
Institute of Valuers of New Zealand. These valuers are experienced in valuing commercial properties. The WIP in relation to the
future development at Graham Street is carried at cost. The land at Munroe Lane and at Kamo is valued separately from the
WIP from the development, Land is valued at fair value, WIP is carried at cost.
As at 31 March 2022
Valuer
Capitalisation rate
%
Occupancy rate
%
WALE
Years
Valuation
$’000
Stoddard Road
22 Stoddard Road, Auckland
Jones Lang
LaSalle
5.88100.003.5043,500
Kamo
34 Springs Flat Road, Kamo, Whangarei
Jones Lang
LaSalle
N/AN/AN/A2,900
46,000
Eastgate Shopping Centre and 35 Graham Street have not been independently valued as at 31 March 2022.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
49
As at 31 March 2021
Valuer
Capitalisation rate
%
Occupancy rate
%
WALE
Years
Valuation
$’000
Stoddard Road
22 Stoddard Road, Auckland
Jones
Lang
LaSalle
6.00100.004.1841,500
Graham Street
35 Graham Street, Auckland Central
Jones
Lang
LaSalle
5.75100.000.5059,500
Munroe Lane
6 - 8 Munroe Lane, Albany, Auckland
Jones
Lang
LaSalle
N/AN/AN/A7,761
Kamo
34 Springs Flat Road, Kamo, Whangarei
Jones
Lang
LaSalle
N/AN/AN/A2,600
97.562.72111,361
The valuation techniques and significant unobservable inputs are as follows:
Valuation
techniqueUnobservable inputs20222021
Sensitivity Of Fair Value To Changes
In the estimated fair value would
increase/(decrease):
Capitalisation
of net income
Market Capitalisation rate (%)5.88%5.75% - 6.00%Capitalisation rate was lower (higher)
Market rental ($ per sqm)*$307.16$302.56 - $349.48
Retail and office rental income per
square meter was higher (lower)
Discounted
Cash Flow
Discount rate (%)6.75%6.50% - 7.00%The discount rate was lower (higher)
Rental growth rate (%) over 10 years2.20%0.50% - 3.00%Rental growth was higher (lower)
Occupancy rate (%)100%100%The occupancy rate was higher (lower)
Letting up period (months)**6 months6 - 9 monthsLetting up period was lower (higher)
Sales Income
Approach
Price per square meter rate ($ per sqm)$75$67.5 - $1,850
Rate per square metre was higher
(lower)
*The represents the valuers' assessment of the net market income which a property is expected to achieve under a new arm’s length leasing transaction.
**Represents the period of time that has been allowed to re-let a tenancy at the end of each existing lease of the properties.
Investment property values are assessed within a range indicated by at least two valuation approaches, other than
undeveloped land. Most commonly the capitalisation of net income approach and the discounted cash flow approach are used
to value income producing properties. The sales comparison approach is used to appraise both developed and undeveloped
plots of land.
Estimates are used in these valuations. These include the capitalisation rate in the income capitalisation approach, the discount
rate in the discounted cash flow approach and rate per square meter in the sales comparison approach. The approaches are
also influenced by other estimates relating to market rental levels, vacancy rates, letting-up allowances and the cost of ongoing
operating expenses, capital expenditure, other capital payments, time, location, quality and overall condition.
Among other factors, all valuation approaches consider the quality of the building and its location, tenant quality, lease terms
and any lease incentive costs such as rent-free periods and other costs not paid by the tenant.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
50
11. Properties Held for Sale
Accounting policy
Investment property is transferred to investment property held for sale when it is expected that the carrying amount
will be recovered principally through sale rather than from continuing use. The property is held at the realisable value,
being fair value less cost to sell. These properties are held for immediate sale in their present condition. The value of
these properties is reassessed at each reporting date with gains and losses arising from changes in fair values being
recognised in profit and loss.
Investment properties which meet the requirements of assets held for sale will be reclassified on the date these
requirements are met. These properties will continue to be measured under the fair value model with any gains or
losses being recognised in profit or loss in accordance with NZ IAS 40 Investment Properties. Revenue on the sale of
properties held for sale is recognised when the risks and rewards have transferred to the buyer. The carrying value
represents the sale price in respect to the property.
Impact of Covid-19
The valuations take into account the impact of Covid-19 in inputs and market evidence adopted. Some valuations state that
there may be a greater range around their opinion of "market value" than would normally be the case and/or that values and
incomes may change more rapidly and significantly than during standard market conditions.
Valuation Sensitivity
This sensitivity analysis outlines how movements in the discount rate and capitalisation rate impact to the fair value of the
investment properties that use the Discounted Cash Flow and Capitalisation valuation approaches. The discount rate is used in
the discounted cash flow approach and the capitalisation rate is used in the capitalisation approach.
Stoddard Road
+25bps
$’000
Value
$’000
-25bps
$’000
Capitalisation rate41,80043,70045,700
Discount rate42,20043,00043,800
Adopted Value42,00043,50044,750
35 Graham Street-100bps-50bpsAdopted Value+50bps+100bps
Discount rate4.50%5.00%5.50%6.00%6.50%
Value $'00059,86159,42859,00058,57858,162
The sensitivity analysis are estimates only and assume all other variables used to calculate the property valuations
remain constant.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
51
The table below outlines the movements in the carrying values for all properties held for sale during the year:
As at 31 March 2022
Property
Opening
balance
$’000
Transfer
from
investment
properties
$’000
Capex
$’000
Lease
amortisation
& other
$’000
Gain/
(loss) on
revaluation
$’000
Disposal
$’000
Closing
balance
$’000
Eastgate Shopping Centre42,560-882(96)109-43,455
Kamo-2,900----2,900
Total42,5602,900882(96)109-46,355
As at 31 March 2021
Property
Opening
balance
$’000
Transfer
from
investment
properties
$’000
Capex
$'000
Lease
amortisation
& other
$’000
Gain/ (loss) on
revaluation
$’000
Disposal
$’000
Closing
balance
$’000
Eastgate Shopping
Centre
-42,560----42,560
Total-42,560----42,560
On 4 October 2021 the settlement date for the Sale and Purchase agreement (“SPA”) of Eastgate was varied to 1 April 2022.
On 24 February 2022 the agreement was further amended to allow the Purchaser to carry out a subdivision of the property.
Under the amendment, settlement will be 15 working days following new titles being issued for the property. If new titles have
not issued by 1 July 2022, Asset Plus may provide written notice to the Purchaser that they intend to terminate the agreement.
If the Purchaser does not settle within 7 working days of that notice, Asset Plus may terminate the agreement, and retain the
deposit paid (31 March 2021: On 22 February 2021 the Group entered into an unconditional sale of purchase agreement to
dispose of Eastgate Shopping Centre. A $1.5m deposit was received on 23 February 2021 in relation to the sale and is included
in trade payables, accruals and provisions).
An active marketing campaign to sell Kamo commenced on 16 March 2022.
These properties were initially classified as investment properties and were subsequently reclassified to properties held for sale.
12. Borrowings
Accounting policy
Borrowings are classified as financial liabilities at amortised cost. They are initially recognised at fair value of the
consideration less directly attributable transaction costs. Subsequent to initial recognition, borrowings are stated at
amortised cost using the effective interest method. Borrowings are classified as current liabilities unless the Group has
an unconditional right to defer the settlement of the liability for at least 12 months after the reporting date.
Borrowing costs are recognised as an expense when incurred, unless they relate to a qualifying asset and are
capitalised when incurred. Borrowing costs capitalised on qualifying assets during the year were $1.69m (2021:$497k).
FacilityBank
Loan
maturity
2022
$’000
2021
$’000
Working Capital FacilityBNZ30/09/20234,500-
Investment FacilityBNZ30/09/202351,2009,400
Development FacilityBNZ30/09/2023*--
Total55,7009,400
* The development facility expires the earlier of 30 September 2023 and the Conversion Date, being the date the loan converts to an Investment Facility. In the loan agreement the
conversion date is defined as the date that the Agent (acting on the instructions of the Majority Lenders) determines that Practical Completion has occurred.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
52
2022
$’000
2021
$’000
Trade payables134196
Other payables2,4761,844
Total trade and other payables2,6102,040
Interest accrual2010
Opex accruals8991,066
Capex accruals5,0942,691
Total accruals6,0133,767
Provisions for Covid-19 support97-
Total provisions97-
Total trade payables, accruals and provisions8,7205,807
Trade payables are non-interest bearing and are normally settled on 30 day terms. Interest payable is settled quarterly
throughout the financial year. Other payables are non-interest bearing and have an average term of 6 months.
Financing facilities available
At reporting date, the following financial facilities had been negotiated and were available:
2022
$’000
2021
$’000
Facilities drawn at reporting date - secured bank loan (BNZ)55,7009,400
Facilities undrawn at reporting date - secured bank loan (BNZ)74,300120,600
Total130,000130,000
Loan security
The loan is secured by a registered first mortgage over the investment properties of the Group, an assignment of leases over
all present and after acquired properties mortgaged to the BNZ Bank and a first general security interest over the assets of
the Group. The facility limit was increased from $75 million to $130 million on 30 October 2020. The current facility matures in
September 2023.
Loan covenants – BNZ bank
During the year ended 31 March 2022 all loan covenants were met (2021: all met).
13. Trade Payables, Accruals and Provisions
Accounting policy
Trade and other payables
Trade payables are classified as financial liabilities and are initially measured at fair value less any transaction costs
and subsequently carried at amortised cost and due to their short term nature, are not discounted. They represent
liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise
when the Group becomes obliged to make future payments in respect to the purchase of these goods and services.
Provisions
Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which it is
probable that an outflow of economic benefits will result and that the outflow can be reliably measured.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
53
14. Fair Value Measurement
Accounting policy
Financial assets/liabilities classified as fair value through profit and loss (“FVTPL”) are initially recognised at their
fair value and are subsequently measured at fair value at each reporting date. Gains and losses recorded on each
revaluation date are recognised within profit or loss. Transaction costs of financial assets classified as FVTPL are
expensed in the consolidated statement of comprehensive income.
The table below sets out the comparison by category of carrying amounts, fair values, and fair value movement hierarchy of the
Group's investment properties and borrowings:
Year ended 31 March 2022Year ended 31 March 2021
Quoted
market
Price
(Level 1)
Market
observable
Outputs
(Level 2)
Non market
Outputs
(Level 3)
Quoted
market
Price
(Level 1)
Market
observable
Outputs
(Level 2)
Non market
Outputs
(Level 3)
Investment propertiesNote 10--170,016--130,234
Properties held for saleNote 11--46,355--42,560
BorrowingsNote 12-(55,700)--(9,400)-
The quoted market price (Level 1) represents the fair value determined based on quoted prices in active markets as at the
reporting date. For financial instruments not quoted in active markets (Level 2) the Group uses present value techniques,
with a comparison to similar instruments for which market observable prices exist and other relevant models used by market
participants, which includes current swap rates on offer and also the current floating interest rate (interest rate swaps). For
properties held for sale and investment properties (Level 3), the Group uses present value techniques based on forecasted
future earnings.
There are no transfers between Level 1, 2 or 3 during the financial year ended 31 March 2022 (2021: None).
The Group has also assessed possible impairment for 12-month expected loss or life-time expected loss on trade and other
receivables and notes that the outcome of this is $73,000 (2021: $75,000).
Issued capital and reserves
20222021
Ordinary shares
Number of issued and fully paid shares362,718362,718
Ordinary shares have no par value. Fully paid and ordinary shares carry one vote per share, and share equally in dividends and
any surplus on winding up.
On 10 September 2020, the Company announced an equity raising of approximately $60.2 million (200.8 million shares)
via a $12.1 million underwritten placement (40.5 million shares) and a $48.1 million entitlement offer (160.3 million shares).
On 2 October 2020, the Company successfully completed the equity raising.
15. Equity
Accounting policy
Equity instruments issued by the Group are recorded as the proceeds are received, net of direct issue costs.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
54
17. Dividends Paid to Shareholders
Dividends paid during each reporting period comprised:
CPS
2022
$’000Date PaidCPS
2021
$’000Date Paid
Q4 prior year net dividend 0.4501,64111/06/21--N/A
Q1 net dividend0.4501,63813/09/210.45074012/08/20
Q2 net dividend0.4501,63814/12/210.4501,64011/12/20
Q3 net dividend0.22582125/03/220.4501,6403/03/21
Total paid during the year1.5755,7381.3504,020
2022
$’000
2021
$’000
Imputation credit account
At 31 March the imputation credits available for use in subsequent reporting periods are131943
18. Remuneration
Key management personnel costs
2022
$’000
2021
$’000
Directors’ remuneration300300
Total300300
16. Earnings Per Share
Accounting policy
Earnings per share is calculated by dividing the profit/(loss) attributable to shareholders (excluding distributions) of the
Group by the weighted average number of ordinary shares on issue during the period.
2022
$’000
2021
$’000
Total comprehensive gain/(loss) for the year, net of tax2,93115,949
Weighted average number of ordinary shares ('000)362,718265,683
Earnings per share (cents) - basic and fully diluted0.816.00
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Consolidated Financial Statements (continued)
The notes set out on pages 37 to 55 form part of, and should be read in conjunction with, the consolidated financial statements.
55
19. Related Parties
Centuria Funds Management (NZ) Limited (formerly Augusta Funds Management Limited) owns the management contract
rights of the Group. The parent of Centuria Funds Management (NZ) Limited, Centuria Capital (NZ) No.1 Limited (formerly
Augusta Capital Limited), owns 19.99% of Asset Plus Limited (2021:19.99%). Transactions with Centuria Funds Management
(NZ) Limited are deemed to be related parties because the Company is managed by Centuria Funds Management (NZ) Limited
under the terms of the signed management contract.
20222021
Fees paid and owing to the manager ($'000)Fees chargedFees owedFees chargedFees owed
Management fees987523788213
Lease renewal fees144-843-
Property management fees1544217144
Development management fees1,30016933588
Total2,5857342,137592
Consolidated Statement of Changes in Equity
2022
$’000
2021
$’000
Dividend paid to Centuria Capital No.1 Limited1,142762
20. Commitments and Contingencies
Capital commitments
At 31 March 2022 the Group has the following capital commitments:
• Capital commitments of $Nil (31 March 2021: $850,000) in regards to fit out works for Taco Bell at Eastgate Shopping Centre.
• Capital commitments of $49,506,000 (31 March 2021: $104,444,000) in regards to the development at Munroe Lane.
• Capital Commitments of $215,000 (31 March 2021: $Nil) in regards to demolition works at 35 Graham Street.
Guarantees
BNZ has provided a bond to the New Zealand Stock Exchange for the sum of $75,000, being the amount required to be paid by
all Issuers listed on the New Zealand Stock Exchange, and the Company has provided a General Security Agreement over its
assets in favour of BNZ as security for this bond (31 March 2021: $75,000).
Contingent liabilities
At the reporting date the Group had no material contingent liabilities (2021: nil).
21. Subsequent Events
The following events occurred subsequent to year-end:
• On 12 April 2022 the company signed a conditional sale and purchase agreement to sell 35 Graham Street for $65 million.
The settlement date is 1 December 2023 with the purchaser having the a right to extend settlement to 1 December 2024.
The agreement is subject to a shareholder vote to be held on 3 June 2022. 35 Graham Street did not meet the criteria to be
held for sale as at 31 March 2022.
• On 19 May 2022 the Company signed an amendment to the loan facility agreement. The key change is the future testing of
the interest cover ratio, which won't be tested from 1 April 2022 to 31 March 2023 inclusive.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2022
Independent Auditor’s Report
Independent
Auditor’s Report
To the Shareholders of Asset Plus Limited
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of Asset Plus Limited (the “Company”) and its subsidiary (together
the “Group”) on pages 32 to 55 which comprise the consolidated statement of financial position as at 31 March 2022,
and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated
statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary
of significant accounting policies
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial
position of the Group as at 31 March 2022 and its financial performance and cash flows for the year then ended in
accordance with New Zealand Equivalents to International Financial Reporting Standards (“NZ IFRS”) issued by the New
Zealand Accounting Standards Board.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) issued by
the New Zealand Auditing and Assurance Standards Board. Our responsibilities under those standards are further
described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report.
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) issued by the New Zealand
Auditing and Assurance Standards Board and the International Ethics Standards Board for Accountants’ International
Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the
audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Our firm carries out other related assurance assignments for the Group. The firm has no other interest in the Group.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
consolidated financial statements of the current period. These matters were addressed in the context of our audit of the
consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters.
56
Independent Auditor’s Report (continued)
Why the matter is significantHow our audit addressed the Key Audit Matter
Investment property and non-current assets
held for sale valuations
The Group’s investment properties and non-current assets
held for sale have an assessed value of $170 million and
$46.4 million respectively and make up most of the assets
of the Group.
In the application of NZ IFRS, management is required
to make judgements, estimates and assumptions about
carrying values of assets and liabilities that are not readily
apparent from other sources. The estimates, assumptions
and methodology for determining the values are specific to
the nature, location and expected future rental income for
each property.
Where appropriate, the Group engaged independent
registered valuers or used a contractual selling price to
determine the value of the property.
If the property is under construction and the Group were
unable to determine a value of a property, management
carried the property at its cost price.
The estimates, assumptions and methods used in
determining the value of the properties, may not be
appropriate and as a result we have considered these to be
significant to our audit
We have:
• Obtained and agreed the schedule of investment
properties to the respective independent valuation
reports, performed by valuation experts or management;
• Evaluated the independence, qualifications and
work of each valuation expert, for each of the
investment properties;
• Inquired about and documented the methods and
assumptions used by the expert and considered the
appropriateness of those assumptions and methods
used, for each property valuation;
• Confirmed each property valuation was performed in
accordance with appropriate accounting standards
for use in determining the carrying value of investment
property as at 31 March 2022;
• Verified the accuracy of any costs capitalised against
properties (with a focus on development properties
which are carried at cost ) by selecting a sample of
transactions, tracing it to supporting documentation and
validating whether the transactions meets the criteria for
capitalisation;
• Recalculated the fair value adjustment to be recorded
for the year for each investment property as at 31
March 2022;
• Considered the adequacy of the disclosures made
in Note 3 Significant Accounting Estimates and
Judgements, Note 10 Investment and Development
Properties and Note 11 Properties Held for Sale, to
the consolidated financial statements, which sets out
the key judgements and estimates including valuation
techniques and significant unobservable inputs applied
to determine fair value of the investment property; and
• Discussed with management changes in the investment
property portfolio, including any property development,
controls in place surrounding the valuation process
and the impact Covid-19 pandemic has had on
the investment property portfolio including rental
abatements, occupancy risk, growth rates.
57
Independent Auditor’s Report (continued)
Other Information
The Directors are responsible for the other information. The other information comprises the annual report but does not
include the consolidated financial statements and our auditor’s report thereon. The annual report is expected to be made
available to us after the date of this auditor’s report.
Our opinion on the consolidated financial statements does not cover the other information and we will not express any form of
audit opinion or assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information
identified above when it becomes available 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.
Directors’ responsibilities for the Consolidated Financial Statements
The Directors are responsible on behalf of the Group for the preparation and fair presentation of the consolidated financial
statements in accordance with New Zealand equivalents to International Financial Reporting Standards issued by the New
Zealand Accounting Standards Board, and for such internal control as the Directors determine is necessary to enable the
preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible on behalf of the Group 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 directors either intend 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 Consolidated 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) 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 consolidated financial statements.
A further description of the auditor’s responsibilities for the audit of the financial statements is located on the External
Reporting Board’s website at: https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/
Restriction on use of our report
This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might
state to the Company’s shareholders, as a body 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 shareholders, as a body, for our audit work, for this report or for the opinion we have formed.
Grant Thornton New Zealand Audit Limited
Ryan Campbell
Auckland
19 May 2022
58
Shareholder Statistics
RankInvestor Name Total Shares % Issued Capital
1Centuria Capital (NZ) No.1 Limited 72,507,288 19.99
2Accident Compensation Corporation 38,774,527 10.69
3HSBC Nominees (New Zealand) Limited 29,259,273 8.07
4Forsyth Barr Custodians Limited 16,151,563 4.45
5FNZ Custodians Limited 12,219,042 3.37
6Leveraged Equities Finance Limited 9,993,202 2.76
7New Zealand Depository Nominee 8,981,264 2.48
8Wairahi Investments Limited 5,000,000 1.38
9Tea Custodians Limited 4,523,261 1.25
10Forsyth Barr Custodians Limited 3,465,216 0.96
11Investment Custodial Services Limited 3,329,123 0.92
12Elizabeth Beatty Benjamin & Michael Murray Benjamin 3,000,000 0.83
13National Nominees New Zealand Limited 2,992,000 0.82
14
Francis Ivor Charles Jasper & Victoria Jane Carpenter & Anthony Francis
Segedin
2,900,000 0.8
15Cypress Capital Limited 2,621,326 0.72
16Cogent Nominees Limited 2,274,030 0.63
17Forsyth Barr Custodians Limited 2,194,830 0.61
18New Zealand Permanent Trustees Limited 2,154,496 0.59
19BHC Trustee 68 Limited 1,880,000 0.52
20FNZ Custodians Limited 1,757,353 0.48
Twenty Largest Shareholders
Top 20 Shareholders (with expanded NZCSD Sub-Register) as at 17 June 2022.
Shareholder
Statistics
59
60
Shareholder Statistics (continued)
RangeHoldersShares% Issued Shares
1-1,0009158,9680.02
1,001-5,0003751,133,5270.31
5,001-10,0003412,700,6590.74
10,001-50,00081120,627,2355.69
50,001-100,00027320,733,0495.72
Greater than 100,000296362,717,80187.52
Spread of shareholders
The following is a spread of quoted security holders as at 17 June 2022.
Substantial Security Holders
As at 31 March 2022 the following Shareholders had filed substantial security notices in accordance with the
Financial Markets Conduct Act 2013.
This annual report is dated 30 June 2022 and is signed on behalf of the board by:
*Accident Compensation Corporation has subsequently disclosed on 10 June 2022 that it now holds 38,774,527 ordinary shares.
Bruce Cotterill Carol Campbell
Chairman Chair Audit and Risk Committee
ShareholderNumber of ordinary shares relevant interest disclosed for
Centuria Capital (NZ) No.1 Limited72,507,288
Salt Funds Management Limited 32,415,353
Westpac Banking Corporation
(and related bodies corporate)
29,455,484
Accident Compensation Corporation31,086,689
Total ordinary shares on issue at 31 March 2022362,717,801
*
61
Notes
62
Notes
Directory
Directory
63
Company
Asset Plus Limited
PO Box 37953, Parnell 1151
Phone: 09 300 6161
www.assetplusnz.co.nz
Directors
Bruce Cotterill
Allen Bollard
Carol Campbell
Paul Duffy
John McBain
Bankers
Bank of New Zealand
Level 6
Deloitte Centre
80 Queen Street
Auckland
Auditor
Grant Thornton New Zealand
Audit Limited
Level 4
Grant Thornton House
152 Fanshawe Street
PO Box 1961
Auckland 1140
Registrar
Link Market Services Limited
Level 30
PwC Tower
15 Customs Street West
Auckland 1010
PO Box 91976
Auckland 1142
Phone: 09 375 5998
Fax: 09 375 5990
Manager
Centuria Funds Management
(NZ) Limited
Level 2
Bayleys House
30 Gaunt Street
Wynyard Quarter
Auckland 1010
PO Box 37953
Parnell 1151
63
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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