New Zealand Rural Land Company Limited logo

Substantial NAV Uplift Demonstrates Quality of Portfolio

Full Year Results25 August 2022NZLReal Estate

26 August 2022
FY22 Results: Substantial NAV uplift demonstrates quality of portfolio

New Zealand Rural Land Company (NZX. NZL) is pleased to announce its audited FY22 earnings and outlook. NZL recorded a record

Net Profit After Tax of $39.7M for the period and a net asset value per share (NAV) increase of +18.6% (+$0.26) alongside a total

dividend for the year of 3.61 cents per share.

Recent volatility in the stock market, challenging macro economic conditions and geopolitical turmoil have highlighted the resilience,

importance and overall attractiveness of rural land as an asset class. NZL offers investors an easy and liquid way to access New

Zealand’s world-leading agricultural sector with stable and transparent rental income, inflation-linked leases, high quality long-term

tenants, alongside the increasing value of a critical asset class. Meanwhile, NZL’s manager is building a track record of outperforming

the market.

FY22 Results Summary

30 June 202230 June 2021*Change (%)Change

Total Assets$289.0M


$164.9M


+75%+$124.1M

Total Liabilities$102.4M


$54.4M+88%+$48.0M

Net Profit After Tax$39.7M$15.1M+163%+$24.6M

AFFO$4.3M$(0.8)M-+$5.1M

AFFO (cents per share)3.74 cps(1.02) cps-+4.76 cps

Net Assets$186.6M$110.3M+69%+$76.3M

Net Asset Value per Share

$1.656$1.397+19%+$0.26

Number of Shares on Issue112.6M78.9M+43%+33.7M

*292 day period as a result of 21 December 2020 IPO

FY22 Results Commentary

NZL generates shareholder value through a combination of asset value appreciation and cash flows from long-term leases.

NZL’s FY22 result exceeded expectations with an increase in the value of its overall portfolio of +16.7%. As a result, NZL’s NAV per

share has risen from $1.397 to $1.656, an increase of +18.6%. This, coupled with NZL’s acquisitions, has seen total assets increase from

$164.9M as at 30 June 2021 to $289.0M as at 30 June 2022.

AFFO for the year was $4.3M, slightly higher than 22 February 2022 guidance of $4.2M.

The outlook remains positive for future earnings growth. NZL’s land portfolio has performed well over the last 18 months. This

demonstrates both the attractiveness of rural land and NZL’s advantages for acquisitions and ability to structure sound leases with

high quality tenant partners. Importantly, rural land remains an increasingly scarce and critical primary sector infrastructure asset. NZL’s

portfolio serves as a long-term inflation hedge and benefits from predictable income from long-term leases.

NZL’s leases also incorporate regular CPI adjustments which result in permanent rental increases. This coupled with the 100% occupancy

in NZL’s portfolio and a 9.8 year average lease term creates predictable, inflation-protected and sustainable income for investors.

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

www.nzrlc.co.nz

Acquisitions & Revaluations
NZL completed four acquisitions in FY22 comprising of ~4,900 hectares of rural land in Otago and Southland. These properties are

leased to new, high quality tenant partners which further enhances tenant diversity. All four acquisitions are pastoral based farms which

have a number of alternative uses with minimal capital investment reducing specialised asset risk in changing market conditions.

NZL’s total portfolio increased in value +16.7% in FY22 compounding on FY21’s increase of +10.8%. This is a combination of market

tailwinds associated with scarce primary production assets, attractive acquisition pricing and entering into well structured leases with

high quality tenant partners. The independent valuations use a comparable market transaction evidence based approach.

Our acquisitions in FY22 showed an increase of +26.2% (+$23.5 million) on purchase price. NZL’s original portfolio (those assets

acquired in FY21) increased by +10.3% (+$14.1 million), following on from a +10.8% (+$13.4 million) increase in FY21.

Dividend

NZL will pay a final dividend of 1.60cps, bringing total dividends for the year to 3.61cps. This reflects the 16.3% increase in share count

to 112,848,894 shares as at 30 June 2022. On an undiluted basis this is in line with our guidance (issued 2 June 2022) for a full year

dividend of 4.20 cps.

The final cash dividend will be paid on Friday, 9 September 2022, with a record date of Friday, 2 September 2022. There will be no

Dividend Reinvestment Plan (DRP) offered and the DRP has been suspended until further notice.

Outlook

The continuing high levels of inflation being experienced in New Zealand have a limited but net positive impact on NZL.

NZL’s leases incorporate regular, uncapped, CPI reviews. Accordingly, higher inflation results in higher than anticipated rental growth.

Furthermore, NZL is insulated from inflation-impacted (and all other operational) on-farm costs by owning only the land.

NZL currently forecasts FY23 AFFO of between $4.9m and $5.4M. NZL has hedging arrangements in place for 40% of its total

borrowings at an average all in cost of 4.50%, NZL’s remaining debt is borrowed on a floating rate (BKBM plus bank margins). The

average all in cost of total debt as at 22 August 2022 was 4.69%.

From 1 July 2024, NZL will start to see the positive impact of rental growth with approximately 55% of the portfolio (by lease income)

due for review. These reviews are CPI-indexed. CPI accumulated since the leases began (1 June 2021) totals +8.7% to 30 June 2022

and is forecast by the market to be +14.2% for the three years to 30 June 2024.

Unsurprisingly, in FY22 the New Zealand rural land market exhibited increased market activity with $4.9B of rural land sold in FY22. This

increase in market activity is widely expected to continue. Market activity is reflective of the positive outlook for New Zealand’s primary

sector, New Zealand agriculture’s advantaged production, rural land as an asset class, the growing global appetite for New Zealand’s

primary produce; and the relative low risk/resilient nature of the asset class in the face of geopolitical uncertainty and inflation.

For further information please contact:

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

Christopher Swasbrook

Mobile: 021 928 262

Email: chris@nzrlc.co.nz

orRichard Milsom

Mobile: 021 274 2476

Email: richard@nzrlm.co.nz

www.nzrlc.co.nz

---

1
NEW ZEALAND RURAL LAND COMPANY

1

www.nzrlc.co.nz

listed on:

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JUNE 2022

Rural Land Co

New Zealand

The Rural Land Investors

New Zealand Rural Land Company Limited and its subsidiary
For the year ended 30 June 2022

Consolidated Financial Statements

New Zealand Rural Land Company Limited and its subsidiary
Directors' responsibility statement

For and on behalf of the Board

DirectorDirector

The Board of Directors of New Zealand Rural Land Company Limited authorised the financial statements for issue on 25 August

2022.

The directors are pleased to present the financial statements of New Zealand Rural Land Company Limited and its subsidiary for the

financial years period ended 30 June 2022.

2

New Zealand Rural Land Company Limited and its subsidiary
For the year ended 30 June 2022

2022

Notes

$'000$'000

Gross rental income

Rental income68,215 498

Net rental income8,215 498

Less overhead costs

Directors fees(217)(170)

Insurance(80)(31)

Marketing expenses(1)(125)

Management fees19(632)(99)

Professional and consulting fees(456)(200)

Performance fee19(4,115)(1,625)

Other expenses(85)(68)

Total overhead costs(5,586)(2,318)

Profit / (loss) before net finance income, other income and income tax2,629 (1,820)

Finance income3,550 122

Finance expense(2,408)(234)

Net finance income / (expense)71,142 (112)

Profit / (loss) before other income and income tax3,771 (1,932)

Other income

Change in fair value of investment property535,342 16,525

Profit before tax39,113 14,593

Income tax benefit8.1567 522

Profit and total comprehensive income for the period39,680 15,115

CentsCents

Basic and diluted earnings per share2442.43 37.49

Consolidated statement of comprehensive income

292 day period

ended 30 June

2021

These financial statements are to be read in conjunction with the accompanying notes

3

New Zealand Rural Land Company Limited and its subsidiary
Consolidated statement of financial position

At 30 June 2022

2022 2021

Notes

$'000$'000

Current assets

Cash and cash equivalents91,004 20,496

Trade and other receivables101,411 668

Current tax receivable10 23

Total current assets2,425 21,187

Non-current assets

Investment property5264,899 137,678

Loan receivable1118,554 5,475

Deferred tax assets8.21,089 522

Derivative assets121,792 -

Other non-current assets256 75

Total non-current assets286,590 143,750

Total assets289,015 164,937

Current liabilities

Trade and other payables13923 308

Income in advance579 -

Other current liabilities150 -

Total current liabilities1,652 308

Non-current liabilities

Borrowings14100,768 54,254

Derivative liabilities12- 121

Total non-current liabilities100,768 54,375

Total liabilities102,420 54,683

Net assets186,595 110,254

Share capital15129,632 93,514

Share based payment reserve174,115 1,625

Retained earnings52,848 15,115

Total equity186,595 110,254

$$

Net Assets Value (NAV) per share21.21.6564 1.3968

Net Tangible Assets (NTA) per share21.21.6309 1.3918

These financial statements are to be read in conjunction with the accompanying notes

4

New Zealand Rural Land Company Limited and its subsidiary
Consolidated statement of changes in equity

For the year ended 30 June 2022

Notes

$'000$'000$'000$'000

Balance at 11 September 2020

- - - -

Comprehensive Income

Profit for the period- - 15,115 15,115

Total comprehensive income- - 15,115 15,115

Transactions with shareholders

Contributed capital1495,893 - - 95,893

Transaction costs14(2,379)- - (2,379)

Performance fee payable in ordinary shares15- 1,625 - 1,625

Balance at 30 June 2021

93,514 1,625 15,115 110,254

Comprehensive Income

Profit for the period- - 39,680 39,680

Total comprehensive income- - 39,680 39,680

Transactions with shareholders

Contributed capital15

34,852 - - 34,852

Transaction costs15

(551)- - (551)

Performance fee issued in ordinary shares151,625 (1,625)- -

Performance fee payable in ordinary shares17- 4,115 - 4,115

Dividends paid16

- - (1,947)(1,947)

Dividend reinvestment plan issues16

192 - - 192

Balance at 30 June 2022

129,632 4,115 52,848 186,595

Share capital

Retained

earningsTotal

Share based

payment

reserve

These financial statements are to be read in conjunction with the accompanying notes

5

New Zealand Rural Land Company Limited and its subsidiary
Consolidated statement of cash flows

For the year ended 30 June 2022

Notes

$'000$'000

Cash flows from operating activities

Lease income received

6,505 23

Payments to suppliers

(394) (716)

Management fees paid

(663) (70)

Income taxes received / (paid)

12 (23)

Interest paid

(1,890) (117)

Interest received

599 77

Net cash generated by / (used in) operating activities4,169 (826)

Cash flows from investing activities

Payment for NZX listing bond

- (75)

Payments for investment properties

(90,492) (120,685)

Payments for leasehold improvements

(181) -

Payment for loan receivable(12,018) (5,430)

Net cash used in investing activities(102,691)(126,190)

Cash flows from financing activities

Proceeds from convertible loan- 375

Proceeds from issue of ordinary shares34,822 95,249

Payment of transaction costs on issue of ordinary shares(551) (2,366)

Dividends paid(1,755) -

Proceeds from borrowings60,768 54,254

Repayment of borrowings(14,254) -

Net cash generated by financing activities79,030 147,512

Net (decrease) / increase in cash and cash equivalents(19,492)20,496

Cash and cash equivalents beginning of the year20,496 -

Cash and cash equivalents at the end of the period91,004 20,496

2022 2021

These financial statements are to be read in conjunction with the accompanying notes

6

Notes to the consolidated financial statements
For the year ended 30 June 2022

1Reporting entity

2Basis of preparation

2.1Statement of compliance and reporting framework

2.2

Functional and presentation currency

2.3Basis of measurement

Revenue, expenses, assets and liabilities are recognised net of the amount of goods and services tax (GST) except:



2.4Basis of consolidation




The Group has adopted External Reporting Board Standard A1 Accounting Standards Framework (For-profit Entities Update) (XRB A1).

The financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice ("NZ GAAP") and

the Financial Markets Conduct Act 2013. They comply with New Zealand equivalents to International Financial Reporting Standards ("NZ

IFRS") and other applicable Financial Reporting Standards, as appropriate. These financial statements comply with International Financial

Reporting Standards ("IFRS") as published by the International Accounting Standards Board. For the purposes of complying with NZ GAAP,

the Group is a for-profit entity. These financial statements have been prepared in accordance with the requirements of the Companies

Act 1993 and on a going concern basis.

The consolidated financial statements for New Zealand Rural Land Company Limited (the "Company" or "Parent") and its subsidiary (the

"Group") are for the economic entity comprising the Company and its subsidiary. The Group's principal activity is investment in New

Zealand rural farmland.

where the amount of GST incurred is not recovered from the taxation authority, it is recognised as part of the cost of

acquisition of an asset or as part of an item of expense; or

The Company is incorporated in New Zealand and registered under the Companies Act 1993. The Company is an FMC reporting entity for

the purposes of the Financial Markets Conduct Act 2013 and the Financial Reporting Act 2013. The Company was incorporated on 11

September 2020 and is domiciled in New Zealand. The Company is listed on the New Zealand Stock Exchange (NZX Limited) with ordinary

shares listed on the NZX Main Board.

These financial statements are presented in New Zealand dollars, which is the Group's functional currency. All amounts have been

rounded to the nearest thousand, unless otherwise stated.

The financial statements have been prepared on the historical cost basis except for derivative financial instruments and investment

properties which are measured at fair value.

is exposed, or has rights, to variable returns from its involvement with the investee; and

has the ability to use its power to affect its returns.

The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more

of the three elements of control listed above.

The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the Company and

its subsidiary. Control is achieved when the Company:

has power over the investee;

New Zealand Rural Land Company Limited and its subsidiary

These financial statements are for the financial year ending 30 June 2022. The comparative period is the 292 day period ended 30 June

2021.

for receivables and payables which are recognised inclusive of GST (the net amount of GST recoverable from or payable to the

taxation authority is included as part of receivables or payables).

7

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

2.4Basis of consolidation (continued)

2.5Financial instruments

Financial assets - Derecognition of financial assets

Financial assets - Impairment of financial assets

Financial liabilities - Amortised cost

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the instruments.

Financial liabilities at amortised cost (including borrowings, related party payables and trade and other payables) are initially recognised

at fair value and subsequently measured at amortised cost using the effective interest method.

The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over

the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and

points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts)

through the expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial

recognition.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the

acquisition or issue of financial assets and financial liabilities (other than financial assets and financial liabilities at fair value through

profit or loss) are added to or deducted from the fair value of the financial assets or financial liabilities, as appropriate, on initial

recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair value through profit

or loss are recognised immediately in profit or loss.

Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company loses control

of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the

consolidated statement of profit or loss and other comprehensive income from the date the Company gains control until the date when

the Company ceases to control the subsidiary.

When necessary, adjustments are made to the financial statements of a subsidiary to bring their accounting policies into line with the

Group's accounting policies.

All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are

eliminated in full on consolidation.

The Group’s financial assets consist of cash, trade receivables, derivatives and loan receivable.

The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the

financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Group neither transfers nor

retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognises its

retained interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and

rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and also recognises a

collateralised borrowing for the proceeds received.

Impairment of financial assets are recorded through a loss allowance account (bad debt provision). The amount of the loss allowance is

based on the simplified Expected Credit Loss (ECL) approach which involves the Group estimating the lifetime ECL at each balance date.

The lifetime ECL is calculated using a provision matrix based on historical credit loss experience and adjusted for forward looking factors

specific to the debtors and the economic environment.

Financial instruments are classified into the following specified categories: ‘fair value through profit or loss' (FVTPL), and 'at amortised

cost'. The classification depends on the business model and nature of the cash flows of the financial instrument and is determined at the

time of initial recognition.

8

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

2.5Financial instruments (continued)

Financial liabilities - Derecognition of financial liabilities

3

Critical accounting estimates and judgements

• Fair valuation of investment property (note 5)

• Deferred tax on investment property (note 8.2)

• Recognition of loan receivable (note 11)

3.1

Fair value estimation




Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market

participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation

technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if

market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value

for measurement and/or disclosure purposes in these financial statements is determined on such a basis.

The preparation of these financial statements requires management to make estimates and assumptions. These affect the amounts of

reported revenue and expense and the measurement of assets and liabilities. Actual results could differ from these estimates. The

principal areas of judgement and estimation in these financial statements are:

The Group’s assets and liabilities that are measured at fair value are investment property and derivative financial instruments. Investment

property is measured using level 3 valuation techniques as further detailed in Note 5.

Derivative financial instruments are measured using level 2 valuation techniques, which is based on inputs other than quoted prices in an

active market that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). This

valuation technique maximises the use of observable market data where it is available and relies as little as possible on entity specific

estimates. The derivatives are valued based on the mark to market valuations of the interest rate swaps on 30 June 2022.

The carrying value of all other financial assets and liabilities held at amortised cost reasonably approximates the fair value due to the

short term nature of the financial instruments.

Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects the significance of the

inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels are

determined based on a reassessment of the lowest level of input that is significant to the fair value measurement. For financial reporting

purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value

measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as

follows:

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the

measurement date;

Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or

liability, either directly or indirectly; and

Level 3 inputs are unobservable inputs for the asset or liability.

The Group derecognises financial liabilities when, and only when, the Group's obligations are discharged, cancelled or they expire. The

difference between the carrying amount of the financial liability derecognised and the consideration paid and payable is recognised in

profit or loss.

9

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

4

Segment information

5

Investment properties

Fair value of rural land investment properties:

30 June 2022

Land area

Opening

balanceAdditions ¹

Lease fee

amortisation

Capitalised

lease

incentive ²

Revaluation

gainCarrying value

Hectares$'000$'000$'000$'000$'000$'000

Canterbury

5,765

126,581 -(8) 1,273 11,962139,808

Otago3,500-61,544(30) -18,62480,138

Southland

1,386

11,097 29,096(5) 9 4,75644,953

Fair value of investment properties137,678 90,640 (43) 1,282 35,342 264,899

¹

²

30 June 2021

Land areaAdditions ¹

Capitalised

lease

incentive ²

Revaluation

gainCarrying value

LocationHectares$'000$'000$'000$'000

Canterbury5,765 110,273 468 15,840 126,581

Southland456 10,412 -685 11,097

Fair value of investment properties120,685 468 16,525 137,678

¹

²

Net of amortisation.

Included in the Group's total gross finance income, excluding gains on the fair value of derivative instruments, more than 10% was

received as interest income from two significant customers. The total gross interest income derived in the year ended 30 June 2022 from

these customers was $0.549 million and $1.1 million respectively. No other single customer contributed 10% or more of the Group's total

finance income.

Includes directly attributable acquisition costs.

Net of amortisation.

Initial direct costs incurred in negotiating and arranging operating leases and lease incentives granted are added to the carrying amount

of the leased asset.

Investment property is initially measured at cost and subsequently measured at fair value with any change therein recognised in profit or

loss. Any gain or loss arising from a change in fair value is recognised in profit or loss.

The Group operates in one business segment being New Zealand rural land.

Includes directly attributable acquisition costs.

Property valuations will be carried out at least annually by independent registered valuers.

Investment properties are derecognised when they have been disposed of and any gains or losses incurred on disposal are recognised in

profit or loss in the year of derecognition.

Location

Investment property is property held either to earn rental income, for capital appreciation or for both.

Included in the Group's total rental income, more than 10% was received from four significant customers, Performance Livestock Limited,

Sustainable Grass Limited, Performance Dairy Limited, and WHL Capital Limited. The total rental income derived in the year ended 30

June 2022 from these customers was $1.358 million, $1.167 million, $3.095 million, and $2.029 million respectively. No other single

customer contributed 10% or more of the Group's total rental income.

10

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

5.1Fair value measurement, valuation techniques and inputs

The Group's investment properties were valued by Colliers International, with values applicable as at 30 June 2022.

Key inputs used to measure fair value:

2022 2021

Land growth rate3%3%

CPI

2%2%

Discount rate

7%7.5%

Terminal rate6.5%6.5%

5.2Valuation methodology

Key valuation inputDescription

Land growth rateIncreaseDecrease

CPIIncreaseDecrease

Discount rateDecreaseIncrease

Terminal rateDecreaseIncrease

IncreaseDecrease

External, independent valuers, having appropriate recognised professional qualifications and recent experience in the location and

category of the property being valued, value the Group’s investment property portfolio at least every 12 months. The fair values are

based on market values, being the estimated amount for which a property could be exchanged on the date of the valuation between a

willing buyer and a willing seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably,

prudently and without compulsion.

Increase in

input

Decrease in

input

The valuer's assessment of the annual net market income per hectare

attributable to the property. Used in the income approach.

Market rental assessment

During the year there were no transfers of investment properties between levels of the fair value hierarchy. The valuation techniques

used in measuring the fair value of investment property, as well as the significant unobservable inputs used are as follows:

Investment properties are classified as level 3 (inputs are unobservable for the asset or liability) under the fair value hierarchy on the

basis that adjustments must be made to observable data of similar properties to determine the fair value of an individual property.

Measurement sensitivity

The investment properties have been assessed on a fair value basis utilising the income approach for the Group's interest as lessor and a

market approach to assess the reversionary value of the assets at the expiry of the current lease terms. The valuation includes the

consideration made by the valuer for the applicable climate risks.

The net present value of the income provided under the lease agreements have been assessed to be above prevailing market leases for

similar assets. This results in the Group's interest assessment in the leases being greater than the current fair value for the asset on the

basis of the fee simple valuation.

The rate used to assess the terminal value of the property. Used in the

income approach.

The rate applied to the expected land value growth. Used in the income

approach.

The expected inflation increase applied to the lease income every three

years. Used in the income approach.

The rate applied to discount future cashflows, it reflects transactional

evidence from similar types of property assets. Used in the income

approach.

11

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

6Rental income

2022 2021

$'000$'000

Gross lease receipts7,41630

Straight line rental adjustments975483

Amortisation of capitalised lease incentives(176)(15)

Rental income8,215498

6.1Operating lease income commitments

2022 2021

Future minimum rental receivables under non-cancellable operating leases are as follows:

$'000$'000

Within 1 year11,338 6,137

After 1 year but not more than 5 years45,353 24,550

More than 5 years63,296 36,307

Total property operating lease income

119,987 66,994

7Finance income and expense

2022 2021

$'000$'000

Finance income

Interest income

1,660122

Gain on fair value of derivative instruments1,890-

Finance expense

Interest expense(2,408)(113)

Loss on fair value of derivative instruments-(121)

Net finance income / (expense)1,142(112)

The commitments above are calculated based on the contract rates using the term certain expiry dates of lease contracts. Actual rental

amounts in future may differ due to CPI adjustments within the lease agreements.

Finance income includes interest income derived from financial assets. Interest income from a financial asset is recognised when it is

probable that the economic benefits will flow to the Group and the amount of income can be measured reliably. Interest income is

accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that

exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on

initial recognition.

Rental income from investment property leased to clients under operating leases is recognised in the consolidated statement of

comprehensive income on a straight-line basis over the term of the lease, taking into account rent free periods. Where lease incentives

are provided to customers, the cost of incentives are recognised over the lease term on a straight-line basis as a reduction to rental

income.

Finance expense includes interest expense incurred on borrowings and the loss on fair value of derivative instruments. Interest expense is

recognised using the effective interest method. Gain on fair value of derivative instruments details are included in note 12.

The Group has entered into investment property leases (as lessor) which have remaining non-cancellable lease terms of between 10 and

11 years.

12

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

8Income taxes

8.1Income tax recognised in statement of comprehensive income

2022 2021

$'000$'000

Current tax expense

--

Deferred tax (benefit)

(567)(522)

Income tax (benefit)

(567)(522)

Reconciliation of income tax expense to prima facie tax payable:

Profit before tax

39,11314,593

Income tax expense calculated at 28%

10,9524,086

Effect of expenses that are not deductible in determining taxable profit

2519

Effect of income that is not assessable in determining taxable profit

(11,436)(4,627)

Prior period adjustment

(108)-

Income tax (benefit)

(567)(522)

8.2Deferred tax assets

2022 $'000 $'000 $'000

Lease fees(42) (20) (62)

Lease incentives(131) (357) (488)

Tax losses807 830 1,637

Depreciation on investment property(112) 112 -

Other-2 2

Total deferred tax asset / (liability)5225671,089

Recognised in

profit or loss

Current and deferred tax are recognised in profit or loss, except when they relate to items that are recognised in other comprehensive

income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in

equity respectively.

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial statements

and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable

temporary differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is

probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such deferred tax

assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business

combination) of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. In addition, deferred

tax liabilities are not recognised if the temporary difference arises from the initial recognition of goodwill.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is settled or

the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the

Group expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from ‘profit before tax’ as reported in the

consolidated Statement of Comprehensive Income because of items of income or expense that are taxable or deductible in other years

and items that are never taxable or deductible. The Group's current tax is calculated using tax rates that have been enacted or

substantively enacted by the end of the reporting period.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer

probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Closing

balance

Opening

balance

13

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

8.2Deferred tax assets (continued)

2021 $'000 $'000 $'000

Lease fees-(42) (42)

Lease incentives-(131) (131)

Tax losses-807 807

Depreciation on investment property-(112) (112)

Total deferred tax asset / (liability)-522522

Key Judgement

9Cash and cash equivalents

2022 2021

$'000$'000

Cash at bank

1,004 20,496

Total cash and cash equivalents

1,00420,496

10Trade and other receivables

Trade receivables are non-derivative financial assets and measured at amortised cost less impairment.

2022 2021

$'000$'000

Trade receivables1,054 65

Prepayments312 269

GST receivable-334

Other receivables45 -

Total trade and other receivables1,411668

11Loan receivable

2022 2021

$'000$'000

Non-current:

McNaughtons home block

6,021 5,475

Makikihi Farm

12,533 -

Total loan receivable

18,5545,475

Opening

balance

Recognised in

profit or loss

Closing

balance

The Group has chosen not to rebut the presumption in NZ IAS 12 Income taxes that the carrying value of investment properties will be

recovered through sale.

On 1 June 2021, the Group acquired land at 30 Cooneys Road, Morven for $5.4 million and simultaneously entered into a lease and a put

and call agreement with Performance Dairy Limited (PDL), a related entity to the vendor. Under the call agreement, PDL can acquire the

land on 31 May in any year (providing a minimum 90 days notice has been provided) from the Group for $5.4 million plus 10% interest

compounding annually. Under the put agreement, from 1 June 2023 the Group can require PDL to acquire the land on 31 May any year

under the same pricing mechanism and notice requirements. The put and call option has a 99 year life.

Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short‑term, highly liquid

investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject

to an insignificant risk of changes in value, and bank overdrafts.

Cash and cash equivalents at the end of the reporting period as shown in the statement of cash flows can be reconciled to the related

items in the statement of financial position as follows:

14

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

11Loan receivable (continued)

12Derivatives

2022 2021

$'000$'000

Derivative assets

1,792-

Derivative liabilities

-121

1,792121

13Trade and other payables

2022 2021

$'000$'000

Trade payables and accruals

908 308

GST payable

15 -

Total trade and other payables923308

14Borrowings

2022 2021

Non-current borrowings:

$'000$'000

Rabobank facility

100,768 54,254

Total borrowings

100,76854,254

Total

Undrawn

facility

Drawn

amountFair value

2022

$'000$'000$'000$'000

Bank facility A1 June 20254.01%46,000 4,232 41,768 41,768

Bank facility B1 June 20243.84%29,500 -29,500 29,500

Bank facility C1 June 20264.14%29,500 -29,500 29,500

105,000 4,232 100,768 100,768

Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost.

Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the consolidated statement of

comprehensive income over the period of the borrowings using the effective interest method. Borrowings are classified as current

liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date.

Effective

interest rateExpiry date

Derivative financial instruments, comprising interest rate swaps are classified as fair value through profit or loss ("FVTPL"). Subsequent to

initial recognition, changes in fair value of such derivatives and gains or losses on their settlement are recognised in the consolidated

statement of comprehensive income in finance income and expense.

These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year which are unpaid.

The amounts are unsecured and are usually paid within 30 days from recognition. Trade payables are recognised initially at fair value and

subsequently measured at amortised cost.

Key Judgement

On 2 August 2021, the Group acquired land at a North Canterbury Dairy Farm (Makikihi Farm) for $12 million and simultaneously entered

into a lease and a put and call agreement with Makikihi Robotic Dairy Limited (MRDL), a related entity to the vendor. Under the call

agreement, MRDL can acquire the land on 31 May in any year (providing a minimum 90 days notice has been provided) from the Group

for 12 million plus 10% interest compounding annually. Under the put agreement, from 1 August 2023 the Group can require MRDL to

acquire the land on 31 May any year under the same pricing mechanism and notice requirements. The put and call option has a 99 year

life.

The loan receivable balances have been considered and determined no impairment is required at reporting date.

The Group has determined that these arrangements have the substance of loans with 10% market interest rates per annum.

The loans are secured by a General Security Deed and cross guarantee from certain Van Leeuwen Group entities.

15

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

14Borrowings (continued)

Total

Undrawn

facility

Drawn

amountFair value

2021

$'000$'000$'000$'000

Bank facility A1 June 20232.05%25,000 10,746 14,254 14,254

Bank facility B1 June 20242.19%16,000 -16,000 16,000

Bank facility C1 June 20262.49%24,000 -24,000 24,000

65,000 10,746 54,254 54,254

The terms of the borrowings includes the following covenants that the Group must ensure at all times:


Interest coverage ratio is greater than 2.0;


Loan to valuation ratio does not exceed 40%; and


Capital expenditure in each financial year shall not exceed 120% of the budgeted forecast capital expenditure.

15Issued capital

Notes

Authorised and issued

Opening balance

--

Share capital issued for assignment of intellectual property

19.1125 100,000

Share capital issued for director services rendered in relation to IPO

75 60,000

Shares issued on initial public offering

75,000 60,000,000

Loan converted to ordinary shares

375 300,000

Rights issue (2:3) to existing shareholders

20,318 18,470,970

Transaction costs arising on issue of shares

(2,379) -

Balance 30 June 2021

93,51478,930,970

Rights issue to existing shareholders (September 2021)

18,486 16,805,868

Rights issue to existing shareholders (June 2022)

16,366 15,586,890

Performance fee issued in ordinary shares

1,625 1,163,162

Dividend reinvestment plan issues

16192 162,004

Transaction costs arising on issue of shares

(551) -

Balance at 30 June 2022

129,632112,648,894

In June 2022, a rights issue to existing shareholders closed with 15.6 million shares issued at $1.05 per share.

The Group has complied with the financial covenants of its borrowing facilities during the 2022 reporting period.

Expiry date

Effective

interest rate

The Group has entered into a revolving credit facility agreement with Rabobank on 21 May 2021 and renewed on 29 November 2021, 15

June 2022 and 30 June 2022 . The facility agreement has a limit of $105,000,000 with floating interest rates ranging over the three

tranches of the debt. Interest is payable quarterly in arrears.

The June 2021 performance fee was settled with 1.2 million shares being issued in September 2021 at an equivalent of $1.3968 per share.

An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity

instruments issued are recognised at the proceeds received, net of direct issue costs.

Repurchase of the Group's own equity instruments is recognised and deducted directly in equity. No gain or loss is recognised in profit or

loss on the purchase, sale, issue or cancellation of the Group's own equity instruments.

There is a general security deed over all of the assets of the Group as security of the borrowings.

In September 2021, a rights issue to existing shareholders closed with 16.8 million shares being issued at $1.10 per share.

$'000

No. of

ordinary

shares

All shares have equal voting rights, participate equally in any dividend distribution or any surplus on the winding up of the Company. The

shares have no par value.

16

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

16Dividends

17Share based payment reserve

2022 2021

$'000$'000

Arising on share-based payments (performance fee)

4,115 1,625

Balance at end of the period

4,115 1,625

18Remuneration of auditors

2022 2021

Assurance and other services

$'000$'000

Statutory audit services

96 68

9668

19Related parties

19.1Remuneration of the Manager

• Providing administrative and general services;

• Sourcing and securing potential investors and communicating with investors;

• Sourcing opportunities for the sale and purchase of Land, and operators for lease agreements in respect of Land;

• Overseeing due diligence for and executing transactions for the sale and purchase, and leasing, of Land;

• Managing the Group’s Property, including Land owned by the Group;

• Arranging regular valuations and audits of the Group; and

• Administering the payment of dividends and distributions in respect of the Group.

The Manager is remunerated via management fees, transaction fees and performance fees.

Fees paid and owing to the Manager:

Fees chargedOwing at 30

June

Fees chargedOwing at 30

June

$'000$'000$'000$'000

Basic management services fee632 55 99 30

Land transaction fees1,116 -1,725 -

Leasing fees150 -150 -

Performance fee4,115 4,115 1,625 1,625

Total

6,013 4,170 3,599 1,655

Equity-settled share-based payment transactions with parties other than employees are measured at the fair value of the goods or

services received, except where that fair value cannot be estimated reliably, in which case they are measured at the fair value of the

equity instruments granted, measured at the date the entity obtains the goods or the counterparty renders the service.

The Group has appointed an external manager, New Zealand Rural Land Management Limited Partnership through a signed management

agreement. The Manager is responsible for all management functions of the Group, including:

During the year the following fees were paid or payable for services provided by PricewaterhouseCoopers New Zealand as the auditor of

the Group:

20212022

The share based payment reserve relates to the Manager's performance fee that is settled through the issue of shares. More details on

performance fees are provided in note 19.1.

During the year, total dividends of $1.947 million were declared. An ordinary dividend of $0.0201 per share with no supplementary

dividend was issued in March 2022. No imputation credits were attached to the dividend.

The company established a dividend reinvestment plan under which holders of ordinary shares could elect to have all or part of their

dividend entitlements satisfied by the issue of new ordinary shares rather than by being paid in cash. Shares were issued under the plan

at a strike price of $1.1832, with no discount to the market price at the time of the dividend. Under this reinvestment plan, 162,004

shares were issued for a total value of $191,668. This reduced the overall cash paid for dividends to $1.755 million.

17

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

19.1Remuneration of the Manager (continued)

Management fee

Transaction fee



Performance fee

19.2Key management personnel compensation

20Subsidiary

2022

2021

Name of entityCountry incorporatedEquity holdingEquity holding

NZRLC Dairy Holdings LimitedNew Zealand100%100%

21Non-GAAP measures

For each lease agreement entered into, a fee of $30,000.

Non-GAAP measures do not have a standard meaning prescribed by GAAP and therefore may not be comparable to information

presented by other entities. These measures should not be viewed in isolation, nor considered as a substitute for measures reported in

accordance with NZ IFRS.

Transactions fee incurred for the period ended 30 June 2022 were $1.116 million and $0.150 million (2021: $1.725 million and $0.150

million) in relation to the purchase and lease fee components respectively. The purchase fee was included in the initial carrying amount

of the acquired investment property. The leasing fee has been added to the carrying value of the leased asset (being investment

properties) as part of the initial direct costs of arranging the lease.

The following subsidiary has been consolidated in the Financial Statements of the Group:

A fee is payable for the following transactions:

A monthly management fee is payable equal to 0.5% per annum of the Group's Net Asset Value, calculated on a monthly basis. The total

management fees for the period ended 30 June 2022 were $0.632 million (2021: $0.055 million).

In addition to remuneration of the Manager outlined above, the Group paid directors fees during the period of $0.217 million (2021:

$0.170 million), of which $nil was settled in shares (2021: $0.075 million) and the remainder in cash. There was no other compensation of

key management personnel during the period.

The consolidated Financial Statements incorporate the assets, liabilities and results of the subsidiary in accordance with the accounting

policy described in note 2.4.

For each purchase or sale of land, a fee equal to 1.25% of the acquisition or divestment cost of the land and improvements;

and

A performance fee is payable to the Manager when the Group's net asset value ('NAV') per share exceeds the Group's NAV per share in

the immediately preceding financial year. This annual performance fee is calculated as 10% of the increase in NAV per share and is settled

through the issue of ordinary shares based on the NAV per share at that date. NAV per share is adjusted for the impact of capital

reconstructions (such as a rights issue at a premium or discount), with the intention of the calculation being neither prejudicial nor

advantageous to the Company or the Manager. Half of the ordinary shares issued are held in escrow and cannot be sold for 5 years. The

value of the performance fee in the 2022 financial year was $4.115 million (2021: $1.625 million). The shares will be issued to the

Manager subsequent to balance date.

18

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

21.1Reconciliation of net profit after tax to adjusted funds from operations (AFFO)

2022 2021

Notes

$'000$'000

Net profit after tax39,68015,115

Adjustments

Unrealised net (gain) in value of investment properties5(35,342) (16,525)

Performance fee payable in shares174,115 1,625

Unrealised net (gain) / loss on derivatives7(1,890) 121

Deferred tax (benefit)8.2(567) (522)

Amortisation of rent free incentives6176 -

Amortisation of lease fee46 1

Funds from operations ('FFO')6,218(185)

FFO per share (cents)5.52(0.23)

Adjustments

Incentives and leasing costs(1,608) (618)

Future maintenance capital expenditure¹(319) -

Adjusted funds from operations ('AFFO')4,291(803)

AFFO per share (cents)3.81(1.02)

21.2Net assets per share and net tangible assets per share

2022 2021

Notes

$'000$'000

Total assets289,015 164,937

(Less): Total liabilities(102,420) (54,683)

Net assets186,595110,254

(Less): Deferred tax asset

7.2

(1,089) (522)

(Less) / Add: Derivative (asset) / liability

12

(1,792) 121

Net tangible assets183,714109,853

Number of shares issued ('000)112,649 78,931

Net assets per share ($)1.6564 1.3968

Net tangible assets per share ($)1.6309 1.3918

The Group presents net assets per share and net tangible assets per share in these financial statements. The Group believes that these

non-GAAP measures provide useful additional information to readers. Net tangibles assets per share is a required disclosure under the

NZX Listing Rules and net assets per share is a measure monitored by management and required for calculating the Manager's

performance fee. The calculation of the Group's net assets per share, net tangible assets per share, and its reconciliation to the

consolidated statement of financial position is presented below:

Funds from operations ('FFO') is a non-GAAP financial measure that shows the Group's underlying and recurring earnings from its

operations and is considered industry best practice for a property fund to enable investors to see the cash generating ability of the

business. This is determined by adjusting statutory net profit (under NZ IFRS) for certain non-cash and other items. FFO has been

determined based on guidelines established by the Property Council of Australia and is intended as a supplementary measure of

operating performance. The Manager uses and considers Adjusted Funds From Operations ('AFFO') as a measure of operating cash flow

generated from the business, after providing for all operating capital requirements including maintenance capital expenditure, tenant

improvement works, incentives and leasing costs.

¹ Represents amounts set aside each financial period for future expected maintenance capital expenditure as considered prudent by the

Manager. These amounts do not qualify for recognition as liabilities on the balance sheet under NZ GAAP.

19

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

22Financial instruments

Categories of financial instruments:

As at 30 June 2022

Assets

$'000 $'000 $'000 $'000

Cash and cash equivalents-1,004 -1,004

Trade and other receivables-1,099 -1,099

Loan receivable-18,554 -18,554

Derivative assets1,792 --1,792

1,792 20,657 -22,449

Liabilities

Trade and other payables--908 908

Borrowings--100,768 100,768

--101,676 101,676

As at 30 June 2021

Assets

$'000 $'000 $'000 $'000

Cash and cash equivalents-20,496 -20,496

Trade and other receivables-65 -65

Loan receivable-5,475 -5,475

-26,036 -26,036

Liabilities

Trade and other payables--308 308

Borrowings--54,254 54,254

Derivative liabilities121 --121

121 -54,562 54,683

23Financial risk management

23.1Interest rate risk

Financial

assets/

liabilities at

FVTPL

Financial

assets at

amortised

cost

Financial

liabilities at

amortised

cost Total

Interest rate risk is the risk that fluctuations in interest rates impact the Group's financial performance, future cash flows or the fair value

of its financial instruments.

The Group's policy is to manage its interest rates using a mix of fixed and variable rate debt. To manage this mix, the Group enters into

interest rate swaps, in which the Group agrees to exchange, at specified intervals, the difference between fixed and variable rates for

interest calculated by reference to an agreed-upon notional principal amount. These swaps are designed to economically hedge

underlying debt obligations.

The Group's exposure to variable interest rate risk and the weighted average interest rate for interest bearing financial assets and

liabilities as at 30 June 2022 was as follows:

The use of financial instruments exposes the Group to interest rate, credit and liquidity risks.

Financial

assets/

liabilities at

FVTPL

Financial

assets at

amortised

cost

Financial

liabilities at

amortised

cost Total

20

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

23.1Interest rate risk (continued)

2022 2021

$'000$'000

Financial assets

Cash at bank1,00420,496

Financial liabilities

Bank borrowings (net of economic impact of interest rate swaps)76,76830,254

Interest rate applicable at balance date

Cash at bank<1%<1%

Bank borrowings (net of economic impact of interest rate swaps)4.00%2.24%

Interest rate

decrease of

2%

Interest rate

increase of 2%

Interest rate

decrease of

0.25%

Interest rate

increase of

0.25%

$'000$'000$'000$'000

Increase / (decrease) in interest expense(1,535)1,535(6)6

23.2Credit risk

Credit risk represents the risk that the counterparty to the financial instrument will fail to discharge an obligation and cause the Group to

incur a financial loss. Financial instruments which are subject to credit risk principally consist of cash, debtors and loans receivable. The

Group’s exposure to credit risk is equal to the carrying value of the financial instruments.

The Group conducts credit assessments of tenants to determine credit worthiness prior to entering into lease agreements. This includes

requiring tenants to have equity at least six times their annual lease obligations or provide other suitable security arrangements. Where

appropriate, the Group will include guarantees and/or security from tenants within lease agreements to support rental payments. In

addition, debtor balances are monitored on an ongoing basis with the result that exposure to bad debts is not significant.

The risk from financial institutions is managed by placing cash and cash equivalents with high credit quality financial institutions only. The

Group has placed its cash and cash equivalents with ASB Bank Limited and Westpac New Zealand Limited, both who are AA- rated

(Standard & Poor's).

The Group intends to further mitigate this risk in the future by expanding into other primary sectors in New Zealand, such as horticulture,

viticulture, sheep and beef.

2022

The following sensitivity analysis represents the change in interest expense if the floating interest rates on bank borrowings (net of

economic impact from interest rate swaps) had been 2% higher or lower, with other variables remaining constant:

2021

21

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

23.3Liquidity risk

The following table outlines the Groups' liquidity profile, as at 30 June 2022, based on contractual non-discounted cash flows:

Total0-1 year1-2 years2-5 years>5 years

As at 30 June 2022

$'000$'000$'000$'000$'000

Trade and other payables

923923---

Borrowings ¹

112,6234,02933,43975,155-

Total

113,5464,95233,43975,155-

Total0-1 year1-2 years2-5 years>5 years

As at 30 June 2021

$'000$'000$'000$'000$'000

Trade and other payables

308308---

Derivative liabilities

994188253553-

Borrowings ¹

58,7791,24015,47142,068-

Total

60,0811,73615,72442,621-

¹

23.4Capital risk management

24Earnings per share

2022 2021

Profit after income tax ($'000)39,680 15,115

Weighted average number of shares for the purpose of basic and diluted EPS ('000)93,510 40,315

Basic and diluted earnings per share (cents)42.4337.49

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income

tax effect of interest and other financing costs associated with dilutive potential ordinary shares, and the weighted average number of

ordinary shares that would have been outstanding assuming the conversion of all dilutive potential ordinary shares.

Basic and diluted earnings per share amounts are calculated by dividing profit after income tax attributable to shareholders by the

weighted average number of shares on issue.

Includes contractual interest payments based on drawn down amounts at 30 June 2022 (2021: nil) and assuming no

repayments of principal prior to expiry date

Liquidity risk is the risk that the Group may encounter difficulty in meeting its obligations associated with its financial liabilities that are

settled by delivering cash or another financial asset. Liquidity risk mainly arises from the Group’s obligations in respect of long term

borrowings, derivatives and trade and other payables.

The Group monitors and evaluates liquidity requirements on an ongoing basis and generates sufficient cash flows from its operating

activities to meet its obligations arising from its financial liabilities and has bank facilities available to cover potential shortfalls. The

Group’s approach to managing liquidity risk is to ensure it will always have sufficient liquidity to meet its obligations when they fall due

under both normal and stress conditions.

When managing capital risk, the Manager's objective is to ensure the Group continues as a going concern as well as to maintain optimal

returns to shareholders and benefits for other creditors.

The Group meets its objectives for managing capital through its investment decisions on the acquisition and disposal of assets, dividend

policy, and issuance of new shares. This includes restricting debt to 30% of total assets and debt will generally be sought on interest-only

repayment terms, subject to maintaining the 30% debt limit. The Group will also seek debt with mortgage security over the rural land

acquired to secure the borrowings.

22

Notes to the consolidated financial statements
For the year ended 30 June 2022

New Zealand Rural Land Company Limited and its subsidiary

25Reconciliation of profit after income tax to net cash flows from operating activities

2022 2021

$'000 $'000

Profit and total comprehensive income for the period

39,68015,115

Add/(less) non-cash items:

Change in fair value of derivatives(1,913)121

Change in fair value of investment property(35,342)(16,525)

Performance fee payable in shares4,1151,625

Interest income accrual(1,061)(45)

Deferred tax(567)(522)

Lease incentives - rent free period(1,283)(468)

Directors fees paid in shares-75

Marketing costs paid in shares-125

Interest expense accrual530-

Lease fee amortisation46-

Movements in working capital items:

(Increase) in other current assets(698)(612)

Decrease / (increase) in income tax receivable13(23)

Increase in trade and other payables70308

Increase in income in advance579-

Net cash generated by / (used in) operating activities4,169(826)

26Contingent liabilities and contingent assets

27Capital commitments

28Subsequent events

Subsequent to balance date, the directors have approved an ordinary dividend of 1.6 cents per share to be paid on 9 September 2022.

The Group has no capital commitments as at 30 June 2022 (2021: nil).

There are no contingent liabilities or assets as at 30 June 2022 (2021: nil).

23

PricewaterhouseCoopers, 15 Customs Street West, Private Bag 92162, Auckland 1142, New Zealand
T: +64 9 355 8000, F: +64 9 355 8001, pwc.co.nz

Independent auditor’s report

To the shareholders of New Zealand Rural Land Company Limited

Our opinion

In our opinion, the accompanying consolidated financial statements of New Zealand Rural Land

Company Limited (the Company), including its subsidiary (the Group), present fairly, in all material

respects, the financial position of the Group as at 30 June 2022, its financial performance and its cash

flows for the year then ended in accordance with New Zealand Equivalents to International Financial

Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

What we have audited

The Group's consolidated financial statements comprise:

●the consolidated statement of financial position as at 30 June 2022;

●the consolidated statement of comprehensive income for the year then ended;

●the consolidated statement of changes in equity for the year then ended;

●the consolidated statement of cash flows for the year then ended; and

●the notes to the consolidated financial statements, which include significant accounting policies

and other explanatory information.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs

(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are

further described in the Auditor’s responsibilities for the audit of the consolidated financial statements

section of our report.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our opinion.

Independence

We are independent of the Group in accordance with Professional and Ethical Standard 1 International

Code of Ethics for Assurance Practitioners (including International Independence Standards) (New

Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards Board and the

International Code of Ethics for Professional Accountants (including International Independence

Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), and we

have fulfilled our other ethical responsibilities in accordance with these requirements.

Other than in our capacity as auditor we have no relationship with, or interests in, the Group.

Key audit matter

Key audit matters are those matters that, in our professional judgement, were of most significance in

our audit of the consolidated financial statements of the current year. This matter was 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 this matter.

PwC
Description of the key audit matter How our audit addressed the key audit matter

Valuation of investment property

As disclosed in note 5, the portfolio of

investment properties comprising rural land

in the Canterbury, Southland and Otago

regions was valued at $264.9 million as at

30 June 2022.

The valuation of investment properties is

inherently subjective. A small difference in

any one of the key market inputs, when

aggregated, could result in a material

misstatement of the valuation of investment

properties.

The valuations were carried out by an

independent registered valuer selected by

the Group. The valuer performed their work

in accordance with the International

Valuation Standards and the Australia and

New Zealand Valuation and Property

Standards. The valuer used is a well-known

firm, with experience in the market in which

the Group operates.

In determining a property's valuation, the

valuer considers available market evidence,

including recent property sales, and

property specific information, such as

current tenancy agreements and rental

income earned by the asset.

They then apply assumptions in relation to

comparable sales data, land growth rates

and discount rates, based on available

market data and transactions to determine

the overall property valuation.

Due to the unique nature of each property,

the assumptions applied take into

consideration the qualities of the lessee,

individual property characteristics, as well

as the qualities of the property as a whole.

The valuation of investment properties is inherently

subjective given that there are alternative

assumptions and valuation methods that may result

in a range of values.

We obtained sufficient appropriate audit evidence to

demonstrate management’s assessment of the

suitability of the inclusion of the valuation in the

balance sheet and disclosures made in the financial

statements were appropriate.

In assessing the individual valuations, we performed

the procedures outlined below.

We held discussions with management and the

valuers to understand:

●movements in the Group’s investment property

portfolio

●changes in the conditions of properties within t

he

por

tfolio

●the impact of climate change and related risks

on

t

he portfolio

●the processes in place for the valuations.

On a sample basis, and in conjunction with our own

valuation experts, we performed the following

procedures:

●obtained an understanding of the key

assumptions to the valuation and assessed their

appropriateness

●agreed key inputs to the underlying sale a

nd

pur

chase agreements and lease agreements for

investment properties

●inspected the valuation models used by t

he

v

aluers and assessed them for reasonableness

●critiqued and independently assessed, based on

our experts' valuation knowledge, the work

performed, including the valuation approach,

assumptions and estimates made by the Group's

valuer.

We assessed the valuer's qualifications, expertise

and their objectivity and found no evidence to

suggest that their objectivity was compromised in the

performance of their valuation.

We found no evidence of bias in determining the

values.

25

26
Our audit approach

Overview

Overall group materiality: $926,000, which represents approximately

0.5% of net assets.

We chose net assets as the benchmark because, in our view, the

focus of the Group in its early stages is on net asset growth.

Following our assessment of the risk of material misstatement, a full

scope audit was performed over the consolidated Group balances.

As reported above, we have one key audit matter, being:

●Valuation of investment property

As part of designing our audit, we determined materiality and assessed the risks of material

misstatement in the consolidated financial statements. In particular, we considered where

management made subjective judgements; for example, in respect of significant accounting estimates

that involved making assumptions and considering future events that are inherently uncertain. As in all

of our audits, we also addressed the risk of management override of internal controls, including among

other matters, consideration of whether there was evidence of bias that represented a risk of material

misstatement due to fraud.

Materiality

The scope of our audit was influenced by our application of materiality. An audit is designed to obtain

reasonable assurance about whether the consolidated financial statements are free from material

misstatement. Misstatements may arise due to fraud or error. They are considered material if,

individually or in aggregate, they could reasonably be expected to influence the economic decisions of

users taken on the basis of the consolidated financial statements.

Based on our professional judgement, we determined certain quantitative thresholds for materiality,

including the overall Group materiality for the consolidated financial statements as a whole as set out

above. These, together with qualitative considerations, helped us to determine the scope of our audit,

the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both

individually and in aggregate, on the consolidated financial statements as a whole.

How we tailored our group audit scope

We tailored the scope of our audit in order to perform sufficient work to enable us to provide an opinion

on the consolidated financial statements as a whole, taking into account the structure of the Group, the

accounting processes and controls, and the industry in which the Group operates.

Other information

The Directors are responsible for the other information. The other information comprises the

information included in the annual report (but does not include the 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 do

not and will not express any form of audit opinion or assurance conclusion thereon.

PwC

PwC
In connection with our audit of the consolidated financial statements, our responsibility is to read the

other information and, in doing so, consider whether the other information is materially inconsistent

with the consolidated financial statements or our knowledge obtained in the audit, or otherwise

appears to be materially misstated.

When we read the other information not yet received, if we conclude that there is a material

misstatement therein, we are required to communicate the matter to the Directors and use our

professional judgement to determine the appropriate action to take.

Responsibilities of the Directors for the consolidated financial statements

The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of

the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal

control as the Directors determine is necessary to enable the preparation of 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 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 consolidated financial

statements, as a whole, are free from material misstatement, whether due to fraud or error, and to

issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,

but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always

detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

considered material if, individually or in the aggregate, they could reasonably be expected to influence

the economic decisions of users taken on the basis of these consolidated financial statements.

A further description of our responsibilities for the audit of the consolidated financial statements is

located at the External Reporting Board’s website at:

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

This description forms part of our auditor’s report.

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our audit work has been

undertaken so that we might state those matters which we are required to state to them in an auditor’s

report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume

responsibility to anyone other than the Company and the Company’s shareholders, as a body, for our

audit work, for this report or for the opinions we have formed.

The engagement partner on the audit resulting in this independent auditor’s report is Richard Day.

For and on behalf of:

Chartered Accountants

25 August 2022

Auckland

27

---

1
NEW ZEALAND RURAL LAND COMPANY

www.nzrlc.co.nz

listed on:

FULL YEAR RESULTS PRESENTATION

YEAR ENDING 30 JUNE 22

Rural Land Co

New Zealand

The Rural Land Investors

26 August 2022

2
NEW ZEALAND RURAL LAND COMPANY

DISCLAIMER

The information and opinions in this presentation were prepared by New Zealand Rural Land Company

(NZL). NZL makes no representation or warranty as to the accuracy or completeness of the information in

this report. Opinions including estimates and projections in this report constitute the current judgment of NZL

as at the date of this report and are subject to change without notice. Such opinions are not guarantees or

predictions of future performance. This report is provided for information purposes only and does not constitute

investment advice. Neither NZL, nor any of its Board members, officers, employees, advisers (including New

Zealand Rural Land Management Limited) or any other representatives will be liable for any damage, loss or

cost incurred by any recipient of this report or other person in connection with this report.

All images are of rural property held within NZL’s portfolio.

New Zealand Rural Land Co owns and
leases some of the best farmland in

the world, offering an unparalleled

investment opportunity.

Rural Land Co

New Zealand

The Rural Land Investors

New Zealand Rural Land Company is a landlord to New Zealand’s highly advantaged agricultural sector.
We own rural land and lease it to high quality tenants.

NEW ZEALAND RURAL LAND COMPANY

New Zealand Rural Land Company - Today

4

NZL currently owns

hectares of rural land.

(28,963 acres)

11,710

Canterbury

6,333 ha owned

Otago

3,991 ha owned

Southland

1,386 ha owned

9.8 Years

Weighted Average Lease Term

7

High Quality Tenants

100

%

Occupancy Rate

INTRODUCTION

5
NEW ZEALAND RURAL LAND COMPANY

SECTION 1

FY22 RESULTS AND MARKET UPDATE

6
NEW ZEALAND RURAL LAND COMPANY

1.06

1.656

$1.00

$1.10

$1.20

$1.30

$1.40

$1.50

$1.60

$1.70

NZL Share Price as at 22 August 2022NAV/sh as at 30 June 2022

FY22: Substantial NAV Uplift Demonstrates Quality of Portfolio

3.61cps

**

FY22 Full Year Dividend

+18.6%

Net Asset Value per Share Growth

$289.0m

Total Assets

$39.7m

FY22 NPAT

NZL Share Price vs Audited NAV Per Share (NAV/sh)

NZL Share

Price Trading at

36.0% Discount

to Audited

NAV/sh

***

$1.656

Net Asset Value per Share

$4.3m

*

FY22 AFFO

1

FY22 RESULTS

* This is ahead of 22 February 2022 AFFO guidance of $4.2m for FY22

** This reflects the 16.3% increase in share count to 112,648,894 shares as at 30 June 2022. On an undiluted basis this is in line with our guidance (issued 2 June 2022) for a full year dividend of 4.20 cps.

***Based on a closing share price as at 22 August 2022 of $1.06

7
NEW ZEALAND RURAL LAND COMPANY

FY22: Highlights

Asset and Portfolio Growth

Total ReturnsFFO, AFFO & Dividends

NAV Growth

Funds From Operations (FFO) and Adjusted

Funds From Operations (AFFO) for the year

were $6.2m (5.52cps) and $4.3m (3.81cps)

respectively.

NZL will pay a final dividend of 1.60 cents per

share (cps). This brings the total dividends for

FY22 to 3.61 cps representing a 95% payout of

FY22 AFFO, consistent with policy.

NZL generates returns for shareholders through

a combination of dividends and asset value

growth.

In FY22, NZL’s NAV/sh increased by +18.6% from

$1.397 to $1.656. NZL also paid an inaugural

interim dividend of 2.01cps.

In FY21, NZL’s NAV/sh increased +11.7% from

$1.250 to $1.397.

NZL has total assets of $289.0m, composed

primarily of 11,710ha of premium rural land.

NZL made a further four acquisitions in FY22

totalling ~4,900ha of high quality rural land.

Independent valuations of NZL’s acquisitions

during FY22 show an increase in value of

+26.2% (+$23.5M) on purchase price.

NZL’s residual portfolio (FY21 acquisitions) saw a

further value increase of +10.3% (+$14.1M) on top

of the +10.8% (+$13.4M) value increase in FY21.

Audited NAV/sh is $1.656. This compares

to a Share Price of $1.06 (22 August 2022),

representing a 36.0% discount.

Substantial uplift to NAV demonstrating the quality of NZL’s portfolio.

1

FY22 RESULTS

8
NEW ZEALAND RURAL LAND COMPANY

FY22: Update on Market Conditions - Transactions

1

Source: REINZ

MARKET CONDITIONS

In FY22, sales of New Zealand rural land* totalled $4.9b. This was +17% higher than in FY21 ($4.2b), more than double the total

value of sales in FY20 ($2.3b). The average value of rural land sold in FY22 was higher than at any point in the last 25 years.

The market for rural land remains buoyant. According to Colliers:

“... the market’s momentum is being driven by the resilience of the New Zealand dairy industry during a global pandemic and a

strong farm gate milk price restoring confidence in those already invested and capturing the attention of new investors”.

An example of the market’s momentum is illustrated in two recent transactions:

• In July 2022, the sale of more than 1,200 hectares of high quality dairy land in South Canterbury for a reported value of

approximately $70m.

• In August 2022, the sale three Southland dairy farms totalling 1,200 hectares for $32.7m with a stated lease rate of 4.5%.

* All rural land excluding forestry and lifestyle blocks

9
NEW ZEALAND RURAL LAND COMPANY

-1.0

0.0

1.0

2.0

3.0

4.0

5.0

6.0

7.0

8.0

9.0

Inflation reached a 30-year high of +7.3% in June 2022.

New Zealand’s large trading banks believe inflation has peaked but expect levels to remain above 3% into 2024.

All NZL’s leases have three yearly CPI indexing and remove all operational exposure, providing a hedge against inflation.

From 1 July 2024, NZL will start to see the positive impact of rental growth with approximately 55% of the portfolio (by lease income)

due for review. CPI accumulated since the leases began (1 June 2021) totals +8.7% to 30 June 2022 and is forecast by the market

to be +14.2% for the three years to 30 June 2024.

+7.3%

30-Year High

Quarterly Change in CPI

Source: Stats New Zealand, www.stats.govt.nz/indicators/consumer-price-index-cpi

FY22: Update on Market Conditions - Inflation

1

MARKET CONDITIONS

10
NEW ZEALAND RURAL LAND COMPANY

SECTION 2

LATEST FINANCIALS & KEY METRICS

11
NEW ZEALAND RURAL LAND COMPANY

FY22: Profit & Loss Statement

$39.68m

FY22 NPAT

42.43cps

FY22 EPS

NZ$00030 June 202230 June 2021*Variance

Gross Rental Income

Rental Income8,215498+7,717

Net Rental Income8,215498+7,717

Less Overhead Costs

Directors Fees(217)(170)+47

Insurance(80)(31)+49

Marketing Expenses(1)(125)(124)

Management Fees(632)(99)+533

Professional and Consulting Fees(456)(200)+256

Performance Fee(4,115)(1,625)+2,490

Other Expenses(85)(68)+17

Total Overhead Costs(5,586)(2,318)+3,268

Profit / (Loss) Before Net Finance Income, Other

Income and Income Tax

2,629(1,820)+4,449

Finance Income3,550122+3,428

Finance Expense(2,408)(234)+2,174

Net Finance Income1,142(112)+1,254

Profit /(Loss) Before Other Income and Income Tax3,771(1,932)+5,703

Other Income

Change in Fair Value of Investment Property35,34216,525+18,817

Profit / (Loss) Before Tax39,11314,593+24,520

Income Tax Expense567522+45

Profit / (Loss) and Total Comprehensive Income for the

Period

39,68015,115+24,565

*Period was 292 days from 11 September 2020 to 30 June 2021 due to NZL listing on the NZX on 21 December 2021

2

FINANCIALS

12
NEW ZEALAND RURAL LAND COMPANY

FY22: Current Balance Sheet

NZ$00030 June 202230 June 2021Variance

Current Assets

Cash and Cash Equivalents1,00420,496(19,492)

Trade and Other Receivables1,411668+743

Current Tax Receivable1023(13)

Total Current Assets2,42521,187(19,341)

Non-Current Assets

Investment Property264,899137,678+127,221

Loan receivable18,5545,475+13,079

Deferred Tax Assets1,089522+567

Derivative Assets1,792-+1,792

Other Non-Current Assets25675+181

Total Non-Current Assets286,590143,750+142,840

Total Assets289,015164,937+124,078

Current Liabilities

Trade and Other Payables923308+615

Income in Advance579-+579

Other Current Liabilities150-+150

Total Current Liabilities1,652308+1,344

Non-Current Liabilities

Borrowings100,76854,254+46,514

Derivative Liabilities-121(121)

Total Non-Current Liabilities100,76854,375+46,393

Total Liabilities102,42054,683+47,737

Net Assets186,595110,254+76,341

Share Capital129,63293,514+36,118

Share Based Payment Reserve4,1151,625+2,490

Retained Earnings52,84815,115+37,733

Total Equity186,595110,254+76,341

2

FINANCIALS

13
NEW ZEALAND RURAL LAND COMPANY

FY22: Adjusted Funds From Operations (AFFO)

3.81cps

FY22 AFFO

5.52cps

FY22 FFO

95%

FY22 AFFO Payout Ratio

3.61cps

FY22 Total Dividend

*Period was 292 days from 11 September 2020 to 30 June 2021 as NZL listed on the NZX on 21 December 2021

NZ$00030 June 202230 June 2021*Variance

Net Profit After Tax39,68015,115+24,565

Adjusted for:

Unrealised Net Gain on Investment Properties(35,342)(16,525)(18,817)

Performance Fee Payable in Shares4,1151,625+2,490

Unrealised Net Gain on Derivatives(1,890)121(2,011)

Deferred Tax Expense / (Benefit)(567)(522)(45)

Amortisation of Rent Free Incentives176-+176

Amortisation of Lease Fee461+45

Funds from Operations (FFO)6,218(185)+6,403

FFO per Share5.52(0.23)+5.75

Dividend Payout Ratio to FFO65%--

Adjusted Funds from Operations

Incentives and Leasing Costs(1,608)(618)(990)

Future Maintenance Capital Expenditure(319)-(319)

Adjusted Funds from Operations (AFFO)4,291(803)+5,094

AFFO per Share3.81(1.02)+4.83

Total Dividend3.61-+3.61

Cash Dividend Payout Ratio as a % of AFFO95%--

2

FINANCIALS

$1.250
$1.397

$1.656

$0.00

$0.20

$0.40

$0.60

$0.80

$1.00

$1.20

$1.40

$1.60

$1.80

IPO Price as at 21 Dec 202030-Jun-2130-Jun-22

Net Asset Value Per Share

14

NEW ZEALAND RURAL LAND COMPANY

FY22: Net Asset Value Per Share (NAV/sh) Performance

NZL Audited NAV Performance Since Listing

NZL’s audited NAV/sh increased +18.6% in FY22.

Since listing on the NZX, 21 December 2020, NZL’s audited NAV/sh has increased +15.1% (+$0.203) per annum on average*.

*This NAV growth has been achieved alongside an expansion of capital base from 60,600,000 shares on issue at IPO to 112,648,894 on issue as at 30 June 2022.

** CAGR - Compound Annual growth Rate

+11.7%

+18.6%

CAGR +15.1%

2

FINANCIALS

15
NEW ZEALAND RURAL LAND COMPANY

FY22: Debt Summary

2.8 Years

*

Weighted Average Term to Expiry

4.7%

*

Weighted Average Interest Cost

Key Metrics31 December 202130 June 2022

Debt Drawn ($m)88.5100.8

Debt to Total Assets38.5%35.2%

Interest Coverage Ratio3.5x3.4x

Weighted Average Term to Expiry (Years)2.82.8

Weighted Average Debt Cost2.9%4.7%

% of Debt Hedged27%40%*

Total Debt Facilities Available ($m)88.5105.0

NZL Debt Facility Expiry Profile as at 30 June 2022

* as at 22 August 2022

** Gearing is calculated as: finance debt / total tangible assets

35.2%

*

Gearing

**

44%

28%28%

0%

10%

20%

30%

40%

50%

Jun-22Jun-23Jun-24Jun-25Jun-26Jun-27Jun-28

Tranche ATranche BTranche C

2

FINANCIALS

Key Banking Partner

NZL has hedging arrangements in place for 40% of its total borrowings at an average all in cost of 4.50%. NZL’s remaining debt is borrowed on a

floating rate (BKBM plus bank margins) and the average all in cost of this debt as at 22 August 2022 was 4.69%.

16
NEW ZEALAND RURAL LAND COMPANY

SECTION 3

PORTFOLIO OVERVIEW & OPERATIONAL

UPDATE

17
NEW ZEALAND RURAL LAND COMPANY

Portfolio Overview

1

WALT is weighted by lease value.

2

One of our tenants leases farms in both Canterbury and North Otago.

RegionOtagoCanterburySouthlandTotal

Land Area (ha)

3,9916,3331,38611,710

Rural Asset Class

DairyDairyDairyDairy

WALT (years)

1

9.69.81 0.19.8

# Tenants

3317

2

Occupancy

100%100%100%100%

3

PORTFOLIO OVERVIEW

18
NEW ZEALAND RURAL LAND COMPANY

Tenant Concentration, Lease Profile & Lease Overview

Tenant Concentration as % of Lease Value

NZL expects tenant diversification to increase as it continues to grow its asset base.

NZL’s Weighted Average Lease Term (WALT) is currently 9.8 years*.

NZL’s leases all have three, six and nine year uncapped CPI increases with tenant rights of renewal in years 10 or 11.

All NZL’s properties are zero vacancy type assets with 100% current occupancy.

All leases are triple net leases, tenants are responsible for all repair and maintenance costs.

0.0

2.0

4.0

6.0

8.0

10.0

12.0

FY22FY23FY24FY25FY26FY27FY28FY29FY30FY31FY32FY33

$m

Tenancy 1Tenancy 2Tenancy 3Tenancy 4Tenancy 5Tenancy 6Tenancy 7

10%

31%

11%

4%

31%

9%

4%

Tenancy 1Tenancy 2Tenancy 3Tenancy 4Tenancy 5Tenancy 6Tenancy 7

Lease Expiry Profile by Value

* As at 22 August 2022

3

PORTFOLIO OVERVIEW

19
NEW ZEALAND RURAL LAND COMPANY

Operational Update

* Audited net asset value per share

Infrastructure Efficiency

Sustainability

NZL and its tenants share a vision of

sustainable practices. These include

practices that enhance the health and

wellbeing of the natural environment,

animals and communities connected to

the land.

NZL is prioritising working with tenants

who share these values.

Additionally, NZL and its tenants agree

to binding sustainability pledges in every

lease. NZL and its Tenants are currently

implementing processes to measure

these.

NZL is concluding investigations of

projects to improve the efficiency of water

and nutrient use on NZL properties.

Benefits of improved efficiency are

anticipated to be: wetland rejuvenation;

more controlled and targeted application

of irrigation water leading to a reduction in

leaching; and water quality improvement.

Biodiversity & Carbon

NZL has undertaken studies and analysis

to better understand carbon sequestration

opportunities on marginal/non-productive

land and areas suitable for increasing

biodiversity.

Such initiatives if progressed would

contribute to climate change mitigation,

balance sheet/cash generation and

biodiversity improvement.

3

OPERATIONAL UPDATE

20
NEW ZEALAND RURAL LAND COMPANY

SECTION 4

NZL OUTLOOK

21
NEW ZEALAND RURAL LAND COMPANY

Outlook: Forecasts, Hedging and CPI Accumulation

NZL’s leases incorporate regular, uncapped, CPI reviews. Accordingly, high inflation yields higher than anticipated rental growth.

Furthermore, NZL is insulated from inflation-impacted (and all other operational) on-farm costs by owning only the land.

NZL currently forecasts FY23 AFFO of between $4.9m and $5.4M.

NZL has hedging arrangements in place for 40% of its total borrowings at an average all in cost of 4.50%. NZL’s remaining debt is

borrowed on a floating rate (BKBM plus bank margins) and the average all in cost of debt as at 22 August 2022 is 4.69%.

From 1 July 2024, NZL will start to see the positive impact of rental growth with approximately 55% of the portfolio (by lease income)

due for review. These reviews are CPI-indexed. CPI accumulated since the leases began (1 June 2021) totals +8.7% to 30 June 2022

and is forecast by the market to be +14.2% for the three years to 30 June 2024.

4

OUTLOOK

22
NEW ZEALAND RURAL LAND COMPANY

Sector:Description:Timeframe:

NZ’s environment suits dairy farming and has a lower cost of production,

in an environment of growing demand.

Existing

ownership

Eggs are highly nutritious and relatively low cost food which New

Zealand has a competitive advantage in producing, due to its suitability

for free range and local production of feed, both of which have lower

carbon footprints than more intensive operations.

Near-term

horizon

NZ’s environment provides for a wide variety of forestry and tree based

carbon sequestration due to its natural advantages in soil, climate and

rainfall.

Near-term

horizon

A growing demand supported by supportive government policies and

decreasing costs of renewable energy construction provides attractive

alternative land use.

Near-term

horizon

New Zealand’s maritime climate, fertile soils and elongated geography

allow for regional wine variations including Pinot Noir and Sauvignon

Blanc. We believe forecast macro trends will provide for more favourable

future acquisition pricing in the sector.

Medium-term

horizon

New Zealand’s climate and soil allows for the production of a range of

high quality produce with Kiwifruit the largest crop. NZL considers that

the sector is largely fully priced but continues to monitor opportunities

as they arise.

Medium-term

horizon

Outlook: Creating a Diversified Rural Land Portfolio Over Time

Portfolio Construction:

NZL’s initial focus has been on

acquiring New Zealand dairy

properties.

Intention is to expand focus

to other New Zealand primary

sectors, particularly as investment

opportunities arise in horticulture,

viticulture and forestry as well as

sheep and beef.

Subsector focus as at June 2022

is as follows:

Target Rural Land Asset Classes:

GREENENERGY

D

AIRY

POUL

TRY

VITICUL

TURE

HORTICUL

TURE

FORESTRY

KEY

CURRENTLY

MOST

DESIRABLE

CURRENTLY

LEAST

DESIRABLE

As NZL grows it will continue to diversify

its portfolio and tenants while delivering

attractive risk-adjusted returns.

4

NZL OUTLOOK

23
NEW ZEALAND RURAL LAND COMPANY

QUESTIONS

24
NEW ZEALAND RURAL LAND COMPANY

APPENDIX 1

HISTORICAL RETURNS & GLOBAL PEERS

(

COMPARABLE COMPANIES

)

25
NEW ZEALAND RURAL LAND COMPANY

New Zealand Rural Land Offers the Continued Prospect of

Attractive Long Term Land Value Growth

1

APPENDIX

0

500

1000

1500

2000

2500

3000

3500

4000

4500

5000

Mar-96

Jan-97

Nov-97

Sep-98

Jul-99

May-00

Mar-01

Jan-02

Nov-02

Sep-03

Jul-04

May-05

Mar-06

Jan-07

Nov-07

Sep-08

Jul-09

May-10

Mar-11

Jan-12

Nov-12

Sep-13

Jul-14

May-15

Mar-16

Jan-17

Nov-17

Sep-18

Jul-19

May-20

Mar-21

Farm Price Index

Long-Term New Zealand Farm Price Returns - LAND ONLY

CAGR: +6.6% p.a.

Since 1996 the value of rural land in New Zealand has grown considerably, with REINZ’s Rural Land Price Index increasing at a

CAGR of +6.6% per annum.

NZL believes New Zealand’s land value will only increase over the long term in a more carbon-focused world particularly with

regard to agricultural exports in which New Zealand is well positioned.

Source: REINZ Farm Price Index

-
5,000

10,000

15,000

20,000

25,000

19961996199719981999200020012002200320042005200620072007200820092010201120122013201420152016201720182018201920202021

-

10,000

20,000

30,000

40,000

50,000

60,000

19961996199719981999200020012002200320042005200620072007200820092010201120122013201420152016201720182018201920202021

-

2,000

4,000

6,000

8,000

10,000

12,000

14,000

16,000

19961996199719981999200020012002200320042005200620072007200820092010201120122013201420152016201720182018201920202021

Source: REINZ

New Zealand Rural Land Subsector Return History

26

Horticulture Land

NEW ZEALAND RURAL LAND COMPANY

-

50,000

100,000

150,000

200,000

250,000

300,000

350,000

400,000

19961996199719981999200020012002200320042005200620072007200820092010201120122013201420152016201720182018201920202021

Livestock Land

Forestry Land

Arable Land

CAGR: +7.2%CAGR: +6.0%

CAGR: +8.3%CAGR: +6.4%

1

APPENDIX

Global Peer Metrics vs. NZL
27

Rural Land Co

New Zealand

The Rural Land Investors

Ownership ModelNet Asset ValueNAV per ShareShare PricePremium/

(Discount) to NAV

Owns land only$186.60m$1.65$1.06(36.0)%

Owns land and

operations

$949.89m$2.49$2.90+16.9%

Owns land only$851.50m$24.67$38.29+55.2%

Owns land and has

exposure to operating

risks via crop sale

income

$903.80m$16.64$23.4+40.6%

NEW ZEALAND RURAL LAND COMPANY

1

APPENDIX

Note: As at 22 August 2022. All figures in NZD

Global Peer Metrics vs NZL
28

Market Capitalisation

Gearing*

Dividend Yield

Net Asset Value

-

500

1,000

1,500

2,000

2,500

Feb-14Feb-15Feb-16Feb-17Feb-18Feb-19Feb-20Feb-21Feb-22

GladstoneRFFFarmland PartnersNZL

0%

2%

4%

6%

8%

10%

12%

Feb-14Feb-15Feb-16Feb-17Feb-18Feb-19Feb-20Feb-21Feb-22

GladstoneRFFFarmland PartnersNZL

NEW ZEALAND RURAL LAND COMPANY

35.7%

51.5%

33.7%

32.6%

0%

10%

20%

30%

40%

50%

60%

NZLGladstoneFarmland PartnersRural Funds

1

APPENDIX

*Total assets divided by total debt

NZ$m

-

100

200

300

400

500

600

700

800

900

1,000

Feb-14Feb-15Feb-16Feb-17Feb-18Feb-19Feb-20Feb-21Feb-22

GladstoneRFFNZL

NZ$m

29
NEW ZEALAND RURAL LAND COMPANY

Rural Funds Group - ASX Listed

Rural Funds Group (RFF.ASX) is a real estate investment trust which owns a diversified portfolio of high

quality Australian agricultural assets that are leased predominantly to corporate agricultural operators.

Revenues are primarily derived from long-term leases across five sectors: almonds, cattle, vineyards, cropping and macadamias.

RFF has a number of similarities to NZL including:

• Externally managed by Rural Funds Management (RFM);

• triple net leases; and

• WALT of more than 9 years.

RFF participates in the development of orchards and in doing so assumes development risk. In contrast NZL does not participate in any development projects

and actively avoids exposure to key risks including on farm, commodity price and environmental risk.

The charts below depict RFF’s market capitalisation, dividend yield and price to NAV premium/discount:

-30%

-20%

-10%

0%

10%

20%

30%

40%

50%

60%

Price to NAV Premium/Discount12 Month Moving Average

0.00%

2.00%

4.00%

6.00%

8.00%

10.00%

12.00%

Dividend Yield12 Month Moving Average

MARKET CAPITALISATION (AUD$ mln)DIVIDEND YIELD (%)PRICE TO NAV PREMIUM/DISCOUNT (%)

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

AUD$ mln

Market Capitalisation

• RFF’s current market capitalisation is AUD$999.8m (NZD$1,110.9).

• From mid 2016 RFF’s dividend yield has largely remained between 4% and 6% with its current yield being 4.2%.

• RFF traded at a discount to NAV from February 2014 until October 2016 and has traded at a premium to NAV since.

• The sharp decrease in share price observed in June/July 2019 was the result of an American short seller publishing a report bringing into question the

Company’s financial performance. These claims were subsquently proved false and RFF was awarded compensation.

1

APPENDIX

30
NEW ZEALAND RURAL LAND COMPANY

Gladstone Land Corporation - Nasdaq Listed

Gladstone Land (LAND.NASDAQ). Gladstone owns farmland in Arizona, California, Colorado, Delaware, Florida, Georgia, Maryland, Michigan, Nebraska, New

Jersey, North Carolina, Oregon, South Carolina, Texas and Washington. As of 10 May 2022, the Company’s portfolio had a total fair value of approximately

USD$1.5 billion.

• The Company owns 164 farms covering approximately 113,000 total acres (45,730 hectares);

• Gladstone acquires farmland that it rents to corporate and independent farmers on a triple-net lease basis;

• Gladstone’s occupancy rate is 100.0%, with the Company’s farms being leased to 86 different, unrelated third-party tenants growing over 60 different types

of crops; and

• the weighted-average remaining lease term (excluding tenant renewal options) across Gladstone’s agricultural real estate holdings is 6.5 years.

The charts below depict Gladstone’s market capitalisation, dividend yield and price to NAV premium/discount:

MARKET CAPITALISATION (USD$ mln)DIVIDEND YIELD (%)PRICE TO NAV PREMIUM/DISCOUNT (%)

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

Dividend Yield12 Month Moving Average

-100.0%

-50.0%

0.0%

50.0%

100.0%

150.0%

200.0%

Price to NAV Premium/Discount12 Month Moving Average

$0

$200

$400

$600

$800

$1,000

$1,200

$1,400

$1,600

USD$ mln

Market Capitalisation

• Gladstone’s current market capitalisation is USD$822.9m (NZD$1,306.2).

• From mid 2016 Gladstone’s dividend yield remained between 3.5% and 5% with the yield falling as the Company’s share price increased rapidly from early

2021.

• Gladstone traded at a discount to NAV from December 2014 until April 2019 and has traded at a premium to NAV since.

1

APPENDIX

31
NEW ZEALAND RURAL LAND COMPANY

Farmland Partners - NYSE Listed

Farmland Partners Inc. (FPI.NYSE) is a publicly traded real estate investment trust (REIT) that manages and seeks to

acquire both high-quality farmland and land with excellent agricultural development potential located throughout North America.

• The Company’s primary goal is to align with top-quality operators in various parts of the United States in an effort to build a diverse portfolio of agricultural

assets across the spectrum of crops. This diversification, combined with stable rental income generation and potential value appreciation, provides an

attractive risk-adjusted return over time;

• Farmland Partners owns approximately 160,000 acres (~64,750 ha) in 17 states. This land is currently being farmed by over 100 tenants who grow 26 major

commercial crops;

• the Company has a gross real estate book value of ~USD$1.1b;

• approximately 70% of Farmland’s portfolio is used to grow primary crops like corn, soybeans, rice, wheat and cotton. The remaining 30% is used to produce

specialty crops including nuts, citrus, berries and vegetables; and

• Farmland Partners also operates a loan programme for farmers, enabling them to finance acquisitions, working capital, operations, and other farming and

agriculture related activities.

The charts below depict Farmland’s market capitalisation, dividend yield and price to NAV premium/discount:

MARKET CAPITALISATION (USD$ mln)DIVIDEND YIELD (%)PRICE TO NAV PREMIUM/DISCOUNT (%)

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

Apr-14Nov-14Jun-15Jan-16Aug-16Mar-17Oct-17May-18Dec-18Jul-19Feb-20Sep-20Apr-21Nov-21Jun-22

Dividend Yield12 Month Dividend Moving Average

Data Not Available

$0

$100

$200

$300

$400

$500

$600

$700

$800

$900

Apr-14Nov-14Jun-15Jan-16Aug-16Mar-17Oct-17May-18Dec-18Jul-19Feb-20Sep-20Apr-21Nov-21Jun-22

USD$ mln

Market Capitalisation

• Farmland’s current market capitalisation is USD$785.3m (NZD$1,246.5).

• From July 2018 Famland’s dividend yield remained largely between 3.0% and 4.0% with the yield falling as the Company’s share price increased rapidly in

late 2020.

• Data on NAV per share is not readily available for Farmland Partners.

1

APPENDIX

32
NEW ZEALAND RURAL LAND COMPANY

APPENDIX 2

NZL ADVANTAGES

33
NEW ZEALAND RURAL LAND COMPANY

SUSTAINABILITY

NZL Advantages

RISK MANAGEMENT

SECTORAL

RETURNS

NEW ZEALAND RURAL LAND COMPANY

STRUCTURAL

2

APPENDIX

34
NEW ZEALAND RURAL LAND COMPANY

The global population is expected to reach 9.7 billion by 2050. A growing global population and surging demand for food

alongside declining available productive land provide a strong long-term global tailwind for productive land ownership.

Productive rural land is scarce/finite, decreasing in availability, critical, possesses inelastic demand and has a low sensitivity to

economic swings with the asset life being infinite.

New Zealand is extremely well placed to capitalise on the global scarcity of high quality land.

Sectoral Advantages

Arable Land Per Person (ha)

Source: Food and Agriculture Organisation of the United Nations (FAOSTAT)

-

0.08

0.16

0.24

0.32

0.40

0.48

Arable Land per person (ha)

2

APPENDIX

35
NEW ZEALAND RURAL LAND COMPANY

Sustainability Advantages

Soil in New Zealand is predominantly fertile volcanic loams – ideal for productive farming. This, coupled with New Zealand’s

temperate climate, consistent rainfall, adequate sunshine and abililty to grow grass and other crops year round make it a highly

advantaged producer of primary products.

New Zealand’s pasture based farming system allow for easy transition of rural land to a range of alternative uses should

conditions dictate (e.g. dairy to sheep and beef rearing).

40-50% lower cost of milk production than EU & US

New Zealand’s low input pasture based farming methods enable meat and dairy products to be produced at significantly lower

cost than the EU or US.

New Zealand dairy has the world’s lowest carbon emissions per kg of milk.

The production of sheep/lamb meat in New Zealand generates carbon emissions ~63% lower than the global average. While beef

production emits 77% less carbon.

0.00

0.50

1.00

1.50

2.00

2.50

3.00

3.50

4.00

New Zealand’s Emissions Advantage

Source: Ag Research

1: International Food and Agribusiness Management Review

2

APPENDIX

36
NEW ZEALAND RURAL LAND COMPANY

Sustainability Advantages

High Quality Tenants - All NZL’s leases incorporate a requirement that tenants reserve a large buffer of equity relative to annual

lease costs to ensure that leases are paid even in adverse operating conditions.

NZL only selects tenants with a track record of environmentally sustainable performance.

Joint sustainability pledges are written into NZL’s binding leases. These reinforce the shared vision between NZL and its tenants

of what sustainability looks like and the commitment to proactively manage, mitigate and minimise greenhouse gas emissions,

nutrient leaching and other potentially environmentally harmful practices, while ensuring the welfare and wellbeing of the people,

communities and animals connected to the land.

NZL’s directors and management have a track record of establishing and implementing sustainability initiatives across a number

of New Zealand businesses.

2

APPENDIX

37
NEW ZEALAND RURAL LAND COMPANY

Structural Advantages

NZL’s

STRUCTURAL

ADVANTAGE

ACCESS

TO

TRANSACTIONS

ACCESS

TO

CAPITAL

DOMESTIC

BUYER

DUE DILIGENCE

AND LEASE

STRUCTURE/S

ACCESS TO

QUALITY

TENANT

PARTNERSHIPS

ACCESS TO

TRANSACTIONS

• First mover

• Profile

• Volume

• Network

• Reputation

• Listed Company

ACCESS TO TENANTS

• Reputation and appeal

• Tenant DD process -

thorough and proprietary

• Knowledgeable of who the

best potential tenants are

• Network

ACCESS TO CAPITAL

• NZX listed

• Relationship with Rabobank

(and other rural lenders)

DOMESTICALLY

DOMICILED

• Speed and certainty for

vendors

• Ease of completion (no

OIO)

• Social license to purchase

farmland

DUE DILIGENCE AND LEASE

STRUCTURE

• Due diligence processes

• Leases (Proprietary and Comprehensive)

• Risk vs. return analysis

• Highly repeatable process

2

APPENDIX

38
NEW ZEALAND RURAL LAND COMPANY

Risk Management Advantages

By only owning the land NZL has no direct exposure to the operational risks of farming:

No direct

on-farm risks

(via either sharemilker or

operational partner)

No direct

exposure

to volatile

commodity prices

Limited exposure

to environmental

risks

No exposure to

animal health

risks

No direct

exposure

to farmer

co-ops

Listing provides

greater liquidity

than syndicates

or direct

investments

Uncorrelated with

traditional assets

Easy and low cost

alternative use

Rural land assets

have much less

depreciating

improvements

Low

obsolescence risk

Food production

is an essential

service

Tenants with high

credit quality

and a history

of operational

excellence

By only owning rural land NZL has a number of advantages over traditional REITs:

2

APPENDIX

39
NEW ZEALAND RURAL LAND COMPANY

0

500

1000

1500

2000

2500

3000

3500

4000

4500

5000

Mar-96

Jan-97

Nov-97

Sep-98

Jul-99

May-00

Mar-01

Jan-02

Nov-02

Sep-03

Jul-04

May-05

Mar-06

Jan-07

Nov-07

Sep-08

Jul-09

May-10

Mar-11

Jan-12

Nov-12

Sep-13

Jul-14

May-15

Mar-16

Jan-17

Nov-17

Sep-18

Jul-19

May-20

Mar-21

Farm Price Index

$1.250

$1.397

$1.656

$0.00

$0.20

$0.40

$0.60

$0.80

$1.00

$1.20

$1.40

$1.60

$1.80

IPO Price as at 21 Dec 202030-Jun-2130-Jun-22

Net Asset Value Per Share

Return Advantage

Long Term New Zealand Farm Price Returns - Land Only

CAGR +6.6% p.a.

Land is low risk, generates consistent returns (non-cyclical) and NZL has a demonstrated history of providing above market

returns.

For the last 26 years the value of rural land in New Zealand has grown consistently, with REINZ’s Rural Land Price Index

increasing at a CAGR of +6.6% per annum, this is before operating or lease income, currently NZL is receiving >5% cash leases on

capital deployed for low risk assets, these are all subject to uncapped inflation adjusted leases and triple net leases; meaning the

responsibility for maintenance rests with the tenants.

Source: REINZ Farm Price Index

2

APPENDIX

NZL Returns Since IPO

+11.7%

+18.6%

CAGR +15.1% p.a.

40
NEW ZEALAND RURAL LAND COMPANY

11.5%

16.7%

0%

2%

4%

6%

8%

10%

12%

14%

16%

18%

REIN Z Da iry Fa rm Index G rowth

(Period ending 3 0 June 2 0 2 2 )

N ZL Property Asset G rowth

(Period ending 3 0 June 2 0 2 2 )

Return Advantage

NZL is establishing a demonstrable track record of delivering above market returns.

NZL’s property assets increased in value by +16.7% to 30 June 2022 this was +5.2% higher than the +11.5% increase in the REINZ

Dairy Farm Index over the same period.

NZL’s property assets increased in value by +10.8% in the period from 21 December 2020 to 30 June 2021 +8.7% more than the

+2.1% market growth measured by the REINZ Dairy Farm Index*.

NZL Portfolio Performance vs. Market 2022

*for the year ended 30 June 2021

+8.7%

Source: REINZ Dairy Farm Price Index

Note: property assets exclude those properties under put/call arrangements

+5.2%

NZL Portfolio Performance vs. Market 2021

2

APPENDIX

2.1%

10.8%

0%

2%

4%

6%

8%

10%

12%

14%

16%

18%

REIN Z Da iry Fa rm Index G rowth

(Period ending 3 0 June 2 0 2 1 )

N ZL Property Asset G rowth

(Period ending 3 0 June 2 0 2 1 )

41
NEW ZEALAND RURAL LAND COMPANY

APPENDIX 3

COMPANY STRUCTURE & OWNERSHIP

42
NEW ZEALAND RURAL LAND COMPANY

NZL Company Structure & Board as at 30 June 2022

Listed

ROB

CAMPBELL

Independent

Chair

SARAH

KENNEDY

Independent

Director

CHRISTOPHER

SWASBROOK

Non-Independent

Director

TIA

GREENAWAY

Independent

Director

Chair – WEL Group Limited

Chair - Tourism Holdings

Chancellor - AUT

Chair - Heath NZ

Director - Comvita NZ


CEO - Calocurb Limited

CEO - Designer Textiles International*

Vice President International Farming - Fonterra*

CEO & Director - Vitaco Health Limited*

CEO - Healtheries of New Zealand Ltd*

Ngāti Tūwharetoa and Waikato-Tainui


Leads the Rautaki Māori team for He Pou a

Rangi - Climate Change Commission


Various roles on Iwi and Ahu Whenua Trusts

and Committees


Bachelor of Music


Masters in Professional Accounting


Chartered Accountants ANZ

* Denotes previously held role

Managing Director – Elevation Capital

Management

Board Member – Financial Markets

Authority


Director – NZX listed Allied Farmers,

Bethunes Investment Limited, Ruapehu

Alpine Lifts Limited and Swimtastic Limited

Partner - Goldman Sachs JBWere Pty*

Co-Head of Institutional Equities at

Goldman Sachs JBWere*

Accountant

Auditor

Registry

NEW ZEALAND

RURAL LAND

MANAGEMENT

Rural Land Co

New Zealand

The Rural Land Investors

3

APPENDIX

43
NEW ZEALAND RURAL LAND COMPANY

NZL Key People as at 30 June 2022

ROB CAMPBELL

Independent Chair

Chair – EPA NZ

Chancellor - AUT

Chair - Health NZ

Chair - Ara Ake

CHRISTOPHER SWASBROOK

Non-Independent Director

Managing Director – Elevation Capital Management

Limited

Board Member – Financial Markets Authority

Director – Allied Farmers, Bethunes Investment Limited,

Ruapehu Alpine Lifts Limited and Swimtastic Limited

Previously a Partner of Goldman Sachs JBWere Pty

Limited & Co-Head of Institutional Equities at Goldman

Sachs JBWere (NZ) Limited

SARAH KENNEDY

Independent Director

Director - Comvita NZ

CEO - Calocurb Limited

Previously CEO - Designer Textiles

International

Previously Vice President International

Farming - Fonterra

Previously CEO / Member of the Board

of Directors - Vitaco Health Limited

Previously CEO - Healtheries of New

Zealand Ltd

TIA GREENAWAY

Independent Director

Hailing from Ngāti Tūwharetoa and

Waikato-Tainui

Leads the Rautaki Māori team for He Pou

a Rangi - Climate Change Commission

Various roles on Iwi and Ahu Whenua

Trusts and Committees

Bachelor of Music

Masters in Professional Accounting

Chartered Accountants ANZ

SHELLEY RUHA

Independent Chair

Director - Heartland Bank

Director - Icehouse

Director - 9 Spokes

Previously - BNZ Senior Management Team and leader of BNZ

Partners

RICHARD MILSOM

Executive Director & Founder

Consultant - Elevation Capital Management Limited

CEO – Bellevue Enterprises Limited – Bovine & Porcine Genetic

Improvement & Sustainable Pork Production Company

Director - W2 Dairies

INFINZ Emerging Leader 2017

MARK FRANKLIN

Director

Chair - Auckland Unlimited

Deputy Chair - Industry Leaders Infrastructure Council

Advisory Board Char - Utilligent Global and PT Blink

Director - Auckland Chamber of Commerce

Independent Director - Stevenson Group

Independent Director - SwimTastic Limited

Previously Managing Director - Stevenson Group

Previously CEO - TZ1, and Vector

HAYDEN DILLON

Founder & Consultant

Managing Partner Findex (Waikato) & Head of Agribusiness New

Zealand for Findex.

Independent Director - Williams Holdings Limited

Independent Director - Aquila Sustainable Farms Limited and

associated Limited Partner Farms.

Independent Director Rowing New Zealand.

Trustee - South Waikato Investment Fund

Chairman - Bioceta Limited

Previously - Senior Partner Bank Of New Zealand – Waikato

Previously - Corporate Relationship Manager Food Fibre &

Beverage National Australia Bank - Melbourne

Fellow FINSIA

RURAL PROPERTY MANAGER

Rural Property Manager

RURAL VALUER

Independent Consultant

XAVIER LYNCH

Corporate Development Manager

Executive, Corporate Finance - Bancorp Merchant Bankers

Senior Analyst, Corporate Finance - Deloitte New Zealand

Analyst - Todd Property Group

Investment Analyst - Crown Irrigation Investments Limited

CHRISTOPHER SWASBROOK

Founder & Consultant

See above.

AGRICULTURAL ENVIRONMENTAL SPECIALIST

Independent Consultant

FARM CONSULTANT

Independent Consultant

New Zealand Rural Land Co

The Rural Land Investors

New Zealand Rural Land Management

3

APPENDIX

44
NEW ZEALAND RURAL LAND COMPANY

NZL Director & Manager Ownership Interests as at 30 June 2022

# Shares

Clyde & Rena Holland9,589,329

Elevation Capital Management Limited7,275,998*7,275,998*

Allied Farmers**2,900,0002,900,000

Christopher Swasbrook2,441,500***2,441,500***

Rob Campbell398,320

Richard Milsom 161,090

Hayden Dillon 122,038

Shelley Ruha80,000

Sarah Kennedy40,678

Tia Greenaway6,102

Total23,015,055

% of Total Shares on Issue ****20.4%

All Directors & Shareholders of the Manager are investors in NZL (including Independent Chair of the Manager - Shelley Ruha). As

at 30 June 2022 these holdings total:

* Elevation Capital Management Limited has clients that hold 7,275,998 shares. Elevation Capital Management Limited does not have discretion on these holdings.

** Mark Franklin (NZRLM Director) represents Allied Farmers on the NZRLM Board.

*** Elevation Capital Management Limited (Christopher Swasbrook) holds 340,000 NZL shares directly and has discretion (but a non-beneficial interest) for 2,101,500 shares.

**** Total number of shares on issue is 112,648,894 as at 30 June 2022.

3

APPENDIX

45
NEW ZEALAND RURAL LAND COMPANY

NZL Foreign Ownership Rules & Levels as at 30 June 2022

New Zealand buyer

NZL is highly advantaged

because it is a

New Zealand buyer of

rural land

Current Listed

Company foreign

ownership rules

Under the Overseas

Investment Amendment Act

2021, NZL can have foreign

domiciled shareholders of up

to 49.9% of its share register

(subject to certain share

parcel restrictions). Private

companies in NZ are limited

to less than 25%.

Current NZL Foreign

ownership

As at 30 June 2022, NZL

had foreign domiciled

shareholders amounting to

~23.71% of its share register.

3

APPENDIX

46
NEW ZEALAND RURAL LAND COMPANY

APPENDIX 4

INDEX INCLUSIONS, BROKER RESEARCH

COVERAGE & INVESTORS CONTACTS

47
NEW ZEALAND RURAL LAND COMPANY

Index Inclusions and Broker Research Coverage

FTSE Global Micro Cap Index

S&P / NZX All Real Estate Index

47

Broker Research Coverage

Kieran Carling

kieran.carling@craigsip.com

Nicholas Hill

nicholas.hill@craigsip.com

Arie Dekker

arie.dekker@jarden.co.nz

Index Inclusions

NEW ZEALAND RURAL LAND COMPANY

4

APPENDIX

Investor Relations Contacts
Christopher Swasbrook

chris@nzrlc.co.nz

+64 21 928 262

Level 4, The Blade

12 St Marks Road

Remuera

Auckland 1050

New Zealand

Richard Milsom

richard@nzrlm.co.nz

+64 21 274 2476

Level 4, The Blade

12 St Marks Road

Remuera

Auckland 1050

New Zealand

NZL Investor Relations Contacts

4

APPENDIX

48

NEW ZEALAND RURAL LAND COMPANY

New Zealand Rural Land Company
Level 4, 12 St Marks Road

Remuera

Auckland 1050

New Zealand

+64 9 379 6493

info@nzrlc.co.nz

www.nzrlc.co.nz


nzrlc

nzrlc

listed on:

Rural Land Co

New Zealand

The Rural Land Investors

---

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

issuer)

Updated as at 17 October 2019




Results for announcement to the market

Name of issuer New Zealand Rural Land Company

Reporting Period 12 months to 30 June 2022

Previous Reporting Period 292 day period to 30 June 2021

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$11,765 1,798%

Total Revenue $11,765 1,798%

Net profit/(loss) from

continuing operations

$39,680 163%

Total net profit/(loss) $39,680 163%

Interim/Final Dividend

Amount per Quoted Equity

Security

$ 0.0160

Imputed amount per Quoted

Equity Security

Not Applicable

Record Date 02/09/2022

Dividend Payment Date 09/09/2022

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$1.6309 $1.3918

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

See attached Audited Financial Statements for the year ended

30 June 2022

NZL was incorporated on 11 September 2020. Accordingly,

the previous reporting period results are in respect of the 292

day period from incorporation of NZL to 30

June 2021.

Authority for this announcement

Name of person


authorised

to make this announcement

Christopher Swasbrook

Contact person for this

announcement

Christopher Swasbrook

Contact phone number 021 928 262

Contact email address chris@nzrlc.co.nz

Date of release through MAP


26/08/2022


Audited financial statements accompany this announcement.

---

Distribution Notice
Updated as at 18 December 2019

14391576_1

Please note: all cash amounts in this form should be provided to 8 decimal places

Section 1: Issuer information

Name of issuer New Zealand Rural Land Company Limited

Financial product name/description Ordinary Shares

NZX ticker code NZL

ISIN (If unknown, check on NZX

website)

NZNZLE0001S2

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special

DRP applies

Record date 2 September 2022 (5pm)

Ex-Date (one business day before the

Record Date)

1 September 2022

Payment date 9 September 2022

Total monies associated with the

distribution

1


$1,809,629

Source of distribution (for example,

retained earnings)

Retained earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution

2

$0.01600000

Gross taxable amount

3

$0.00000000

Total cash distribution

4

$0.01600000

Excluded amount (applicable to listed

PIEs)

$0.01600000

Supplementary distribution amount $0.00000000

Section 3: Imputation credits and Resident Withholding Tax

5


Is the distribution imputed Fully imputed

Partial imputation

No imputation

If fully or partially imputed, please

state imputation rate as % applied

6


% N/A

1

Continuous issuers should indicate that this is based on the number of units on issue at the date of the form

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of

Resident Withholding Tax (RWT).

3

“Gross taxable amount” is the gross distribution minus any excluded income.

4

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.

This should include any excluded amounts, where applicable to listed PIEs.

5

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is

fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute

advice as to whether or not RWT needs to be withheld.

6

Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

DocuSign Envelope ID: 829B0239-EB27-49EC-A348-FE414DCCA504

Imputation tax credits per financial
product

$ N/A

Resident Withholding Tax per

financial product

$ N/A

Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any)

N/A

Start date and end date for

determining market price for DRP

N/A N/A

Date strike price to be announced (if

not available at this time)

N/A

Specify source of financial products to

be issued under DRP programme

(new issue or to be bought on market)

N/A

DRP strike price per financial product

N/A

Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms

N/A

Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Christopher Swasbrook

Contact person for this

announcement

Christopher Swasbrook

Contact phone number 021 928 262

Contact email address chris@nzrlc.co.nz

Date of release through MAP


DocuSign Envelope ID: 829B0239-EB27-49EC-A348-FE414DCCA504

26/08/2022

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.

Other issuers discussed similar conditions around this time

Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.