Precinct Properties New Zealand Limited logo

Strong leasing and strategy underpin PCT FY23 result

Full Year Results22 August 2023PCTReal Estate

Precinct Properties New Zealand Limited Head Office Wellington Office
E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Generator, 30 Waring Taylor Street T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

NZX announcement – 23 August 2023

Strong leasing performance and strategy underpin PCT FY23 result

Performance summary for the 12 months ended 30 June 2023

Financial summary

• Strong leasing momentum and market rental growth during the year has resulted in net property

income (NPI)

1

of $130.2 million (2022: $124.6 million), up 4.5%.

• Net operating income before tax of $102.1 million, up 7.1% (2022: $95.3 million).

• Total comprehensive income after tax of ($147.5) million (2022: $108.8 million) with the

movement largely attributable to the annual revaluation which recorded a $257.1 million

decline in FY23.

• Net Tangible Asset (NTA) per share of $1.38 (2022: $1.54).

• Adjusted Funds from Operations (AFFO) of 6.69 cps (2022: 6.51 cps), representing a year on year

increase of 2.8%.

Successful strategy execution

Strategic initiatives and strengthened balance sheet position

• Established partnerships with Singaporean sovereign wealth fund, GIC and global private asset

manager, PAG. Additional growth in the capital partnership with GIC following the sale of the

Wynyard Quarter Stage 3 development project during the period and conditional acquisition

agreed of 56 The Terrace, Wellington for $146 million (post balance date).

• Post balance date, Precinct announced it has formed a joint venture with Ngāti Whātua Ōrākei,

to invest in the regeneration of the Te Tōangaroa precinct in the Tāmaki Makaurau city centre.

Precinct’s investment will be in partnership with PAG.

• Launched a residential development business with Ti m and Andrew Lamont.

• Received shareholder approval for Precinct to move to a stapled company structure, effective

1 July 2023, supporting strategic direction.

• Significant business activity during the year with $680 million of asset disposals settled, including

40 and 44 Bowen Street (post balance date).

• Announcing today, Precinct NZ is considering an offer between $150-$200 million of

subordinated convertible notes, providing additional funding capacity for future projects.

Advancing development opportunities

• Secured the 61 Molesworth Street development opportunity in Wellington, with works now

commenced for a new 24,000 square metre fully pre-leased office development.

• Commitment to 117 Pakenham Street, the final building at the Wynyard Quarter Innovation

Precinct, following major pre-leasing secured.

• Preferred development partner for Downtown Carpark site in Auckland with exclusive

negotiations nearing completion.



1

Net property income excludes IFRS 16 rent expense elimination.




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Generator, 30 Waring Taylor Street T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Operating performance

• Portfolio occupancy maintained at 99% with 6.0 year (2022: 7.1 years) weighted average lease

term (WALT) with over 53,000 square metres of leasing completed in the period.

• 13.8% growth in contract rents on new leases.

• Generator delivers gross operating revenue of $22.8 million during FY23, reflecting strong office

and event space demand (2022: $15.8 million).

• Successfully completed development project at 40 and 44 Bowen Street in Wellington.

• Post balance date, premier dining and entertainment precinct Willis Lane in Wellington officially

opened in July 2023.


Environmental, Social and Governance (ESG) update


• Global Real Estate Sustainability Benchmark (GRESB) score of 82, above the current global

average of 74 and maintained a public disclosure level of ‘A’.

• Committed to the World Green Building Council Net Zero Carbon Buildings Commitment.

• Prepared interim climate-related disclosures supporting transparency towards compliance with

the Aotearoa New Zealand Climate Standards in FY24.


Board succession update

• Craig Stobo, Chair and Independent Director of the Precinct Board stepping down at the

conclusion of his current term in November 2023. Precinct Independent Director, Anne Urlwin

has been appointed as Chair to replace Craig Stobo.

• Recruitment process for a new Independent Director underway with appointment expected at

this year's Annual General Meeting in November 2023.


Note: Further information can be found within the 2023 Annual Report and results presentation. You can find these at

https://www.precinct.co.nz/annual-reporting/2023-annual-results

Precinct Properties New Zealand Limited reported its financial results for the 12 months ended

30 June 2023 today. Precinct’s business has continued to perform well during the 2023

financial year with significant leasing and market rental growth achieved. This has resulted in

net property income (NPI) of $130.2 million for the year (June 2022: $124.6 million). On a like

for like basis, net property income was up 4.1% for the Auckland assets and 0.6% for the

Wellington assets. This has contributed to net operating income before tax of $102.1 million,

up 7.1% on the previous year (June 2022: $95.3 million). Total comprehensive income after tax

was ($147.5) million compared to $108.8 million in FY22 with the movement largely attributable

to the annual revaluation which recorded a $257.1 million devaluation in FY23.

The revaluation decline for the period was predominantly attributed to an expansion in

capitalisation rates, with a higher interest rate environment continuing to place increasing

pressure on investment returns and impact property valuations across all real estate sectors.




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Generator, 30 Waring Taylor Street T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Precinct’s weighted average market capitalisation rate has softened on a like-for-like basis

from 4.9% to 5.6% over the past twelve months.

More importantly, however, is Precinct’s Adjusted Funds from Operations (AFFO) which adjusts

for unrealised valuation movements and other non-cash items. Precinct’s AFFO for the 2023

financial year was $106.1 million (June 2022: $101.5 million) or 6.69 cents per share,

representing a year on year increase of 2.8%. Full year dividends paid to shareholders and

attributed to the 2023 financial year totalled 6.70 cents per share.

With $680 million of asset sales settled, including 40 and 44 Bowen Street (post balance date),

Precinct’s balance sheet is in a strong position.

Following the post balance date settlement of 40 and 44 Bowen Street, gearing as measured

under borrower covenant, which disregards subordinated debt is 34.9%, well under PCT

borrower covenant level of 50%.

As at 30 June 2023, Precinct’s portfolio, including assets held for sale, totalled $3.4 billion (30

June 2022: $3.7 billion), equating to a net tangible asset (NTA) per share of $1.38 at the

balance date (30 June 2022: $1.54).

Further financial information can be found within the 2023 Annual Report at

https://www.precinct.co.nz/annual-reporting/2023-annual-results

.

Scott Pritchard Precinct CEO said, “The 2023 financial year has seen Precinct successfully

advance a number of transactions which has further reinforced the quality of our business

and the leading position we hold in the markets that we operate in. This has included

establishing and growing our capital partnerships, sourcing new development opportunities,

being selected as the preferred development partner for the Downtown Car Park site in

Auckland and entering the multi-unit residential development market. In addition, we

received both Shareholder and Board approvals to move to a stapled company structure

earlier this year, demonstrating the support for Precinct to continue to execute its long-term

strategy.”

“Our core portfolio continues to perform well with occupancy at 99% and the evident rental

growth our assets are achieving. As a business, we continue to leverage our learnings over

the past several years. We are focused on ensuring that the spaces we create have a lasting

impact on our society, communities and how people interact.”




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Generator, 30 Waring Taylor Street T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Operational performance

Precinct’s operating performance has delivered a strong year end result with a high overall

portfolio occupancy of 99% and a WALT of 6.0 years recorded as at 30 June 2023.

Strong leasing momentum during the last 12 months and rental growth achieved has

underpinned the 9.3% uplift in rental revenue during the period with a total of 66 leasing

transactions completed across 53,123 square metres of space. Notably, rentals achieved on

new office leases were on average 10.4% higher than valuation rents at 30 June 2022.

Including structured rent reviews, Precinct completed a total of 151,342 square metres of

reviews at a 5.1% premium to previous contract rental. There were 26,381 square metres of

market rent reviews which were settled at a 7.0% premium to 30 June 2022 valuation rentals.

At 30 June 2023 Precinct’s portfolio is under-rented by 10.6% (June 2022: 6.3% under-rented).

While property valuations have been impacted by expanding capitalisation rates, demand

for Precinct’s assets has led to the portfolio benefiting from strong market rental growth being

achieved across our leasing transactions. This has partially offset the impact of the

capitalisation rate expansion on our asset valuations during the period.

Pleasingly, the Generator business delivered a record annual performance during FY23 with

occupancy across the portfolio averaging 74% during the period (FY22: 77%). Strong demand

for co-working and events has led to Generators record performance with the events business

revenue and ancillary revenue increasing by 142% and 130%, respectively compared to FY22.

We continue to see high levels of daily attendance on site aligning with the increasing trend

of working from the office and a number of large corporate and global companies also taking

office space at our Generator sites.

During the period the Generator business launched a new events space in Wynyard Quarter,

opened a new site at 40 Bowen Street in Wellington and committed to opening a further

mixed-use site at the Wynyard Quarter Stage 3 project, which is scheduled to open in 2025.






Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Generator, 30 Waring Taylor Street T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Development update

In Wellington, works have started at the development of the new 24,000 square metre project

at 61 Molesworth Street in Wellington and continue to progress well during the period.

Following the completion of 40 Bowen Street at Bowen Campus in the period, 44 Bowen Street

completed post balance date with both buildings sold to a capital partnership with PAG.

Precinct is the investment manager of the joint investment partnership and holds a 20%

ownership interest.

Post balance date, Willis Lane officially opened in July 2023 with over 40,000 visitors going

through in the opening week.

In Auckland, excavation is now complete and structural steel erection underway at Wynyard

Quarter Stage 3 and completion remains on track for 2025. A 12-year lease was secured from

Beca at Wynyard Quarter Stage 3 over 14,000 square metres which, together with Generator’s

commitment to over 1,800 square metres, increases pre-commitment to 74% and enabled the

commitment to 117 Pakenham Street during the period. This has been a pleasing result for the

development project. On completion of Wynyard Quarter Stage 3, Precinct will continue to

manage the properties under the terms of an investment management agreement with GIC

and has a 24.9% ownership interest in the Limited Partnership.

Deloitte Centre at One Queen Street continues to advance construction with the project on

schedule to complete later this year. The project is currently 92% pre-committed.

Precinct NZ considers subordinated convertible notes offer

Announcing today, Precinct Properties New Zealand Limited (Precinct NZ) is considering

making an offer between $150-$200 million in aggregate across two series of subordinated

convertible notes (the 2026 Notes and the 2027 Notes, and together the Notes), convertible

into ordinary shares of Precinct NZ (subject to a cash election, described in further detail

below).

If Precinct NZ issues shares on conversion, Precinct Properties Investments Limited (Precinct

Investments) must issue a corresponding number of fully paid ordinary shares for no

consideration. The Precinct NZ shares and Precinct Investments shares will be stapled under

the Stapling Deed (Stapled Shares).




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Generator, 30 Waring Taylor Street T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

For each series of Notes, the offer consists of a shareholder priority offer open to eligible New

Zealand resident retail shareholders, as well as a general offer to investors resident in New

Zealand and certain overseas institutional investors. The Notes are expected to be quoted on

the NZX Debt Market.

Precinct NZ continues to focus on an active capital management strategy. The proceeds of

the offer (net of issue costs) will be used to repay existing bank debt and for general corporate

purposes and is expected to reduce Precinct NZ’s gearing, as measured under its borrower

covenant, which disregards subordinated debt. This places Precinct NZ’s balance sheet in a

strong position to enable the business to execute on strategy and future opportunities while

also diversifying its funding sources.

On the relevant conversion date, all outstanding Notes in a series will convert and Stapled

Shares will be issued, subject to the cash election. The number of Stapled Shares to be issued

following conversion of each holding of Notes will be determined by dividing their principal

amount ($1.00 per Note) (together with any unpaid interest (including any interest thereon))

by the conversion price, which is the lesser of:

1. a conversion price cap (the “Conversion Price Cap”) (which is yet to be set); and

2. the 20-day volume weighted average price (“Market Price”).

Rather than converting a series of Notes, Precinct NZ may elect to instead pay a cash amount

to noteholders at the end of the relevant term. In this case, noteholders would be paid an

amount equal to the Market Price (as described above) of all the Stapled Shares that would

have otherwise been issued to them following conversion of their Notes, so that they receive

an equivalent value to those Stapled Shares (as determined under the terms of the Notes)

and will similarly benefit from any appreciation of the Stapled Shares price above the relevant

Conversion Price Cap prior to the conversion date.

It is expected that full details of the offer will be released in early September, when the offer

is expected to open.

Precinct NZ has appointed Jarden Securities Limited (Jarden) as Arranger and Craigs

Investment Partners Limited, Forsyth Barr Limited and Jarden as Joint Lead Managers for the

proposed offer. Investors can register their interest in the offer by contacting the Lead

Arranger, Joint Lead Managers, or their usual financial advisor. Indications of interest will not

constitute an obligation or commitment of any kind. No money is currently being sought and




Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Generator, 30 Waring Taylor Street T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

applications for the Notes cannot currently be made. If Precinct NZ offers the Notes, the offer

will be made in accordance with the Financial Markets Conduct Act 2013.

Dividend payment

Precinct shareholders will receive a fourth-quarter dividend of 1.675 cps. Due to Precinct’s

current tax position, there are no imputation credits to attach for the quarter and therefore

no supplementary dividend to be paid (see note 2). The record date is 8 September 2023 and

payment will be made on 22 September 2023.

Outlook and guidance

The quality of our real estate is enabling our business to grow. The transactions we have

secured, advanced and completed during the period reinforces this and moreover, have

strengthened Precinct’s business and position in both Auckland and Wellington.

There remains considerable uncertainty in regards to the New Zealand and global economy.

Higher inflation and rising interest costs will place further pressure on valuations. Despite these

concerns, the prime grade office occupier market remains strong with workers now back to

the office and businesses seeking higher quality premises.

Precinct’s active approach to asset management and capital management, as well as its

focus on capital partnerships is expected to support its AFFO forecast.

The Board expects Precinct’s dividend for the 2024 financial year to be 6.75 cps in total cash

dividends to be paid to shareholders.

Further information can be found within the 2023 Annual Report and results presentation. You

can find this at: https://www.precinct.co.nz/annual-reporting/2023-annual-results

.

End









Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Generator, 30 Waring Taylor Street T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

For further information, please contact:


Scott Pritchard

Chief Executive Officer

Mobile: +64 21 431 581

Email: scott.pritchard@precinct.co.nz


George Crawford

Deputy Chief Executive Officer

Mobile: +64 21 384 014

Email: george.crawford@precinct.co.nz


Richard Hilder

Chief Financial Officer

Mobile: +64 29 969 4770

Email: richard.hilder@precinct.co.nz


About Precinct

Listed on the NZX Main Board under the ticker code PCT and ranked in the NZX top 20, Precinct

is the largest owner, manager and developer of premium inner-city real estate in Auckland

and Wellington. Precinct is predominantly invested in office buildings and also includes

investment in Generator, Commercial Bay retail, third party capital partnerships, and a multi-

unit residential development business. For information visit: www.precinct.co.nz


On 1 July 2023, Precinct effected a restructuring to create a stapled group structure. A stapled

group comprises two listed parent companies whose shares are held by the same shareholders

in equal proportions. The shares in each parent company can only be transferred or dealt with

together.

Shareholders in Precinct Properties Group (“Precinct”) hold an equal number of shares in

Precinct NZ and Precinct Investments Limited and these shares can only be dealt with

together. The stapled issuers are described as “Precinct Properties NZ Ltd & Precinct Properties

Investments Ltd (NS)” on NZX systems and the ticker code for the stapled shares remains PCT.







Precinct Properties New Zealand Limited Head Office Wellington Office

E hello@precinct.co.nz Level 12, 188 Quay Street, Auckland 1010 T 0800 400 599 Generator, 30 Waring Taylor Street T 0800 400 599

W www.precinct.co.nz PO Box 5140, Auckland 1141, New Zealand PO Box 2, Wellington 6140, New Zealand

Note 1

AFFO is a non-GAAP financial measure that shows the organisation's underlying and recurring earnings from its

operations and is considered industry best practice for a REIT. This is determined by adjusting statutory net profit (under

IFRS) for certain non-cash and other items. AFFO has been determined based on guidelines established by the Property

Council of Australia and is intended as a supplementary measure of operating performance.


This additional performance measure is provided to assist shareholders in assessing their returns for the period.

Note 2

A supplementary dividend is paid to non-resident shareholders to offset the amount of non-resident withholding tax

(“NRWT”) that New Zealand companies are required to deduct from dividends paid to non-resident shareholders. A

supplementary dividend is paid to ensure equitable treatment between non-resident shareholders and resident

shareholders (whose dividends are not subject to NRWT).

Note 3

All portfolio metrics are as at 30 June 2023 and reflect Precinct's direct ownership in assets and exclude PPILP and BILP

assets, unless otherwise stated.

---

PRECINCT PROPERTIES, ANNUAL RESULTS PRESENTATION -Page 1
FY23 ANNUAL RESULTS

23 August 2023

FY23 ANNUAL RESULTS -PAGE 2
Highlights & Key Themes

Scott Pritchard

CEO

Financial Performance

Richard Hilder

CFO

Capital Partnering

George Crawford

Deputy CEO

Investment Update

George Crawford

Deputy CEO

Development Update

Scott Pritchard

CEO

Summary

Scott Pritchard

CEO

All figures provided in this presentation are as at 30 June 2023 unless otherwise stated.

All dollar values are NZD.

Agenda

FY23 ANNUAL RESULTS -PAGE 3
Highlights – Strategic execution

Precinct has made significant progress on strategic initiatives with $1.8b of new capital partnerships

(completion value) secured over last 18 months

1

•Significant capital partnership activity with

growth in partnerships of $1.4 billion

1

during

the year

•Moved to a stapled company structure,

effective 1 July 2023, supporting strategic

direction

•Significant business activity during the year,

settling $680 million

2

of asset sales including

the sale of Wynyard Quarter Stage 3 and 40

& 44 Bowen Street

3

to GIC and PAG

partnerships respectively

•Entered into a 50:50 residential development

management business with Lamont & Co

•Further capital management initiative

announced today to support continued

strategy execution, with the consideration of

a subordinated convertible note issue

Artist impression – York House

Note 1 – Includes the gross realisation value (excl. GST) of residential opportunities in progress and near commencement

Note 2 – Wynyard Stage 3 sale price reflects book value

Note 3 – Settled post balance date on 15 August 2023

FY23 ANNUAL RESULTS -PAGE 4
Operational highlights

Development pipeline

•Secured development opportunity at 61 Molesworth Street, with 100% of the office

space leased by MFAT on a 20+ year lease

•Agreed a 12-year lease to Beca at Wynyard Quarter Stage 3, enabling

commitment to 117 Pakenham, the last remaining building

•Selected as preferred development partner for the Downtown Carpark with

exclusive negotiations with Eke PanukuDevelopment Auckland advanced

Operational excellence

•Portfolio occupancy maintained at 99% with a WALT of 6.0 years

•Over 53,000m

2

of leasing completed in the period including over 35,000m

2

of

development leasing

•Achieved 13.8% growth in contract rents on new leases

•Generator delivered gross operating revenue of $22.8m reflecting strong office and

event space demand (FY22: $15.8m)

Financial performance

•Net property income

1

of $130.2m, up 4.5% (FY22: $124.6m)

•Net operating income before tax of $102.1m, up 7.1% (FY22: $95.3m)

•6.69 cps AFFO representing 2.8% growth year-on-year

•6.70 cps dividend (FY22: 6.70 cps) equating to a payout ratio of 100% (FY22: 103%)

Note 1 – Net property income excludes IFRS 16 rent expense elimination

FY23 ANNUAL RESULTS -PAGE 5
Our business

Precinct is a central city real estate

investment business. It invests in

highquality strategically located real

estate with a focus on sustainability.

Strategy encompasses three key areas of outperformance:

1.Investment

❖Well-located prime assets have significantly outperformed lower

grade stock

❖Precinct’s market leading position and high performing team

continue to deliver asset management excellence

2.Development

❖Recycling and deploying capital into projects that generate

returns over and above stable investments

❖Combining the development strategy with the capital

partnering strategy enables the scale of development activity to

increase and provides a strong lever for Precinct to outperform

3.Capital Partnering

❖Partnering with direct investors expands the capital base and

enables Precinct to explore a broader set of opportunities

❖Enhances the return on invested capital through aligned

investment performance, maintaining access to high quality real

estate, and freeing up capital for future opportunities

FY23 ANNUAL RESULTS -PAGE 6
0%

2%

4%

6%

8%

10%

12%

14%

16%

18%

20%

Prime vacancy rate

Key themes

Occupier market

•Continued occupier demand for well-located, premium quality

office accommodation resulting in strong rental growth

•Flight-to-quality trend continuing with net absorption for prime grade

office space remaining elevated

•Auckland and Wellington city centre prime office markets currently

have the lowest vacancy rates of all major Australasian cities

Investment market

•Higher interest rates are providing valuation headwinds, with cost of

capital increasing and cap rates softening

•Transaction volumes declined through 2022 calendar year and

remain subdued through the first half of 2023

Construction market

•Construction costs continue to increase however the rate of growth is

now easing

•Greater competitive tension in the market is being observed with a

diminishing pipeline of vertical construction projects

•Increased appetite from main and subcontractors to bid for new

construction work

Capital partnerships

•Strong execution on strategy achieved to date with $1.8b of capital

partnerships (completion value) now established

•Preferences are evolving with increasing interest in value-add

strategies, while appetite for core investments is diminished

•Precinct and its partners continue to explore further opportunities

Jun-23 prime grade office vacancy rates (source: JLL)

Financial
Performance

FY23 ANNUAL RESULTS -PAGE 8
Financial performance

+$11.6m

Increase in operating income

+$5.4m

Management fee income

$1.38

NTA per security

For the 12 months ended

($m)

30 June 202330 June 2022

D

Operating income before indirect expenses$141.0 m $129.4 m + $11.6 m

Management fee income$5.4 m + $5.4 m

Other expenses ($13.5 m)($10.2 m)($3.3 m)

Net interest expense ($30.8 m)($23.9 m)($6.9 m)

Operating income before income tax$102.1 m $95.3 m + $6.8 m

Unrealised net gain / (loss) in value of

investment and development properties

($257.1 m)$19.4 m ($276.5 m)

Unrealised net gain / (loss) on financial

instruments

$6.1 m $33.1 m ($27.0 m)

Other non-operating expenses($15.8 m)($18.5 m)+ $2.7 m

Net profit before taxation($164.7 m)$129.3 m ($294.0 m)

Current tax expense$5.2 m $7.0 m ($1.8 m)

Depreciation recovered on sale($7.7 m)($7.7 m)

Deferred tax expense / (benefit)$14.1 m ($26.3 m)+ $40.4 m

Net profit after income tax attributable to

equity holders

($153.1 m)$110.0 m ($263.1 m)

Other comprehensive income / (expense)$5.6 m ($1.2 m)+ $6.8 m

Total comprehensive income after tax

attributable to equity holders

($147.5 m)$108.8 m ($256.3 m)

Net tangible assets per security$1.38$1.54($0.16)

FY23 ANNUAL RESULTS -PAGE 9
Operating

Income

$141.0m

•Operating income of $141.0m was up $11.6m

(+9.0%) for the period

•Net property income (NPI) of $130.2m, up $5.6m

(+4.5%) given Covid-19support provided in the

comparable period

•After normalising for Covid-19 support, NPI for the

Auckland office portfolio was up 5.1%

•Strong improvement in operating businesses

performance driven by uplift in demand for co-

working and event space

•Recognition of management fee income and

cornerstone operating income from the recently

established partnerships

Note 1 – IFRS 16 rent expense is eliminated from operating income as required by accounting standards

Operating income reconciliation

For the 12 months ended ($m)

30 June 202330 June 2022

D

Auckland $81.1 m$77.9 m$3.2 m

Wellington$33.7 m$33.5 m$0.2 m

Investment portfolio$114.8 m$111.4 m$3.4 m

Transactions and Developments$15.5 m$21.4 m($5.9 m)

Subtotal$130.2 m$132.8 m($2.6 m)

COVID-19 Impact($8.2 m)$8.2 m

Total net property income$130.2 m$124.6 m$5.6 m

Generator$2.0 m($0.7 m)$2.7 m

CBHL($0.2 m)($2.0 m)$1.8 m

IFRS 16 rent expense

1

$9.0 m$7.5 m$1.5 m

Operating income before indirect expenses $141.0 m$129.4 m$11.6 m

Cornerstone operating income before tax$1.2 m$1.2 m

Management fee income$5.4 m$5.4 m

Operating Income

$120 m

$125 m

$130 m

$135 m

$140 m

$145 m

30 June

2022

Invest.

Portfolio

Trans. &

Dev.

Covid

support

Operating

bus.

IFRS 1630 June

2023

FY23 ANNUAL RESULTS -PAGE 10
AFFO

6.69 cps

•Funds from operations (FFO) up $6.5 million

(+6.0%) on prior period

•AFFO per share up 2.8% on the prior period

and reflects a 100% AFFO pay-out ratio

•Management fee income and cornerstone

operating income contributing 42 basis

points per share to AFFO

•Delivered 12% dividend growth since 2019,

underpinned by the quality of the property

portfolio and execution of strategy

1 - Generator rent expense and ground leases at 204 Quay Street and Viaduct Carpark is excluded

from operating profit due to IFRS 16

2 – Stapling project costs (FY23) associated with corporate restructure to a stapled group. CBHL

(FY22) relates to the closure of Saxon & Parole and Liquorette.

3 – Tax on sale of properties relates to the sale of Wynyard Stage 3 to PPILP.

For the 12 months ended ($m)30 June 202330 June 2022

Operating income before indirect expenses (as per FS)$141.0 m $129.4 m

Management fee income$5.4 m -

Other expenses ($13.5 m)($10.2 m)

Net interest expense ($30.8 m)($23.9 m)

Operating profit before tax (as per FS)$102.1 m $95.3 m

Current tax expense$5.2 m $7.0 m

Operating profit after tax$107.3 m $102.3 m

Adjusted for:

Cornerstone operating income before tax$1.2 m -

IFRS 16 rent expense

1

($9.0 m)($7.6 m)

Share-based payments scheme$1.4 m $1.2 m

One off costs: FY23 stapling project costs; FY22 CBHL

2

$0.8 m $0.7 m

Amortisations of incentives and leasing costs$13.7 m $14.7 m

Straight-line rents($2.0 m)($3.7 m)

Tax on sale of properties

3

$0.5 m -

Funds from Operations (FFO)$114.0 m $107.5 m

FFO per weighted security7.19 cps6.89 cps

Dividend payout ratio to FFO93%97%

Adjusted Funds From Operations

Maintenance capex($3.3 m)($2.3 m)

Investment portfolio -Incentives and leasing fees($4.6 m)($3.7 m)

Adjusted Funds From Operations (AFFO)$106.1 m $101.5 m

AFFO per weighted security6.69 cps6.51 cps

Dividend paid in financial year6.70 cps6.70 cps

Dividend payout ratio to AFFO100%103%

Retained Earnings($0.2 m)($3.0 m)

FFO & AFFO

FY23 ANNUAL RESULTS -PAGE 11
-

$500 m

$1,000 m

$1,500 m

$2,000 m

$2,500 m

$3,000 m

$3,500 m

$4,000 m

30-Jun-22AcquisitionsNet additionsRevaluationsNet Disposals30-Jun-23

InvestmentsDevelopmentsOther / Held for Sale

Jun-22

Market Value

Additions /

Disposals

Jun-23

Book Value

Jun-23

Market Value

ΔΔ %

Jun-22

Cap Rate

Jun-23

Cap Rate

Δ Cap Rate

Auckland Investments$2,002.0 m$14.2 m$2,016.2 m$1,838.6 m($177.6 m)(8.8%)4.7%5.4%71 bps

Wellington Investments$706.4 m$36.9 m$743.3 m$696.8 m($46.5 m)(6.3%)5.4%6.0%58 bps

Subtotal - Investments$2,708.4 m$51.1 m$2,759.5 m$2,535.4 m($224.1 m)(8.1%)4.9%5.6%69 bps

One Queen Street$176.0 m$96.7 m$272.7 m$258.0 m($14.7 m)(5.4%)

Bowen House$122.2 m$37.9 m$160.1 m$160.1 m--

Freyberg Building$49.5 m$4.1 m$53.6 m$47.0 m($6.6 m)(12.3%)

Subtotal - Developments$347.7 m$138.7 m$486.4 m$465.1 m($21.3 m)(4.4%)

Other Properties$22.8 m$24.9 m$47.7 m$38.5 m($9.2 m)(19.3%)

61 Molesworth Street-$67.4 m$67.4 m$58.4 m($9.0 m)(13.4%)

Subtotal - Other$22.8 m$92.3 m$115.1 m$96.9 m($18.2 m)(15.8%)

Assets held for sale$580.4 m($348.5 m)$231.8 m$240.0 m$8.2 m3.5%

Total

1

$3,659.2 m($66.4 m)$3,592.8 m$3,337.4 m($255.4 m)(7.1%)

❖$255.4m or 7.1% reduction in

portfolio value to $3.3b excluding

right-of-use assets (FY22: $3.7b

including assets held for sale)

❖8.1% uplift in net valuation rents for

the stabilised office portfolio and

development profit release

partially offset a 69 bps softening in

cap rates to 5.6% (Jun-22: 4.9%)

❖NTA reduced to $1.38 per share

(Jun-22: $1.54)

Portfolio revaluation

Well-occupied premium grade portfolio proving to be resilient despite cap rate headwinds

Portfolio value bridge

Note 1 – Values exclude right of use assets of $30.8m at 30 June 2023 (Jun-22: $17.8m), which had

a revaluation loss of ($1.7m) for the period

FY23 ANNUAL RESULTS -PAGE 12
Bank debt

47%

USPP

20%

NZ Bonds

33%

Debt capital

markets

53%

Capital management

Further balance sheet positioning has occurred

throughout the year following significant business

activity

Debt facility expiry profile

3

Key metrics

30 June 202330 June 2022

Debt drawn ($m)1,2471,247

Gearing (Banking covenant: 50%) (%)38.0

2

34.3

Weighted average term to expiry (years)3.54.0

Weighted average debt cost (incl. fees) (%)5.6

2

4.0

Percentage of debt hedged (%)72.2

2

64.2

Interest coverage ratio (Covenant: 1.75 times) 1.9 x2.5 x

Total debt facilities ($m)1,3861,623

•Settled $680 million

1

of asset sales during the period

•Precinct has retained a cornerstone interest in all assets

divested during the period.

•Following settlement of 40 & 44 Bowen Street, pro forma

•Gearing reduces to 34.9%,

•Weighted average interest cost reduces to 5.3%, and

•Hedging increases to 85% at an average interest rate

of 3.2%

•ICR is forecast to improve in future periods

Funding diversity

3

Note 2 – On a pro-forma basis, following settlement of 40 & 44 Bowen Street, gearing

reduces to 34.9%, weighted average debt cost (incl. fees) reduces to 5.3% and

percentage of hedged debt increases to 85%

$100 m

$200 m

$300 m

$400 m

$500 m

$600 m

Jun 24Jun 25Jun 26Jun 27Jun 28>Jun 28

Debt Facility Expiry Profile

Year ending

Bank debtUSPPNZ Bonds

Note 3 – Excludes $100 million of bank facilities which were cancelled

post balance date following settlement of 40 & 44 Bowen Street

Note 1 – Includes 40 & 44 Bowen Street which settled post balance date.

FY23 ANNUAL RESULTS -PAGE 13
Precinct considering a convertible note offer

Precinct is considering making an offer of between $150m and $200m of fixed rate subordinated

convertible notes (SCN)

Strategic benefits

•Provides semi-permanent capital to help progress capital partnering strategy

and other opportunities such as Downtown Carpark

•Investment returns expected to exceed cost of issued capital

•Retains flexibility to convert or repay depending on capital partnering

progress, share price and utilisation of other funding levers

Capital management benefits

1

•Reduces gearing, as measured under borrower covenant, which disregards

subordinated debt. On a pro-forma basis, the SCN will reduce June 2023

gearing from 34.9% (post 40 & 44 Bowen Street sale) to approximately 29%

(covenant 50%)

•Increases tenor and diversity of funding sources, with weighting to non-bank

sources increasing to around 70%

Indicative terms

•The offer is expected to consist of a Priority Offer to New Zealand resident

Precinct retail shareholders, as well as a General Offer

•Two tranches split between three-year and four-year tenor

•Up to $150 million in aggregate across the two tranches (with the ability to

accept oversubscriptions of up to an additional $50 million).

•In addition to interest, noteholders will benefit from any appreciation of

Precinct’s share price above a fixed price to be set at a premium to the

current market price

$150-200m

indicative offer size

3 & 4 year

tranches being considered

JOINT LEAD MANAGERS

ARRANGER & JOINT LEAD MANAGER

Note 1 – Capital management metrics assume an issue size of $200 million

FY23 ANNUAL RESULTS -PAGE 14
Earnings quality and FY24 guidance

Long-term AFFO growth is expected to be driven by:

❖Strong contracted cashflows with 84% of the

portfolio subject to structured rent reviews

(average fixed increase 2.9% in FY24) and only 5%

of the portfolio (by income) subject to expiries over

the next 12 month

❖Positive rental reversion with the portfolio currently

10.6% under-rented and ~50% of the portfolio

subject to market events over the next ~4 years

❖Continued flight-to-quality and improving demand

for flexible space benefitting both Precinct’s core

assets and Generator

❖Growth in capital partnership platforms to provide

additional income streams post stapling

❖Participation in more active opportunities driving

higher returns for Precinct’s invested capital

6.75 cps

FY24 dividend guidance

Contributions of PPNZ and PPIL to FY24 dividend guidance

1

Note 1 – PPNZ = Precinct Properties New Zealand Limited, and PPIL =

Precinct Properties Investments Limited, which comprise the stapled group

Note 2 – Peer set includes ARG, GMT, KPG, PFI and SPG.

Cumulative dividend growth from FY16 vs. peers

2

24.1%

-50.0%

-40.0%

-30.0%

-20.0%

-10.0%

0.0%

10.0%

20.0%

30.0%

FY16FY17FY18FY19FY20FY21FY22FY23

Peer set rangePCT

11.0%

-25.6%

6.75 cps

0.0

1.0

2.0

3.0

4.0

5.0

6.0

7.0

8.0

PPNZPPILCombined

Cents per share

FY23 ANNUAL RESULTS -PAGE 15
ESG progress

•$1.5b of green assets (excl. partnership assets)

•Committed to the World Green Building Council Net Zero Carbon Buildings

Commitment and a target that all assets be certified Green by 2030

•Offsetting development embodied emissions for several years

•Focus on preparing for XRB climate reporting, refining the pathway to net

zero carbon and social initiatives with a focus on future developments

ParticipationOverviewCurrent

1

Target

The overarching measure Precinct have chosen to use as its core ESG

performance benchmark is the Global Real Estate Sustainability Benchmark

(GRESB).

It is considered the global standard for ESG benchmarking and reporting for

real estate entities.

Score82

+ Global

Average 74

Public DisclosureA

+ Global

Average B

RankingTop 33%

Top 25%

Carbon Disclosure Project which is the gold standard for corporate environmental reporting and is fully

aligned with the TCFD recommendations.

B

A

NABERSNZ is a ratings scheme to measure and rate the energy performance of office buildings in New

Zealand.

57%

Portfolio:

>100% 4 star

by 2030

(Excellent)

Green Star is an internationally recognised, rating system for the sustainable design, construction and

operation of buildings, fitout and communities.

52%

Portfolio: >60%

5 Star

(Excellence)

Green Assets

Green

Development Assets

Non-Green Assets

Green assets

(4 star NABERSNZ or 5 Star Greenstar)

Note 1: GRESB and CDP metrics relate to 2022. The 2023 submission is

currently being assessed with scores available in November 23.

Our strategy includes the integration of sustainability across all areas of our business.

Capital
Partnering

FY23 ANNUAL RESULTS -PAGE 17
Capital partnerships – strategic approach

Development

Key benefits

❖Increases liquidity, diversifies capital sources, and

leverages partners’ access to capital

❖Less capital-intensive investment approach reduces

Precinct’s balance sheet pressure and enhances AFFO

accretion

❖Facilitates follow-on investments and take-outs

❖Improves return on equity for Precinct shareholders

❖Unlocks new management fee streams and continued

access to development profits

❖Expands investment universe through ability to

participate in a wider range of asset types, locations

and risk spectrum

Office

City centre

Retail

Direct ownership (strategic assets)

Hotel

Capital partnerships

Development

Investment management services

Investment –

passive and active

Equity Returns – Target and Breakeven

Variable cost of subordinated convertible note (SCN) assumes equity conversion at

$1.0 & $1.5

CAPM: RF: 4.5%, MRP: 7.5%, PCT Be: 0.74

0%

5%

10%

15%

20%

25%

PropertyPassiveActiveDevelopmentResidentialSCN Range @

$1.0-$1.50

Equity IRR / PCT cost of equity

Variable Cost of SCNTarget EIRR returnsPCT cost of equity breakeven

FY23 ANNUAL RESULTS -PAGE 18
Capital partnering –progress to date

Precinct has established strong relationships with capital partnersenabling continued execution of

strategy through more challenging investment market conditions

•Partnered with Singaporean sovereign wealth fund

GIC to establish initial portfolio of Precinct-developed

assets

•Initial portfolio comprising two Auckland and

two Wellington assets totalling $382 million

•Further investment during the year into the

development of Wynyard Stage 3 of around

$300 million (end value)

•Conditional acquisition agreed of 56 The

Terrace, Wellington for $146 million

•Established partnership with private asset manager

PAG to acquire 40 & 44 Bowen Street

1

•Partnered with PAG to form a Joint Venture with

Ngāti Whātua Ōrākei to invest in the regeneration of

the Te Tōangaroaprecinct in Tāmaki Makaurau

Artist impression – York House

Note 1 – Settled post balance date on 15 August 2023.

10 Madden St (GIC partnership)

40 & 44 Bowen (PAG partnership)

FY23 ANNUAL RESULTS -PAGE 19
Building momentum

Precinct is delivering on its strategy with $1.8 billion of capital partnerships formed since

FY22 (completion value)

1

. Value of direct portfolio and partnerships now $5.2billion.

General note – Values in chart may not add precisely due to rounding

Note 1 – Includes the gross realisation value (excl. GST) of residential projects in progress and near commencement.

$3.5 b

$1.3 b

$0.4 b

$3.7 b

$3.9 b

-$0.2 b

+$0.5 b

+$0.6 b

+$0.4 b$5.2 b

$0.0

$1.0

$2.0

$3.0

$4.0

$5.0

$6.0

FY22FY23DisposalsAcquisitionsDevelopment

completions

Residential

partnerships

Total direct

and indirect

$ billions

Investment propertiesDevelopmentsHeld for saleCapital partnershipsResidential partnerships

FY23 ANNUAL RESULTS -PAGE 20
Partnership platforms positioned for growth

Te Tōangaroa PortfolioArtist impression – Onehunga Mall Club56 The Terrace

Precinct continues to explore opportunities to

scale its capital partnerships platform through:

1.Existing partnerships providing opportunities for further

growth where Precinct can leverage its dominant

market position, asset management expertise and track

record to take advantage of value-enhancing

opportunities in a more volatile market: ~$1.0b -$1.5b

(medium term)

2.The residential development platform established

through JV with Lamont & Co.: ~$0.2b - $0.4b (medium

term)

3.The Downtown Carpark site where Precinct is the

preferred development partner with Eke Panuku

Development Auckland: ~$1b - $1.2b (long term)

40 & 44 Bowen Street

$1.8b

$1.8b

+$1.0 - $1.5b

+$0.2 - $0.4b

+$1.0 - $1.2b

$4.0b - $4.9b

$1.0$2.0$3.0$4.0$5.0

Existing partnerships

+ Opportunities with

existing partners

+ Residential dev.

opportunities

+ Downtown Carpark

= Potential range

Partnership opportunities ($b)

CurrentOpportunities [lower range][upper range]

Investment
Update

FY23 ANNUAL RESULTS -PAGE 22
Investment portfolio

99%

Occupancy

(by NLA)

6.0 years

Weighted average

lease term

c. 53,123m²

Total leasing activity

(incl. developments)

8.1%

Valuation net

office market rent

growth in FY23

1

10.6%

Under-renting

(vs. market rents)

+13.8%

Growth in contract rentals on new

leases

+9.7%

Auckland

+18.7%

Wellington

+4.6% p.a.

CAGR growth on new leases

Key leasing update

Strong activity continues with circa 53,123m

2

of leasing activity completed

and solid leasing spread achieved in the period, confirming well-located

premium assets continue to attract strong interest from occupiers.

•13,055m

2

of new leasessecured with 13.8% achieved above previous

contract on average

•35,394m

2

of development leasingincluding Beca at Wynyard Quarter

Stage 3 and MFAT at 61 Molesworth Street

Note 1 – Valuation net office market rent growth across the stabilised office portfolio.

FY23 ANNUAL RESULTS -PAGE 23
0%

3%

6%

9%

12%

15%

18%

21%

24%

-40K

-30K

-20K

-10K

-

10K

20K

30K

40K

6

-

monthly net absorption (sqm)

Auckland CBD net absorption vs. vacancy rates (source: JLL)

Prime net absorptionSecondary net absorption

Prime vacancy (RHS)Secondary vacancy (RHS)

Note – Submarket vacancy rates provided by Colliers. CBD Waterfront data reflects

vacancy within the Commercial Bay and Britomart precincts as analysed by PCT.

0%

2%

4%

6%

8%

10%

12%

14%

16%

18%

20%

Dec-19Jun-20Dec-21Jun-21Dec-21Jun-22Dec-22Jun-23

Prime vacancy rates by submarkets (source: Colliers, JLL, PCT analysis)

CBD WaterfrontCBD OtherPrime Avg. (JLL)

Auckland city centre office

Key themes

•Strong occupier demand despite economic headwinds

with four consecutive halves of positive net absorption

recorded for prime grade assets

•Strong demand for prime waterfront assets which

continue to enjoy below-market levels of vacancy

(1.8% vs. 4.2% prime grade average as at Jun-23)

•Flight to quality accelerating with the prime-secondary

gap widening over the past 24 months

•Prime grade assets recorded positive net absorption

totalling 41,893m

2

over this period compared to a

negative 19,467m

2

for secondary grade assets

•Prime grade net effective rents increased 9.8%

compared to only 0.5% for secondary grade

Prime office market indicators (source: JLL)

Jun-23Jun-2220Y avg.

Annual net absorption (m

2

)+19.2k+22.7k+12.4k

Annual net supply (m

2

)+3.9k+19.8k+23.0k

Vacancy rate (%)4.2%6.6%5.8%

Effective rent chg. (%)+6.3%+3.3%+2.2%

FY23 ANNUAL RESULTS -PAGE 24
0%

2%

4%

6%

8%

10%

12%

-60K

-40K

-20K

-

20K

40K

60K

6

-

monthly net absorption (sqm)

Wellington CBD office net absorption vs. vacancy rates (source: JLL)

Prime net absorptionSecondary net absorption

Prime vacancy (RHS)Secondary vacancy (RHS)

0%

1%

1%

2%

2%

3%

3%

4%

4%

5%

Dec-19Jun-20Dec-21Jun-21Dec-21Jun-22Dec-22Jun-23

Prime vacancy rates by submarkets (source: Colliers, JLL, PCT analysis)

ThorndonCBD CorePrime Avg. (JLL)

Wellington city centre office

Key themes

•Tightest city centre office market in Australasia despite

~32,900 m

2

of prime grade supply being added to the

market over the past 12 months

•Strong demand underpinned by government

occupation along with corporates seeking high

quality seismically resilient space

•Quality of existing stock remains low relative to other

major markets, providing opportunities to capture

growing demand for prime grade assets

•Continued stock withdrawals for seismic strengthening

and high level of leasing pre-commitments supporting

low vacancies and prime grade market rentals

•Precinct’s portfolio recorded 13.4% growth in gross

market rentals over the past 12 months, well above

JLL’s reported market growth over the same period

Prime office market indicators (source: JLL)

Jun-23Jun-2220Y avg.

Annual net absorption (m

2

)+21.4k+13.3k+9.2k

Annual net supply (m

2

)+32.9k+14.8k+9.5k

Vacancy rate (%)4.0%1.3%2.1%

Effective rent chg. (%)+0.7%+2.9%+3.0%

FY23 ANNUAL RESULTS -PAGE 25
Occupier market themes

Low vacancies provide relative affordability

•Clear relationship between vacancy rates and market

rentals adjusted for inflation, indicating relative

affordability at present compared to pre-COVID, pre-

GFC, and historic trend

•Implies potential rental upside with most of the recent

rental growth likely a response to high inflation

Obsolescence supporting tight market conditions

•Ongoing seismic and functional obsolescence is

underpinning demand for prime grade assets while at

the same time reducing overall supply through stock

withdrawals

•Prime vacancies anticipated to remain at low levels

despite economic headwinds and committed new

supply completing in the near term

Return to office and significant leasing transactions

•A return of workers to offices is being observed, as

evidenced in access card activity with most monitored

buildings near or above pre-COVID levels

•Continued strong demand for Precinct’s high quality

office space, with occupancy maintained at 99% and

over 79,000m

2

of development leasing secured in the

last three years

-150K

-100K

-50K

-

50K

100K

AKLWLGAKLWLGAKLWLGAKLWLGAKLWLGAKLWLGAKLWLGAKLWLGAKLWLG

Jun-15Jun-16Jun-17Jun-18Jun-19Jun-20Jun-21Jun-22Jun-23

NLA (sqm)

Annual supply change (source: JLL)

New BuildsRefurbsWithdrawals

96%

94%

109%

78%

0%

50%

100%

Access card usage relative to pre-pandemic

1

HSBC TowerAON Centre Auckland

Jarden House12 Madden St

60

65

70

75

80

85

90

95

100

105

0.0%2.0%4.0%6.0%8.0%10.0%12.0%14.0%

Inflation

-

adj. Prime NER

index (Base: 2008 = 100)

Prime Vacancy

Inflation-adjusted market rents relative to vacancy rates

GFC

Current

Covid

Note 1: Represents rolling four-week card usage relative to usage in the

month prior to the first NZ lockdown.

Source: JLL data, Precinct analysis

Source: Precinct analysis

FY23 ANNUAL RESULTS -PAGE 26
0%

10%

20%

30%

40%

50%

Vacant23242526272829303132>32

% of NLA

Financial Year

Precinct lease expiry profile

AucklandWellington

Economic rents expected to restrict new supply

•Rising development costs, combined with easing cap

rates, are driving a material uplift in economic rents

•New stock unlikely to eventuate except in premium

locations where new rental benchmarks could be set

•A reduction in supply will benefit existing prime grade

assets, supporting continued market rental growth

Low vacancy rates supportive of market rental growth

•Strong occupier demand and low vacancy rates offer

opportunity for rental growth

•JLL forecasting prime vacancies in both office markets

to remain around current levels over the next 3-4 years

•Correlation between market rent growth and vacancy

rates supports thesis for continued market rental growth

-10%

-5%

0%

5%

10%

15%

0.0%2.0%4.0%6.0%8.0%10.0%

Y/Y net market rent growth

Vacancy rate

Auckland prime office market rent growth vs. vacancy rate (source: JLL, PCT analysis)

Jun-23

$250

$350

$450

$550

$650

$750

$850

'02'03'04'05'06'07'08'09'10'11'12'13'14'15'16'17'18'19'20'21'22'23

Net Mkt RentCPI-adj. PC rentCPI-adj. Peak rentEcon. Rent

188 Quay St average tower net rent $/sqm (source: PCT analysis)

Under-renting and net leases underpin income growth

•Portfolio under-renting (10.6%), combined with shorter

leases, allows rents to revert more quickly to market

•Net leases, fixed growth and indexation (3.3% forecast

rental growth in FY24) provide protection from inflation

•50% of the portfolio is expected to revert to market over

the next 3-4 years through expiries and market reviews

Occupier market themes

Development
Update

Artist Impression – Wynyard Quarter Stage 3

FY23 ANNUAL RESULTS -PAGE 28
Artist Impression – 117 Pakenham

Development overview

❖Current work in progress total

~53,300m

2

with a total project cost

of $0.7b

❖Total of $1.8b of development

completions since 2017, with Bowen

Campus Stage 2 and Willis Lane

opened in the period

❖Recent completions and committed

projects are de-risked through fixed

pricing, secured pre-leasing and

funding from capital partners

❖Development pipeline replenished

in the period through commitment

to Wynyard Quarter Stage 3 and 61

Molesworth, and entry into the multi-

unit residential development market

❖Precinct remains in exclusive

negotiations with Eke Panuku for

Downtown Carpark, with binding

documentation expected to be

concluded soon

Development WIPPCT InterestArea% pre-let

Secured

WALT

Deloitte Centre

1

100.0%

15,000 m²

(plus hotel)

92%

(incl. hotel)

19 years

Bowen House100.0%14,300 m²100%15 years

61 Molesworth Street100.0%24,000 m

2

97%21 years

Subtotal - Precinct53,300 m

2

96%19 years

Wynyard Quarter Stage 324.9%21,100 m²74%12 years

Subtotal - Capital partners (ex Residential JV)21,100 m

2

74%12 years

Total74,400 m² 90%17 years

Note 1 – Metrics for Deloitte Centre include the InterContinental Auckland hotel where applicable

Artist Impression – 61 Molesworth Street

FY23 ANNUAL RESULTS -PAGE 29
Development progress

Completion Value

$358m (stabilised)

Completion Timing

FY24

Status

Construction nearing

completion with client

fitouts well underway.

Pre-opening activities

underway with hotel

opening anticipated

in early 2024.

Completion Value

$282m

Completion Timing

FY26

Status

Piling works complete

and excavation now

underway.

Completion Value

$167m

Completion Timing

FY25 (client fitout)

Status

Seismic strengthening

completed with client

integrated fitout now

underway.

Rental start achieved

in the period; new 15-

year lease to start on

completion of fitout.

Completion Value

Circa $300m

Completion Timing

FY25

Status

Superstructure works

well-advanced to

both buildings.

One Queen StreetBowen House

61 Molesworth StreetWynyard Quarter Stage 3 (PPILP)

Artist Impression – 61 Molesworth Street

FY23 ANNUAL RESULTS -PAGE 30
Downtown Carpark update

Redevelopment of Downtown Carpark will provide a remarkable, once-in-a-generation opportunity to

reimagine the city centre of Tāmaki Makaurau

Current Status

•Exclusive negotiations with Eke Panuku and other stakeholders nearing completion

•Core consultant team appointed with Concept Design underway

•Design led by Warren & Mahoney in collaboration with Norwegian architectural firm Snøhetta

•Consultant team consists of highly regarded organisations who Precinct have regularly used

•Masterplanned scheme to be seamlessly integrated with wider waterfront precinct

•Mix of civic, commercial, retail, hotel and residential uses contemplated

Next Steps

•Resource consent application targeted in FY24

•Intend to gauge interest from capital partner(s) over the next 24 months

FY23 ANNUAL RESULTS -PAGE 31
Strategy

•Multi-unit residential developments are a natural

extension to Precinct’s core strategy, providing

competitive and diversification benefits to future

investment opportunities

•Aim to scale the platform to create a valuable,

high-quality business in its own right

•Long term target of delivering 150+ units per

annum, with a preference for Auckland including

city fringe locations (quality suburbs / unique sites)

Status

•Equity investment in existing pipeline currently

funded by Lamont & Co’s existing partners

•No capital committed by Precinct to date but

anticipate participating in future opportunities

Artist impression – The Domain Collection

Artist impression – FABRIC Stage 2

ProjectStatusCompletionNo. Units

Onehunga Mall ClubConstruction2023102

Fabric Stage 2

Procurement2026118

Domain Collection

Procurement202665

York House

Planning202641

Total326

Existing Pipeline

Residential development platform

Summary

FY23 ANNUAL RESULTS -PAGE 33
•High interest rate environment is impacting property values and transaction

volumes

•Global economy remains uncertain with NZ exposed to certain risks

•Prime office occupier market remains very strong with low vacancy rates across

Precinct’s submarkets

•Work from office now clearly preferred as flight to quality trend continues

•Development pipeline remains robust and now includes exposure to multi-unit

residential market

•Capital partnering growth expected to continue, albeit requiring higher returns,

and with greater appetite for value-add opportunities

•Precinct is well placed with strong balance sheet and aligned capital partners

Summary

FY23 ANNUAL RESULTS -PAGE 34
Appendices

FY23 ANNUAL RESULTS -PAGE 35
A1: Operating income

Note 1 – Other transactions and developments includes: 30 Waring Taylor Street, Amora, Charles Fergusson Building, Building 5A, 10 Madden Street, 124 Halsey Street (Flowers

building), Mayfair House, Bowen House, Freyburg Building, 1 Queen Street

Note 2 – IFRS 16 rent expense is eliminated from operating income as required by accounting standards

For the 12 months ended

30 June 202330 June 2022

D

($m)

AON Centre - AKL$11.4 m$11.1 m$0.3 m

HSBC Tower$20.7 m$18.2 m$2.5 m

PWC Tower$25.4 m$24.8 m$0.6 m

Commercial Bay Retail$14.3 m$14.4 m($0.1 m)

Jarden House$5.7 m$6.0 m($0.3 m)

Mason Brothers$2.3 m$2.4 m($0.1 m)

204 Quay Street$1.2 m$1.1 m$0.1 m

Auckland total$81.1 m$77.9 m$3.2 m

NTT Tower$8.4 m$7.9 m$0.5 m

AON Centre - WGN$10.9 m$11.2 m($0.3 m)

Defence House$7.9 m$8.0 m($0.1 m)

No 1 The Terrace$6.5 m$6.3 m$0.2 m

Wellington total$33.7 m$33.5 m$0.2 m

Investment portfolio$114.8 m$111.4 m$3.4 m

Transactions and Developments

Viaduct Carpark$0.6 m$0.6 m

40-44 Bowen Street$3.6 m$0.4 m$3.2 m

Other transactions and developments

1

$11.3 m$21.0 m($9.8 m)

Subtotal$130.2 m$132.8 m($2.6 m)

COVID-19 Impact($8.2 m)$8.2 m

Total net property income$130.2 m$124.6 m$5.6 m

Generator$2.0 m($0.7 m)$2.7 m

CBHL($0.2 m)($2.0 m)$1.8 m

IFRS 16 rent expense

2

$9.0 m$7.5 m$1.5 m

Operating income before indirect expenses$141.0 m$129.4 m$11.6 m

Cornerstone operating income before tax$1.2 m$1.2 m

Management fee income$5.4 m$5.4 m

FY23 ANNUAL RESULTS -PAGE 36
A2: Balance sheet

Financial Position as at 30 June 202330 June 2022

D

($m) AuditedAudited

Assets

Development properties$523.5 m$544.0 m($20.5 m)

Investment properties$2,604.7 m$2,549.0 m$55.7 m

Investment properties held for sale$240.0 m$577.2 m($337.2 m)

Deferred tax asset$1.6 m$1.9 m($0.3 m)

Right-of-use assets$24.9 m$28.9 m($4.0 m)

Other$193.0 m$86.5 m$106.5 m

Total Assets$3,642.8 m$3,839.2 m($196.4 m)

Liabilities

Interest bearing liabilities$1,258.4 m$1,275.8 m($17.4 m)

Deferred tax liability$1.9 m$11.4 m($9.5 m)

Lease liabilities$63.2 m$52.7 m$10.5 m

Fair value of derivative financial instruments$29.0 m$20.5 m$8.5 m

Other$107.2 m$43.3 m$63.9 m

Total Liabilities$1,459.7 m$1,403.7 m$56.0 m

Equity$2,183.1 m$2,435.5 m($252.4 m)

NIBD to Total Assets34.2%32.5%+ 1.8%

Liabilities to Total Assets - Loan Covenants38.0%34.3%+ 3.8%

Shares on Issue (m)1,585.9 m 1,585.4 m + 0.5 m

Net tangible assets per security $1.38 $1.54 ($0.16)

Net asset value per security $1.38 $1.54 ($0.16)

FY23 ANNUAL RESULTS -PAGE 37
A3: Investment portfolio overview

Investment

portfolio

including

cornerstone

1

Investment

portfolio

directly held

Auckland Wellington

WALT

6.2 years

6.0 yrs5.5 yrs7.3 yrs

Occupancy

98%

99%98%99%

Investment portfolio value

2


$2,716 m

$2,574 m $1,877 m $697 m

Weighted average cap rate

5.6%

5.6%5.4%6.0%

NLA (m²)

288 k

223 k 138 k 85 k

6.0 years

Weighted average lease term

99%

Portfolio occupancy

Occupancy

Key metrics

Portfolio metrics – directly held

0%

20%

40%

60%

80%

100%

% of building NLA

AucklandWellington

Note 1 – Investment portfolio metrics including Precinct cornerstone are weighted based on Precinct’s ownership interest except for NLA which reflects total unweighted

lettable area. Cornerstone portfolio includes 40 & 44 Bowen Street which settled post balance date on 15 August 2023.

Note 2 – Values exclude right of use assets of $30.8m at 30 June 2023

FY23 ANNUAL RESULTS -PAGE 38
A4: Other city centre markets

Retail

•City centre retail trading conditions continue to improve

with tailwinds from return of office workers and increase

in tourist arrivals

•Retailers are now positioning to take advantage of

upcoming completions of new demand drivers

including the City Rail Link, resulting in increased leasing

activities and vacancy rate falling to 7.3% according to

JLL research (Jun-22: 8.6%)

Auckland Hotel Room Rates as % of pre-pandemic levels

Source: CBRE, STR Global

0%

3%

6%

9%

12%

15%

18%

-10,000

-5,000

0

5,000

10,000

15,000

20,000

Jun-20Dec-20Jun-21Dec-21Jun-22Dec-22Jun-23

6

-

monthly net abssorption (sqm)

Auckland retail net absorption vs. vacancy rates (source: JLL)

CBD net absorptionSuburban net absorption

CBD vacancy (RHS)Suburban vacancy (RHS)

Hotel

•International flight capacity and visitor arrivals continue

to gradually recover with arrivals now only 31% below

the pre-pandemic peak per CBRE analysis

•Room night demand have largely recovered to peak

levels however occupancy rates remain below peak

due to new supply added since 2019 (albeit high

development costs will impede additional new supply)

•Room rates have benefited from recovering travel

demand and are tracking over 20% above pre-

pandemic levels per CBRE analysis

FY23 ANNUAL RESULTS -PAGE 39
Disclaimer

The information and opinions in this presentation were prepared by Precinct Properties New Zealand

Limited or one of its subsidiaries (Precinct).

Precinct makes no representation or warranty as to the accuracy or completeness of the information

in this presentation.

Opinions including estimates and projections in this presentation constitute the current judgment of

Precinct as at the date of this presentation and are subject to change without notice. Such opinions

are not guarantees or predictions of future performance, and involve known and unknown risks,

uncertainties and other factors, many of which are beyond Precinct’s control, and which may cause

actual results to differ materially from those expressed in this presentation.

Precinct undertakes no obligation to update any information or opinions whether as a result of new

information, future events or otherwise.

This presentation is provided for information purposes only.

No contract or other legal obligations shall arise between Precinct and any recipient of this

presentation.

Neither Precinct, nor any of its Board members, officers, employees, advisers or other representatives

will be liable (in contract or tort, including negligence, or otherwise) for any direct or indirect damage,

loss or cost (including legal costs) incurred or suffered by any recipient of this presentation or other

person in connection with this presentation.

---

Distribution Notice
Name of issuer

Financial product name/description

NZX ticker code

ISIN

Full yearXQuarterly

Half yearSpecial

DRP applies

Record date

Ex-date

Payment date (and allotment date for DRP)

Total monies associated with the distribution

1

Source of distribution

Currency

Gross distribution

2

Gross taxable amount

3

Supplementary distribution amount

X

If fully or partially imputed, please state imputation rate as %

applied

6

0.00%

Imputation tax credits per financial product

Resident Withholding Tax per financial product

DRP % discount

Start date and end date for determining market price for DRP

Date strike price to be announced (if not available at this

time)

Specify source of financial products to be issued under DRP

programme (new issue or to be bought on market)

DRP strike price per financial product

Last date to submit a participation notice for this distribution in

accordance with DRP participation terms

Name of person authorised to make this announcement

Contact person for this announcement

Contact phone number

Contact email address

Date of release through MAP

$0.01675000

Imputed component

Excluded component$0.01675000

$0.00000000

+64 21 111 8898

hello@precinct.co.nz

23/08/2023

N/A

N/A

N/A

Section 5: Authority for this announcement

Richard Hilder

Steph How

Retained earnings

NZD

N/A

Is the distrbution imputed

Fully imputed

Partial imputation

No imputation

$0.00000000

N/A

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

N/A

N/AN/A

Total cash distribution

4

Total cash distribution

Section 1: Issuer information

Precinct Properties New Zealand Limited

Precinct Properties New Zealand Limited Shares

PCT

NZAPTE0001S3

3. "Gross taxable amount" is the gross distribution minus any excluded income.

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.

$0.00000000

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

Type of distribution

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.

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.

Section 2: Distribution amounts per financial product

$0.01675000

$0.00000000

Section 3: Imputation credits and Resident Withholding Tax

5

8/09/2023

7/09/2023

22/09/2023

$26,569,892

---

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

Updated as at June 2023



Results for announcement to the market

Name of issuer Precinct Properties and Precinct Properties Investment Ltd

Reporting Period 12 months to 30 June 2023

Previous Reporting Period 12 months to 30 June 2022

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$218,900 9.3%

Total Revenue $218,900 9.3%

Net profit/(loss) from

continuing operations

-$147,500 -235.6%

Total net profit/(loss) -$147,500 -235.6%

Final Dividend

Amount per Quoted Equity

Security

$0.01675

Imputed amount per Quoted

Equity Security

$0.000

Record Date 8 September 2023

Dividend Payment Date 22 September 2023

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$1.38 $1.54

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

This announcement is extracted from PCT’s audited annual

financial statements as at and for the year ended 30 June 2023.

Authority for this announcement

Name of person


authorised

to make this announcement

Richard Hilder

Contact person for this

announcement

Steph How

Contact phone number 021 1118898

Contact email address hello@precinct.co.nz

Date of release through MAP


23/08/2023


Audited financial statements accompany this announcement.

---

1
Delivering on

strategy

ANNUAL REPORT 2023

04
Advancing our

strategy.

06

2023 highlights.

07

2023 summary.

08

Our strategy

10

Chair's report.

12

Management

report.

14

Our markets.

16

Results overview.

21

Sustainability

report.

41

Board of

directors.

42

Executive team.

44

5 year summary.

46

GRI content

index.

49

Corporate

governance.

59

Investor

information.

67

Remuneration

report.

76

The numbers.

109

Directory.

Cover page image: One Queen Street, Commercial Bay, Auckland.

More information can be found at www.precinct.co.nz

All portfolio metrics are as at 30 June 2023 and reflect

Precinct's direct ownership in assets and exclude

PPILP and BILP assets, unless otherwise stated.

Successfully extended our real
estate offering, supporting Precinct

to achieve its growth aspirations and

create long-term sustainable value.

04
Advancing our strategy.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Advancing our strategy.

04

PRECINCT PROPERTIES NEW ZEALAND LIMITED

05
Advancing our strategy.

ANNUAL REPORT 2023

Advancing our strategy.

05

ANNUAL REPORT 2023

As we continue to work with

our partners and consider

future opportunities, the active

management of Precinct’s

high-quality portfolio is

supporting both the evolution

and execution of our strategy.

The 2023 financial year has seen Precinct

successfully advance a number of

transactions which has further reinforced the

quality of our business and the leading

position we hold in our markets.

Post balance date, on 1 July 2023, Precinct

effected a restructuring to create a stapled

group structure. A stapled structure,

combined with strategy execution, is

expected to provide significant long-term

benefits to Precinct and its investors.

$1.8

B

capital partnerships established.

99.92%

of votes received in favour of the special resolution to

move to a stapled company structure.

06
2023 highlights.

2023 highlights.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

GRESB

score

82/100

Global Real Estate Sustainability Benchmark

(GRESB) score above the global average of 74.

Precinct maintained a public disclosure level ‘A’ .

ESTABLISHED

MULTI-UNIT

RESIDENTIAL

DEVELOPMENT

BUSINESS

with Auckland based private equity real estate

developer Lamont & Co. with a focus on the

delivery of high-quality multi-unit residential

developments.

99%

Portfolio occupancy

At 30 June 2023

$102.1M

Operating income before income tax

For the 12 months ended 30 June 2023

$130.2M

Net property income

For the 12 months ended 30 June 2023

07
2023 summary.

2023 summary.

ANNUAL REPORT 2023

Operational

excellence

• Dividend of 6.70 cps paid to shareholders

• 99% portfolio occupancy and WALT of 6.0 years

• Over 53,000 square metres of leasing secured

• Global Real Estate Sustainability Benchmark (GRESB)

score of 82 (global average 74)

• Became a signatory to the World Green Building

Council Net Zero Carbon Buildings Commitment

• Toitū carbonzero certification validated

Our

people

and

partners

• Established Precinct Pacific Investment Limited

Partnership (PPILP) with Singaporean sovereign wealth

fund GIC

• Advanced growth with Wynyard Quarter Stage 3

development sold to PPILP

• Established Bowen Investment Limited Partnership

(BILP) with global private investment firm, PAG

• Residential development business established with

Lamont & Co.

• Continue to support community wellbeing and vitality

• Client and staff surveys completed

• Registered with the NZ Parental Leave Register

Paul Singleton, National Operations

Manager

Developing

the future

• Committed to 117 Pakenham Street in Auckland

• Unconditional agreement to acquire 61 Molesworth

Street development in Wellington

• Successfully completed 40 & 44 Bowen Street in

Wellington

• Selected as the preferred development partner for

the Downtown Carpark in Auckland

• Continue to off-set embodied carbon at

development projects through carbon credits

08
Our strategy

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Our

Strategy

Precinct is a central city real estate investment

business. We invest in high quality strategically

located real estate with a focus on sustainability.

Our core strategy is well established with the

portfolio developed by Precinct over the past 10

years.

Principles of Success

• Focusing on concentrated ownership in strategic

locations

• Maintain and grow occupier relationships

• Investing in quality, both in assets and environments

• Maintain a long-term view

• Leveraging Precinct’s people and its platform to

attract third party capital

• Identify, cultivate, and maintain strong long term

capital partnerships

Strategy continues to evolve as value-add

opportunities are explored and executed

As we continue to work with our partners and consider

future opportunities, the active management of

Precinct’s high-quality portfolio is supporting both the

evolution and execution of our strategy.

Successful execution:

• Established Precinct Pacific Investment Limited

Partnership (PPILP) with Singaporean sovereign wealth

fund GIC

• Advanced growth with Wynyard Quarter Stage 3

development sold to PPILP

• Established Bowen Investment Limited Partnership

(BILP) with global private investment firm, PAG

• Residential development business established with

Lamont & Co.

• Selected as the preferred development partner for

the Downtown Carpark site in Auckland

• Received shareholder approval to move to a stapled

structure, supporting our strategic direction to allow

flexibility for Precinct to continue to execute its

strategy whilst retaining Portfolio Investment Entity (PIE)

status.

09
Our strategy

ANNUAL REPORT 2023

10
Chair's report.

Chair's report.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Craig Stobo, Independent Director and

Chair

On behalf of the Board and

management team, we are

pleased to present Precinct’s

2023 Annual Report.

We are pleased to have

advanced our strategy in the

period and extended our

capital partnerships.

FY23 performance

Precinct's 2023 financial year result has been underpinned by strong leasing momentum and market rental growth during the year. This

has resulted in net property income of $130.2 million achieved for the year and contributed to net operating income before tax of

$102.1 million, up 7.1% on the previous year (June 2022: $95.3 million).

Total comprehensive income after tax was ($147.5) million compared to $108.8 million in the previous year with the movement largely

attributable to the annual revaluation which recorded a $257.1 million devaluation in FY23.

Adjusted funds from operations (AFFO) is 6.69 cents per share (cps). Our full-year dividend to shareholders is 6.70 cps.

Stapled company structure

As previously announced in our interim results earlier this year, we had been considering the option of moving to a stapled structure for

some time. Given Precinct’s strategic direction, future participation in a wider set of opportunities and growth in our capital

partnerships, a stapled structure ensures the most robust company structure to allow flexibility for Precinct to continue to execute its

strategy whilst retaining Portfolio Investment Entity (PIE) status.

Precinct held a special shareholder meeting on 11 May 2023 to consider moving to a stapled company structure. Voting was

conducted by poll and shareholders passed the special resolution with 99.92% of votes received in favour.

Following the special meeting of shareholders of Precinct, Board approval was given in June 2023 by each of Precinct Properties New

Zealand Limited and Precinct Properties Investments Limited for Precinct to move to a stapled structure. The Board and management

of Precinct believe a stapled structure, combined with strategy execution, is expected to provide significant long-term benefits to

Precinct and its investors.

The effective date of Stapling was 1 July 2023 and the Stapled Securities commenced trading on the NZX Main Board on 3 July 2023.

Supporting strategic growth

As announced with our annual results, we are considering making an offer between $150-$200 million of subordinated convertible

notes. Precinct continues to focus on an active capital management strategy. Post issue, the proceeds of the offer (net of issue costs)

will be used to repay existing bank debt and for general corporate purposes and is expected to reduce Precinct’s gearing, as

measured under borrower covenant, which disregards subordinated debt. This places Precinct's balance sheet in a strong position to

enable the business to execute on strategy and future opportunities while also diversifying its funding sources.

11
Chair's report.

ANNUAL REPORT 2023

Sustainability – ESG responses

Sustainable development is an imperative for New Zealand and

remains central to Precinct's business. Our ability to operate

depends on the availability of resilient natural and social

capitals, and our business benefits when it contributes to the

maintenance and growth of those capitals. Our ESG strategy

focusses on how we can reduce our material negative impacts

and scale our positive impacts in a way that creates long-term

value for Precinct. During the year, Precinct is proud to have

become a signatory to the World Green Building Council Net

Zero Carbon Buildings Commitment. This commitment is to

minimise total emissions, both operational and embodied, over

an asset lifecycle. Precinct has offset emissions relating to

construction for several years now, however this commitment

goes further and will see the business focus on more sustainable

design and products to minimise upfront emissions by 2030.

Since 2021, Precinct has reported climate-related financial

disclosures that align with the recommendations of the Taskforce

on Climate-Related Financial Disclosures (TCFD). This year, in

addition to including our impacts on people and planet and

how we are managing those impacts, Precinct has prepared

interim climate-related disclosures, which supports transparency

towards compliance with the External Reporting Board's (XRB)

Aotearoa New Zealand Climate Standards in FY24. Precinct will

apply the full CS 1 standard in its FY24 Annual Report.

Our overarching measure of Precinct’s ESG performance

continues to be the Global Real Estate Sustainability Benchmark

(GRESB) which remains a global standard for ESG benchmarking

and reporting for real estate entities. During the period, we

received a 2022 GRESB score of 82, above the current global

average of 74. Precinct also maintained a public disclosure level

of ‘A’ demonstrating the high level of ESG public disclosures we

make. We are also pleased to report Precinct improved its MSCI

ESG Ratings to ‘A’ from ‘BBB’.

In line with our broader sustainability objectives, Precinct actively

seeks to engage and collaborate with suppliers who share our

commitment and approach to conducting business. We expect

our suppliers to be transparent about their social, environmental

and economic sustainability practices and to actively

participate in Precinct’s sustainability initiatives. Precinct has

recently published a Supplier Code of Conduct which supports

our commitment to advance social and environmental

responsibility beyond our own operations to our supply chain. We

continue to take a proactive approach and expect Precinct

Suppliers to meet the minimum standards defined by this Code

and comply fully with all applicable laws and regulations when

providing goods or services to Precinct. Suppliers must make any

subcontractors they employ aware of Precinct’s Supplier Code

of Conduct. It should be read together with Precinct’s

commitments in respect of Health & Safety, Diversity & Inclusion,

Sustainability, Modern Slavery and Mental Health and Wellbeing,

all of which can be found on Precinct’s website.

Precinct’s 2023 Annual Report has been

prepared in accordance with GRI Standards

for sustainability reporting.

Over the last 12 months, Precinct has

continued to advance several ESG initiatives

and we welcome you to read our

Sustainability Report which includes Precinct's

interim climate-related disclosures on pages

21 to 39.

Board changes

We are delighted to have announced in February this year that

Anne Urlwin will replace me as Chair of the Precinct Board at the

conclusion of my current term in November 2023. Ensuring a

seamless transition and handover, the People and Performance

Committee have considered Anne to be the best replacement

for the Chair of Precinct and strongly believe Anne has the right

skills and experience. Since her appointment to the Precinct

Board in 2019, Anne has been Chair of the Audit and Risk

Committee and has made a significant contribution to Precinct’s

governance regime.

We have also commenced a recruitment process during the

year for a new Independent Director as part of the Board’s

succession planning to ensure a strong and stable governance

regime is maintained. We expect to be in a position to propose

the new Independent Director for election by shareholders at

the Annual Shareholder Meeting (ASM) in November and look

forward to introducing the Future Director to shareholders at that

meeting.

Dividend guidance

The quality of our real estate is enabling our business to grow and

create further value for our shareholders and capital partners.

The Board expects Precinct’s dividend for the 2024 financial year

to be 6.75 cps in total cash dividends to be paid to shareholders.

As this will be my last annual report as Chair of Precinct, I would

like to take the opportunity to personally and sincerely thank

you, our shareholders for your ongoing support. It has truly been

a pleasure to be Chair of the Precinct Board over the years and I

am confident Anne will continue to contribute to the success of

Precinct well into the future.

On behalf of the Precinct Board, management and Precinct

team, we again thank you for your continued investment in

Precinct.

Craig Stobo, Independent Director and Chair

12
Management report.

Management report.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

From left to right: George Crawford (Deputy

CEO), Scott Pritchard (CEO) and Richard

Hilder (CFO).

The opportunity to partner with direct investors on our assets and

on our projects is exciting and allows Precinct the opportunity to

participate in a wider set of opportunities.

During the year, we are pleased to have advanced Precinct’s partnership with Singaporean sovereign wealth fund GIC with the sale

of the Wynyard Quarter Stage 3 development project to Precinct Pacific Investment Limited Partnership (PPILP). Agreeing a new

investment partnership with global private investment firm, PAG has been another key transaction during the 2023 financial year. These

investment partnerships continue to demonstrate the strong demand for joint investment into our high-quality assets and large-scale

development projects. Announcing the establishment of Precinct’s residential platform in partnership with Lamont & Co. is another

transaction which has extended our real estate offering and is supporting Precinct’s core strategy focused on mixed-use precincts. This

platform is a joint venture which has complemented the overall strategic direction of our business and represents a natural extension

for Precinct.

Post balance date, Precinct announced it has formed a joint venture with Ngāti Whātua Ōrākei, to invest in the regeneration of the Te

Tōangaroa precinct in the Tāmaki Makaurau city centre. Precinct’s investment will be in partnership with global private investor, PAG.

The Te Tōangaroa portfolio comprises two low-rise commercial buildings situated at 8 Tangihua Street and 30 Mahuhu Crescent,

totalling approximately 22,000 square metres.

13
Management report.

ANNUAL REPORT 2023

Development projects update

Auckland

Wynyard Quarter Stage 3

Secured a 12-year lease from Beca at Wynyard Stage 3 over

14,000 square metres which, together with Generator’s

commitment to over 1,800 square metres, increases

precommitment to 74% and resulted in the commitment to 117

Pakenham, the last remaining building.

Excavation is now complete and structural steel erection

underway. Completion is expected in 2025.

On completion of Wynyard Quarter Stage 3 Precinct will

continue to manage the properties under the terms of an

investment management agreement with GIC and has a 24.9%

ownership interest.

Deloitte Centre (One Queen Street)

Deloitte Centre at One Queen Street continues to advance

construction and remains on track to complete in late 2023. The

project is currently 92% pre-committed.

Downtown Carpark project

During the year, Precinct was selected as the preferred

development partner for the Downtown Carpark. We have

made significant progress in negotiating the development

agreement with Eke Panuku Development Auckland, with

discussions nearing completion.

Wellington

Bowen Campus Stage Two

Successfully completed 40 and 44 Bowen Street. Following further

leasing in the period, Stage Two is now 98% leased across both

buildings.

Post balance date, 40 and 44 Bowen Street were sold to a

capital partnership with PAG. Precinct is the investment manager

of the joint investment partnership with PAG and holds a 20%

ownership interest.

Bowen House

Completed strengthening works at Bowen House.

61 Molesworth Street

Secured the 61 Molesworth Street development opportunity, with

works commenced during the period for a new 24,000 square

metre office which is fully pre-leased.

Willis Lane

Post balance date, Willis Lane officially opened in July 2023 with

over 40,000 visitors going through in the opening week. Willis

Lane is located in the underground heart of Wellington’s Golden

Mile. Constructed beneath the iconic AON Centre tower, Willis

Lane is set to be a premier dining and entertainment precinct

occupying a network of tunnels and walkways in Wellington's city

centre.

Outlook

The 2023 financial year has seen Precinct successfully advance a

number of transactions which has further reinforced the quality

of our business and the leading position we hold in the markets

that we operate in.

Our core portfolio continues to perform well with occupancy at

99% and the evident rental growth our assets are achieving. 

Receiving both shareholder and Board approvals to move to a

stapled structure earlier this year demonstrates the support for

Precinct to continue to execute its long-term strategy.

As a business, we continue to leverage our learnings over the

past several years. We are focused on ensuring that the spaces

we create have a lasting impact on our society, communities

and how people interact.

There remains considerable uncertainty in regards to the New

Zealand and global economy. Higher inflation and rising interest

costs will place further pressure on valuations. Despite these

concerns, the prime grade office occupier market remains

strong with workers now back to the office and businesses

seeking higher quality premises.

On behalf of Precinct's Management team, we would like to

again thank our outgoing Chair Craig Stobo for the significant

contribution he has made to Precinct during the time he has

served on the Precinct Board. Craig has been instrumental in the

direction of the business. He led the corporatisation in 2010 and

internalisation of our management function for the business in

2021 allowing growth in our capital partnerships, and advocated

for Precinct's support of the Auckland City Mission's

HomeGround. We wish Craig all the very best.

Precinct’s active approach to asset management and capital

management, as well as its focus on capital partnerships is

expected to support its AFFO forecast.

Scott Pritchard,

CEO

George Crawford,

Deputy CEO

Richard Hilder,

CFO

14
Our markets.

Our markets.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Auckland city centre

The Auckland city centre office market continues to perform well, despite recent economic headwinds, with a number of large

corporates committing to their long-term accommodation plans. The flight-to-quality thematic continues to be a dominant force in the

occupier market and continues to accelerate resulting in a further widening of the prime-secondary spread.

According to JLL Research, prime grade assets recorded 19,233 square metres of positive net absorption for the twelve months ended

30 June 2023 compared to -3,822 square metres of negative net absorption observed for secondary grade assets over the same

period. Over the period, prime vacancy decreased by 244 bps to 4.2% as at June 2023 (June 2022: 6.6%) while secondary vacancy

increased 227 bps to 18.8% (June 2022: 16.6%). Location remains a key focus for occupiers, with vacancies unevenly spread throughout

the city and well-located assets on the waterfront enjoying above average occupancy rates with the prime vacancy rate for

Commercial Bay and Britomart waterfront assets analysed to average approximately 1.8% (June 2022: 2.2%) compared to the 4.2%

market average. Competition for prime grade stock also translated to strong rental performance, with prime grade assets

experiencing average net effective rental growth of 6.3% during the last twelve months (June 2022: 3.3%).

Looking ahead, while economic conditions may impact both vacancies and rental growth over the near term, quality is expected to

continue to outperform as occupiers focus on talent attraction and enhanced productivity provided by ‘work-from-work’ from

premium workspaces, and as new premium grade stock complete over the next twelve months we expect to see a lifting in the ceiling

for market rentals.

1.8% Auckland waterfront prime office vacancy

compared to market prime office vacancy of 4.2%

15
Our markets.

ANNUAL REPORT 2023

Wellington city centre

The Wellington city centre office market has been one of the best-performing CBD office markets in New Zealand and Australia with

strong demand, underpinned by the government sector and bolstered by corporate occupiers seeking higher quality space, generally

outpacing available prime grade stock. Traditionally a key influence in the market has been central and local Government agencies

remaining active as evidenced by MFAT's commitment to the 61 Molesworth Street development on a long term lease.

Office supply received a significant boost in 2023 with the completion of several major projects and refurbishments delivering

approximately 32,942 square metres of prime grade stock into the market for the 12 months ended 30 June 2023 according to data

from JLL Research. While high levels of leasing pre-commitment resulted in strong net absorption of 21,375 square metres over the

period, the additional supply and resultant backfill and uncommitted space have resulted in an uplift in prime vacancy to 4.0% as at

June 2023 (June 2022: 1.3%). The recent uplift in prime vacancy is anticipated to be short lived with continued stock withdrawals, due

to seismic and functional obsolescence, limited new supply and flight-to-quality supporting low prime vacancy rates over the medium

term.

Tight market conditions and introduction of new premium and A Grade supply amidst an inflationary environment have led to rentals

rising throughout the market. According to JLL Research, average prime gross effective rentals increased 0.7% per annum over the

past twelve months (June 2022: 2.9%) albeit we have observed much stronger re-leasing spreads and market rental uplift within our

portfolio due to its modernity and quality.

+21,375 sqm Wellington prime grade assets net absorption

compared to -32,490 sqm Wellington secondary grade assets net absorption

16
Results overview.

Results overview.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

FY23 results

Precinct’s business has continued to perform well during the 2023

financial year. The core office portfolio has again delivered a

strong result reflecting the demand for well-located, high quality

office space in both the Auckland and Wellington markets. 

Operating income before indirect expenses was $141.0 million,

up 9.0% on the previous year (June 2022: $129.4 million). While

indirect expenses increased by $10.2 million to $44.3 million (June

2022: $34.1 million) largely due to higher interest expenses as a

result of rising interest rates, net operating income before tax was

up 7.1% on the previous year to $102.1 million (June 2022:

$95.3 million). Net property income was $130.2 million (June 2022:

$124.6 million). On a like for like basis, net property income was

up 4.1% for the Auckland assets and 0.6% for the Wellington

assets.

While Precinct recorded a net loss after tax of $153.1 million

(June 2022: $110.0 profit), the result is due to an unrealised net

revaluation loss of $257.1 million (June 2022: $19.4 million

gain). More importantly, however, is Precinct’s Adjusted Funds

from Operations (AFFO) which adjusts for unrealised valuation

movements and other non-cash items. Precinct’s AFFO for the

2023 financial year was $106.1 million (June 2022: $101.5 million)

or 6.69 cents per share, representing a year on year increase of

2.8%. Full year dividends paid to shareholders and attributed to

the 2023 financial year totalled 6.70 cents per share. 

As noted above, Precinct’s annual revaluation recorded a

devaluation of $257.1 million (2022: $19.4 million gain), equating

to a 7.1% decrease on the year end book values for the

investment portfolio. The decrease across the property portfolio

was mainly attributable to an expansion in capitalisation rates.

On a like-for-like basis, Auckland asset valuations decreased by

8.8% while Wellington assets decreased by 6.3.% (excluding

developments and assets held for sale).

Precinct’s weighted average market capitalisation rate has

softened on a like-for-like basis from 4.9% to 5.6% over the past

twelve months.

However, while property valuations are being impacted by

expanding capitalisation rates, Precinct continues to observe

significant demand for its assets. Precinct’s portfolio is benefiting

from strong market rental growth being achieved across our

leasing transactions which has partially offset the impact of the

capitalisation rate expansion on our asset valuations during the

period.

As at 30 June 2023, Precinct’s portfolio, including assets held for

sale, totalled $3.4 billion (30 June 2022: $3.7 billion). Precinct's net

tangible asset (NTA) per share is $1.38 at the balance date

(30 June 2022: $1.54).

Reconciliation of adjusted funds from operations

(Amounts in $ millions)20232022

Operating income before indirect

expenses

141.0

129.4

Management fee income

1

5.4

-

Indirect expenses

(44.3)

(34.1)

Operating income before income tax102.195.3

Current tax expense

5.2

7.0

Operating profit after tax107.3102.3

Non operating income / (expenses)

(266.8)

34.0

Deferred tax and depreciation recovered

on sale

6.4

(26.3)

Net profit / (loss) after taxation attributable

to equity holders

(153.1)110.0

Operating profit after tax adjusted for

IFRS 16 rent expense

(8.9)

(7.6)

Share of (loss)/profit in equity-accounted

investments

(2.0)

Unrealised (gains)/losses on JV - Property

Revaluations

3.2

-

Tax on revenue account property sales

0.5

-

One-off project costs

0.8

0.7

Share-based payments scheme

1.4

1.2

Amortisations

13.7

14.7

Straightline rents

(2.0)

(3.8)

FFO114.0107.5

Maintenance capex

(3.3)

(2.3)

Incentives and leasing costs

(4.6)

(3.7)

AFFO106.1101.5

Note: AFFO is an alternative performance measure which adjust net profit after

tax for a number of cash and non-cash items as detailed in the reconciliation

above. Precinct has transitioned to a dividend policy based on AFFO. AFFO is an

alternative performance measure provided to assist investors in assessing

Precinct’s performance for the year.

1 Management fee income is fees generated through the provision of

investment and development management services to other entities.

17
Results overview.

ANNUAL REPORT 2023

Adjusted Funds from Operations (AFFO)

FFO and AFFO are measures used by real estate entities

to describe the underlying performance from their

operations. Aligning dividends with AFFO is generally

considered to be best practice for real estate entities.

FFO and AFFO are defined in more detail on page 45.

FFO for the year increased to $114.0 million (June 2022:

$107.5 million) or 7.19 cps. AFFO for the year was

$106.1 million (June 2022: $101.5 million), or 6.69 cps.

PRECINCT'S AFFO PAYOUT RATIO OVER THE

PAST 5 YEARS HAS AVERAGED 101%.

Key financial information

(Amounts in $ millions unless otherwise stated)20232022Change (%)

Rental revenue

218.9

200.39.3

Funds from operations (FFO)

114.0

107.56.0

Adjusted funds from operations (AFFO)

1

106.1

101.54.5

Total comprehensive income after tax attributable to equity holders

(147.5)

108.8(235.6 )

Funds from operations (FFO) (cents per share)

7.19

6.894.4

Adjusted funds from operations (AFFO) (cents per share)

6.69

6.512.8

Gross distribution (cents per share)

2

6.70

6.700.0

Net distribution (cents per share)

2

6.70

6.700.0

AFFO Payout ratio (%)

100.1

102.9(2.7 )

Total assets

3,642.8

3,839.2(5.1 )

Total liabilities

1,459.7

1,403.74.0

Total equity

2,183.1

2,435.5(10.4 )

Shares on issue (million shares)

1,585.9

1,585.40.0

NTA (cents per share)

138

154(10.4 )

NAV (cents per share)

138

154(10.4 )

Gearing ratio at balance date (%)

3

38.0

34.310.8

The information set out above has been extracted from the financial statements set out on pages 78 to 105.

1 AFFO is an alternative performance measure which adjusts net profit after tax for a number of non-cash items. This alternative performance measure is provided to

assist investors in assessing Precinct's performance for the year.

2 Dividend paid and proposed relating to financial year.

3 For loan covenant purposes deferred tax losses, fair value of swaps and subordinated debt are not included in the calculation of gearing ratio.

18
Results overview.

Results overview. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Capital management

Significant business activity during the year has led to further

balance sheet repositioning. During the period, Precinct has

settled $680 million of asset sales, including 40 and 44 Bowen

Street (post balance date). Net proceeds were used to repay

bank debt, noting Precinct has retained a cornerstone interest in

all the disposed assets together with its capital partners.

At balance date Precinct’s total borrowings was $1,246.7 million

which is consistent with the prior period (30 June 2022:

$1,246.7 million). Precinct's gearing as measured under borrower

covenants, is 38.0% (30 June 2022: 34.3%). Following the post

balance date settlement of 40 and 44 Bowen Street, Precinct’s

total borrowings reduce to approximately $1,067 million and

gearing as measured under borrower covenants reduces to

34.9%.

Overall, Precinct is in a strong liquidity position and remains within

its borrowing covenants with total debt facilities of around

$1.4 billion at 30 June 2023. Precinct was 72% hedged through

the use of interest rate swaps at 30 June 2023 (June 2022: 64%).

Following settlement of 40 & 44 Bowen Street and repayment of

bank debt, hedging increases to 85%. The weighted average

interest rate including all fees was 5.6% at 30 June 2023 (30 June

2022: 4.0%).

Artist's impression of One Queen Street, Auckland

Artist's impression of 61 Molesworths Street, Wellington

Precinct continues to focus on

an active capital

management strategy. The

transactions completed during

the year have led to further

successful balance sheet

repositioning for our business.

R I C H A R D H I L D E R , C F O

Capital management metrics

20232022

Debt drawn ($ millions)

1

1,247

1,247

Gearing - banking covenant (%)

38.0

34.3

Weighted average term to expiry (years)

3.5

4.0

Weighted average debt cost (incl fees) (%)

5.6

4.0

Percentage of debt hedged (%)

72.2

64.2

Weighted average hedging (years)

2.6

3.5

Interest coverage ratio

1.9

2.5

Total debt facilities ($ millions)

1,386

1,623

1 Excludes the USPP note fair value adjustment of $16.9 million (June 2022:

$35.9 million). Interest bearing liabilities are detailed in Note 19 of the Financial

Statements.

Precinct continues to focus on an active capital management

strategy. Post balance date, we are considering making an offer

between $150-$200 million of subordinated convertible notes.

Post issue, the proceeds of the offer (net of issue costs) will be

used to repay existing bank debt and for general corporate

purposes and is expected to reduce Precinct’s gearing, as

measured under borrower covenant, which disregards

subordinated debt.

19
Results overview.

ANNUAL REPORT 2023

Operational update

At balance date, Precinct's portfolio achieved an overall

portfolio occupancy of 99% (June 2022: 99%) and a WALT of 6.0

years (June 2022: 7.1 years).

In total, 66 leasing transactions were completed across 53,123

square metres of space. This includes welcoming several new

clients to our portfolio as well as retaining a number of existing

clients. Rentals achieved on new office leases were on average

10.4% higher than valuation rents at 30 June 2022. In Auckland,

key leasing includes a nine year lease to Oceania Healthcare

over level 26 of the HSBC Tower and a six year lease to Wotton +

Kearney over level eight of the Jarden House. Across the

Wellington portfolio, significant leasing has also been secured,

including a new nine year lease with Russell McVeagh over three

floors at the NTT Tower, and a nine year lease with the Climate

Change Commission over level 21 of the AON Centre.

Including structured rent reviews, Precinct completed a total of

151,342 square metres of reviews at a 5.1% premium to previous

contract rental. There were 26,381 square metres of market rent

reviews which were settled at a 7.0% premium to 30 June 2022

valuation rentals. At 30 June 2023 Precinct's portfolio is under-

rented by 10.6% (June 2022: 6.3% under-rented).

FY24 key leasing events

Fixed review

Market review

Expiry

CPI

No event

Lease expiry profile by contracted revenue

Financial year

% of net lettable area

WellingtonAuckland

Vacant

24

25

26

27

28

> 28

0

20

40

60

80

Operational metrics

20232022

Precinct

Occupancy (%)

99

99

WALT (years)

6.0

7.1

NLA (sqm)

223,021

268,102

Under-renting (%)

10.6

6.3

Leasing (sqm)

53,123

34,600

Rent reviews settled (sqm)

151,342

183,973

Generator

Occupancy (%)

74

77

Members

1,729

1,734

Sites

10

9

40 and 44 Bowen Street, Wellington

20
Sustainability report.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

21
Sustainability report.

Sustainability report.

ANNUAL REPORT 2023

Message from the ESG Committee

Nicola Greer, Independent Director and

Chair of Precinct ESG Committee

This report has been prepared in accordance with the

GRI Standards for sustainability reporting.

Dear Shareholders,

On behalf of the ESG Committee, I am pleased to present you

with Precinct’s Sustainability Report for the financial year ended

30 June 2023. This Report has two sections: an overview of

sustainability at Precinct, including our impacts on people and

planet and how we are managing those impacts; and, our

interim climate-related disclosures, which supports transparency

towards compliance with the Aotearoa New Zealand Climate

Standards (NZ CS1) in FY24.

In FY22, with the support of an independent consultant, we

comprehensively reviewed Precinct’s significant impacts on

people and planet. The resulting material topics were re-

validated internally this year and are presented on the following

page. In FY23 we have focussed our attention on progressing

strategies to reduce our negative impacts and scale positive

impacts informed by our material topics. In particular, climate

change. In August 2022, Precinct became a signatory to the

World Green Building Council Net Zero Carbon Buildings

Commitment. This commitment will see us achieve net-zero

carbon emissions for all buildings under our direct operational

control by 2030. Precinct has offset construction-related

emissions for several years now and will continue to procure high

quality verified offsets to help us meet our net-zero targets.

However, we acknowledge that the priority must be on

decarbonising our activities through the sustainable design of

buildings, products, processes and supply chains.

In line with this, we are now targeting a minimum 4-Star base

build NABERSNZ rating for 100% of buildings we directly own.

During the year, the Sustainability Committee and wider Precinct

team progressed a number of key initiatives supporting planned

preventative maintenance. This included an identification of

plant and equipment that will need to be replaced or

upgraded, such as natural gas powered appliances where the

electrical capacity on site supports electrification, or inefficient

HVAC systems or those that use refrigerant gases with a very high

global warming potential. Precinct will continue to certify the

energy performance of all our buildings through NABERSNZ and

verify and disclose our carbon emissions across our investment

portfolio.

Preparing Precinct for compliance with NZ CS1 has also been a

key focus for the ESG Committee over the last 12 months.

Precinct has reported on a voluntary basis against the

recommendations of the Taskforce on Climate-related Financial

Disclosures (TCFD) for the last three years. While NZ CS1 is

founded upon the TCFD recommendations, we are not viewing

the disclosure requirements as a pure compliance exercise.

Rather, we are focused on building our internal capabilities to

better understand the resilience of our business model and

strategy to navigate physical and transitional risks and

opportunities from climate change.

At the core of strategic planning for climate change is scenario

analysis, which is being led at the sectoral level for the property

and construction industry by the New Zealand Green Building

Council (NZGBC). Alongside a number of our industry peers,

Precinct collaborated with the NZGBC to develop three

potential scenarios upon which sector participants can develop

their own strategies using a consistent methodology. We have

also engaged independent advisors to support us with the

technical assessments required to increase our understanding of

climate-related risk exposure.

In this report we have disclosed our interim climate-related

disclosures, which build upon our TCFD reporting and prepare us

for compliance with NZ CS1 in FY24.

Beyond managing our impacts on climate change and

developing strategies for adapting to climate change, we

continue to reflect on how the design and functioning of our

buildings and spaces can foster community vitality; how we can

integrate the principles of a circular economy into our processes

to mitigate natural resource depletion and waste; how our

activities can generate positive economic outcomes for our

stakeholders; and how the wellbeing of people in our value

chain can be promoted.

Nicola Greer

Independent Director and Chair of the ESG Committee

22
Sustainability report.

Sustainability report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Sustainability at Precinct.

The following section provides an overview of each of Precinct's

material topics.

Our sustainability frameworkPrecinct's material topics

1

1 Precinct’s material topics remain unchanged since 2022, as validated by a desktop review and meeting the requirements of the GRI Standards. The analysis

considered a wide array of information sources, including the opinion of our key stakeholders. We continue to monitor those topics under Precinct’s reporting

threshold, in particular biodiversity loss in relation to depletion of natural resources.

How we determine our material topics

1.

Review our sustainability context

Recognise our value chain and consider: the full range of activities associated with our business model; the various relationships we

have with businesses, government agencies, NGOs, communities, cultural groups and workers; the economic, environmental and

societal challenges related to our sector and locations of operation; and, the domestic and international standards and the

intergovernmental instruments linked to our sector.

2.

Identify actual and potential impacts on the economy, environment and people

Actual and potential impacts are identified in several ways: through intermittent informal discussions, group meetings and surveys

with relevant stakeholder groups; through our own internal assessments of our activities; with guidance from sector-based impact

reports, standards and articles;  and, through engagement with subject matter experts.

3.

Assess the significance of impacts

Using information obtained in step 2, the relative significance is determined by evaluating the gravity of the impact (the scale), how

widespread it is (the scope), and how hard it is counteract the harm (irremediable character). This process is typically facilitated by

an independent sustainability consultant.

4.

Prioritise the most significant impacts for reporting

Based on mostly qualitative analysis, numeric values are used to rank the relative significance of impacts, which are grouped into

topics. A reporting threshold is set by considering the needs of information users and other stakeholders.

23
Sustainability report.

ANNUAL REPORT 2023

Material topicHow Precinct impacts people and planetHow we are responding to our impacts on people and planet

Climate

change

• Contributes to climate change through

embodied carbon (CO

2

emissions from

developing a building) and operational

carbon (CO

2

emissions from running a

building).

• WGBC Net Zero Carbon Buildings Commitment including 100% of

the directly owned Portfolio targeting a minimum 4 star NABERSNZ

Certified Rating.

• Incorporating sustainable design across our portfolio and into

building developments, where feasible.

• Offsetting carbon through high quality verified offset units.

• Matching our annual electricity consumption with certified 100%

renewable energy generated by Meridian Energy.

Partnerships

and

community

wellbeing and

vitality

• Helps to create desirable conditions for

community and business interaction.

• Contributes to city-centre cultural vibrancy.

• Strengthens city-centre communities.

• Maintaining and developing high-quality space supporting

initiatives that facilitate community, wellbeing and vitality.

• Supporting community projects through sponsorships, financial

and in-kind donations.

• Partnering with Mana Whenua, local and central government,

and council-controlled organisations.

• Dedicated personnel employed to foster health & wellbeing

within key precincts.

Depletion of

natural

resources and

contribution to

waste

• Procurement of non-renewable raw

materials and finished goods via local and

international supply chains.

• Disposing of materials and goods to landfill.

• Evaluating procurement against sustainability-related criteria.

• Developing waste management infrastructure and systems that

increase material recycling and re-use.

• Reuse of existing structure for new development projects, where

feasible.

Economic

activity and

opportunity

• Helps to create local jobs and contribution

to GDP.

• Generating financial wealth through returns

on investment.

• Fostering and maintaining good governance and ethical business

practices.

• Sustainable financing.

• Sustainable Procurement Framework.

Client, worker

and staff

wellbeing

• Contributes to good health and wellbeing

of people in the immediate value chain.

• Providing modern and high-quality physical spaces that support

and improve people’s wellness, health and safety.

• Fostering diversity through internal policies and practices.

WGBC NET ZERO

CARBON

BUILDINGS

COMMITMENT

Becoming a signatory to the Net Zero Carbon Buildings

Commitment.

Read more: https://www.worldgbc.org/thecommitment

PARTNERING

WITH MERIDIAN

In addition to our energy efficiency target of minimum 4

star NABERSNZ Certified Ratings, Precinct has partnered

with our electricity supplier, Meridian Energy, to purchase

and retire renewable energy certificates for every mega

watt hour consumed through our Portfolio. By matching

our annual electricity consumption with certified 100%

renewable energy generated by Meridian Energy,

Precinct is contributing to the demand for renewable

energy within the grid by ensuring like for like emissions

are purchased from renewable sources.

24
Sustainability report.

Sustainability report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Climate change.

Our approach

Precinct recognises our role as a long-term owner and developer

of real estate and continues to take an active approach to

climate action. Precinct’s greenhouse gas (GHG) emissions

include the embodied carbon from the development of a

building and the operational carbon emitted from building

usage. We are focused on improving the environmental

performance across our buildings and adapting through

improved design, construction and ongoing management.

Becoming a signatory to the World Green Building Council Net

Zero Carbon Buildings Commitment reinforces our commitment

to achieving net zero carbon emissions for all buildings under our

direct operational control. Under the agreement, Precinct will

also maximise reductions of embodied carbon emissions of new

developments and major upgrades of existing assets,

compensating for any remaining residual upfront embodied

carbon emissions, by 2030.

Green assets

1

Green Assets

Green Development

Assets

Non-Green Assets

Knowledge for future success:

Valuing engagement to influence and align with climate-

related solutions, Precinct continues to partner with the

NZGBC and PCNZ sustainability roundtable on carbon

legislation to promote and lead industry-wide practices.

Toitū carbonzero certification

Since 2020, Precinct has achieved Toitū carbonzero certification.

Precinct meets the requirements of Toitū carbonzero®

certification having measured its greenhouse gas emissions in

accordance with ISO 14064-1:2018. Toitū carbonzero certification

is accredited by the Joint Accreditation System of Australia and

New Zealand (JAS-ANZ). This provides assurance that our

certification meets international best practice. Precinct

continues to offset its unavoidable emissions from our operations

by buying high-impact carbon credits from Gold Standard

certified international projects.

Embodied carbon

Precinct is committed to assessing and reporting on embodied

carbon across all new development projects. As part of this

process we:

• Understand the key material impacts of a project in order to

propose alternative products and materials for high impact

elements.

• Review opportunities to reduce embodied carbon by

retaining a variety of elements related to the existing structure

and in turn reducing construction costs by applying an

internal carbon price to improve ROI.

• Support industry and capacity building in New Zealand to

work towards a greater understanding around the impact of

material and equipment selections as well as reusing existing

structural elements.

Following the completion of a life cycle assessment (LCA) to

determine embodied carbon emissions for each new

development project, Precinct purchases Toitu endorsed units to

offset the impact in line with our Net Zero 2030 commitment.

Precinct understands the importance of maintaining a strong

focus on reducing the embodied carbon footprint of our

development pipeline. In line with Green Star Design and As Built

criteria, LCA’s conducted by third party consultants are used,

demonstrating best practice ahead of an industry endorsed

benchmark.

Operational carbon - Efficiency Benchmark

NABERSNZ

Target investment portfolio: 100% of buildings +4-Stars

Target development portfolio: 100% of projects +5-Stars

Development - embodied carbon

Green Star

Target: 5-Star Green Star rating for over 60% of the

portfolio

Target: 5-Star Green Star Design and As Built rating for all

new projects

As buildings are becoming more operationally efficient,

there will be a greater weighting on the embodied

carbon of our assets. Embodied carbon is the emissions

generated in the production of a buildings materials, their

transport and installation on site as well as their disposal

at end of life. Precinct is taking a whole of life cycle

assessment approach, and so far have measured and

offset the embodied carbon across 45,320 square metres

of projects.

1Green assets defined as per sustainable debt framework; as targeting or certified a minimum 5-Star Green Star Built

Rating or 4-Star NABERSNZ Rating. The graph above excludes assets held for sale.

25
Sustainability report.

ANNUAL REPORT 2023

One

Queen

Street

Sustainability and adaptive reuse

Purchased in 2012, Precinct launched the

redevelopment of One Queen Street in August 2018, the

second stage of the Commercial Bay project. While it

was initially assumed that the building would be

demolished and rebuilt, Precinct took a longer-term view.

Inline with Precinct's business strategy and wider

sustainability strategy, a comprehensive review was

undertaken to determine and understand a number of

considerations for this project. This included the

associated CO2 emissions of a project of this scale. The

following parameters were considered to compare a

new build versus refurbishment option:

• Space analysis

• Building specification

• Seismic standard

• Project programme delivery

• Carbon

A full Life Cycle Analysis (LCA) was undertaken to

establish both the embodied and operational carbon for

a new build versus a refurbishment. As a result, it was

evident that the adaptive reuse would offer a

significantly lower carbon intensity outcome while

providing Precinct with the opportunity to undertake a

premium grade mixed use redevelopment on a

compressed timescale with a lower total project cost. The

LCA analysis provided insight into not only where the

material impacts of carbon are in a building, but how

adaptive reuse offers a viable option when looking at

development schemes. This follows market leading

sustainability outcomes that reduce impacts on the

environment and create social and economic value.

65%

Embodied carbon retained from the existing

building by retaining the superstructure and

substructure of the building

26
Sustainability report.

Sustainability report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Partnerships and community

wellbeing and vitality.

Our approach

Our business continues to focus on the creation of positive social

value through the interactions with our people which include

Precinct’s employees, clients, suppliers, key partners and

communities. The quality of Precinct’s interactions, relationships

and spaces continue to drive the positive impact and

contribution Precinct is making. We want to create environments

in which people and businesses can thrive.

Performance

Creating Communities

Community is at the heart of Precinct. Creating

community is taking the form of wellness spaces, client

communication apps, partnerships, art shows, lobby

events, running clubs, retailer activations and more.

Feedback received on these initiatives continues to be

positive.

Social Investment

During the last 12 months, we have continued our social

investments with Auckland City Mission, Mates in

Construction, Keystone Trust and the Tania Dalton

Foundation. Our current annual memberships include NZ

Green Building Council, Property Council New Zealand,

GRESB, Council on Tall Buildings and Toitu.

Inclusive Stakeholder Engagement

Precinct continues to engage regularly with all of our key

stakeholders which includes our people and partners,

clients and people using our spaces, contractors and

service providers, community based organisations,

shareholders, industry bodies and Government. Our

engagement process includes regular meetings, surveys

and consultations and updates to ensure stakeholders

are well informed. Recognising the importance of each

of our stakeholders and understanding their requirements,

expectations and opinions is important to us and to the

overall success of our business. We continuously review

the progress of our stakeholder engagement

performance to identify how we can improve.

Commercial Bay Club

Commercial Bay Club continues to focus on delivering

exceptional experiences for our clients. This includes fitness,

yoga, Pilates classes and a lunch and learn series in the following

categories: Mental Wellbeing, Nutrition, and Financial Wellbeing,

which our own clients in the financial industry are invited to

speak at.

In addition to the many events and activations organised by the

Club, the following networks have recently been established to

share strategies and initiatives with our clients across the

portfolio:

• Sustainability Network

• EA/PA/Office Manager Network

• Rainbow Connect

Feedback on the Club from the Precinct bi-annual Customer

satisfaction survey was extremely positive.

+ 5,000

Club

members

Sustainability network events at Commercial Bay

during the year included:

• Recycling Week - client sponsored discounts with the

use of a reusable containers at selected food retailers

• Style and Swap party – in partnership with Dress for

Success, our client hosted a Stylist run workshop

evening

Knowledge for future success:

As a significant commercial real estate owner in

Auckland and Wellington, the quality of our relationships

with key partners and our communities are critical to the

success of our business. We are continually seeking

feedback from Precinct’s employees, clients, suppliers,

key partners and communities to help us improve both

the quality of Precinct’s relationships and spaces.

Precinct continues to proactively communicate, engage

and support our communities throughout the year.

27
Sustainability report.

ANNUAL REPORT 2023

HomeGround - a year on

Precinct is proud to have been a supporting partner of the

Auckland City Mission’s HomeGround project and is delighted to

provide an update a year on from its opening. HomeGround

brings together permanent housing, expanded health and social

services, state of the art addiction withdrawal service facilities

and a comprehensive programme of activities in a warm and

welcoming space. Over last 12 months:

• 75 people who did not otherwise have a safe, warm and

welcoming place to call home now live at HomeGround.

• Tenants began developing a thriving community with the

rooftop garden flourishing, shared lunches, computer classes,

cooking classes, a reading club and many other life-enriching

activities.

• More than 70,000 nutritious morning meals served in the

community dining room, Haeata, where people also gather

for connection and company.

• Women experiencing homelessness and trauma gather for a

regular wāhine dinner where entertainment and laughter

abound in the safe and uplifting space of Haeata.

• More than 14,000 medical consultations at the Calder Health

Centre providing medical and health support.

• First Christmas featured community festivities held for the

tenants.

HomeGround - Auckland (photo credit:

Mark Smith)

Pride 2023

Precinct continues to acknowledge, celebrate, and support the

LGBTQI+ community. In collaboration with local LGBTQI+ artist,

curator, and activist Shannon Novak and input from the local

LGBTQI+ community, a multi-site art project was created

throughout the portfolio.

This year the project is called 

Brightly Connected

 which

celebrates Pride 2023 and beyond with the installation of bright

and colourful artworks in selected sites managed by Precinct

and Generator in both Auckland and Wellington. We are

delighted to be able to collaborate again with Shannon

Novak and see the impact of Shannon's artwork as it has been

shared with our communities.

Developed by Shannon in collaboration with

local LGBTQI+ communities

The 2023 artworks are an abstract representation of

rainbow communities and the light these communities

bring to the world. Interwoven shapes represent

individuals and groups within rainbow communities that

are closely connected to each other. These shapes use

the colours from the original rainbow flag and its

iterations as well as colours from many other flags used by

rainbow communities.

28
Sustainability report.

Sustainability report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Depletion of natural resources

and contribution to waste.

Our approach

Precinct contributes to the depletion of natural resources and

the build-up of waste through its procurement and contracting

decisions, as well as through how it manages waste infrastructure

and systems. Our business develops new buildings in addition to

undertaking significant refurbishments of existing buildings and

completing fit outs within its portfolio.

Therefore, opportunities are sought to minimise waste production

through design efficiency, by maximising recycling and reuse of

demolition, construction, and operational waste and by

promoting on-site re-use including existing structures and non-

landfill organic waste. We also encourage occupier

participation for fitouts and in operation.

Globally and in New Zealand, the construction sector remains a

significant contributor to discarded waste to landfill and we

acknowledge the contribution we are making to this through the

development and operation of our own buildings. Precinct

continue to explore opportunities to minimise waste and reduce

the depletion of natural resources and are looking at the entire

supply chain to develop opportunities that offer more efficient

use of materials and less amounts of waste with a clear focus on

circularity.

Waste minimisation

In line with Green Star guidance, Precinct continues to

minimise waste to landfill. Our design team will apply

various waste minimisation and diversion strategies that

include:

• Adaptive reuse of existing building materials and

equipment – reduce offsite transfer of construction

and demolition waste  

• Dematerialisation – reduction in material use and

recurrent maintenance

• Prefabrication - reduction in construction waste

through smart design and fabrication

• Design for disassembly – reduction in end-of-life waste

and encouraging end-of-life re-use

• Low Damage Design (LDD) – identify earthquake

damage mitigation and resilience options

• Material selection for eco-preferred content (EPDs)

and reduced carbon footprint (local supply)

• Re-used or recycled material selection including

cement, aggregates, steel and timber

Performance

CONSTRUCTION

AND DEMOLITION

WASTE

MINIMISATION AT

10 MADDEN

STREET

A recent example of a waste management initiative was

to minimise the amount of construction and demolition

waste going to landfill from 10 Madden Street. This was a

key feature incorporated to support the targeted Green

Star ratings and included a target of 80% of waste by

weight to be re-used or recycled during demolition and

construction. By working closely with our waste sub-

contractor, we agreed not only a removal, sort and

recycle opportunity, but also a number of key on site

initiatives by way of toolbox education and on floor

waste management.

Pleasingly, the project achieved a compliant percentage

of 79%, above the 70% compliance criteria.

Knowledge for future success:

Precinct aims to reduce, reuse and recycle our waste

where feasible, minimising our contribution to landfill. This

is a key priority for our business and stakeholders. We are

extending our knowledge from the development projects

we have undertaken to improve our waste management

strategy and operational waste management plan for

our future developments and operations, where possible.

In line with Green Star, we are specifying durable

products and services made of secondary, non-toxic,

sustainably sourced, or renewable, reusable, or

recyclable material. These materials are also selected on

the basis of their longevity, resilience, ease of

maintenance and reparability. Design includes (where

possible) the opportunity to disassemble, reuse or recycle

embedded materials, components and systems. Building

Information Modeling (BIM) will allow detailed information

and models to be held for future requirements.

29
Sustainability report.

ANNUAL REPORT 2023

Economic activity and

opportunity.

Our approach

As the largest owner and developer of premium inner-city

business space in Auckland and Wellington, Precinct generates

economic activity and opportunity as a direct result of its

investment and management decisions. This includes the

contribution Precinct has to Gross Domestic Product (GDP), local

spending of investment capital (foreign and domestic),

employment in the labour market and contracting services

through Precinct’s day-to-day operations.

Disclosure of our financial performance can be found in the

results overview section on page 16 and in Precinct's financial

statements on pages 78 to 105.

Disclosure on our ethical business practices, including our Code

of Ethics and Financial Products Dealing Policy is reported in the

corporate governance section of this report. Our Code of Ethics

includes a whistle-blowing clause for reporting unethical or

unlawful behaviour and the full code can be found on our

website at www.precinct.co.nz in the corporate governance

section, along with our Financial Product Dealing Policy and

other key governance documents.

Knowledge for future success:

Precinct continues to learn from the investment and

management decisions it makes and leverages off

Precinct's asset management expertise, market

relationships and capital partnerships.

We continue to improve both our business practices and

disclosures. The Board of Precinct is responsible for

monitoring the effectiveness of the Company’s

governance practices, making changes as needed and

ensuring that the Company has appropriate policies and

procedures in place.

Sustainable Debt Programme

Precinct's Sustainable Debt Framework (the “Framework”) is a

natural extension of Precinct’s sustainability strategy and the

focus on sustainable business outcomes. The Framework can be

found on Precinct's website and sets out the process by which

Precinct intends to issue and manage Sustainable Debt on an

ongoing basis to fund low carbon buildings within Precinct’s

property portfolio. Proceeds from the issuance of Green Bonds or

Loans will be used wholly or in part to finance or refinance

existing and/or planned Eligible assets. Eligible assets which meet

the criteria as per the Green Asset table on page 64 of this

report.

Performance

Economic Contribution:

Job creation for the local economy

Circa 140 FTE employees across Precinct, Generator and

Commercial Bay Hospitality businesses

Construction person-hours

1,650,000 contractor hours during FY23

Financial Contribution:

Occupancy and secure income stream

99%

Target ≥98% (FY22: 99%)

Annualised 5-year dividend growth

2.9%

Target long term sustainable returns to shareholders

Interest paid to Bondholders

Information on Precinct's website at:

https://www.precinct.co.nz/investors/bondholder-

information

MSCI rating

A

Target A or better

FTSE EPRA Nareit Indexes

Precinct is a constituent of the FTSE EPRA Nareit Global

Real Estate Index and FTSE EPRA Nareit Green Indexes,

which represent general trends in eligible real estate

equities worldwide.

Maintain best practice policies and culture of

ethical business practice

Precinct constantly strives to act ethically and honestly in

its business dealings and interactions. This is only possible

when its people including directors, employees,

contractors and consultants act in an ethical, fair and

honest way.

All of our employees have access to our code of ethics

and when new employees join it forms part of their

induction pack. Staff training is also delivered each year

and includes ethics-related topics to promote awareness

to the ethical practices in the Company and ensure a

positive culture at Precinct.

No ethics related issues were reported via any whistle-

blowing channels during the last financial year.

30
Sustainability report.

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PRECINCT PROPERTIES NEW ZEALAND LIMITED

Clients, workers and staff

wellbeing.

Our approach

Client, worker and staff wellbeing is centred around quality

space – a healthy environment where positive social outcomes

and economic success is achieved. Precinct contributes to the

wellbeing of its clients, clients’ workers and its own staff through

the design of its buildings and management of its relationships

with clients. Precinct is also directly linked to the wellbeing of

workers via procurement and contracting practices.

Health and safety is a key topic component here. It is one of

Precinct’s core corporate values. We are committed to

complying with all relevant legislation, regulations and standards

and work hard to exceed them. Our business is actively

embedding a positive health and safety culture. Precinct is

working collaboratively with our contractors and stakeholders to

implement market leading health and safety measures across all

Precinct sites and offices

Achieving a diverse and highly inclusive workforce is also a key

part of the overall wellbeing for our people. Our approach to

managing diversity is guided by our Diversity and Inclusion Policy

(available at www.precinct.co.nz in the corporate documents

under the corporate governance section).

Knowledge for future success:

Our key measures of client wellbeing include the things

we work to deliver to enhance client satisfaction, such as

amenities, service levels and location; and the things that

our clients tell us are important to their wellbeing. We

continue to measure current customer service

experience and evaluate core operations provided by

Precinct to further improve service capability. Precinct

communication metrics have seen improvement since

the previous study, particularly for listening to client needs

and prompt communication on progress of requests.

We understand the importance of supporting our people

and we continue to run activities, initiatives and

information sessions that link to Precinct's own Health,

Safety and Wellbeing programme which was launched in

May 2022. This remains a key focus for our business going

forward.

We are proud to share the full detail of Precinct’s

parental leave policy on The New Zealand Parental

Leave Register. This is the first register globally to have this

level of verified parental leave information.

Performance

Overall client satisfaction score

91%

Target ≥80% (2021: 87%)

Portfolio value of Green Assets

$1,463M

Eligible assets which meet the criteria as per the

Green Asset table on page 64 of this report.

Improve diversity across the whole business,

position (employee level) and Board, and

also monitor and improve age, ethnicity and

flexible working arrangements and parental

leave by gender

Our diversity performance is reported in the corporate

governance section of this report on page 50.

Client satisfaction survey

Client feedback from independently run client satisfaction

surveys help us understand and improve client wellbeing.

Conducted every two years, the most recent survey was

undertaken in March 2023.

Results from our 2023 survey show that overall satisfaction of

working in a Precinct-owned and managed building is 91%, with

the majority of clients indicating they are very satisfied. Results

showed staff wellbeing is the most important ESG issue followed

by health and safety and building environmental performance.

Health and wellbeing

Focus on Indoor Environmental Quality aspects within the design:

• Air quality – enhanced outdoor air flow rates

• Air quality – material selection to minimise Volatile Organic

Compounds (VOCs) and elimination of hazardous materials

• Occupant visual amenity – access to natural light and views

to outside as well as glare control, and artificial lighting levels

and control

• Occupant comfort – design of indoor environmental control

systems to support occupant thermal comfort including

through passive façade design, air conditioning systems

temperature control and air distribution.

31
Sustainability report.

ANNUAL REPORT 2023

Health and safety

In addition to regular external audit and monitoring by health

and safety specialists Construct Health Limited, Precinct also

engages third party reviews of its health and safety processes on

a regular basis. Following the comprehensive review of

Generator’s Health and Safety systems in May 2022, the Precinct

Health & Safety committee requested we undertake a similar

review of the Commercial Bay Hospitality venues - Poni and

Ghost Donkey.  In October 2022 we engaged Pillar Consulting to

undertake a gap analysis of Commercial Bay Hospitality’s health

and safety systems with a view to aligning them with Precinct’s

systems. The recommendations from that review have been

received and we are working through the implementation of the

high priority actions.

Benchmarking our performance

During the year Precinct has engaged with our contractors to

achieve safer workplaces and safer methods of undertaking

various tasks. As a part of that engagement, we worked with our

contractors to accurately record and improve tracking of our

frequency rates for all our fitout and development projects. For

the year ended 30 June 2023, Precinct recorded 8.25 for its

health and safety TRIFR performance, compared against the

benchmark TRIFR of 3.58 from the Business Leaders' Health and

Safety Forum benchmarking initiative. More details can be found

at: https://forum.org.nz/resources/benchmarking-project/.

The TRIFR rate includes all recordable injuries/illnesses in the

categories of: Medical Treatment Injury; Restricted Work Injury or

Illness; and Lost Time Injury. Precinct has chosen to use the

Business Leaders' Health and Safety Forum Benchmarking

initiative to report its TRIFR against. The latest benchmark figure

on the forum’s website is dated December 2022. While Precinct’s

TRIFR has recorded a significant increase from 3.63 (FY22) to the

current 8.25, there has been no corresponding increase in the

number of severe incidents.

A total of 134 independent inspections were undertaken across

all development and stabilised portfolio sites by Construct

Health. All development sites scored over our target rate of 95%.

One Queen Street scored an average of 97% (FY22:98%); Bowen

Campus Stage 2 scored 97% (FY22:96%); Bowen House 97%

(FY22:97%), Wynyard Quarter 96% (FY22:97%) and 61 Molesworth

Street 98% (FY22:N/A). Any corrective actions identified in the

audits were promptly rectified.

WorkSafe Notifications

Five incidents met the threshold of WorkSafe notifiable incidents.

Each of these incidents was investigated in detail and corrective

actions were developed and completed. In respect of all these

incidents, WorkSafe were satisfied with the level of investigation

and mitigation of risk.

One major incident occurred in August 2022 at the Wynyard

Quarter development site, which is managed by Hawkins as

Precinct's appointed main contractor. A gas explosion occurred

on site, resulting in five workers being injured and hospitalized. All

five have subsequently been discharged from hospital. WorkSafe

has completed its investigation of this incident and has decided

not to take any further action. For the purposes of calculating

LTIFR and TRIFR, this incident has been counted as one event.

One Queen Street Armed Offender Incident

After the balance date, on 20 July 2023, an armed offender

incident took place at Precinct's development site at 1 Queen

Street. The incident resulted in three fatalities and multiple

injuries. As at the date of this report, the NZ Police and WorkSafe

investigations remain ongoing. Precinct's deepest condolences

are with the families of the victims of this tragic incident and we

continue to offer support to those impacted.

Incident monitoring and reporting

We recorded 433 health and safety incidents in the year

compared to 342 reported in FY22. This is an approximately 27%

increase year-on-year. Much of this increase can be attributed

to a growth in development activity, a return to normal trading

levels following Covid-19 restrictions and improved levels of

reporting. Events reported include observations, near misses, first

aid injuries, medical treatment injuries and lost time injuries.

Recorded incidents also include security and property damage

incidents. There were 50 Lost time Injuries (11.5%), 31 Medical

Treatment injuries (7%) and 82 First Aid incidents (19%). A total of

96 (22%) incidents occurred in our stabilised property portfolio

(office portfolio) in Auckland and Wellington. Our development

sites, which are managed by the Precinct-appointed main

contractor recorded 176 incidents (41%).

Commercial Bay Retail has recorded 134 (31%) incidents in this

period. The majority of these incidents were security incidents

(52%), property damage (17%) and observations (13%). The

others are made up of minor incidents like near miss and first aid.

Commercial Bay Retail incidents have risen by 30% year on year,

however over the last six months this number has trended

downwards.  This can be attributed to some extent to the return

of tourists and office workers to central Auckland, together with

improved security measures. Precinct continues to work with our

retail stakeholders to mitigate new risks and collaborates closely

with authorities, our security provider and neighbouring precincts

(Britomart and Viaduct Harbour) to provide a safe and

enjoyable experience in Commercial Bay.

Generator, Precinct and Commercial Bay Hospitality venue staff

recorded 27 incidents during the year compared to 11 last year.

Following the two external reviews and the corrective actions

implemented, this year noted improved reporting from the

hospitality venues and Generator. Over the next year Precinct

will continue to build awareness among staff to recognise and

report near miss incidents, hazards and early reports of pain and

discomfort.

32
Sustainability report.

Sustainability report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Precinct worker engagement

Precinct’s Health & Safety Committee comprises of the Executive

team, the Senior Health & Safety Adviser, General Counsel,

Development Managers, Facilities Managers and includes

representation from Generator. The Committee meets once a

month. To expand the participation and engagement of

workers, we have established quarterly informal H&S catch-ups

with all Precinct and Generator staff in both Auckland and

Wellington.  These sessions include an open discussion around

new initiatives, safety concerns and upcoming staff wellbeing

activities. These sessions have been very well received and have

seen high levels of engagement with staff. Feedback received

from staff in these sessions has formed the basis for Precinct's

"Three Pillars" Health, Safety & Wellbeing strategy for FY24.

For FY24, the strategy will focus on the delivery of the wellbeing

programs under Physical, Mental and Financial pillars.  These

initiatives have been developed by focusing on challenges that

were highlighted by staff during the quarterly check in meetings.

These include: health information; nutritional improvement;

financial wellbeing; mindfulness; dealing with stress; and

disconnecting from devices.

Focus on physical wellbeing

In FY23, we arranged for an ergonomic workstation presentation

by Habit Health. The speaker provided information on “tools of

the trade” for office staff and undertook individual assessments

where requested, including a walk through the Precinct office

and made spot changes to workstations. Ergonomic assessments

will continue to be available across Precinct.

For FY24, the concept of physical safety has been expanded to

include physical wellbeing. A number of informational sessions

have been planned to deliver nutritional improvements and

physical health sessions focusing on gut, prostate and breast

health.

Focus on mental wellbeing

A series of mental wellbeing initiatives were undertaken in FY23

to encourage and support meaningful connection between

colleagues including the popular "Take a break, Take a mate"

campaign where all staff were given a voucher for two hot

drinks. This was to encourage staff to take a breather and enjoy

a coffee with their colleagues. Precinct along with The

Commercial Bay Club, ran a series of mental wellbeing sessions

through a professional speaker series. Commercial Bay Club

design their programmes with a focus on wellbeing; professional

networking; social activities; and services (such as retail

discounts). All Precinct and Generator staff in Auckland are

entitled to join the Commercial Bay Club at no cost, as are all

workers in the Commercial Bay precinct (including HSBC Tower

and AON Centre). Some of the activities that fall under these

different focus areas include group fitness sessions, yoga, Pilates

classes, meditation and speakers with expertise in resilience.

Professional networking opportunities included speakers such as

Abbie O‘Rourke, Rosy Harper Duff, Precious Clark and financial

experts like Generate, Findex and Max Tweedie from Auckland

Pride to celebrate Pride Month in February. 

Precinct continues to support Mates in Construction and Precinct

is part of the Private Sector Advisory Group for Construction

Health and Safety New Zealand (CHASNZ). We encourage staff

to undergo Connector training to improve their own

understanding of mental health issues and give them

confidence to support anyone struggling with mental health

issues. All members of the Precinct Health & Safety committee

were provided with training on Mental Health First Aid.  This was

received positively and is now open to all managers and people

leaders within both Precinct and Generator. Precinct continues

to prioritise staff wellbeing by providing fresh fruit in the office,

running bootcamps in Auckland and offering gym memberships

to employees in the Wellington office. The Employee Assistance

Programme ("EAP") is promoted within the businesses and is used

on a regular basis. A review of the EAP annual data suggests

that, of the 14 staff that availed the services, 46% reported work

issues causing concern and 54% reported personal issues causing

concern.

Focus on financial wellbeing

Acknowledging the ongoing pressure on staff from high inflation

and interest rates, Precinct has delivered three sessions on

financial wellbeing focussed on budgeting. The series was

presented by Auckland Central Budgeting Consultants and was

available to Precinct and Generator staff in Auckland and

Wellington. In FY24, there will be additional sessions to assist staff

to maximise their KiwiSaver contributions and advice on paying

off their mortgages more quickly. Precinct has also offered all

staff a paid subscription to the financial budgeting app

“PocketSmith” and 12 staff have taken up the opportunity.

Precinct's Health and Safety Policy can be found on

Precinct's website in the corporate governance section.

https://www.precinct.co.nz/corporate-governance

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Sustainability report.

ANNUAL REPORT 2023

Climate-Related Disclosures

This section is designed to

support transparency but is not

intended to comply with the

Aotearoa New Zealand

Climate Standards. Precinct will

build on these interim climate-

related disclosures to meet the

NZ CS1 requirements in FY24.

Governance

For clarity, this section supplants Precinct’s reporting

based on the recommendations of the Taskforce on

Climate-related Financial Disclosures (TCFD). Going

forward, our reporting of climate-related risks and

opportunities will be directed by the Aotearoa New

Zealand Climate Standards.

Precinct’s business growth is strong but the risks from

climate change are real and significant. Our

competitiveness and resilience depend on our ability to

effectively identify, monitor, and manage risks and

opportunities posed by climate change. While we have

reported in line with the recommendations of the TCFD

since 2021, it is essential that we continue to develop our

internal climate-related risk management capabilities to

ensure our growth into the future. We are well-prepared

to comply with the Aotearoa New Zealand Climate

Standards (NZ CS1) in FY24.

34
Sustainability report.

Sustainability report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Board of Directors

Precinct’s Board of Directors established an ESG Committee to assist with implementing and monitoring the Company’s strategic

objectives in relation to ESG issues - including climate-related risks and opportunities. However, the Board retains ultimate oversight of

climate-related risks and opportunities. The Board is required to review the functioning and structure of the ESG Committee at least

annually.

The People and Performance Committee is responsible for optimising Precinct’s people and processes to deliver on its long-term

strategies and goals. This includes evaluating the competencies required of Directors and setting performance-based metrics that link

executive remuneration to Precinct’s climate-related targets as part of the annual remuneration process.

The ESG Committee, in assisting the Board to manage climate- related risks and opportunities, can seek independent professional

advice and secure the attendance of expert third parties at meetings to ensure the relevant experience and expertise is available. The

Board itself also holds responsibilities under the Board Charter to undertake appropriate training to remain current on how to best

perform their duties.

ESG Committee

The ESG Committee is the primary intermediary of information concerning climate-related risks and opportunities between the Board

and other functions at Precinct. The Committee is guided by the ESG Committee Charter (available in Precinct's Corporate

Governance Manual on Precinct's website), which requires the Committee to, among other things:

• Review and recommend for Board approval the ESG strategy, framework and initiatives;

• Oversee the implementation of Precinct’s Sustainability Policy and practices;

• Assess and recommend to the Board on Precinct’s climate change risk management; and

• Assist in the review of other key internal policies to ensure ESG issues are fully considered.

Practically, the ESG Committee will recommend significant strategic climate-related metrics and targets to the Board. Metrics and

targets that are operational in nature do not require Board approval. Once approved, the Board delegates responsibility for

monitoring performance against climate-related targets to the ESG Committee, the Sustainability Committee and Management. The

ESG Committee reports to the Board at least annually on the progress toward strategic climate-related targets and the efficacy of

associated performance metrics.

Audit and Risk Committee

The Audit and Risk Committee assists the Board in overseeing Precinct’s climate-related risks. The Committee oversees Precinct’s risk

register and reviews it at least annually with management to track existing risks and the emergence of new risks. Climate-related risks

identified as actual in nature must be included in the Company’s risk register and reported to the Board along with an evaluation of

the strategic ramifications of the risk.

Executive and Senior Management

Precinct’s management is primarily informed about climate- related risks and opportunities through updates from the Sustainability

Committee, which is comprised of several Executive and Management positions. Updates may be formalised, however information on

climate aspects is regularly disseminated through day-to-day interactions. Both the Sustainability Committee and Management are

responsible for operationalising Precinct’s response and monitoring performance towards strategic targets. Decisions of significant

strategic importance require oversight from the ESG Committee and Head of Sustainability. Precinct’s CFO is the Chair of Precinct’s

Sustainability Committee and is responsible for Precinct’s overall Sustainability Strategy and Emissions and Reduction Plan.

Sustainability Committee

Precinct’s Sustainability Committee acts as custodian for Precinct’s Sustainability Strategy and comprises representatives from various

parts of our business including Sustainability, Operations, Development and People & Culture. The Committee meets frequently during

the year, at least quarterly. It is responsible for assessing, actioning and driving ESG issues, reviewing performance and considering

Precinct’s long-term strategy on sustainable activities across the business and reporting on its progress to both Management and the

ESG Committee, on an ongoing basis.

35
Sustainability report.

ANNUAL REPORT 2023

Strategy

Current Climate-related Impacts

We are currently in the process of refining Precinct’s approach to identifying and reporting on the impacts of climate change that are

affecting our business. It is highly likely that we are experiencing impacts from climate change, yet establishing a robust and consistent

methodology for identifying causal links is not straightforward. For example, potential impacts upon Precinct are likely to include things

like:

• Fluctuations in the price of upstream raw materials, goods and services. The increasing frequency of extreme weather events, such

as heatwaves affecting labour conditions or storms disrupting production, is likely to be a driver here.

• Changes in the demand profile for our offices and retail spaces. Localised extreme weather can impact both the frequency with

which people decide to travel to our spaces, and the means by which they are able to travel. The sustainability performance of our

buildings is also likely to impact demand as preferences pivot towards more environmentally responsible and more socially desirable

spaces.

• The development costs of new builds and renovations, and the operational costs of maintaining existing assets. Climate change will

impact the cost of inputs, like energy and water, and are susceptible to regulatory responses to climate adaptation.

We are engaging with sustainability consultants, technical risk specialists, industry peers, ratings agencies, and industry bodies to

develop a robust process to both identify present impacts and quantify their value with a reliable degree of accuracy.

Scenario Analysis

The External Reporting Board (XRB) defines a climate scenario as:

“A plausible, challenging description of how the future may develop

based on a coherent and internally consistent set of assumptions about key driving forces and relationships covering both physical and

transition risks in an integrated manner.”

The following three climate scenarios for the Construction and Property sector were recently published by engineering firm, BECA, and

the New Zealand Green Building Council with collaborative support from us here at Precinct and other industry peers:

Summary of the three Construction and Property sector scenarios

Scenario 1Scenario 2Scenario 3

An ‘Orderly’ 1.5°C scenario where

decarbonisation policies are enacted

immediately and smoothly (globally, in

Aotearoa New Zealand, and within the

sector). Whole of life carbon emissions

reduction requirements for buildings is at 90%

by 2050.

A ‘Disorderly’ scenario where significant

decarbonisation is delayed until 2030

(globally, within New Zealand, and within

the sector). This leads to global warming

being limited to <2°C by 2100. The sector

faces high transition risk after 2030 as

entities rush to decarbonise.

A ‘Hot House World’ scenario where global

warming reaches >3°C above pre-industrial

levels by 2100. No further decarbonisation

policies are enacted (globally, within New

Zealand, or within the sector). Emissions

continue to rise. The sector faces limited

transition risks but extreme physical climate

risks, particularly towards the end of the

century.

36
Sustainability report.

Sustainability report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Climate-related Risks and Opportunities

Over the next 12 months, we will build upon the Climate Scenarios for the Construction and Property Sector to conduct scenario

analysis for Precinct. This analysis will form the basis for a comprehensive review of the climate-related risks and opportunities facing

Precinct over the short, medium, and long-term.

Initial risks that were identified as part of our reporting against the TCFD recommendations include:

Physical risks

Risk typeChronic physicalAcute physical

Risk driver/

Physical

change

Rising sea levelsRising mean temperatures

Increased severity and frequency of

extreme weather events such as cyclones

and floods

Magnitude of

impact

HighMedium-lowMedium-low

Time horizon

Long termMedium termMedium term

Primary

potential

financial

impact

• Decreased asset values or asset

useful life leading to write-offs,

asset impairment or early

retirement of existing assets

• Increased indirect

(operating) costs

• Increased capital

expenditures

• Increased capital expenditures

• Increased indirect (operating) costs

Description

• Risk of asset impairment due to

coastal-storm inundation resulting

from long term sea level rises.

• Indirect impacts for instance loss of

infrastructure and public transport

• Risk of higher temperatures

putting additional load on

building HVAC systems

leading to increased

operating and maintenance

costs and increased energy

consumption.

• Risk of extreme weather events causing

property damage, impacting buildings

occupation and ability to access

appropriate insurance.

• Risk of higher operating expenses and

capital costs in order to repair buildings

following extreme events or improve

resilience in order to withstand future

events.

Transition risks

Risk typeRegulationMarketTechnology

Risk driver/

change

Current and emerging regulation

Changing customer

behaviour

Substitution of existing products and

services with lower emissions options

Magnitude of

impact

MediumMediumMedium-low

Time horizon

Medium termShort termMedium term

Primary

potential

impact

• Increased operating costs

• Decreased revenues due to reduced

production capacity

• Decreased revenues

due to reduced

demand for products

and services

• Increased capital expenditures

• Higher operating costs

Description

• Risk of amendments to local and

government level regulations impacting

future developments

• Risk of carbon pricing mechanisms on the

operational performance of existing

buildings

• Risk of carbon pricing mechanisms on the

embodied carbon of new developments

• Changing customer

behaviour leading to

lower demand for office

space

• Risk of unsuccessful investment

decisions leading to accelerated fit

for purpose challenges

• Risk of increased costs (direct and

indirect) from the transition to lower

emissions technology

Transition Planning

As the global and domestic economy transitions towards a low-emissions, climate-resilient future state, we will be paying close

attention to the aspects of Precinct’s business model that may need to adapt too. Over the next 12-24 months, we will develop and

refine our processes for evaluating long-term structural and strategic changes. The ultimate output will be a transition plan, informed by

our scenario analysis, that will aid our long-term business planning.

37
Sustainability report.

ANNUAL REPORT 2023

Risk Management

Identifying Risks

The Audit and Risk Committee is tasked with reviewing Precinct’s Risk Register, which includes climate-related risks and captures all

identified potential and actual climate-related risks that may impact the Company, at least annually.

Potential risks may be identified by the Sustainability Committee, ESG Committee, senior and executive management, or other staff at

Precinct. Potential risks are submitted to the Audit and Risk Committee for evaluation. The process of identifying risks, as well as

assessing them, has reference to several external sources, including:

• The Global Real Estate Sustainability Benchmark (GRESB) Climate Risk & Resilience Scorecard, which provides location specific

intelligence on climate change and environmental exposure

• Reports commissioned from analytics providers such as S&P and MSCI

• Guidance and commentary from industry organisations, like the New Zealand Green Building Council (NZGBC)

• Discussions with stakeholders along the value chain, like suppliers, clients, contractors, and councils

• Engagement with external engineering and sustainability consultants

Climate change is a unique risk category in particular because no part of the value chain is immune from its impacts. However, some

parts are more susceptible than others. An important workstream for us is to refine the boundaries of our value chain for the purpose of

climate risk analysis and identify areas or relationships of vulnerability.

Managing Risks

The outcomes of our review of climate-related risk identification and assessment at Precinct will have a significant bearing on our

approach to managing those risks. Precinct's climate risk management approach is part of our wider risk management process.

Precinct includes climate risk (physical risks and transitional risks) as a key business risk. An update is included in the Board papers on an

ongoing basis including Precinct's climate risk register which ensures all risks are understood and managed.

Assessing Risks

Where a risk is considered ‘actual’ in nature, it must be included on the Company's Risk Register for evaluation by the Board. Refining

and strengthening our approach to assessing climate-related risks is a key focus for Precinct in FY24.  This will include:

• reviewing the quantitative and qualitative thresholds for elevating a potential risk to an actual risk,

• developing processes for assessing the potential impacts of risks, including financial impacts,

• reviewing the time horizons - and their duration - employed for risk assessment in light of the recently published Construction and

Property Sector Climate Scenarios, and

• further integrating climate-related considerations into Precinct’s general risk management framework, including a tightening of how

climate-related risks are weighted against other risks.

We acknowledge that climate-related risk and impact assessments inherently include significant uncertainty. Precinct therefore

monitors the range of tools and methods in development that may become available to improve our understanding of the scope, size,

timing and impact of various climate-related risks.

38
Sustainability report.

Sustainability report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Metrics and Targets

Metrics and targets in this interim climate-related disclosures report are limited to our GHG emissions. A significant workstream is

underway to develop metrics and targets related to transition risks, physical risks, climate-related opportunities, capital deployment,

internal emissions pricing, and remuneration. Precinct will report on these in FY24.

Precinct’s industry-specific metrics and targets are outlined at the end of this section.

GHG Emissions

Precinct's GHG emissions have been measured since 2017 using an 'operational control' approach to consolidating emissions. The

source of the emissions factors used in our measurements at the time of this report (FY22) include:

• The Ministry for the Environment's Detailed Guide to Measuring Emissions

• ISO 14064-1:2006 Specification with Guidance at the Organization Level for Quantification and Reporting of Greenhouse Gas

Emissions and Removals 

• Greenhouse Gas Protocol: A Corporate Accounting and Reporting Standard (2004) 

Sources of emissions excluded from our GHG emissions profile include:

• Scope items under <1% of total footprint have been excluded in line with reporting protocols

• Scope items which are not under Precinct's direct operational control during the reporting period i.e. GHG emissions from

development projects and operational waste streams controlled directly by tenants

Total carbon emission intensity - office portfolio

Emissions (kgCO2e)/sqmVariance (change %)

Office Portfolio

Carbon emission

intensity*FY22FY21FY20FY19FY18FY17 (base)to FY21

to base

year

Scope 1

6.19.1

8.910.18.810.4(33.2)(41.6)

Scope 2

7.06.5

6.46.76.97.57.4(6.9)

Scope 3

1.21.5

1.81.90.10.0(19.0)N/A

Total Office14.317.117.218.615.717.9(16.5)(20.3)

*Carbon emission intensity data excludes buildings that were under development or were transacted during the year.

Total operating carbon emissions

1

Scope 1

Scope 2

Scope 3

1

Total carbon emissions for FY22 totalled 4,197 tCO2e (FY21 totalled 4,767 tCO2). Emissions data has been verified by Toitū Envirocare

and reflects data up to FY22 due to the timing of the annual Toitu audit process and excludes developments assets.

39
Sustainability report.

ANNUAL REPORT 2023

Participation inOverviewTargetCurrent performance

The overarching measure

Precinct have chosen to use as its

core ESG indices performance

benchmark is the Global Real

Estate Sustainability Benchmark

(GRESB). It is considered the

global standard for ESG

benchmarking and reporting for

real estate entities.

Target to be in the

top quartile of

reporting global

peers

82 (global average 74)

Public disclosure level A (global average B)

2022 Top 25%: No (29%)

2021 Top 25%: No (30%)

2020 Top 25%: Yes (20%)

2019 Top 25%: No (43%)

The World Green Building

Council’s Net Zero Carbon

Buildings Commitment calls on

the building and construction

sector to take action to

decarbonise the built

environment, inspire others to act

and remove barriers to

implementation.

More information on the Net Zero

Carbon Buildings Commitment

and emissions target can be

found on the World Green

Building Council website.

Achieving net zero

carbon emissions for

all buildings under

our direct

operational control

by 2030, and to

maximise reductions

of embodied carbon

emissions at new

developments and

major upgrades of

existing assets,

compensating for

any remaining

residual upfront

embodied carbon

emissions, by 2030.

Management continue to focus on its pathway for

improvement across its operational portfolio.

Utilising the NABERSNZ ratings, Precinct has undertaken a

decarbonisation review.

Green Star is an internationally-

recognised rating system for the

sustainable design, construction

and operation of buildings, fitout

and communities.

Portfolio: >60% 5 Star

(NZ Excellence)

Development: 5 Star

Design and As-Built

rating (Excellence)

Portfolio: 52%

Development: 100%

Note: Excludes assets held by third parties and includes

targeted ratings

NABERSNZ is a ratings scheme to

measure and rate the energy

performance of office buildings in

New Zealand.

Portfolio: 100% of

portfolio +4 star by

2030 (Excellence)

Development: All

Development +5 star

Portfolio: 57%

Development: 61%

Note: Excludes assets held by third parties and includes

targeted ratings

Precinct has chosen to

participate in Carbon Disclosure

Project (CDP) which is the gold

standard for corporate

environmental reporting and is

fully aligned with the TCFD

recommendations.

CDP runs the global

environmental disclosure system

and supports thousands of

companies globally.

Target 'A leadership

and strategic best

practice'

B (oceania regional average C and global average C)

2021: B

2020: B -

2019: Not scored

2018: F

Morgan Stanley Capital

International (MSCI) ESG Rating

aims to measure a company's

resilience to long-term, financially

relevant ESG risk.

Target A or better

A (on a scale of AAA-CCC)

2022: BBB

2021: BBB

2020: BBB

2019: A

Toitū carbonzero certifies Precinct

is a carbon neutral organisation in

accordance with internationally

recognised ISO 14064-1:2006

standards. Toitū use the ISO

14064-1:2018 standard, which

aligns with the Greenhouse Gas

Protocol, A Corporate

Accounting and Reporting

Standard (Revised Edition).

Carbonzero

certification

Achieved

2022: Achieved

2021: Achieved

2020: Achieved

Note: Precinct discloses annual Scope 1, 2 and 3

greenhouse gas emissions within its annual report.

40
Board of directors.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

41
Board of directors.

Board of directors.

ANNUAL REPORT 2023

Craig Stobo

Chair, Director, Independent, BA (Hons) First Class

Economics, CFInstD, Associate Member CFA Society NZ

Educated at the University of Otago and Wharton Business

School, Craig Stobo has worked as a diplomat, economist,

investment banker, and as CEO. He has authored reports for the

Government on “The Taxation of Investment Income”, chaired

the Government’s International Financial Services Development

group in 2010, and chaired the Establishment Board of the Local

Government Funding Agency in 2011.

Craig is a professional director and entrepreneur. In addition to

chairing Precinct, he is chairman of the New Zealand Local

Government Funding Agency (LGFA) and NZ Windfarms Limited

and a director of a number of private companies including

Saturn Portfolio Management, Elevation Capital Management

and Biomarine Limited. He was formerly a director of AIG

Insurance New Zealand Limited and of Fliway Group.

Anne Urlwin

Director, Independent, BCom, FCA, CFInstD, MAICD, ACIS,

FNZIM

Anne is a professional director with experience in a range of

sectors including construction, infrastructure,

telecommunications, renewable energy, health and financial

services. She is a director of Infratil Limited, City Rail Link Limited,

Ventia Services Group Limited and Vector Limited.

Anne is a chartered accountant and is a former Chair of

national commercial construction group Naylor Love and of the

New Zealand Blood Service, and a former director of Chorus

Limited, Tilt Renewables Limited, Summerset Group Holdings

Limited and Queenstown Airport Corporation Limited.

Graeme Wong

Director, Independent, BCA (HONS) Bus Admin, INFINZ

(Fellow), CFinstD

Graeme Wong has a background in stock broking, capital

markets and investment. He was founder and executive

chairman of Southern Capital Limited which listed on the NZX

Main Board and evolved into Hirequip New Zealand Limited. The

business was sold to private equity interests in 2006. Previous

directorships include Tourism Holdings Limited, New Zealand

Farming Systems Uruguay Limited, Sealord Group Limited,

Tasman Agriculture Limited, Magnum Corporation Limited and At

Work Insurance Limited and alternate director of Air New

Zealand Limited.

Graeme is currently Chair of Harbour Asset Management Limited

and director of Southern Capital Partners (NZ) Limited together

with a number of other private companies. He is also a member

of the Trust Board of Samuel Marsden Collegiate School.

Nicola Greer

Director, Independent, MCom (Hons)

Nicola is a professional company director. She has extensive

experience in New Zealand, Australia and the UK in the banking

and finance sectors, previously holding a range of roles within

financial markets and asset and liability management at ANZ,

Citibank and Goldman Sachs. She has a significant background

in the New Zealand commercial property market, developing

and owning commercial property across a variety of sectors.

Nicola is currently a director of Fidelity Life Assurance Ltd, South

Port NZ and New Zealand Railways Corporation and is a member

of the New Zealand Markets Disciplinary Tribunal. She was

previously a director of Airways Corporation.

Mark Tume

Director, Independent, BBS, Dip Bkg Stud

Mark has governance experience with both public and private

companies across the infrastructure, energy, and investment

sectors in Australia and New Zealand.

He is the Chair of Te Atiawa Iwi Holdings and a director of ANZ

Bank New Zealand Limited and Booster Financial Services. He

was previously Chair of Ngai Tahu Holdings Corporation and

Infratil and a director of Retire Australia Pty Limited.

Christopher Judd

Director, Independent

Chris Judd has over 32 years’ experience in the property industry

including a 17 year association with property and property funds

in New Zealand in both public and private markets. Chris has

had various senior executive leadership roles including Head of

Real Estate Funds Management for AMP Capital Australia with

executive and governance responsibilities in Australia and New

Zealand for a A$20b+ platform.

He is Executive Chairman of 151 Property Group, the manager of

Blackstone’s real estate investments in Australia and New

Zealand. He is a registered valuer being an Associate of the

Australian Property Institute. Chris was the inaugural Chairman of

the Property Council of Australia’s Unlisted Property Roundtable

and was a member of the International and Capital Markets

Division Committee.

42
Executive team.

Executive team.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

From left to right: Richard Hilder, Anthony Randell, Tim Woods, Scott Pritchard, George Crawford and Nicola McArthur. Absent from image: Emma de Vries.

Scott Pritchard

Chief Executive Officer

Scott has led the team since 2010 being responsible for the overall strategy and operations of Precinct. Scott has extensive experience

in property funds management, development and asset management.

His previous experience includes various property roles with NZX-listed entities Goodman Property Trust, Auckland International Airport

Limited and Urbus Properties Limited.

Scott holds a Master's degree in Management from Massey University. He is National Chair of Property Council New Zealand and a

Trustee of the Tania Dalton Foundation.

George Crawford

Deputy Chief Executive Officer

George joined Precinct in 2010. Initially appointed as Chief Financial Officer, George then held the role of Chief Operating Officer for 5

years before taking on his current role. George plays a leading role in setting Precinct’s strategy as well as development and major

projects and leads Precinct’s investment into shared workspace provider Generator. He has oversight of commercial transactions

across the business, as well as responsibility for business growth.

After gaining experience with a large accountancy firm in the United Kingdom, George moved to New Zealand, working for Fonterra

and PwC before joining Goodman Property Trust, where he was Chief Financial Officer.

George has a Bachelor of Science (Honours) degree from The University of Edinburgh and qualified as a Chartered Accountant in the

United Kingdom. He is Chair of Keystone Trust.

43
Executive team.

ANNUAL REPORT 2023

Richard Hilder

Chief Financial Officer

Richard was appointed Chief Financial Officer in 2017. Prior to this he held the role of General Manager of Finance. He is responsible for

investor relations, financial planning and analysis, the execution of capital management initiatives, and treasury management

alongside leadership of the finance and analyst teams. He has been instrumental in developing and implementing Precinct’s long-

term strategy. Richard is also the Chair of Precinct's Sustainability Committee which encompasses ESG topics material to Precinct.

Prior to joining Precinct in 2010, Richard worked in the United Kingdom for Goodman Group’s European Funds Management business

where he gained experience in capital structuring, fund management and developments in both continental Europe and the United

Kingdom. Richard has worked for Goodman Property Trust and Trust Investment Management Limited in New Zealand. Richard holds a

Bachelor of Commerce (Hons) (Finance and Economics) degree from University of Auckland.

Nicola McArthur

General Manager – Marketing, Communications and Experience

Nicola joined Precinct in 2012, returning to New Zealand after 10 years working in a variety of marketing roles in the United Kingdom

and Australia. Her role at Precinct is to lead the business’s marketing and communications strategies across Precinct's investment

portfolio, including Commercial Bay Retail and Generator, and Precinct's development portfolio. Nicola also leads Precinct’s brand

and communication strategies, ensuring there is a positive presence and understanding in the market. Maintaining optimum levels of

communication with our clients, key stakeholders and consumers is another key area for Nicola and her team. Nicola has a Master of

Marketing from Melbourne Business School, a Graduate Certificate of Corporate Management from Deakin University and a Bachelor

of Arts from Auckland University.

Tim Woods

General Manager – Development

As General Manager – Development Tim has overall responsibility for Precinct’s development projects including One Queen Street and

Wynyard Quarter in Auckland and Bowen Campus in Wellington. Tim also has a shared responsibility for progressing new development

opportunities for Precinct. Tim has worked in the property industry for the past 25 years in both the UK and New Zealand. Tim has been

with Precinct for over 5 years and previous roles include leading the development arm of a large New Zealand property consultancy

firm. In the UK, Tim held senior roles with a number of leading UK property companies across consultancy and construction companies.

Tim holds a Bachelor of Engineering (Hons) (Structural & Civil) degree and a Masters in Business Administration (Hons) from Auckland

University.

Anthony Randell

General Manager – Property

As the General Manager – Property, Anthony leads the Auckland, Wellington, and retail property teams and has responsibility for the

performance of the Precinct portfolio. Anthony joined Precinct in 2011 as an Investment and Development Analyst. In 2015, Anthony

transitioned to the development team being appointed as the Development Manager responsible for the delivery of Commercial

Bay's PwC office tower. Prior to being appointed to his current role, Anthony was the Auckland Portfolio Manager responsible for the

investment performance of the Auckland Portfolio.

Anthony has a Bachelor of Business Studies (Valuation and Property Management) from Massey University. He is a Registered Valuer

and began his career as a commercial valuer, working at Colliers International for 4 years.

Emma de Vries

General Manager – People and Culture

Emma joined Precinct Properties in July 2021 as the People and Culture Manager and was appointed the General Manager - People

and Culture in July 2022. Emma has previously held HR positions in the media, construction, and the public service sectors.

Emma is responsible for developing and executing Precinct’s people and culture strategy, with a particular focus on building culture,

performance and development, diversity and inclusion and employee wellbeing.

Emma holds a Bachelor of Business from Auckland University of Technology and a Post Graduate Diploma in Business Administration

from Auckland University.

44
5 year summary.

5 year summary.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

(Amounts in $ millions unless otherwise stated)20192020202120222023

Financial performance

Gross rental revenue135.7151.8199.8200.3

218.9

Less direct operating expenses(40.4)(46.0)(72.1)(70.9)

(77.9)

Operating profit before indirect expenses95.3105.8127.7129.4141.0

Management fee income

0.00.00.00.05.4

Net interest expense(1.7)(5.0)(27.2)(23.9)

(30.8)

Other expenses(15.8)(13.3)(17.5)(10.2)

(13.5)

Operating income before income tax77.887.583.095.3102.1

Non operating income / (expense)

Unrealised net gain in value of investment and

development properties

161.7(66.3)282.919.4

(257.1)

Other non operating income(38.8)12.0(219.9)14.6

(9.7)

Net profit before taxation200.733.2146.0129.3(164.7)

Current tax expense(0.1)(5.0)67.87.0

5.2

Depreciation recovered on sale expense(10.7)(1.4)(10.5)-

(7.7)

Deferred tax benefit / (expense)0.33.4(15.6)(26.3)

14.1

Total taxation (expense) / benefit(10.5)(3.0)41.7(19.3)11.6

Net profit after taxation (NPAT)190.230.2187.7110.0(153.1)

Total other comprehensive income / (expense)

0.24.9(7.8)(1.2)5.6

Total comprehensive income after tax attributable to

equity holders

190.435.1179.9108.8(147.5)

Dividends

Net dividend (cents)6.006.306.506.706.70

Reconciliation from NPAT to Adjusted funds from

operations

Net profit after taxation (NPAT)190.230.2187.7110.0(153.1)

Unrealised net (gain) / loss in value of investment

and development properties

(161.7)66.3(282.9)(19.4)

257.1

Unrealised (gains)/losses on JV - Property

Revaluations

----

3.2

Unrealised net (gain) / loss on financial instruments44.31.9(19.7)(33.1)

(6.1)

Net realised loss on sale of investment properties1.72.52.40.2

2.0

Termination of management services agreement--217.1-

-

One-off project costs

0.8

Impairment of goodwill--9.86.8

-

Net realised (gain) on disposal of investment in joint

venture

(6.6)---

-

Depreciation - property, plant and equipment0.31.11.42.2

3.0

Depreciation recovered on sale10.71.410.5-

7.7

Deferred tax (benefit) / expense(0.3)(3.4)15.726.3

(14.1)

IFRS 16 lease adjustments-2.31.91.7

(0.1)

Share-based payments scheme---1.2

1.4

Generator (profit) / loss1.1---

-

Funds from operations (FFO)

Less: Liquidated damages revenue (net of tax)(1.4)(19.2)--

-

Tax from management services termination payment(60.8)-

-

Tax on revenue account property sales

0.5

Swap closeout relating to ANZ Centre Sale3.0-

-

One off item - project initialisation costs0.70.7

-

Addback: Amortisations7.17.913.814.7

13.7

Straightline rents(0.3)(0.5)(4.0)(3.8)

(2.0)

45
5 year summary.

ANNUAL REPORT 2023

(Amounts in $ millions unless otherwise stated)20192020202120222023

Funds from operations

1

85.190.596.6107.5114.0

Funds from operations (cents)6.826.897.346.89

7.19

Dividend payout ratio based on FFO (%)88.091.488.697.2

93.2

Adjusted funds from operations (AFFO)

Less: Maintenance capex(7.2)(5.0)(4.0)(2.3)

(3.3)

Less: Incentives and leasing costs(3.9)(2.8)(7.3)(3.7)

(4.6)

Adjusted funds from operations

2

74.082.785.3101.5106.1

Adjusted funds from operations (cents)5.946.296.486.51

6.69

Dividend payout ratio based on AFFO (%)101.0100.0100.3102.9

100.1

1 Funds from operations (FFO) is the organisation’s underlying and recurring earnings from its operations. This is determined by adjusting statutory net profit (under 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.

2 Adjusted funds from operations (AFFO) is determined by adjusting FFO for other non-cash and other items which have not been adjusted in determining FFO. A

dividend payout ratio of 100% indicates a company is neither over or under paying dividend. AFFO is considered 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. While AFFO overcomes the limitations of FFO by considering the impact of capital requirements for operations, it can vary dramatically year over year,

depending on the lease expiry profile and level of activity in any one period.

(Amounts in $ millions unless otherwise stated)20192020202120222023

Financial position

Total investment assets1,870.52,800.13,076.43,126.2

2,844.7

Total development assets923.2190.6232.4544.0

523.5

Other assets97.7194.5147.6169.0

274.6

Total assets2,891.43,185.23,456.43,839.23,642.8

Interest bearing liabilities758.41,028.91,096.11,275.8

1,258.4

Other liabilities177.8247.9139.7127.9

201.3

Total liabilities936.21,276.81,235.81,403.71,459.7

Total equity1,955.21,908.42,220.62,435.5

2,183.1

Number of shares (m)1,313.81,313.81,458.51,585.4

1,585.9

Weighted average number of shares (m)1,246.71,313.81,316.51,559.2

1,585.8

Net tangible assets per share (cps)1.471.441.521.541.38

Net asset value per security (cps)1.491.451.521.541.38

Share price at 30 June ($)1.771.571.601.37

1.29

Covenants

Loan to value ratio (%)22.428.828.234.3

38.0

Interest coverage ratio2.02.42.42.5

1.9

Management expense ratio (bps)59445529

38

Key portfolio metrics

Average portfolio cap rate (%)5.75.34.84.9

5.6

Weighted average lease term (years)9.0

1

8.07.77.1

6.0

Occupancy (% by NLA)99989899

99

Net lettable area (sqm)232,210269,901266,248268,102

223,021

Number of investment properties14141616

12

1 Includes developments.

Precinct's dividend policy

To pay out approximately 100% of Adjusted Funds From Operations (“AFFO”) as dividends, with the retained earnings being used to

fund the capital expenditure required to maintain the quality of Precinct’s property portfolio. The payment of dividends is not

guaranteed by Precinct and Precinct’s dividend policy may change from time to time.

46
GRI content index.

GRI content index.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

General disclosures

Disclosures TitleGRI No.Location/Reference or Information

Organisational details2-1Directory, P109; Our Markets, P14

Entities included in the organisation’s sustainability

reporting

2-2Precinct Properties New Zealand Limited

Reporting period, frequency and contact point2-3

Precinct reports on sustainability annually along with its financial

reporting. This report covers the period 1 July 2022 – 30 June 2023. This

report was published on 23 August 2023 . Questions about this report

can be directed to: hello@precinct.co.nz

Restatements of information2-4None

External assurance2-5

External assurance is sought only for Precinct’s GHG inventory on P38

The ESG Committee is responsible for advising the Board on questions

of assurance pertaining to sustainability-related information.

Activities, value chain and other business

relationships

2-6https://www.precinct.co.nz/about-us 

Employees2-7Corporate Governance, P50

Workers who are not employees2-8Information unavailable (not held).

Governance structure and composition2-9Corporate Governance, P51; Sustainability Report, P33-P34

Nomination and selection of the highest governance

body

2-10

PCT Corporate Goverance Manual (ESG Committee Charter) found

at: https://www.precinct.co.nz/corporate-governance

Chair of the highest governance body2-11Corporate Governance, P51

Role of the highest governance body in overseeing

the management of impacts

2-12

Sustainability Report, P21, P33-P34; Corporate Governance, P51

PCT Corporate Goverance Manual (ESG Committee Charter) found

at: https://www.precinct.co.nz/corporate-governance

Delegation of responsibility for impacts2-13

Sustainability Report, P21, P33-P34; Corporate Governance, P51

PCT Corporate Goverance Manual (ESG Committee Charter) found

at: https://www.precinct.co.nz/corporate-governance

Role of highest governance body in sustainability

reporting

2-14

Sustainability Report, P21; Corporate Governance, P51

PCT Corporate Goverance Manual (ESG Committee Charter) found

at: https://www.precinct.co.nz/corporate-governance

Conflicts of interest2-15

PCT Corporate Goverance Manual (ESG Committee Charter) found

at: https://www.precinct.co.nz/corporate-governance

Communication of critical concerns2-16Corporate Governance, P51

Collective knowledge of the highest governance

body

2-17

PCT Corporate Goverance Manual (ESG Committee Charter) found

at: https://www.precinct.co.nz/corporate-governance

Evaluation of the performance of the highest

governance body

2-18Corporate Governance, P51

Remuneration policies2-19Remuneration Report, P67

Process to determine remuneration2-20Remuneration Report, P67

Annual total compensation ratio2-21Remuneration Report, P72

Statement on sustainable development strategy2-22Chair’s Report, P11

Policy commitments2-23

Chair’s Report, P11; Corporate Governance, P51;

Modern Slavery Policyn foind at: https://www.precinct.co.nz/

corporate-governance

Embedding policy commitments2-24

Corporate Governance, P51-P52;

PCT Corporate Goverance Manual found at: https://

www.precinct.co.nz/corporate-governance

Processes to remediate negative impacts2-25

Information unavailable. Impact remediation and grievance

processes not developed. Intention to review and develop within 2-3

years.

Mechanisms for seeking advice and raising concerns2-26

PCT Corporate Goverance Manual (Whistle blower Policy) found at:

https://www.precinct.co.nz/corporate-governance

Compliance with laws and regulations2-27

Precinct had no instances of compliance breaches or fines in the

reporting year.

Membership associations2-28

Sustainability Report, Partnerships, Community Wellbeing and Vitality,

P26

Approach to stakeholder engagement2-29Sustainability Report, P26

Collective bargaining agreements2-30

In line with New Zealand legislation, Precinct’s employees are not

covered by collective bargaining agreements, and employee working

conditions and terms of employment are not based on collective

bargaining agreements.

47
GRI content index.

ANNUAL REPORT 2023

Material Topics

Disclosures TitleGRI No.Location/Reference or Information

Process to determine material topics3-1Sustainability Report, P22

List of material topics3-2Sustainability Report, P23

Climate Change

Management of material topics3-3Sustainability Report, Climate Change, P24

Direct (Scope 1) GHG emissions305-1

Sustainability Report, Climate-related disclosures, P38;

Information on 305-1 (b) is ommitted because it was unavailable at the

time of reporting. We expect to include this in the FY24 reporting cycle.

Energy indirect (Scope 2) GHG emissions305-2

Sustainability Report, Climate-related disclosures, P38;

Information on 305-2 (c) is ommitted because it was unavailable at the

time of reporting. We expect to include this in the FY24 reporting cycle.

Other indirect (Scope 3) GHG emissions305-3

Sustainability Report, Climate-related disclosures, P38;

Information on 305-3 (b) and (d) is ommitted because it was

unavailable at the time of reporting. We expect to include this in the

FY24 reporting cycle.

GHG emissions intensity305-4Sustainability Report, Climate-related disclosures, P38

Partnerships, Community Wellbeing and Vitality

Management of material topics3-3

Sustainability Report, Partnerships, Community Wellbeing and Vitality,

P26;

Information on 3-3 (e)i.-iv. is ommitted because the management

approach is under development. We expect to disclose this

information consistently within 2-3 years.

Operations with local community engagement,

impacts assessments, and development programs

413-1

Sustainability Report, Partnerships, Community Wellbeing and Vitality,

P26;

Disclosure 413-1 (a)iv. is ommitted because we have not developed

an approach to quantifying the percentage of our operations with

community development programs. We expect to develop this within

2-3 years

Depletion of natural resources and contribution to

waste

Management of material topics3-3

Sustainability Report, Depletion of natural resources and contribution

to waste, P28;

PCT Corporate Goverance Manual (Supplier Code of Conduct) found

at: https://www.precinct.co.nz/corporate-governance

Waste generation and significant waste-related

impacts

306-1

Sustainability Report, Depletion of natural resources and contribution

to waste, P28

Economic activity and opportunity

Management of material topics3-3Sustainability Report, Economic activity and opportunity, P29

Significant indirect economic impacts203-2Sustainability Report, Economic activity and opportunity, P29

Client, worker and staff wellbeing

Management of material topics3-3Sustainability Report, Client, worker and staff wellbeing, P30

Occupational health and safety management

system

403-1Sustainability Report, Client, worker and staff wellbeing, P31

Work-related injuries403-9Sustainability Report, Client, worker and staff wellbeing, P31

Precinct has chosen to prepare its 2023 Annual Report in accordance with the Global Reporting Initiative (GRI) Standards.

The GRI Standards are the world's most widely used sustainability reporting standard.

The GRI index above shows where information can be found in this report and on Precinct's website about the indicators that are

relevant to our business operations.

48
Corporate governance.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

49
Corporate governance.

Corporate governance.

ANNUAL REPORT 2023

Introduction

The Board of Directors is responsible for the governance of

Precinct and is committed to ensuring Precinct maintains best

practice corporate governance with the highest ethical

standards and integrity. Precinct's Corporate Governance

Manual guides both the directors and the representatives of

Precinct. It includes a Code of Ethics, Board and Committee

Charters and Policies on Securities Trading, Audit Independence,

Diversity and Inclusion, Continuous Disclosure, Takeover and

Shareholder Communications.

This section of the Annual Report reflects the Company’s

compliance with the requirements of the NZX Corporate

Governance Code. Precinct has elected to voluntarily report

against the version of the NZX Corporate Governance Code

revised on 1 April 2023. Precinct's Corporate Governance

Manual is available on Precinct’s website (www.precinct.co.nz)

in the News and Investor Information section together with a

statement of how Precinct's corporate governance policies,

practices and processes comply with the NZX Corporate

Governance Code as at 30 June 2023. If any investor would like

a copy sent to them, please contact Precinct investor relations.

Principle 1 – Ethical Standards

Directors set high standards of ethical behaviour, model this

behaviour and hold management accountable for these

standards being followed throughout the organisation.

Ensuring that Precinct is governed transparently and to the

highest of ethical standards and integrity is one of the key

priorities for the Board. Precinct's Code of Ethics and Financial

Products Dealing Policy are set out in the Corporate

Governance Manual and are compliant in all respects with the

NZX Corporate Governance Code recommendations.

Code of Ethics – The purpose and intent of Precinct's Code of

Ethics is to guide directors, representatives and subsidiaries of

Precinct so that their business conduct is consistent with high

business standards. The Code is not intended to be an

exhaustive list of acceptable and non-acceptable behaviour,

rather it is intended to facilitate decisions that are consistent with

Precinct’s business standards, objectives and legal and policy

obligations. Precinct ensures Code of Ethics training is provided

to all staff at least every three years and all new starters are

provided with an induction that includes training on Precinct's

Code of Ethics.

Whistleblower Policy – Precinct's Corporate Governance Manual

(which is available on Precinct's website) includes a whistle-

blowing policy for reporting unethical or unlawful behaviour.

Precinct is currently considering the appointment of a third-party

agency to operate a 'speak up' channel to support Precinct's

whistle-blowing policy.

Financial Product Dealing Policy – The Financial Product Dealing

Policy applies to all directors and officers of Precinct and

employees. No director, officer or employee may use their

position of knowledge of Precinct or its business to engage in

dealing with any Precinct listed financial products for personal

benefit or to provide benefit to any third party.

Principle 2 – Board Composition and Performance

There is a balance of independence, skills, knowledge,

experience and perspectives among directors to ensure an

effective Board.

Precinct currently has six directors, all of whom are independent

(as defined by the NZX Listing Rules). Precinct undertakes a

regular review of Board composition to ensure Board

membership comprises a range of appropriate skills and

experience so that it has a proper understanding of and

competence to deal with the current and emerging issues of the

business, can effectively review and challenge the performance

of management and can exercise independent judgement. The

Chair meets regularly with directors of Precinct to discuss

individual performance of directors. The Board regularly reviews

its performance as a whole. When considering the appointment

of the two new directors in 2021, the Board reviewed the skills of

each director and believes the individual expertise and

experience of all current directors as set out in the Board of

Directors section of this report meet the objectives of Precinct.

Given Craig Stobo's upcoming retirement from the Board at

Precinct's annual shareholder meeting in November, the People

and Performance Committee is currently undertaking a

recruitment process for a new director to fill that vacancy.

Precinct has also committed to appoint a Future Director and is

undertaking a recruitment process for that role with the Institute

of Directors. Precinct expects to be in a position to propose the

new independent director for election by shareholders at the

annual meeting of shareholders in November and looks forward

to introducing the Future Director to shareholders at that

meeting.

All Precinct directors are non-executive and the Board

composition and performance is compliant in all respects with

the NZX Corporate Governance Code recommendations.

Precinct will notify the market of a reclassification of a non-

independent director to independent director (or vice versa).

Independent Chair – Both Precinct's current chair (Craig Stobo)

and his incoming successor (Anne Urlwin) are independent

directors, having regard to the factors set out in the NZX

Corporate Governance Code. Both Craig Stobo and Anne

Urlwin are independent of the Company's CEO.

Independent Directors – We are committed to ensuring that a

majority of directors are independent of Precinct, and do not

have any interests, positions, associations or relationships which

might interfere, or might be seen to interfere, with their ability to

bring independent judgement to the issues before the Board.

Having regard to the factors set out in the NZX Corporate

Governance Code, as at 30 June 2023, the Board determined

that the following persons were independent directors of

Precinct: Craig Stobo, Graeme Wong, Anne Urlwin, Nicola Greer,

Mark Tume and Chris Judd. Each of these directors is subject to

appointment by Precinct shareholders and is required to retire by

rotation.

Non-Independent Director – Mohammed Al Nuiami was non-

independent and retired from the Board with effect from 3 Nov

2022.

50
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Subsidiary Company Directors – The directors for each of

Precinct's subsidiary companies are all executive appointments

and as at 30 June 2023 are Scott Pritchard, George Crawford,

Richard Hilder and Louise Rooney.

Board Charter – Precinct's Corporate Governance Manual

includes the Board's Charter which sets out the roles and

responsibilities of the Board and management.

Board Appointment – The People and Performance Committee

assists the Board in planning its composition and is responsible for

managing the Board's succession requirements and for

nominating new director appointments. All directors enter into a

written agreement setting out the terms of their appointment.

Independent Advice – Each director has access to independent

advice from specialists and/or executives within Precinct, as a

means of receiving assurance information and the entire

Executive Team attends Board meetings in order to provide

information directly to the Board. The CFO, Company Secretary

and other relevant Precinct staff members have unfettered

access to Board members at any time and without reference to

the CEO.

Diversity and Inclusion Policy – Precinct's Diversity and Inclusion

Policy is included in Precinct's Corporate Governance Manual

and includes measurable objectives which are assessed

annually. The Board has developed this policy with management

to encourage a diverse and inclusive working environment at all

levels of the organisation to recruit and retain the best talent

from the widest pool of candidates and build a culture where

diversity of gender, age, ethnicity, orientation, background,

experience, skills, thought, ideas, styles and perspective are

leveraged and valued.

The gender composition of directors, officers and management

employees is as follows:

30 June 2023

30 June 2022

FemaleMaleFemaleMale

Directors

2 (33%)4 (67%)

2 (29%)5 (71%)

Officers*

2 (29%)5 (71%)

1(17%)5 (83%)

Management

employees

46 (53%)40 (47%)

39 (52%)36 (48%)

* For the purposes of measuring and reporting gender diversity,

the term 'officers' is defined as the CEO and those who are in the

Executive team and report to the CEO.

Supporting the efforts to increase diversity across the

management team are secondary policies and practices

including the Equal Opportunities, Recruitment and Selection,

Study Assistance and Remuneration Policies together with a

Culture Charter and biennial anonymous staff surveys. To ensure

workplace diversity continues to evolve and be built upon a

matrix of key objectives and monitoring is undertaken on an on-

going basis. Precinct has engaged PwC to assist Precinct to

understand its gender pay gap with a view to publicly reporting

Precinct's gender pay gap with next year's financial reporting.

Measurable

objectives

30 June 202330 June 202230 Jun 202130 June 2020

Gender

% of female

staff

53% (46)

54% (39)48% (31)50% (32)

Age range20- 67

19- 6623 - 6521 - 64

Additional employee disclosures under the GRI Standards is

provided in the table below. The numbers reported are by head

count at the end of the reporting period (as at 30 June 2023).

Precinct does not have any non-guaranteed hours employees

and temporary employees are employees who are on fixed term

agreements.

30 June 202330 June 2022

FemaleMale

FemaleMale

Management employees 

(Auckland)

4036

3531

Management employees 

(Wellington)

64

45

Management employees

(permanent, Auckland)

3936

3430

Management employees

(permanent, Wellington)

64

45

Management employees

(temporary, Auckland)

00

11

Management employees

(temporary, Wellington)

00

00

Management employees

(full-time, Auckland)

3735

2930

Management employees

(full-time, Wellington)

64

35

Management employees

(part-time, Auckland)

31

50

Management employees

(part-time, Welington)

00

10

51
Corporate governance.

ANNUAL REPORT 2023

Board Performance – The Board regularly reviews its performance including its collective skills, knowledge, experience and perspectives

to identify any shortcomings and ensure that it effectively governs the Company and monitors performance in the interests of

shareholders. This includes reviewing director tenure to ensure the independence majority is maintained. Directors undertake

appropriate training to remain current on how to best perform their duties.

Meetings – A schedule of directors and their Board meeting attendance record for the year to 30 June 2023 is set out below.

Board of directors and attendance

DirectorIndependent

director

StatusDate of appointmentBoard

meetings

Audit and Risk

Com.

meetings

People and

Perf Com.

meetings

Environment,

Social and

Governance

Com. meetings

Number of meetings7462

Craig StoboYesBoard Chair4 May 20107462

Mohammed Al Nuaimi* Director30 October 20130n/an/an/a

Aditya Bhargava*Alternate Director for

Mohammed Al

Nuaimi

18 November 20200n/an/an/a

Nicola GreerYesEnvironmental, Social

and Governance

Committee Chair

16 July 202174n/a2

Chris JuddYesDirector29 April 20137n/a62

Mark TumeYesDirector11 August 202164n/an/a

Anne UrlwinYesAudit and Risk

Committee Chair

16 September

2019

746n/a

Graeme WongYesPeople &

Performance

Committee Chair

1 November 20107n/a62

*Mohammed Al Nuaimi retired from the Board of Directors with effect from 3 Nov 2022 and his alternate director Aditya Bhargava was

thereby removed with effect from the same date.

Principle 3 – Board Committees

The Board uses committees where this enhances effectiveness in

key areas while still retaining Board responsibility.

For the year to 30 June 2023 there were three standing

committees of the Board, being the Audit and Risk Committee,

the People and Performance Committee (previously

Remuneration and Nominations Committee) and the

Environmental, Social and Governance Committee. Our Board

committees are compliant in all respects with the NZX Corporate

Governance Code recommendations. The charters that exist for

each committee can be found in the Precinct Governance

Manual together with Precinct's Takeover Policy.

The Audit and Risk Committee at balance date comprised Anne

Urlwin as Chair, Craig Stobo, Nicola Greer and Mark Tume. The

committee has a majority of independent directors and

complies with recommendation 3.1. None of the committee

members are executive directors. The committee was

established to assist the Board in discharging its duties with

respect to financial reporting, compliance and risk

management. Employees may attend Audit and Risk Committee

meetings at the invitation of the Audit and Risk Committee. The

Audit and Risk Committee supervises the financial information

flows of Precinct to ensure accuracy and objectivity of financial

summaries.

The Environment, Social and Governance ("ESG") Committee was

established in May 2021 and at balance date comprised Nicola

Greer as Chair, Craig Stobo, Graeme Wong and Chris Judd. The

committee has a majority of independent directors and

complies with recommendation 3.5.

During FY23 the ESG Committee held two committee meetings.

Precinct’s CEO, Deputy CEO, CFO, and other key representatives

across the business also attend the meetings to set objectives,

review Precinct’s Climate Risk register, track updates and discuss

and approve current and future strategic initiatives which help

manage Precinct’s impacts on the economy, environment and

people.

As outlined in the ESG Committee Charter, the Chair of each

meeting of the ESG Committee is required to report back to the

Board on key points of discussion and present the

recommendations of the ESG Committee at the next scheduled

meeting of the Board, not being less than once a year. The

Board continually evaluates the performance and work of the

ESG Committee with the Chair of the ESG Committee in regular

contact with all Board members between meetings as part of its

evaluation process. As part of this process, the Board shall

undertake an annual review of the Environmental, Social and

Governance Committee’s objectives and activities in terms of its

responsibilities as set out in the ESG Committee Charter.

Precinct’s CFO is the Chair of Precinct's Sustainability Committee.

The Sustainability Committee acts as custodian for Precinct’s

sustainability strategy and comprises representatives from across

the business. The Committee is responsible for assessing,

52
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

actioning and driving ESG issues, reviewing performance and

considering Precinct’s long-term strategy on sustainable activities

across the business and reporting on its progress. Precinct’s CFO

will report any material matters or critical concerns arising to the

CEO and Deputy CEO which in turn will be reported back to the

ESG Committee. There were no critical concerns communicated

to the ESG Committee during the reporting period.

The People and Performance Committee at balance date

comprised Graeme Wong as Chair, Craig Stobo, Chris Judd and

Anne Urlwin. The committee has a majority of independent

directors and complies with recommendation 3.3 and 3.4. The

committee's purpose is to:

• provide guidance to the Board when approving the

remuneration of directors and key management personnel;

• assist the Board in planning the Board’s composition,

evaluating competencies required of prospective directors

and to make relevant recommendations to the Board; and

• oversee the Company’s people policies, practices and

procedures.

The People and Performance Committee has a strong focus on

Board succession planning. Management only attend meetings

of the committee by invitation.

The Due Diligence Committee is an ad hoc committee that is

established by the Board from time to time to provide guidance

and recommendations to the Board on the due diligence for

any transaction of a significant size and/or complexity. A Due

Diligence Process Memorandum is agreed each time the

Committee is established setting out its duties, responsibilities and

scope.

One Due Diligence Committee was established during the year

to consider the stapling proposal. The Due Diligence Committee

for the stapling proposal met five times during the year and

comprised Anne Urlwin as Chair, Craig Stobo and Chris Judd.

Principle 4 – Reporting and Disclosures

The Board demands integrity in financial and non-financial

reporting and in the timeliness and balance of corporate

disclosures.

The Board is committed to ensuring the highest standards are

maintained in financial and non-financial reporting and

disclosure of all relevant information and is compliant in all

respects with the NZX Corporate Governance Code

recommendations. A copy of Precinct's Continuous Disclosure

Policy can be found in the Precinct Governance Manual.

The Audit and Risk Committee oversees the quality and

timeliness of all financial reports, including all disclosure

documents issued by the Company or any of its subsidiaries.

Precinct has moved toward integrated reporting and the annual

report includes information on Precinct's:

• Business model

• Strategy and key performance indicators

• Risk management

• Sustainability framework, and

• Remuneration framework.

Precinct reports in accordance with GRI Standards, shown in the

Sustainability Report.

Precinct manages and oversees risks internally within our

organisation based on the Task Force on Climate-related

Financial Disclosure (TCFD) recommendations. Going forward,

our reporting of climate-related risks and opportunities will be

directed by the Aotearoa New Zealand Climate Standards.

Precinct has prepared interim climate-related disclosures to

meet the NZ CS1 requirements in FY24. These can be found on

pages 33 to 39. An overview of our highest rated physical and

transition climate related risks are presented on page 36.

Climate-related risks are included in Precinct’s Risk Register which

forms part of the Audit & Risk papers, ensuring that Precinct’s

climate risks are appropriately reviewed and assessed and

receive regular oversight via the Audit and Risk Committee.

Principle 5 – Remuneration

The remuneration of directors and executives is transparent, fair

and reasonable.

Following the internalisation of the management of Precinct in

2021, additional disclosures have been made in our

Remuneration Report to ensure that remuneration of both

directors and management personnel is transparent, fair and

reasonable by aligning it with interests of the Company and its

shareholders.

Director remuneration was reviewed during 2021 by

independent advisors, PwC. At the Company's ASM in November

2021, shareholders approved an increase in the People and

Performance Committee fees to align these to the approved

fees for the Audit and Risk Committee. Following the

establishment of the Environment, Social & Governance

Committee in 2021, the shareholders also approved Chair and

Member fees for the Environmental, Social & Governance

Committee consistent with the Audit and Risk and People and

Performance Committee fees. In accordance with best

practice, the Company also introduced at the 2021 ASM a cap

on the aggregate ad hoc fees that can be paid in respect of

Due Diligence Committees in any one year. Any Due Diligence

Committee fees in excess of the proposed annual cap must be

put to shareholders for approval.

The Company has engaged PwC to undertake an updated

review of director remuneration and the results of that review will

be presented to shareholders at the Company's ASM later this

year. Precinct makes a summary report of any independent

director remuneration review available on its website.

Our remuneration practices are compliant with the NZX

Corporate Governance Code recommendations.

More information on remuneration of directors and executives

can be found within the Remuneration report.

53
Corporate governance.

ANNUAL REPORT 2023

Principle 6 – Risk Management

The Board has a sound understanding of the material risks faced

by the business and how to manage them. The Board regularly

verifies that the Company has appropriate processes that

identify and manage potential and material risks.

The Board has a risk management and reporting framework in

place that identifies and manages risk that may impact the

business and complies with the NZX Governance Code

recommendations in all respects.

Risk Register – A Risk Register is maintained which identifies key

risks to the business, records the likelihood and impact of each

risk and steps to mitigate the same. The Audit and Risk

Committee oversees the risk register and reviews it regularly with

management to track existing risks and the emergence of new

risks. The results of each review are reported to and reviewed by

the Board. The Risk Register is further reviewed when required in

the event the Due Diligence Committee is formed.

Financial Risk Management Policy – Our Financial Risk

Management Policy details our approach to managing financial

risks and the policies and controls that are required to mitigate

the likelihood of financial risks resulting in an adverse outcome.

This policy is reviewed by the Board annually.

Insurance – Insurance cover is in place for insurable liability and

general business risk. The primary objective of our annual

insurance programme is to protect shareholders from material

loss in the value of assets as a result of events such as fire, natural

disaster or accidental damage. This approach protects creditors

and bondholders as well.

Audit – Ernst & Young (EY) are engaged during the year to audit

and review our financial statements.

Health and Safety – Health and safety policies are embedded

throughout the business and overseen by Management's Health

and Safety Committee. Reporting and escalation processes are

in place to the Audit and Risk Committee and the Board.

More detail on how Precinct manages its key business risks can

be found under Risk Management in this section.

Principle 7 – Auditors

The Board ensures the quality and independence of the external

audit process.

Oversight of Precinct’s external audit arrangements is the

responsibility of the Audit and Risk Committee. We do not have a

dedicated internal audit resource but we do maintain an annual

audit programme, which is overseen by the CFO and draws on

the expertise of consultants and employees. Ensuring that

external audit independence is maintained is one of the key

aspects in discharging this responsibility. The Policy on Audit

Independence, detailed in the Corporate Governance Manual,

has been adopted by the committee. This policy is compliant

with the NZX Corporate Governance Code and covers the

following areas:

• Provision of related assurance services by Precinct’s external

auditors;

• Auditor rotation; and

• Relationships between the auditor and Precinct.

The Board shall only approve a firm to be auditor if that firm

would be regarded by a reasonable investor with full knowledge

of all relevant facts and circumstances as capable of exercising

objective and impartial judgement on all issues encompassed

within the auditor’s engagement.

The continued appointment of Precinct’s external auditors is

confirmed annually by the Audit and Risk Committee. Rotation of

Precinct’s client service partner and the lead and concurring

audit partners of Precinct and its subsidiaries is required every five

years with suitable succession planning to ensure consistency.

The external auditors shall annually confirm their compliance with

professional standards and ethical guidelines of Chartered

Accountants Australia and New Zealand (CAANZ) to evidence

their competence, as well as attend Precinct's annual meeting

to answer questions from shareholders in relation to the audit.

Precinct's audit firm EY also provided other assurance services

which include agreed upon procedures in respect of operating

expense statement review and green bond assurance.

The first year of appointment of audit firm EY was 1997 and the

first date of appointment of the current engagement partner,

Susan Jones (EY) was 1 July 2022 when she took over from Emma

Winsloe (EY). Potential conflicts are resolved on a case by case

basis between auditing and other accounting services provided

by EY. Former partners of EY will not be appointed as directors of

Precinct for so long as EY continues to audit Precinct.

Principle 8 – Shareholder rights and relations

The Board respects the rights of shareholders and fosters

constructive relationships with shareholders that encourage them

to engage with the Company.

The Board is committed to achieving best practice investor

relations. Financial and operational information and key

corporate governance information (including Precinct's

Shareholder Communications Policy) can be accessed at

www.precinct.co.nz.

An annual investor relations plan has been established and is

reviewed annually. This plan details the investor relations

approach to e-communications, roadshows, investor briefings,

site visits, blackout periods, financial reporting and other items.

Enquiries from shareholders can be voiced at the Annual

Shareholder Meeting, or emailed through using the contact

details on our website. A key objective of the plan is to ensure

accurate continuous disclosure to the NZX.

Precinct shareholder approval of major decisions which may

change the nature of Precinct is sought. In 2022 Precinct lodged

a copy of its notice of annual meeting on its website at least 20

working days prior to its annual shareholder meeting and

published a virtual meeting guide ahead of that meeting. Where

practicable, Precinct endeavours to hold its shareholder

meetings as hybrid meetings but may from time to time hold a

virtual only meeting where the Company believes the physical

meeting will be poorly attended (such as the special shareholder

meeting to approve the stapling proposal).

54
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

The 2023 Annual Meeting of Shareholders

(ASM) is scheduled for:

14 November 2023

It will be a hybrid (physical and virtual) Shareholder

Meeting with more details on the meeting to be provided

in the coming months.

NZ RegCo Rulings and Waivers

Precinct did not rely on any NZ RegCo Rulings or Waivers during

the year to 30 June 2023.

Stapling and non-standard designation

On 1 July 2023 the shares of Precinct Properties New Zealand

Limited (Precinct) were stapled together with shares of Precinct

Properties Investments Limited (Precinct Investments) in

accordance with a Stapling Deed dated 7 June 2023 between

Precinct and Precinct Investments (Stapling). The stapled shares

of Precinct and Precinct Investments have traded since 3 July

2023 under the ticker code ‘PCT’.  The implications of Stapling

are further described in a notice of special meeting of

shareholders dated 18 April 2023. 

NZX has granted Precinct and Precinct Investments a non-

standard designation, due to the complexity of the Stapling

arrangements. 

NZX Listing Rule waivers and rulings relating to Stapling

On 18 April 2023, NZ RegCo agreed to grant certain waivers and

rulings in connection with the Stapling, subject to certain

conditions, as follows:

• A ruling that the Directors do not have a “Disqualifying

Relationship” as a consequence of their appointment as

directors of Precinct Investments under Precinct Properties

Group structure, in order to allow the Independent Directors

of Precinct Investments to also be Independent Directors of

Precinct, as required by the Listing Rules;

• A waiver from Listing Rules 2.2 to 2.5 and 2.7 to 2.8 to permit:

– the Precinct board and Precinct Investments board to be

made up of the same people;

– the Precinct board to be deemed to be appointed (or

removed) if appointed to (or removed from) Precinct

Investments board; and

– the Precinct board members to retire from the Precinct

board by rotation at the same time as they retire from

Precinct Investments board;

• A waiver from Listing Rule 2.10.1 to permit the directors of one

stapled entity to vote on matters in which they are

“interested” due to being a director of the other stapled

entity. Directors will not be permitted to vote on matters in

which they are “interested” by virtue of a relationship or

interest other than their directorship of the stapled entities;

• A waiver from Listing Rule 2.11 to permit the pooling of

director remuneration for Precinct Properties Group, and the

approval of director remuneration by way of single resolution

of shareholders;

• A waiver from Listing Rules 2.14.1, 2.14.2, 7.8 and 7.9 to permit

Precinct Properties Group to provide consolidated notices of

meetings to shareholders;

• A waiver from Listing Rules 3.13, 3.14 and 3.15 to permit the

stapled entities to announce, via NZX, issues, acquisitions,

conversions or redemptions of securities on a consolidated

basis;

• A ruling under Listing Rule 4.6.1 to enable Stapled Shares to

be issued to any employee of the Precinct Properties Group;

• A ruling that, for the purposes of paragraph (f) of the

definition of “Related Party” in the Listing Rules the word

“Issuer” be interpreted as a reference to either Precinct or

Precinct Investments;

• A ruling that, for the purposes of the Listing Rules in respect of

Precinct Properties Group, “Material Information” means

information in respect of Precinct Properties Group;

• A waiver from Listing Rules 3.5, 3.6, 3.7 and 3.8 to permit

Precinct Properties Group to provide the information required

in annual reports and annual and half-yearly results

announcements on a consolidated basis;

• A waiver from Listing Rule 8.3 to permit Precinct Properties

Group to provide consolidated statements of shareholdings

to shareholders which shows their Precinct Properties Group

holdings; and

• A ruling that, for the purposes of the Listing Rules in respect of

Precinct Properties Group, the “Average Market

Capitalisation” and “Average Market Price”, where used in

the Listing Rules refers to the combined “Average Market

Capitalisation” and “Average Market Price” of Precinct

Properties Group respectively.

A full copy of the NZ RegCo waiver and ruling decision dated

18 April 2023 is available from https://www.nzx.com/

companies/PCT/documents.

55
Corporate governance.

ANNUAL REPORT 2023

Risk Management

Our Approach

Precinct has a robust risk assessment process and is committed to providing a clear risk management and reporting framework for the

business to operate under to achieve its objectives, whilst ensuring all risks are understood and managed.

Reporting Framework

Responsible groupDescription of responsibility

Precinct Board

• Determine the nature and extent of the risks it is willing to take to

achieve the business strategy

• Establish the parameters for each risk

Audit and Risk

Committee

• Delegated authority in assessing effectiveness of internal controls

and risk management processes

• Delegated authority to regularly oversee and review the Risk

Register

Executive

• Input into Board's process for setting risk parameters

• Lead and execute the business's approach to risk

• Oversee reporting and identification of emerging risks

Development

control group

Operational

management

Health and safety

committee

• Implement and maintain risk management policies

• Create an environment that embraces risk management

• Audit and monitor all live sites

ContractorsEmployeesOther

• Day-to-day responsibility of managing risk

• Report and maintain internal risk and hazard registers

Key Business Risks

External

Risks and impactsHow we manage the riskChangeMovement in the period

Economy and property market

Market risk arises from adverse changes

in the New Zealand economic

environment, regulatory environment

and the broader investment market.

Changes may result in an impact in

property values and amount of income

generated by them.

Maintain a proactive and strategic

approach to manage property risks

it can influence.

Providing quality premises matched

by high service levels and building

strong relationships.

Undertake annual business planning

process to review the portfolio and

help mitigate these risks.


The conditions in the New Zealand economy

continue to change with the impacts of high

levels of inflation and higher interest rates

flowing through the economy. The rising

interest rate environment has placed

increasing pressure on investment returns

and impacted property valuations across all

real estate sectors.

Recovery in tourism to date has been

encouraging. The number of international

visitors has increased rapidly since the border

reopened, with visitor numbers now up to

around two-thirds of pre-COVID levels.

Demand continues to be strong for high

quality office buildings in in strategic

locations.

Occupier market and client default

A weakening occupier market through

lack of business activity and investment,

as well as unanticipated client default,

can directly impact the income and

value of each individual asset.

Insurance risk

The risk of being unable to continue to

obtain insurance cover, or following an

event, not having sufficient cover in

place to repay creditors. This could

result in significant business interruption.

Engage directly with a wide range

of local and international insurers.

Ensure the insurance market has a

good understanding of the portfolio

and its risks.


Insurance premiums in both Auckland and

Wellington have significantly increased, as

perceived risk in the market remains high.

Precinct continues to proactively engage

with the insurance market on renewals and

continues to secure coverage.

56
Corporate governance.

Corporate governance. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Risks and impactsHow we manage the riskChangeMovement in the period

Climate risk

Climate risk includes physical risks

(acute and chronic) and transitional

risks.

Physical risks could include events such

as flooding, severity and frequency of

storms and sea level rise. These risks

could reduce revenue, increase

maintenance capex and reduce asset

values.

Transitional risks include risks of

transitioning to a low carbon economy

including regulatory change. These risks

could reduce the demand for Precincts

products or increase compliance costs.

Precinct’s Sustainability Committee

acts as the custodian for Precinct’s

sustainability strategy and

comprises representatives from

various parts of our business.

Precinct also has a Board ESG

Committee.

Both committees meet frequently

during the year and are responsible

for assessing, actioning and driving

ESG issues, reviewing performance

and considering Precinct’s long-

term strategy on sustainable

activities across the business and

reporting on its progress. An update

is included in the Board papers on

an ongoing basis including

Precinct's climate risk register.


Precinct recognises climate risk is an

important part of the ongoing operation of

our business activities.

Precinct continues to assess our impacts on

people and planet and how we are

managing those impacts. During the year,

we have also prepared our interim climate-

related disclosures, which supports

transparency towards compliance with the

Aotearoa New Zealand Climate Standards

(NZ CS1) in FY24. This can be found on pages

33-39 of this report.

We are currently in the process of refining

Precinct’s approach to identifying and

reporting on the impacts of climate change

that are currently affecting our business.

Internal

Risks and impactsHow we manage the riskChangeMovement in the period

Development

Development risk

Development projects

are inherently subject to

uncertainties. They are

entered into on the basis

of assumed future costs,

values and income levels.

An increased level of

development risk has the

potential to make

meeting covenant

obligations and overall

solvency challenging.

Ensure expected returns from developments

adequately compensate Precinct for the level

of risk undertaken before approval. Through

due diligence, Precinct understands the

project risks before commitment. Before

commitment, ensure funding is in place and

committed gearing stays within acceptable

levels. Establishing a procurement plan and

engaging contractors early to mitigate cost

escalation or contractor default. Undertake

substantial pre-leasing prior to

commencement of development.


An appropriate level of development activity is

underway however the risk has been reduced

through high levels of pre-commit leasing

secured and fixed price contract agreements

in place.

Supply chain conditions are settling with

shipping becoming more predictable with

some material shortages resolving during the

year.

Financial

Interest rate management

Interest rate risk arises

through changes in

interest rate market

conditions leading to

earnings volatility or

breach of interest cover

covenant levels.

Manage by aligning the interest rate re-pricing

profile with the re-pricing profile of Precinct's

gross rental income.

Establish interest rate swaps to manage

exposure within a band reviewed by the Board

annually and monitored by the Audit and Risk

Committee and Board quarterly.


Interest rates have continued to rise over the

last 12 months with the RBNZ reaffirming the

Official Cash Rate (OCR) is expected to remain

at a restrictive level for the foreseeable future,

to ensure that consumer price inflation returns

to the 1% to 3% annual target range, while

supporting maximum sustainable employment.

Precinct was 72% hedged through the use of

interest rate swaps at 30 June 2023 (June 2022:

64%).

57
Corporate governance.

ANNUAL REPORT 2023

Risks and impactsHow we manage the riskChangeMovement in the period

Refinancing risk (liquidity)

Having insufficient funds

to refinance debt when it

falls due and sustain the

ongoing operations of the

business.

Implemented a Financial Risk Management

Policy in 2011 which is reviewed annually

providing a clear framework ensuring risks are

managed and understood. Diversified funding

away from sole reliance on bank funding

through alternative sources. Staggering the

maturity profile of facilities providing adequate

time to pursue alternatives to refinancing.


During the period, Precinct has disposed of

$680 million of assets, including 40 and 44

Bowen Street which settled post balance date.

Net proceeds were used to repay bank debt.

Precinct continues to maintain sufficient

funding capacity to deliver our committed

developments.

Gearing levels

An increase in gearing

levels outside suitable

industry standards could

increase the risk of

breaching financing

covenants and may

increase borrowing costs.

Precinct's Financial Risk Management Policy is

reviewed annually.

Ensure no capital commitment is entered into

without funding in place. Maintain adequate

headroom in relation to gearing covenants to

withstand portfolio devaluations which may be

anticipated through the property cycle.


Gearing levels remain within internal policy

parameters due to Precinct's proactive funding

strategy.

People

Staff

Staff are critical to

ongoing success and

execution of strategy.

Failure to maintain a high

level of experience and

skill could impact business

performance.

Ensure a strong focus on team engagement

and enhancement. Maintain ongoing

succession planning and retention structures

within the Company. Regularly review

performance appraisals of employees and

directors and benchmark remuneration

packages with the wider market.


Our staff remain a key focus for the business

with a number of promotions, training and

development occurring during the year.

Precinct's "Three Pillars" Health, Safety &

Wellbeing strategy focus on the delivery of the

wellbeing programs under Physical, Mental and

Financial pillars.

Health and safety

Unsafe work environments

may lead to accidents

(employees, clients,

contractors and visitors)

resulting in harm to

people, financial loss

and/or business

continuity.

Provide ongoing individual, group and industry

training. Maintain a hazard register that

identifies hazards where contractors are

required to take precaution. Registers are

subject to annual review. Monitor any live sites

to ensure oversight of Health and Safety

matters. Ensure contractor pre-qualification.

Provide training and KPIs for all Precinct staff.

Dedicated Senior Health & Safety Adviser

employed by Precinct.


Appropriate monitoring and reporting continue

to be implemented and refined to mitigate any

potential risk.

Further information on Health and Safety is

included in the Sustainability Report.

Modern Slavery

Precinct is committed to

respecting and

supporting the human

rights of our employees

and all those whose lives

we impact through our

supply chain. Given the

complexity of the

construction industry

supply chain, Precinct

may unknowingly be

complicit in human rights

abuses through the

purchase of products or

services.

Identifying areas with potential risk for forms of

modern slavery in our supply chain.

Engaging highly-reputable contractors with

New Zealand-domiciled management teams.


Precinct has recently published a Supplier

Code of Conduct which supports our

commitment to advance social and

environmental responsibility beyond our own

operations to our supply chain.

It should be read together with Precinct’s

commitments in respect of Health & Safety,

Diversity & Inclusion, Sustainability, Modern

Slavery and Mental Health and Wellbeing, all of

which can be found on Precinct’s website.

58
Investor information.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

59
Investor information.

As at 30 June 2023

Investor information.

ANNUAL REPORT 2023

Shareholder information

Twenty largest shareholders

RankShareholderNumber of shares% of shares

1.HSBC NOMINEES (NEW ZEALAND) LIMITED326,986,48220.62

2.ACCIDENT COMPENSATION CORPORATION121,903,1877.69

3.CUSTODIAL SERVICES LIMITED89,458,3915.64

4.BNP PARIBAS NOMINEES (NZ) LIMITED75,617,6364.77

5.FNZ CUSTODIANS LIMITED64,450,4244.06

6.FORSYTH BARR CUSTODIANS LIMITED59,366,3183.74

7.CITIBANK NOMINEES (NEW ZEALAND) LIMITED - NZCSD57,068,9093.60

8.ANZ WHOLESALE TRANS-TASMAN PROPERTY SECURITIES FUND50,847,2313.21

9.JPMORGAN CHASE BANK NA NZ BRANCH-SEGREGATED CLIENTS ACCT50,471,3443.18

10.NATIONAL NOMINEES LIMITED49,663,9643.13

11.NEW ZEALAND DEPOSITORY NOMINEE LIMITED45,575,3382.87

12.HSBC NOMINEES A/C NZ SUPERANNUATION FUND NOMINEES LIMITED44,418,5232.80

13.HSBC NOMINEES (NEW ZEALAND) LIMITED A/C STATE STREET - NZCSD42,513,6062.68

14.TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT32,672,0242.06

15.ANZ CUSTODIAL SERVICES NEW ZEALAND LIMITED29,658,6161.87

16.HOBSON WEALTH CUSTODIAN LIMITED23,253,9201.47

17.GENERATE KIWISAVER PUBLIC TRUST NOMINEES LIMITE22,070,8521.39

18.JBWERE (NZ) NOMINEES LIMITED19,766,8431.25

19.PT (BOOSTER INVESTMENTS) NOMINEES LIMITED16,169,9031.02

20.ANZ WHOLESALE PROPERTY SECURITIES - NZCSD15,647,4280.99

Total Top 20 holders of Ordinary Shares1,237,580,93978.04

Source: Computershare. The information above includes Shares held in custody by New Zealand Central Securities Depository Limited.

Shareholder distribution

RangeTotal holdersShares% of issued capital

1 - 49910825,5140.00

500 - 99913084,0350.01

1,000 - 1,999223304,0090.02

2,000 - 4,9997862,628,7510.17

5,000 - 9,9991,3399,433,3930.59

10,000 - 49,9993,50678,965,9844.98

50,000 - 99,99960841,076,5162.59

100,000 - 499,99934760,839,8463.84

500,000 - 999,9993221,360,0941.35

1,000,000 and over431,371,140,22686.46

Total7,1221,585,858,368100.00

Source: Computershare

60
Investor information.

Investor information. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Substantial Financial Product Holders

Quoted financial product holder

Number of quoted

ordinary shares

held at date of

notice

%Date of notice

Accident Compensation Corporation (ACC)125,543,3037.9161.06.2023

ANZ New Zealand Investments Limited86,196,2135.43529.09.2022

ANZ Bank New Zealand Limited30,538,7941.92629.09.2022

ANZ Custodial Services New Zealand Limited31,215,2401.96829.09.2022

Haumi Company Limited237,889,41915.00024.06.2021

Note the number of shares above are according to notices filed only if the total number of a shareholder changes by 1% or more since the last notice filed.

Source: NZX Substantial product holding notices. The percentages have been calculated based on the quoted voting products on issue on 30 June 2023 (as discussed

below).

As at 30 June 2023, Precinct had 1,585,858,368 quoted voting products on issue.

Donations

The Group made donations of $150,000 during the year to 30 June 2023.

No political donations have been made during the year to 30 June 2023.

61
Investor information.

ANNUAL REPORT 2023

Bondholder information

Twenty largest PCT020 bondholders

RankBondholderNumber of bonds% of total

1.FNZ CUSTODIANS LIMITED19,560,00019.56

2.CUSTODIAL SERVICES LIMITED18,011,00018.01

3.FORSYTH BARR CUSTODIANS LIMITED15,034,00015.03

4.HOBSON WEALTH CUSTODIAN LIMITED10,108,00010.11

5.NZPT CUSTODIANS (GROSVENOR) LIMITED - NZCSD4,500,0004.50

6.HSBC NOMINEES (NEW ZEALAND) LIMITED - NZCSD4,250,0004.25

7.TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT - NZCSD3,236,0003.24

8.INVESTMENT CUSTODIAL SERVICES LIMITED2,247,0002.25

9.FORSYTH BARR CUSTODIANS LIMITED2,132,0002.13

10.WESTPAC BANKING CORPORATE NZ FINANCIAL MARKETS GROUP -NZCSD1,609,0001.61

11.FNZ CUSTODIANS LIMITED1,225,0001.23

12.CITIBANK NOMINEES (NEW ZEALAND) LIMITED - NZCSD1,000,0001.00

13.JBWERE (NZ) NOMINEES LIMITED989,0000.99

14.ANZ CUSTODIAL SERVICES NEW ZEALAND LIMITED - NZCSD810,0000.81

15.FALSTAFF INVESTMENTS LIMITED500,0000.50

15.INVESTMENT CUSTODIAL SERVICES LIMITED500,0000.50

17.FORSYTH BARR CUSTODIANS LIMITED440,0000.44

18.HOBSON WEALTH CUSTODIAN LIMITED430,0000.43

19.SANDORE LIMITED400,0000.40

20.MMC LIMITED - NZCSD325,0000.33

Total Top 20 holders of PCT020 bonds87,306,00087.31

Source: Computershare. The information above includes Bonds held in custody by New Zealand Central Securities Depository Limited.

Bondholder distribution - PCT020

RangeTotal holdersNumber of bonds% of total

5,000 - 9,99938211,0000.21

10,000 - 49,9992815,432,0005.43

50,000 - 99,999492,840,0002.84

100,000 - 499,999305,806,0005.81

500,000 - 999,99942,799,0002.80

1,000,000 and over1282,912,00082.91

Total414100,000,000100.00

Source: Computershare

62
Investor information.

Investor information. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Twenty largest PCT030 bondholders

RankBondholderNumber of bonds% of total

1.CUSTODIAL SERVICES LIMITED18,985,00012.66

2.FORSYTH BARR CUSTODIANS LIMITED17,870,00011.91

3.FNZ CUSTODIANS LIMITED16,656,00011.10

4.ANZ FIXED INTEREST FUND - NZCSD14,000,0009.33

5.GENERATE KIWISAVER PUBLIC TRUST NOMINEES LIMITED - NZCSD13,077,0008.72

6.HOBSON WEALTH CUSTODIAN LIMITED8,633,0005.76

7.HSBC NOMINEES (NEW ZEALAND) LIMITED - NZCSD6,000,0004.00

8.WESTPAC BANKING CORPORATE NZ FINANCIAL MARKETS GROUP -NZCSD5,674,0003.78

9.BNP PARIBAS NOMINEES (NZ) LIMITED - NZCSD4,075,0002.72

10.MINT NOMINEES LIMITED - NZCSD3,942,0002.63

11.NATIONAL NOMINEES LIMITED - NZCSD3,700,0002.47

12.FORSYTH BARR CUSTODIANS LIMITED3,144,0002.10

13.PIN TWENTY LIMITED2,400,0001.60

14.PUBLIC TRUST CLASS 10 NOMINEES LIMITED - NZCSD2,334,0001.56

15.INVESTMENT CUSTODIAL SERVICES LIMITED2,002,0001.33

16.ANZ WHOLESALE NZ FIXED INTEREST FUND - NZCSD2,000,0001.33

17.FNZ CUSTODIANS LIMITED1,409,0000.94

18.NZPT CUSTODIANS (GROSVENOR) LIMITED - NZCSD1,400,0000.93

19.QUEEN STREET NOMINEES ACF PIE FUNDS - NZCSD1,325,0000.88

20.TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT - NZCSD1,300,0000.87

Total Top 20 holders of PCT030 bonds129,926,00086.62

Source: Computershare. The information above includes Bonds held in custody by New Zealand Central Securities Depository Limited.

Bondholder distribution - PCT030

RangeTotal holdersNumber of bonds% of total

5,000 - 9,99977575,0000.38

10,000 - 49,9992816,039,0004.03

50,000 - 99,999311,889,0001.26

100,000 - 499,999316,123,0004.08

500,000 - 999,99943,175,0002.12

1,000,000 Over22132,199,00088.13

Total446150,000,000100.00

Source: Computershare

63
Investor information.

ANNUAL REPORT 2023

Bondholder distribution - PCT040

RankBondholderNumber of bonds% of total

1.CUSTODIAL SERVICES LIMITED47,600,00027.20

2.NATIONAL NOMINEES LIMITED - NZCSD41,965,00023.98

3.FORSYTH BARR CUSTODIANS LIMITED22,079,00012.62

4.GENERATE KIWISAVER PUBLIC TRUST NOMINEES LIMITED - NZCSD8,498,0004.86

5.TEA CUSTODIANS LIMITED CLIENT PROPERTY TRUST ACCOUNT - NZCSD7,151,0004.09

6.FNZ CUSTODIANS LIMITED6,024,0003.44

7.HSBC NOMINEES (NEW ZEALAND) LIMITED - NZCSD4,800,0002.74

8.HOBSON WEALTH CUSTODIAN LIMITED3,733,0002.13

9.ANZ FIXED INTEREST FUND - NZCSD3,000,0001.71

10.ANZ WHOLESALE NZ FIXED INTEREST FUND - NZCSD2,550,0001.46

11.INVESTMENT CUSTODIAL SERVICES LIMITED2,490,0001.42

12.FORSYTH BARR CUSTODIANS LIMITED1,867,0001.07

13.JBWERE (NZ) NOMINEES LIMITED1,492,0000.85

14.ANZ CUSTODIAL SERVICES NEW ZEALAND LIMITED - NZCSD1,001,0000.57

15.PATHFINDER CARESAVER - NZCSD740,0000.42

16.I J INVESTMENTS LIMITED700,0000.40

17.PIN TWENTY LIMITED547,0000.31

18.PUBLIC TRUST CLASS 10 NOMINEES LIMITED - NZCSD474,0000.27

19.FNZ CUSTODIANS LIMITED382,0000.22

20.JBWERE (NZ) NOMINEES LIMITED350,0000.20

Total Top 20 holders of PCT040 bonds157,443,00089.97

Source: Computershare. The information above includes Bonds held in custody by New Zealand Central Securities Depository Limited.

Bondholder distribution - PCT040

RangeTotal holdersNumber of bonds% of total

5,000 - 9,99979453,0000.26

10,000 - 49,9993727,866,0004.49

50,000 - 99,999623,601,0002.06

100,000 - 499,999416,843,0003.91

500,000 - 999,99931,987,0001.14

1,000,000 Over14154,250,00088.14

Total571175,000,000100.00

Source: Computershare

64
Investor information.

Investor information. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Green Assets

Building NameCityAddressUseLast AssuranceNABERSNZ RatingGreen Star RatingAsset

Value

2

(NZ$m)

Allocation

of proceeds

per eligible

asset

(NZ$m)

Jarden HouseAuckland21 Queen StreetOffice4-Aug-22Refer to footnote

below

1

5 Star Office As-

Built

$135.0$39.2

Mason BrothersAuckland139 Pakenham

Street

Office4-Aug-22Targeting 5.5 Star

Base Build Rating

6 Star Office

Built

$58.0$16.8

PwC TowerAuckland15 Customs StreetOffice4-Aug-22Targeting 4 Star

Base Building

Rating

5 Star Office As-

Built

$610.0$177.2

Defence

House

Wellington34 Bowen StreetOffice22-Jul-215 Star Base Build

Rating

4 Star Office

Built

$187.0$54.3

Total existing green Assets$990.0$287.6

Committed Green Development Assets

Building NameCityAddressUseLast AssuranceNABERSNZ RatingGreen Star RatingTotal

project

cost

(NZ$m)

Allocation

of proceeds

per eligible

asset

(NZ$m)

1 Queen StreetAuckland1 Queen StreetOffice4-Aug-22Targeting 4 Star

Base Building

Rating

Targeting 6 Star

Design/As Built

$316.0$91.8

Bowen HouseWellington1 Bowen StreetOffice4-Aug-22Targeting 5 Star

Base Building

Rating

Targeting 5 Star

Design/As Built

$157.0$45.6

Total Committed green development assets$473.0$137.4

Total value of eligible assets

3

- based on last assurance$1,699.0

Total value of eligible assets - As at 30 June 2023$1,463.0$425.0

1. NABERS NZ rating targets are listed on the basis of Precinct's commitment to the World Green Building Council Net Zero Carbon

Buildings Commitment and meeting or exceeding New Zealand’s excellence levels under NABERSNZ with a target to have 100% of our

investment portfolio to be +4-Stars, under our direct operational control by 2030. Noting post balance date, Jarden House is currently

being assessed with a likely initial 3 Star Base Building Rating to be achieved

2. Fair value as at 30 June 2023

3. Eligible assets must have a minimum (or target) 5-star NZGBC Green Star Built rating or a minimum (or target) 4-Star NABERSNZ Energy

Base Building Rating

65
Investor information.

ANNUAL REPORT 2023

Director Interests

Details of Director interests in Precinct shares (as at 30 June 2023)

20232022

DirectorNo. of sharesNo. of shares

Graeme Wong

118,498

118,498

Mark Tume

20,261

-

Anne Urlwin

61,128

61,128

The following director interests were recorded since the last report.

Chris Judd

Appointed as Executive Chairman of 151 Property Group

Craig Stobo

None

Anne Urlwin

Appointed as a director of Infratil Limited

Ceased to be a director of Queenstown Airport Corporation

Limited

Ceased to be a director of Summerset Group Holdings Limited

Nicola Greer

Ceased to be a director of Airways Corporation of New Zealand

Limited

Ceased to be a director of Airways International Limited

Graeme Wong

Ceased to be a director of CMT Industries Limited

Mark Tume

Acquired 20,261 Precinct ordinary shares on market

Ceased to be a director of RetireAustralia Pty Limited

Appointed as a director of ANZ Bank New Zealand Limited

Appointed as a director of Booster Financial Services Limited

Shareholder in Booster Financial Services Limited

Ceased to be Chair of Infratil Limited and a director of its related

companies

66
Remuneration report.

PRECINCT PROPERTIES NEW ZEALAND LIMITED

67
Remuneration report.

Remuneration report.

ANNUAL REPORT 2023

Message from the People and Performance

Committee

Graeme Wong, Independent Director and

Chair of Precinct People and Performance

Committee

Dear Shareholders,

On behalf of the People and Performance Committee, I am

pleased to present you with Precinct’s Remuneration Report for

the financial year ended 30 June 2023. We continue to make

good progress across Precinct’s diversity practices. Having

appropriate policies, procedures and practices that facilitate

the attraction, retention and development ensures a skilled,

diverse and inclusive workforce for Precinct.

During the year, Precinct established an Employee Share

Scheme (Scheme or ESS) for its employees. The Scheme

recognises the important contribution that the Company’s

employees make to its future. The ESS has been well received by

Precinct employees. It recognises our people and the key role

they have in the delivery of our business strategy and overall

success Precinct.

Director remuneration is currently being benchmark reviewed by

independent advisors PwC. Shareholder approval will be sought

for any adjustments to Director remuneration at the upcoming

Annual Shareholder Meeting. The Company's director

remuneration was last reviewed in 2021 and approved by

shareholders at the Company's ASM in November 2021.

The People and Performance Committee is committed to

ensuring full transparency of remuneration at Precinct.

Graeme Wong

Independent Director and Chair of the People and Performance

Committee

Our approach to remuneration governance

Precinct’s remuneration governance framework is

overseen by Precinct’s People and Performance

Committee which comprises a majority of independent

directors at 30 June 2023. The People and Performance

Committee’s role is to assist the Board in establishing

remuneration policies and practices.

The People and Performance Committee is guided by

Precinct’s Remuneration Policy. This Remuneration Policy

aims to ensure that people are rewarded for

performance that contributes to the achievement of

Precinct’s business goals. In addition, the People and

Performance Committee follow a charter which is

intended to guide Committee members in fulfilling their

responsibilities to the Board.

On a regular basis, the People and Performance

Committee will review performance objectives and

remuneration packages of both Directors and key

management personnel of Precinct. This includes

monitoring performance that outlines the relative

weightings of remuneration components and relevant

performance criteria. They also consider remuneration

benchmarking and succession planning.

External advisors

Remuneration benchmarking of Directors and key

management personnel (such as CEO, Deputy CEO and

CFO) is undertaken regularly by external advisors.

With regards to Precinct’s performance hurdles, the Total

Shareholder Return (TSR) achieved by Precinct, and the

members of the TSR Peer Group will be calculated by a

recognised independent party, being an investment

bank, firm of chartered accountants or other person or

body that the Board reasonably considers has the

expertise, experience and access to the necessary data

to carry out the calculation.

This Remuneration Report includes additional

disclosures to ensure that remuneration of

both Directors and management personnel is

transparent, fair and reasonable.

Ensuring we align remuneration with the interests of the

Company and its shareholders continues to be key

priority of the People and Performance Committee.

68
Remuneration report.

Remuneration report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Remuneration framework

Our remuneration framework is designed to support the

performance of Precinct’s business and its strategy.

Our objective is to create sustainable value from city

centre real estate, delivering exceptional spaces for our

clients and communities, in which they can thrive, while

maximising returns to our shareholders.

At the heart of Precinct is a business model

that is designed to generate, and regenerate

sustainable value. This results from the

seamless interplay between three essential

elements.

Purpose and direct link

to Precinct’s strategy

Direct link to performance

measures

Fixed remuneration

This includes fixed based salary which is

benchmarked annually and includes

superannuation contribution

• Attract and retain Precinct’s Key Management Personnel to

deliver on its strategy

Benchmarked against

NZX-listed property entities

and NZX50 peers

Short term incentive (STI)

Discretionary annual payment

• Compensates for achieving short term (annual targets) which

are aligned to the delivery of Precinct’s strategy

Key operational

objectives including

• Earnings (AFFO)

• Occupancy and WALT

• Leasing

• Strategic goals

• Capital management

• ESG goals

Long term incentive (LTI)

Long term share grant where a share is

received in the future subject to

meeting certain performance hurdles

or, in the case of Restricted Share

Rights, continued employment.

• Drive longer-term performance and ensures the alignment of

incentives of key employees with the interests of the

Company’s shareholders

• Promote long term decision making and the creation of

sustainable value for the Company’s shareholders

• Promote the retention of key employees; and

• Facilitate and encourage employee share ownership.

Performance hurdles for

Performance Share

Rights:

• Absolute TSR Target

• Relative TSR Target

• FFO Growth Target

69
Remuneration report.

ANNUAL REPORT 2023

Short term incentive (STI)

Precinct operates a short term incentive (STI) bonus scheme for eligible employees. The objective of the scheme is to compensate

employees for achieving short term business strategy, high levels of performance and financial success over the financial year. In

addition employees have individual performance goals which are considered when determining variable short term incentives.

Annually the Board sets the annual STI performance goals for the CEO, Deputy CEO and CFO for that financial year.

FeatureDescription

Purpose

To compensate individuals for achieving annual targets which are aligned to the delivery of Precinct’s strategy.

Business

objectives and

performance

measures

Individual STI awards are dependent on achieving various business objectives including overall staff management.

Individuals will have Key Performance Indicators (KPIs) which are set annually and aligned to the delivery of

Precinct's strategy and key priorities for the financial year.

Performance measures include:

• Precinct earnings target (AFFO)

• Precinct portfolio metrics i.e. occupancy, WALT

• Successful completion of treasury and capital management initiatives

• Delivery of major leasing and development projects

• Advancing key strategic objectives, including ESG objectives

Performance

assessment

The Board takes a robust approach to determining executive remuneration outcomes. The performance STI scheme

is intended to reflect the performance of the business, and reward for achieving targets. Assessment of performance

for a STI takes place in the form of an assessment of achievement against the objectives and targets.

CEO, Deputy CEO and CFO STI awards are endorsed by the People and Performance Committee and approved by

the Board at its absolute discretion.

STI awarded

This discretionary annual payment is 100% awarded in cash and rewards the CEO, Deputy CEO, CFO and other

individuals for achieving short term annual company and individual performance targets, encouraging

accountability for results.

Payment of a STI/performance bonus is not guaranteed and will remain subject to Board approval at its discretion.

Long term incentive (LTI)

Precinct operates a long-term incentive scheme (‘scheme’) for key management personnel and senior executives. The scheme is

designed to align the reward for senior management personnel and senior executives with the enhancement of shareholder value

over a multi-year period.

Precinct has a number of schemes in place and the sections below summarises the key details of each scheme.

Restricted Share Rights (RSR)

Precinct's Restricted Share Right scheme entitles a Participant to receive a Share in the future depending on whether Service

Conditions are achieved. The participant is entitled to receive one share upon the valid exercise of each vested share right they hold.

Purpose

To secure the CEO, Deputy CEO, CFO and other key management personnel on a long term basis, noting that share

rights don't vest for three or four years (as applicable).

Vesting

tranches

30 June 2024, 30 June 2025 and 31 March 2027

Conditions

Restricted Share Rights (RSRs) will vest provided the participant remains employed by Precinct for the duration of the

relevant vesting period. The current RSR plan is made up of 3 tranches with different vesting periods.

There are no performance hurdles and provided each vesting period is satisfied, the RSRs will vest.

70
Remuneration report.

Remuneration report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Performance Share Rights (PSR)

Precinct's Performance Share Right scheme entitles a Participant to receive a Share in the future depending on the degree to which

certain Vesting Conditions are achieved or exceeded during the Assessment Period. The participant is entitled to receive one share

upon the valid exercise of each vested share right they hold.

FeatureDescription

Purpose

Alignment of interests between the CEO, Deputy CEO, CFO and other key management personnel, and the long term

returns to Precinct shareholders, which drives long term performance to deliver Precincts strategy while also providing an

incentive for Key Management Personnel to remain in employment with Precinct prior to vesting.

Performance

period

A grant vests at the end of the performance period which is over a three year period. Due to the completion of the

internalisation of Precinct's management taking place on 31 March 2021, the initial performance period is between

1April 2021 and 30 June 2024. All rights issued after the original tranche vest over a period of 36 months. A share right

vests on the vesting date subject to the participant's continuing employment with Precinct and performance hurdles

being met.

The vesting of the Performance share rights are endorsed by the People and Performance Committee and approved by

the Board subject to the Board determining that the performance hurdles set out have been met.

Performance

hurdles

Performance

measure

LTI WeightingDescription

Total Shareholder

Return (TSR)

TSR measures the total return received by shareholders from the increase in

the market price of a share of Precinct and assumes reinvestment of cash

dividends.

The TSR will be calculated using the volume weighted average sale price of a

Precinct share on the NZX over the 20 trading days prior to the vesting date.

Absolute TSR Target

33%The Absolute TSR Rights will vest in full if Precinct’s TSR exceeds the cost of

equity for the subject performance rights as calculated by independent

advisors, PwC. The cost of equity will be recalculated on an annual basis.

Relative TSR Target

33%The Relative TSR Rights will vest in accordance with a progressive vesting

scale, provided that Precinct's TSR over the performance period is greater

than the median TSR of the TSR peer group.

Funds from

operations (FFO)

Growth Target

33%The FFO Growth Rights will vest in accordance with a progressive vesting

scale, provided that Precinct’s FFO growth per share is greater than or equal

to 75% of CPI growth over the performance period.

FFO is used to define the cash flow from operations and is a measure of operating performance over the performance

period.

Vesting

conditions

Precinct TSR over the performance

period

% of Relative TSR Rights

that would vest

Precinct FFO Growth Per

Share over the

performance period

% of FFO Growth Rights

that would vest

< TSR Peer Group Median TSR0%< 75% of CPI Growth0%

Equal to the TSR Peer Group Median TSR50%Equal to 75% of CPI

Growth

50%

> TSR Peer Group Median TSR, but < TSR

of the 75th percentile of the TSR Peer

Group

51% - 99% pro-rata

vesting on a straight-

line progression

> 75% of CPI Growth, but

< 125% of CPI Growth

51% - 99% pro-rata

vesting on a straight-

line progression

Equal to or > TSR of the 75th percentile of

the TSR Peer Group

100%Equal to or greater than

125% of CPI Growth

100%

71
Remuneration report.

ANNUAL REPORT 2023

CEO Remuneration

Scott Pritchard was appointed Chief Executive Officer in September 2010. On 1 April 2021, he was retained as CEO, under a new

employment agreement with Precinct post the internalisation of the management of Precinct.

The following illustrates the expected remuneration mix of Precinct’s CEO. We believe the remuneration mix now provides strong

alignment between remuneration and company performance to deliver on Precinct’s strategy.

Details of the nature and amount of each element of the remuneration of the CEO is set out below.

Scott Pritchard was appointed Chief Executive Officer in September 2010. His remuneration for the year ended 30 June 2023 comprises:

• A fixed base salary which is benchmarked annually;

• A discretionary short-term incentive payment; and

• Shares vested under the long-term incentive scheme.

• Participation in the Precinct Employee Share Scheme

All remuneration between 1 July 2020 and 31 March 2021, including the legacy long-term incentive was paid by AMP Haumi

Management Limited (the Manager "AHML"), not Precinct. As a result of internalisation PwC was appointed by the Precinct Board as a

recognised independent party in order to undertake remuneration benchmarking in respect to the CEO and other senior executive

roles.

The CEO's remuneration is endorsed by the People and Performance Committee and approved by the Board.

Short term remuneration for the year ended 30 JuneLong term remuneration as at 30 June

Year

Base salaryOtherSTISuperTotal paid

Maximum

achievable

GrantedVested

2023780,00093,7551,040,00057,4131,971,1671,971,1671,287,200245,714

2022780,000-576,87540,7061,397,5811,606,800-260,952

Performance and Restricted Share Rights that have been granted to Scott Pritchard as at 30 June 2023 are detailed in the table below.

Granted during yearVested and exercised

SchemeGrant date

Measuremen

t date

Balance

as at

30 June

2022NumberValue $NumberValue $Lapsed

Balance as at

30 June 2023

Performance share right

1-4-202130-6-2024

730,272730,272

Performance share right

1-7-202230-6-2025

-

1,047,614692,200

1,047,614

Restricted share right

1-4-202130-6-2023

190,476

190,476245,714

-

Restricted share right

14-4-202331-3-2027

-

474,103595,000

474,103

Total920,7481,521,7171,287,200190,476245,71402,251,989

72
Remuneration report.

Remuneration report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Employee remuneration

Employee remuneration comprises base salary, STI payments, LTI payments relating to vesting grants and employer contributions to

superannuation.

During the year ended 30 June 2023, the number of employees (including the CEO) who received remuneration with a combined total

value exceeding $100,000 is set out on the following table. Employer superannuation contributions are at the same rate for all

employees.

The annual total compensation of the CEO to the median annual total compensation for all employees (excluding the CEO) is 19.9:1.

The annual fixed base salary of the CEO to the median annual fixed base salary for all employees (excluding the CEO) is 8.2:1.

Remuneration range# employees

$2,210,000 - $2,219,999

1

$1,490,000 - $1,499,999

1

$860,000 - $869,999

1

$470,000 - $479,999

1

$410,000 - $419,999

1

$370,000 - $379,999

1

$360,000 - $369,999

1

$340,000 - $349,999

1

$310,000 - $319,999

1

$300,000 - $309,999

1

$290,000 - $299,999

1

$260,000 - $269,999

1

$240,000 - $249,999

4

$230,000 - $239,999

1

$220,000 - $229,999

2

$190,000 - $190,999

1

$170,000 - $179,999

1

$160,000 - $169,999

2

$150,000 - $159,999

1

$140,000 - $149,999

2

$130,000 - $139,999

4

$110,000 - $119,999

5

$100,000 - $109,999

8

Total43

Employee share scheme

In August 2022 Precinct established an Employee Share Scheme (Scheme or ESS) for employees of Precinct Properties New Zealand

Limited (Precinct). The ESS enables employees to acquire shares in Precinct (under the current NZ tax legislation). The Scheme

recognises the important contribution that the Company's employees make to it future. The People and Performance Committee and

the Board of Precinct considers the ESS aligns the interests of the employees with those of the Company and its shareholders and aims

to assist the Company in retaining and motivating employees.

Long term incentive scheme

Performance and restricted share rights that have been granted to key management personnel (excluding CEO) as at 30 June 2023

are detailed in the following table.

73
Remuneration report.

ANNUAL REPORT 2023

Granted during yearVested and exercised

SchemeGrant date

Measurem

ent date

Balance as at

30 June 2022NumberValue $NumberValue $Lapsed

Balance as at 30 June

2023

Performance

share right

1-4-202130-6-2024

1,224,9211,224,921

Performance

share right

1-7-202230-6-2025

-

1,490,754985,000

1,490,754

Restricted

share right

1-4-202130-6-2023

213,370

213,370275,247

-

Restricted

share right

1-4-202130-6-2024

73,26073,260

Restricted

share right

1-7-202230-6-2025

-

120,302160,000

120,302

Restricted

share right

14-4-202331-3-2027

-

1,310,7541,645,000

1,310,754

Total1,511,5512,921,8102,790,000213,370275,24704,219,991

74
Remuneration report.

Remuneration report. (Continued)

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Director remuneration

The current director fee rate is as follows:

Position$ per annum (plus GST, if any)

Chair

182,340

Independent Director

91,170

Audit and Risk Committee Chair

15,000

People and Performance Committee Chair

15,000

Environment, Social & Governance Committee Chair

15,000

Audit and Risk Committee Member

7,500

People and Performance Committee Member

7,500

Environment, Social & Governance Committee Member

7,500

Due Diligence Committee Chair (ad hoc hourly rate)

380/hr

Due Diligence Committee Member (ad hoc hourly rate)

350/hr

Annual Cap for Due Diligence Committee Fees

$100,000

Following a director remuneration review by PwC, at the 2021 Annual Shareholder Meeting, the shareholders approved an increase in

the People and Performance Committee fees to align these to the approved fees for the Audit and Risk Committee. Following the

establishment of the Environment, Social & Governance Committee in 2021, the shareholders also approved Chair and Member fees

for the Environmental, Social & Governance Committee consistent with the Audit and Risk and People and Performance Committee

fees.

Role30 June 202330 June 2022

Due

Diligence

committee

Board

committeeBoard

Due

Diligence

committee

Board

committeeBoard

Craig StoboBoard Chair

7,17522,500182,340

3,50019,083182,340

Anne UrlwinAudit and Risk Committee Chair

7,79022,50091,170

3,80021,64691,170

Graeme Wong

People and Performance

Committee Chair

-22,50091,170

3,50018,22991,170

Launa InmanIndependent Director

1

---

-6257,598

Chris JuddIndependent Director

7,17515,00091,170

-11,58391,170

Nicola GreerESG Committee Chair

-22,50091,170

-6,67381,122

Mark TumeIndependent Director

-7,50091,170

3,50017,07387,494

Robert

CampbellNon-Executive Director

2

---

-1,41110,293

Total22,140112,500638,19014,30096,324642,356

1 Launa Inman retired from the Board on 31 July 2021.

2 Robert Campbell retired from the Board on 11 August 2021.

From time to time the Board may establish further subcommittees to consider specific issues or transactions. Membership of these

committees may result in additional fees being payable at the rates in the table above. During the year ended 30 June 2023, $22,140

in committee fees were paid to the Due Diligence Committee (30 June 2022: $14,300). One Due Diligence Committee was established

in relation to the proposal for Precinct to move to a stapled structure. No other remuneration or benefit was provided by the Group

during the period to any director or former director of any Group member.

75
Remuneration report.

ANNUAL REPORT 2023

Insurance and indemnity

As permitted by the constitution and the Companies Act 1993, Precinct has indemnified its directors and officers, and the directors of

its subsidiaries against potential liabilities and costs they may incur for acts or omissions in their capacity as directors. During the

financial year, Precinct paid insurance premiums in respect of directors’ and officers’ liability insurance which covers risks normally

covered by such policies arising out of acts or omissions of directors and officers in their capacity as such. Insurance is not provided for

criminal liability or liability or costs in respect of which an indemnity is prohibited by law.

Management expense ratio

Amounts in $ millions (unless otherwise stated)20232022

Management expenses7.56.0

Audit and Directors1.71.5

Other expenses4.02.5

Total management expenses13.210.0

Average total property value3,519.23,489.5

Management expense ratio - excluding performance fee38 bps29 bps

Management expense ratio38 bps29 bps

Management expenses comprise the costs of managing Precinct as a corporate entity and exclude direct property expenses and capital expenditure.

This annual report of Precinct Properties New Zealand Limited is dated 22 August 2023 and is signed on behalf of the Board by:

CRAIG STOBO

CHAIR AND INDEPENDENT

DIRECTOR

ANNE URLWIN

CHAIR AUDIT AND RISK

COMMITTEE AND INDEPENDENT

DIRECTOR

76
The Numbers.

PRECINCT PROPERTIES

NEW ZEALAND LIMITED

FINANCIAL STATEMENTS 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

77
Precinct Properties New Zealand Limited

ANNUAL REPORT 2023

Annual financial statements

For the year ended 30 June 2023

Signed on behalf of the Board of Precinct Properties New Zealand Limited, who authorised the issue of these financial statements on

22 August 2023.

CRAIG STOBO

CHAIR

ANNE URLWIN

CHAIR AUDIT & RISK COMMITTEE

Contents

Consolidated Statement of Comprehensive Income

78

Consolidated Statement of Changes in Equity79

Consolidated Statement of Financial Position80

Consolidated Statement of Cash Flows81

Notes to the Financial Statements

1. Reporting Entity82

2. Basis of Preparation82

3. Basis of Consolidation82

4. New Standards, Amendments and Interpretations82

5. Changes to Accounting Policies and Disclosure of Significant Accounting Policies82

6. Fair Value Estimation82

7. Significant Accounting Judgements, Estimates and Assumptions83

8. Significant Events and Transactions During the Year83

9. Investment and Development Properties84

10. Gross Operating Revenue90

11. Segment Information90

12. Management Expenses91

13. Taxation92

14. Reconciliation of Net Profit after Tax to Adjusted Funds From Operations (AFFO)93

15. Earnings per Share94

16. Other Current Liabilities94

17. Reconciliation of Net Profit after Taxation with Cash Inflow from Operating Activities94

18. Interest Bearing Liabilities95

19. Leases96

20. Derivative Financial Instruments97

21. Capital Commitments98

22. Operating Lease Commitments98

23. Contingencies98

24. Share-Based Payments99

25. Interests in Associates and Joint Ventures101

26. Key Management Personnel103

27. Capital Management103

28. Financial Risk Management103

29. Events After Balance Date105

Independent Auditors Report106

78
Consolidated Statement of Comprehensive Income

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Amounts in $ millionsNotes30 June 202330 June 2022

Revenue

Gross operating revenue

10218.9

200.3

Less direct operating expenses

(77.9)

(70.9)

Operating income before indirect expenses141.0

129.4

Management fee income105.4

-

Indirect expenses / (revenue)

Net interest expense

30.8

23.9

Other expenses

1213.5

10.2

Total indirect expenses / (revenue)44.3

34.1

Operating income before income tax102.1

95.3

Non operating income / (expenses)

Unrealised net gain / (loss) in value of investment and development properties

9(257.1)

19.4

Unrealised net gain / (loss) on financial instruments

206.1

33.1

Share of (loss)/profit in equity-accounted investments

25(2.0)

-

Depreciation - property, plant and equipment

(3.0)

(2.2)

Lease depreciation

(3.9)

(5.1)

Lease interest expense

(4.9)

(4.2)

Net realised gain / (loss) on sale of investment properties

(2.0)

(0.2)

Impairment of goodwill

-

(6.8)

Total non operating income / (expenses)(266.8)

34.0

Net profit / (loss) before taxation(164.7)

129.3

Income tax expense / (benefit)

Current tax expense

13(5.2)

(7.0)

Depreciation recovered on sale

137.7

-

Deferred tax expense / (benefit)

13(14.1)

26.3

Total taxation expense / (benefit)(11.6)

19.3

Net profit / (loss) after taxation attributable to equity holders14,17(153.1)

110.0

Other comprehensive income / (expense)

Items that will not be reclassified to profit or loss

Credit risk adjustments on financial liabilities designated at fair value through

profit or loss

20

7.8

(1.7)

Deferred tax on items transferred directly to / (from) equity

(2.2)

0.5

Total other comprehensive income / (expense)5.6

(1.2)

Total comprehensive income after tax attributable to equity holders(147.5)

108.8

Earnings per share (cents per share)

Basic earnings per share

15(9.65)

7.06

Diluted earnings per share

15(9.65)

7.04

Other amounts (cents per share)

Funds from operations (FFO)

147.19

6.89

Adjusted funds from operations (AFFO)

146.69

6.51

The accompanying notes on pages 82 to 105 form part of these Financial Statements

79
Consolidated Statement of Changes in Equity

For the year ended 30 June 2023

ANNUAL REPORT 2023

Amounts in $ millions unless otherwise statedNotesCents

per share

Shares (m)Ordinary

shares

Other reservesRetained

earnings

Total

equity

At 1 July 20211,458.41,412.50.3807.82,220.6

Profit after income tax for the year110.0110.0

Other comprehensive income for the

year(1.2)(1.2)

Issue of shares

Placement19.830.030.0

Issue costs incurred(0.6)(0.6)

PCTHA Convertible Note conversion107.2179.3179.3

Distributions

Q4 final (paid 24 Sep 2021)1.625(24.0)(24.0)

Q1 interim (paid 10 Dec 2021)1.675(26.6)(26.6)

Q2 interim (paid 25 Mar 2022)1.675(26.6)(26.6)

Q3 interim (paid 10 Jun 2022)1.675(26.6)(26.6)

Total distributions paid6.650(103.8)(103.8)

Long-term incentive scheme

24

1.21.2

At 30 June 20221,585.41,621.20.3814.02,435.5

Profit / (loss) after income tax for the

year

(153.1)(153.1)

Other comprehensive income for the

year

5.65.6

Distributions

Q4 final (paid 23 Sep 2022)

1.675(26.6)(26.6)

Q1 interim (paid 8 Dec 2022)

1.675(26.6)(26.6)

Q2 interim (paid 24 Mar 2023)

1.675(26.6)(26.6)

Q3 interim (paid 9 Jun 2023)

1.675(26.6)(26.6)

Total distributions paid

6.700(106.4)(106.4)

Long-term incentive scheme

24-1.41.4

Long-term incentive scheme vesting

240.40.7(0.7)-

Employee share scheme

0.10.1-0.1

At 30 June 20231,585.91,622.06.6554.52,183.1

All shares have been fully paid, carry full voting rights, have no redemption rights, have no par value and are subject to the terms of

the constitution.

The accompanying notes on pages 82 to 105 form part of these Financial Statements

80
Consolidated Statement of Financial Position

As at 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Amounts in $ millionsNotes30 June 202330 June 2022

Current assets

Cash

16.6

11.5

Fair value of derivative financial instruments

205.3

3.5

Debtors and other current assets

35.6

23.1

Total current assets57.5

38.1

Investment properties held for sale9240.0

577.2

Non-current assets

Fair value of derivative financial instruments

2049.8

48.2

Other assets

0.7

7.5

Loan receivables

833.0

-

Investment in equity-accounted investments

2559.3

-

Development properties

9523.5

544.0

Investment properties

92,604.7

2,549.0

Property, plant and equipment

47.8

44.4

Right-of-use assets

1924.9

28.9

Intangible assets

1.6

1.9

Total non-current assets3,345.3

3,223.9

Total assets3,642.8

3,839.2

Current liabilities

Lease liabilities

194.7

3.6

Accrued development capital expenditure

50.2

12.3

Other current liabilities

1628.9

31.0

Total current liabilities83.8

46.9

Non-current liabilities

Interest bearing liabilities

181,258.4

1,275.8

Fair value of derivative financial instruments

2029.0

20.5

Lease liabilities

1958.5

49.1

Other non-current liabilities

28.1

-

Deferred tax liability

131.9

11.4

Total non-current liabilities1,375.9

1,356.8

Total liabilities1,459.7

1,403.7

Total equity2,183.1

2,435.5

Total liabilities and equity3,642.8

3,839.2

 

The accompanying notes on pages 82 to 105 form part of these Financial Statements

81
Consolidated Statement of Cash Flows

For the year ended 30 June 2023

ANNUAL REPORT 2023

Amounts in $ millionsNotes30 June 202330 June 2022

Cash flows from operating activities

Gross rental income per statement of comprehensive income

218.9

200.3

Less: Current year incentives

(1.3)

(5.8)

Add: Amortisation of incentives and intangibles

12.6

8.7

Add: Depreciation of property, plant and equipment

3.0

2.2

Less: Working capital movements

(11.4)

(5.1)

Cash flow from gross rental income221.8

200.3

Interest income

1.3

-

Management fee income

5.4

-

Property expenses

(62.1)

(73.5)

Other expenses

(13.7)

(9.7)

Interest expense

(31.0)

(26.4)

Employment and administration expenses

(3.6)

(2.8)

Net cash inflow / (outflow) from operating activities17118.1

87.9

Cash flows from investing activities

Capital expenditure on investment properties

(61.3)

(52.9)

Capital expenditure on development properties

(196.4)

(130.4)

Capital expenditure on other assets

-

(5.4)

Acquisition of investment properties

(21.4)

-

Acquisition of development properties

(37.7)

(132.8)

Investment in equity-accounted investments

(61.3)

-

Loan facilities advanced

(33.0)

-

Expenditure on property, plant and equipment

(6.4)

(10.2)

Disposal of investment properties

447.1

(0.2)

Capitalised interest on investment properties

(1.6)

8.0

Capitalised interest on development properties

(30.6)

(27.0)

Net cash inflow / (outflow) from investing activities(2.6)

(350.9)

Cash flows from financing activities

Loan facility drawings to fund capital expenditure

257.7

207.7

Loan facility drawings to fund acquisitions

59.1

132.8

Loan facility drawings to fund repayment of senior secured bonds

-

75.0

Loan facility repayments from disposal of investment properties

(447.1)

0.2

Loan facility repayments from issue of senior secured bonds

-

(175.0)

Loan facility repayments from issue of new shares

-

(208.7)

Loan facility drawings to fund equity-accounted investments

61.3

-

Other loan facility drawings / (repayments)

1

69.0

32.6

Repayment of senior secured bonds

-

(75.0)

Repayment of leasing liabilities

(4.1)

(3.4)

Issue of senior secured bonds

-

175.0

Issue of new shares

2

-

208.7

Distributions paid to share holders

(106.3)

(103.7)

Net cash inflow / (outflow) from financing activities(110.4)

266.2

Net increase / (decrease) in cash held5.1

3.2

Cash at the beginning of the year

11.5

8.3

Cash at the end of the year16.6

11.5

1 Loan facility drawings are net of repayments made throughout year.

2 Issue of new shares are net of issue costs.

The accompanying notes on pages 82 to 105 form part of these Financial Statements

82
Notes to the Financial Statements

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

1. Reporting Entity

Precinct Properties New Zealand Limited (Precinct) is incorporated in New Zealand and is registered under the New Zealand

Companies Act 1993.

Precinct is an FMC reporting entity for the purposes of the Financial Markets Conduct Act 2013.

These audited financial statements are those of Precinct and its wholly-owned subsidiaries (the Group).

The Group's principal activity is investment in predominantly prime CBD properties in New Zealand.

2. Basis of Preparation

The financial statements have been prepared in accordance with NZ GAAP. For the purposes of complying with NZ GAAP the Group is

a for-profit entity. The financial statements comply with New Zealand equivalents to International Financial Reporting Standards (’NZ

IFRS’). The financial statements also comply with International Financial Reporting Standards (‘IFRS’).

The financial statements have been prepared:

• On a historical basis except for financial instruments, investment and development properties which are measured at fair value.

• Using the New Zealand Dollar functional and reporting currency.

• On a GST exclusive basis, except for receivables and payables that are stated inclusive of GST.

All financial information has been presented in millions, unless otherwise stated.

3. Basis of Consolidation

The consolidated financial statements comprise Precinct and its subsidiary companies.

In preparing the consolidated financial statements, all inter-company balances and transactions, income and expenses and profit or

losses resulting from intra-group transactions have been eliminated in full.

4. New Standards, Amendments and Interpretations

There were no new accounting standards impacting the consolidated financial statements for the year ended 30 June 2023.

The Financial Sector (Climate-related Disclosures and Other Matters) Amendment Act 2021 (FSCD) has established a climate-related

disclosure framework for New Zealand and makes climate-related disclosures mandatory for climate reporting entities. Precinct

qualifies as a climate reporting entity under this framework.

The FSCD provided the mandate for the External Reporting Board (XRB) to issue a climate-related disclosure framework. On

31 December 2022 the XRB issued climate standards and guidance documents. Precinct will be required to make climate-related

disclosures in the annual report for the accounting period commencing 1 July 2023.

5. Changes to Accounting Policies and Disclosure of Significant Accounting Policies

No changes to accounting policy have been made during the year and policies have been consistently applied to all years

presented.

Significant accounting policies have been included throughout the notes to the financial statements.

6. Fair Value Estimation

Precinct classifies its fair value measurement using a fair value hierarchy that reflects the significance of the inputs used in making the

measurements. The fair value hierarchy has the following levels:

• Level 1 - Quoted prices (unadjusted) in active market for identical assets or liabilities.

• Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (by price)

or indirectly (derived from prices).

• Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

83
ANNUAL REPORT 2023

7. Significant Accounting Judgements, Estimates and Assumptions

In preparing Precinct’s financial statements, management continually makes judgements, estimates and assumptions based on

experience and other factors, including expectations of future events that may have an impact on Precinct.

All judgements, estimates and assumptions made are believed to be reasonable based on the most current set of circumstances

available to management. Actual results may differ from the judgements, estimates and assumptions made by management.

The significant judgements, estimates and assumptions made in the preparation of these financial statements are in relation to:

i. Investment and development properties - refer note 9

ii. Deferred tax assets and deferred tax liabilities - refer note 13

iii. Share-based payment scheme - refer note 24

8. Significant Events and Transactions During the Year

Precinct's financial position and performance was affected by the following events and transactions that occurred during the

reporting year:

i. Purchase of Viaduct Car Park

On 29 July 2022 Precinct purchased Viaduct Carpark for $23.6 million.

ii. Investment Partnership - Precinct Pacific Investment Limited Partnership ("PPILP")

On 23rd February 2022 Precinct announced the formation of a new investment partnership (Precinct Pacific Investment Limited

Partnership ("PPILP") with Singaporean sovereign wealth fund GIC. Precinct has retained an ongoing 24.9% minority interest in the

investment Partnership and Precinct Properties Management Limited holds the investment management agreement for this

partnership. For more detail see Note 25.

On 13 October 2022 Precinct sold Mayfair House, 10 Madden Street & 12 Madden Street for $272.7 million to PPILP.

On 16 March 2023 Precinct sold Wynyard Quarter Stage 3 for $67.4 million to PPILP. The agreement included certain variable

consideration elements relating to the sale of the property that are dependent on performance criteria such as leasing, programme

and budget being met. As at 30 June 2023, the value of this variable consideration is expected to be $nil. PPILP also benefits from a put

option to protect against material programme delays and it has been assessed at 30 June 2023 that based on probabilities the

likelihood of the option being exercised is nil.

On 13 June 2023 Precinct sold Charles Fergusson Building for $107.4 million to PPILP.

iii. Investment Partnership - Bowen Investment Limited Partnership ("BILP")

Precinct entered into an agreement on 29th November 2022 to dispose of 40 & 44 Bowen Street into a new joint investment partnership

with global investment firm, PAG. Precinct will have a 20% investment in the new investment partnership with PAG and hold the

investment management agreement for this partnership. Settlement of this deal occurred on 15 August 2023.

iv. Investment in residential development partnership

On 1 February 2023 Precinct and Lamont & Co created a new partnership (Precinct Properties Residential Limited) focusing on the

multi-unit residential development market. Precinct has a 50% holding of Precinct Properties Residential Limited. For more detail see

Note 25.

v. Purchase of 61 Molesworth Street

On 30th November 2022 Precinct entered into an agreement to purchase 61 Molesworth Street, Wellington. A deposit of $33 million

was paid on 13th December 2022. While settlement on this purchase has not completed, under the purchase agreements Precinct

controls the asset and have therefore treated this asset in a similar manner to other development properties and included the costs of

development.

Precinct has provided the vendor with a mezzanine loan facility of $49.5 million to facilitate the development. As at 30 June 2023

$33.0 million of the facility has been drawn.

vi. Stapling

During the year Precinct undertook a comprehensive review of Precinct's corporate structure to ensure the most robust company

structure to allow flexibility for Precinct to continue to execute its strategy whilst retaining Portfolio Investment Entity (PIE) status. It was

decided that a stapled company structure would be in the best interests of Precinct's shareholders and at a Special Meeting on

11 May 2023 shareholders passed a Special Resolution in favour of moving to a stapled structure. Following the Special Meeting of

shareholders of Precinct, board approval was given in June 2023 by each of Precinct Properties New Zealand Limited and Precinct

Properties Investments Limited for Precinct to move to a stapled structure. See Note 29 for more details.

84
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

9. Investment and Development Properties

30 June 2023

Amounts in $ millions

ValuerNet lettable area

sqm

Initial yield %

1

Capitalisation

rate %

1

Occupancy %WALT years

2

Valuation

30 June 2022

Capitalised

incentives

Additions /

disposals

3

Transfers

4

Revaluation gain /

(loss)

Carrying value

Investment properties

5

Auckland

AON Centre - AkldJLL25,3545.4%5.8%96%3.9243.0(0.4)6.9-

(12.0)237.5

HSBC TowerCBRE31,5925.3%5.4%100%4.9480.0(0.8)6.7-

(40.9)445.0

Jarden HouseColliers13,7625.0%5.5%94%4.4143.00.10.9-

(9.0)135.0

Mason Bros.

6

JLL4,7045.1%5.1%100%2.561.0(0.3)0.1-

(2.8)58.0

Commercial Bay RetailColliers16,8155.6%5.9%97%4.0400.0(1.6)2.3-

(47.7)353.0

PwC Tower (Commercial Bay)CBRE39,3754.8%5.0%100%8.3675.0(2.5)2.8-

(65.2)610.1

Wellington

-

NTT TowerBayleys16,6336.5%6.4%98%5.1151.50.11.0-

(11.9)140.7

No.1 and 3 The TerraceColliers18,6134.6%5.6%100%7.0143.0(0.2)0.3-

(5.6)137.5

No.3 The Terrace

7

ColliersN/AN/AN/AN/A35.214.2---

(0.7)13.5

AON Centre - WgtnCBRE24,2576.2%

8

6.6%98%4.2197.7(0.3)36.3-

(15.6)218.1

Defence HouseColliers25,9294.3%5.4%100%13.5-(0.3)-200.0

(12.7)187.0

Other investment properties

9

Various5,9876.2%7.7%100%6.422.80.424.5-

(9.2)38.5

Right-of-use assets

10

17.8-14.7-

(1.7)30.8

Market value (fair value) of investment properties

5.3%5.6%99%6.02,549.0(5.8)96.5200.0

(235.0)2,604.7

Investment properties held for sale

5

12 Madden Street

11

N/A8,313N/AN/AN/AN/A100.0-(100.0)-

--

10 Madden Street

11

N/A8,238N/AN/AN/AN/A86.0-(86.0)-

--

Mayfair House

11

N/A12,259N/AN/AN/AN/A86.7-(86.7)-

--

Bowen Campus

12

N/A39,971N/AN/AN/AN/A304.5--(304.5)

--

Charles Fergusson Building

11

N/A14,042N/AN/AN/AN/A--(104.5)104.5

--

Bowen Campus Stage Two

13

N/A-N/AN/AN/AN/A---231.8

8.2240.0

Wynyard Quarter Stage 3

11

N/AN/AN/AN/AN/AN/A--(67.4)67.4

--

Market value (fair value) of investment properties held for sale

577.2-(444.6)99.2

8.2240.0

Development properties

5

Bowen Campus Stage Two

13

N/AN/AN/AN/AN/AN/A174.31.855.7(231.8)

--

One Queen StreetCBREN/AN/AN/AN/AN/A176.0-96.7-

(14.7)258.0

Freyberg BuildingColliersN/AN/AN/AN/AN/A49.5(0.1)4.2-

(6.6)47.0

Bowen HouseColliersN/AN/AN/AN/AN/A122.2-37.9-

-160.1

Wynyard Quarter Stage 3

11

N/AN/AN/AN/AN/AN/A22.0-45.4(67.4)

--

61 Molesworth StreetN/A--67.4-

(9.0)58.4

Market value (fair value) of development properties

544.01.7307.3(299.2)

(30.3)523.5

1 Total weighted average by market value. Initial yields adjusted for rental voids/downtime to new lease commencement (if applicable).

2 Total weighted average lease term is weighted by income.

3 Additions arise from subsequent expenditure recognised in the carrying amount. Disposals relate to completed sales and unconditional contracts for sale at year-end.

4 Transfers occur when a property is transferred to another category of property.

5 All properties are categorised as level 3 in the fair value hierarchy.

6 Mason Bros. is subject to a pre-paid ground lease for 125 years.

7 No. 3 The Terrace relates to the freehold title in respect to Precinct's leasehold interest.

8 Initial yields adjusted to remove right-of-use asset from the carrying value.

9 Other investment properties are small value properties held for strategic purposes.

10 Right-of-use assets associated with ground leases at AON Centre - Wgtn, 204 Quay Street and Viaduct Car Park.

11 Precinct made the following sales to Precinct Pacific Investment Limited Partnership during the year:

- On 13 October 2022 Precinct sold Mayfair House, 10 Madden Street & 12 Madden Street for $272.7 million.

- On 16 March 2023 Precinct sold Wynyard Quarter Stage 3 for $67.4 million.

- On 13 June 2023 Precinct sold Charles Fergusson Building for $107.4 million.

12 Bowen Campus split between Defence House ($200.0 million) and Charles Fergusson Building ($104.5 milllion). Defence House was removed from the PPILP initial

portfolio sale transaction and transferred back to Investment Properties.

13 Precinct entered into an agreement on 29th November 2022 to dispose of 40 & 44 Bowen Street into a new joint investment partnership with global investment firm,

PAG. Settlement of this deal is expected in August 2023.

Accounting policies

Investment properties

Initially, investment properties are measured at cost including transaction costs. Subsequent to initial recognition investment

properties are stated at fair value. Gains or losses arising from changes in the fair values of investment properties are included in

profit or loss in the year in which they arise.

Development properties

Investment properties that are being constructed or developed for future use are classified as development properties. All costs

directly associated with the purchase and construction of a property and all subsequent capital expenditure is capitalised.

Subsequent to initial recognition development properties are stated at fair value. Gains or losses arising from changes in the fair

value of development properties are included in profit or loss in the year in which they arise.

Valuation of investment and development properties

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

category of the property being valued, value Precinct’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.

85
ANNUAL REPORT 2023

Amounts in $ millions

ValuerNet lettable area

sqm

Initial yield %

1

Capitalisation

rate %

1

Occupancy %WALT years

2

Valuation

30 June 2022

Capitalised

incentives

Additions /

disposals

3

Transfers

4

Revaluation gain /

(loss)

Carrying value

Investment properties

5

Auckland

AON Centre - AkldJLL25,3545.4%5.8%96%3.9243.0(0.4)6.9-

(12.0)237.5

HSBC TowerCBRE31,5925.3%5.4%100%4.9480.0(0.8)6.7-

(40.9)445.0

Jarden HouseColliers13,7625.0%5.5%94%4.4143.00.10.9-

(9.0)135.0

Mason Bros.

6

JLL4,7045.1%5.1%100%2.561.0(0.3)0.1-

(2.8)58.0

Commercial Bay RetailColliers16,8155.6%5.9%97%4.0400.0(1.6)2.3-

(47.7)353.0

PwC Tower (Commercial Bay)CBRE39,3754.8%5.0%100%8.3675.0(2.5)2.8-

(65.2)610.1

Wellington

-

NTT TowerBayleys16,6336.5%6.4%98%5.1151.50.11.0-

(11.9)140.7

No.1 and 3 The TerraceColliers18,6134.6%5.6%100%7.0143.0(0.2)0.3-

(5.6)137.5

No.3 The Terrace

7

ColliersN/AN/AN/AN/A35.214.2---

(0.7)13.5

AON Centre - WgtnCBRE24,2576.2%

8

6.6%98%4.2197.7(0.3)36.3-

(15.6)218.1

Defence HouseColliers25,9294.3%5.4%100%13.5-(0.3)-200.0

(12.7)187.0

Other investment properties

9

Various5,9876.2%7.7%100%6.422.80.424.5-

(9.2)38.5

Right-of-use assets

10

17.8-14.7-

(1.7)30.8

Market value (fair value) of investment properties

5.3%5.6%99%6.02,549.0(5.8)96.5200.0

(235.0)2,604.7

Investment properties held for sale

5

12 Madden Street

11

N/A8,313N/AN/AN/AN/A100.0-(100.0)-

--

10 Madden Street

11

N/A8,238N/AN/AN/AN/A86.0-(86.0)-

--

Mayfair House

11

N/A12,259N/AN/AN/AN/A86.7-(86.7)-

--

Bowen Campus

12

N/A39,971N/AN/AN/AN/A304.5--(304.5)

--

Charles Fergusson Building

11

N/A14,042N/AN/AN/AN/A--(104.5)104.5

--

Bowen Campus Stage Two

13

N/A-N/AN/AN/AN/A---231.8

8.2240.0

Wynyard Quarter Stage 3

11

N/AN/AN/AN/AN/AN/A--(67.4)67.4

--

Market value (fair value) of investment properties held for sale

577.2-(444.6)99.2

8.2240.0

Development properties

5

Bowen Campus Stage Two

13

N/AN/AN/AN/AN/AN/A174.31.855.7(231.8)

--

One Queen StreetCBREN/AN/AN/AN/AN/A176.0-96.7-

(14.7)258.0

Freyberg BuildingColliersN/AN/AN/AN/AN/A49.5(0.1)4.2-

(6.6)47.0

Bowen HouseColliersN/AN/AN/AN/AN/A122.2-37.9-

-160.1

Wynyard Quarter Stage 3

11

N/AN/AN/AN/AN/AN/A22.0-45.4(67.4)

--

61 Molesworth StreetN/A--67.4-

(9.0)58.4

Market value (fair value) of development properties

544.01.7307.3(299.2)

(30.3)523.5

1 Total weighted average by market value. Initial yields adjusted for rental voids/downtime to new lease commencement (if applicable).

2 Total weighted average lease term is weighted by income.

3 Additions arise from subsequent expenditure recognised in the carrying amount. Disposals relate to completed sales and unconditional contracts for sale at year-end.

4 Transfers occur when a property is transferred to another category of property.

5 All properties are categorised as level 3 in the fair value hierarchy.

6 Mason Bros. is subject to a pre-paid ground lease for 125 years.

7 No. 3 The Terrace relates to the freehold title in respect to Precinct's leasehold interest.

8 Initial yields adjusted to remove right-of-use asset from the carrying value.

9 Other investment properties are small value properties held for strategic purposes.

10 Right-of-use assets associated with ground leases at AON Centre - Wgtn, 204 Quay Street and Viaduct Car Park.

11 Precinct made the following sales to Precinct Pacific Investment Limited Partnership during the year:

- On 13 October 2022 Precinct sold Mayfair House, 10 Madden Street & 12 Madden Street for $272.7 million.

- On 16 March 2023 Precinct sold Wynyard Quarter Stage 3 for $67.4 million.

- On 13 June 2023 Precinct sold Charles Fergusson Building for $107.4 million.

12 Bowen Campus split between Defence House ($200.0 million) and Charles Fergusson Building ($104.5 milllion). Defence House was removed from the PPILP initial

portfolio sale transaction and transferred back to Investment Properties.

13 Precinct entered into an agreement on 29th November 2022 to dispose of 40 & 44 Bowen Street into a new joint investment partnership with global investment firm,

PAG. Settlement of this deal is expected in August 2023.

Accounting policies

Investment properties

Initially, investment properties are measured at cost including transaction costs. Subsequent to initial recognition investment

properties are stated at fair value. Gains or losses arising from changes in the fair values of investment properties are included in

profit or loss in the year in which they arise.

Development properties

Investment properties that are being constructed or developed for future use are classified as development properties. All costs

directly associated with the purchase and construction of a property and all subsequent capital expenditure is capitalised.

Subsequent to initial recognition development properties are stated at fair value. Gains or losses arising from changes in the fair

value of development properties are included in profit or loss in the year in which they arise.

Valuation of investment and development properties

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

category of the property being valued, value Precinct’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.

86
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

30 June 2022

Amounts in $ millions

ValuerNet lettable area sqmInitial yield %

1

Capitalisation rate %

1

Occupancy %WALT years

2

Valuation

30 June 2021

Capitalised incentivesAdditions / disposals /

transfers

3

Revaluation gain / (loss)Carrying value

Investment properties

4

Auckland

AON Centre - Akld

5

JLL25,3545.3%5.0%98%4.6234.0(0.3)0.78.6243.0

HSBC TowerCBRE31,5904.3%4.6%97%5.5476.0(0.5)6.2(1.7)480.0

Jarden HouseSavills13,7624.2%4.9%93%4.2140.00.21.11.7143.0

Mason Bros.

6

JLL4,7044.4%4.5%100%3.356.4(0.3)0.34.661.0

204 Quay Street

7

JLL5,4566.1%7.0%85%6.122.7-16.6(1.5)37.8

Commercial Bay RetailColliers16,8305.0%5.3%100%4.9405.0(1.3)3.6(7.3)400.0

PwC Tower (Commercial Bay)CBRE39,5504.3%4.3%100%9.4665.0(0.9)2.98.0675.0

Wellington

NTT TowerBayleys16,6335.5%5.6%100%2.9151.0(0.4)0.70.2151.5

No.1 and 3 The TerraceColliers18,6134.0%5.1%100%8.1142.0(0.2)0.50.7143.0

No.3 The Terrace

8

ColliersN/AN/AN/AN/A36.214.2---14.2

AON Centre - Wgtn

9

CBRE24,7695.7%5.9%100%4.3192.9(0.7)16.3(8.0)200.5

Market value (fair value) of investment properties

4.7%4.9%98%7.12,499.2(4.4)48.95.32,549.0

Investment properties held for sale

10

12 Madden Street

6

N/A8,202N/AN/AN/AN/A100.0(0.2)0.9(0.7)100.0

10 Madden Street

6

N/A8,238N/AN/AN/AN/A86.01.60.7(2.3)86.0

Mayfair HouseN/A12,259N/AN/AN/AN/A86.7-0.2(0.2)86.7

Bowen CampusN/A39,971N/AN/AN/AN/A304.5(0.3)0.4(0.1)304.5

Market value (fair value) of investment properties

held for sale

577.21.12.2(3.3)577.2

Development properties

4

Bowen Campus Stage TwoCBREN/AN/AN/AN/AN/A96.5-66.811.0174.3

One Queen StreetCBREN/AN/AN/AN/AN/A116.5(0.4)53.06.9176.0

30 Waring Taylor Street

11

N/AN/AN/AN/AN/AN/A19.4-(19.4)--

Freyberg Building

12

ColliersN/AN/AN/AN/AN/A-0.353.7(4.5)49.5

Bowen House

13

ColliersN/AN/AN/AN/AN/A--116.65.6122.2

Wynyard Quarter Stage 3

14

ColliersN/AN/AN/AN/AN/A--23.6(1.6)22.0

Market value (fair value) of development properties

232.4(0.1)294.317.4544.0

1 Total weighted average by market value. Initial yields adjusted for rental voids/downtime to new lease commencement (if applicable).

2 Total weighted average lease term is weighted by income.

3 Additions arise from subsequent expenditure recognised in the carrying amount. Disposals relate to completed sales and unconditional contracts for sale at year-end.

Transfers occur when a property is transferred to another category of property.

4 All properties are categorised as level 3 in the fair value hierarchy.

5 This property was previously known as AMP Centre.

6 Mason Bros., 12 Madden Street, 10 Madden Street and Wynyard Quarter Stage 3 are all subject to a pre-paid ground lease for 125 years.

7 Includes a gross up for the right-of-use asset (June 2022 $15.0 million; June 2021: $nil). See Note 20 for more detail.

8 No. 3 The Terrace relates to the freehold title in respect to Precinct's leasehold interest.

9 Includes a gross up for the right-of-use asset (June 2022: $2.8 million; June 2021: $2.9 million). See Note 20 for more detail.

10 All properties are categorised as level 3 in the fair value hierarchy.

On 23 February 2022 Precinct announced the formation of a new investment partnership with Singaporean sovereign wealth fund GIC. The partnership, in which

Precinct will retain an ongoing 24.9% minority interest, will initially acquire five assets from Precinct's existing portfolio and these assets have been transferred to

investment properties held for sale.

11 On completion of the project the value was transferred from development properties to property, plant and equipment as the building is fully leased to Generator.

12 On 15 July 2021 Precinct acquired Freyberg Building for $49.5 million.

13 On 23 July 2021 Precinct acquired Bowen House for $92.0 million.

14 On 21 December 2021 Precinct committed to the Wynyard Quarter Stage 3 (124 Halsey Street and the Flowers Building) development and costs were transferred from

other assets to development properties. Mason Bros., 12 Madden Street, 10 Madden Street and Wynyard Quarter Stage 3 are all subject to a pre-paid ground lease

for 125 years.

Accounting policies (continued)

Right-of-use assets

For leases where Precinct is a lessee, a right-of-use asset is recognised at the commencement date of the lease, being the date the

underlying asset is available for use. Investment property is defined to include both owned investment property and investment

property held by a lessee as a right-of-use asset. Precinct therefore measures all investment property using the same measurement

basis, being the fair value model. The value of the right-of-use assets represents the fair value of a freehold interest in the land

subject to ground lease interests held by Precinct. Investment property is adjusted for cashflows relating to lease liabilities already

recognised separately in the consolidated statement of financial postion and also reflected in the investment property valuations.

Investment property held for sale

In accordance with IFRS 5, if the Group decides to dispose of an asset or group of assets, it should be classified as held for sale if:

- the asset or group of assets is available for immediate sale in its present condition subject only to terms that are usual and

customary for sales of such assets;

- it is highly likely to be sold within one year.

Consequently, this asset or group of assets is shown separately as "assets held for sale" on the balance sheet. Investment properties

held for sale continue to be measured at fair value with assessment made as to whether the agreed selling price reflects fair value.

87
ANNUAL REPORT 2023

Amounts in $ millions

ValuerNet lettable area sqmInitial yield %

1

Capitalisation rate %

1

Occupancy %WALT years

2

Valuation

30 June 2021

Capitalised incentivesAdditions / disposals /

transfers

3

Revaluation gain / (loss)Carrying value

Investment properties

4

Auckland

AON Centre - Akld

5

JLL25,3545.3%5.0%98%4.6234.0(0.3)0.78.6243.0

HSBC TowerCBRE31,5904.3%4.6%97%5.5476.0(0.5)6.2(1.7)480.0

Jarden HouseSavills13,7624.2%4.9%93%4.2140.00.21.11.7143.0

Mason Bros.

6

JLL4,7044.4%4.5%100%3.356.4(0.3)0.34.661.0

204 Quay Street

7

JLL5,4566.1%7.0%85%6.122.7-16.6(1.5)37.8

Commercial Bay RetailColliers16,8305.0%5.3%100%4.9405.0(1.3)3.6(7.3)400.0

PwC Tower (Commercial Bay)CBRE39,5504.3%4.3%100%9.4665.0(0.9)2.98.0675.0

Wellington

NTT TowerBayleys16,6335.5%5.6%100%2.9151.0(0.4)0.70.2151.5

No.1 and 3 The TerraceColliers18,6134.0%5.1%100%8.1142.0(0.2)0.50.7143.0

No.3 The Terrace

8

ColliersN/AN/AN/AN/A36.214.2---14.2

AON Centre - Wgtn

9

CBRE24,7695.7%5.9%100%4.3192.9(0.7)16.3(8.0)200.5

Market value (fair value) of investment properties

4.7%4.9%98%7.12,499.2(4.4)48.95.32,549.0

Investment properties held for sale

10

12 Madden Street

6

N/A8,202N/AN/AN/AN/A100.0(0.2)0.9(0.7)100.0

10 Madden Street

6

N/A8,238N/AN/AN/AN/A86.01.60.7(2.3)86.0

Mayfair HouseN/A12,259N/AN/AN/AN/A86.7-0.2(0.2)86.7

Bowen CampusN/A39,971N/AN/AN/AN/A304.5(0.3)0.4(0.1)304.5

Market value (fair value) of investment properties

held for sale

577.21.12.2(3.3)577.2

Development properties

4

Bowen Campus Stage TwoCBREN/AN/AN/AN/AN/A96.5-66.811.0174.3

One Queen StreetCBREN/AN/AN/AN/AN/A116.5(0.4)53.06.9176.0

30 Waring Taylor Street

11

N/AN/AN/AN/AN/AN/A19.4-(19.4)--

Freyberg Building

12

ColliersN/AN/AN/AN/AN/A-0.353.7(4.5)49.5

Bowen House

13

ColliersN/AN/AN/AN/AN/A--116.65.6122.2

Wynyard Quarter Stage 3

14

ColliersN/AN/AN/AN/AN/A--23.6(1.6)22.0

Market value (fair value) of development properties

232.4(0.1)294.317.4544.0

1 Total weighted average by market value. Initial yields adjusted for rental voids/downtime to new lease commencement (if applicable).

2 Total weighted average lease term is weighted by income.

3 Additions arise from subsequent expenditure recognised in the carrying amount. Disposals relate to completed sales and unconditional contracts for sale at year-end.

Transfers occur when a property is transferred to another category of property.

4 All properties are categorised as level 3 in the fair value hierarchy.

5 This property was previously known as AMP Centre.

6 Mason Bros., 12 Madden Street, 10 Madden Street and Wynyard Quarter Stage 3 are all subject to a pre-paid ground lease for 125 years.

7 Includes a gross up for the right-of-use asset (June 2022 $15.0 million; June 2021: $nil). See Note 20 for more detail.

8 No. 3 The Terrace relates to the freehold title in respect to Precinct's leasehold interest.

9 Includes a gross up for the right-of-use asset (June 2022: $2.8 million; June 2021: $2.9 million). See Note 20 for more detail.

10 All properties are categorised as level 3 in the fair value hierarchy.

On 23 February 2022 Precinct announced the formation of a new investment partnership with Singaporean sovereign wealth fund GIC. The partnership, in which

Precinct will retain an ongoing 24.9% minority interest, will initially acquire five assets from Precinct's existing portfolio and these assets have been transferred to

investment properties held for sale.

11 On completion of the project the value was transferred from development properties to property, plant and equipment as the building is fully leased to Generator.

12 On 15 July 2021 Precinct acquired Freyberg Building for $49.5 million.

13 On 23 July 2021 Precinct acquired Bowen House for $92.0 million.

14 On 21 December 2021 Precinct committed to the Wynyard Quarter Stage 3 (124 Halsey Street and the Flowers Building) development and costs were transferred from

other assets to development properties. Mason Bros., 12 Madden Street, 10 Madden Street and Wynyard Quarter Stage 3 are all subject to a pre-paid ground lease

for 125 years.

Accounting policies (continued)

Right-of-use assets

For leases where Precinct is a lessee, a right-of-use asset is recognised at the commencement date of the lease, being the date the

underlying asset is available for use. Investment property is defined to include both owned investment property and investment

property held by a lessee as a right-of-use asset. Precinct therefore measures all investment property using the same measurement

basis, being the fair value model. The value of the right-of-use assets represents the fair value of a freehold interest in the land

subject to ground lease interests held by Precinct. Investment property is adjusted for cashflows relating to lease liabilities already

recognised separately in the consolidated statement of financial postion and also reflected in the investment property valuations.

Investment property held for sale

In accordance with IFRS 5, if the Group decides to dispose of an asset or group of assets, it should be classified as held for sale if:

- the asset or group of assets is available for immediate sale in its present condition subject only to terms that are usual and

customary for sales of such assets;

- it is highly likely to be sold within one year.

Consequently, this asset or group of assets is shown separately as "assets held for sale" on the balance sheet. Investment properties

held for sale continue to be measured at fair value with assessment made as to whether the agreed selling price reflects fair value.

88
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Accounting policies (continued)

Derecognition of investment properties

Investment properties are derecognised when they have been either sold or when the investment property is permanently

withdrawn from use and no future benefit is expected from its disposal. Any gains or losses on the derecognition of an investment

property are recognised in profit or loss in the year of derecognition.

Owner-occupied properties

Where a property becomes owner-occupied the property is transferred from investment or development properties to property,

plant and equipment. The cost for subsequent accounting for owner-occupied property is the property's fair value at the date of

change in use.

Fair value measurement, valuation techniques and inputs

Precinct’s properties were valued as at 30 June 2023 by independent registered valuers Colliers International, Bayleys, JLL and CBRE.

During the year there were no transfers of investment or development 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:

Class of property

Valuation techniques usedInputs used to measure fair value

CBD office and retailIncome capitalisation approach, discounted

cash flow analysis and residual approach

- Office gross market rent per sqm

- Retail gross market rent per sqm

- Core capitalisation rate

- Discount rate

- Terminal capitalisation rate

- Rental growth rate per annum

- Profit and risk allowance

- Forecast development costs

Significant inputs used together with the impact on fair value of a change in inputs:

Range of significant unobservable inputs:Fair value measurement sensitivity:

Inputs used to measure fair value30 June 202330 June 2022to increase in inputto decrease in input

Office gross market rent per sqm

$285 - $1,235

$472 - $1,101IncreaseDecrease

Retail gross market rent per sqm

$325 - $6,000

$300 - $5,300IncreaseDecrease

Core capitalisation rate

5.0% - 8.3%

4.3% - 7.0%DecreaseIncrease

Discount rate

6.5% - 9.5%

5.6% - 8.0%DecreaseIncrease

Terminal capitalisation rate

5.4% - 8.5%

4.6% - 7.3%DecreaseIncrease

Rental growth rate per annum

2.2% - 3.0%

2.4% - 2.9%IncreaseDecrease

Profit and risk allowance

1.0% - 6.3%

5% - 15%DecreaseIncrease

Valuations reflect, where appropriate:

• The type of tenants actually in occupation or responsible for meeting lease commitments or likely to be in occupation after letting

vacant accommodation, and the market’s general perception of their creditworthiness;

• The allocation of maintenance and insurance responsibilities between Precinct and the lessee; and

• The remaining economic life of the property. When rent reviews or lease renewals are pending with anticipated reversionary

increases or decreases, it is assumed that all notices and where appropriate counter-notices have been served validly and within

the appropriate time.

89
ANNUAL REPORT 2023

Valuation methodologies

Income capitalisation approachDetermines fair value by capitalising the net income at a

capitalisation rate reflecting the nature, location and tenancy

profile of the asset. Subsequent near term capital adjustments

are then made which typically include letting-up allowances for

vacancy and pending expiries, capital expenditure allowances

and under/over renting reversions.

Discounted cash flow analysisA financial modelling methodology assessing the long-term return

that is likely to be derived from an asset. Explicit assumptions are

required for rental income growth, leasing up metrics on expiries

along with terminal value at the end of the cash flow period,

typically a 10 year horizon. A market-derived discount rate is then

applied to the assessed cash flows and discounted to a present

value to determine fair value.

Sales comparison approachFair value is determined by applying positive and negative

adjustments to recently transacted assets of a similar nature.

Residual approachA methodology normally used for property which is undergoing,

or is expected to undergo, redevelopment. Fair value is

determined by firstly calculating a gross realisation which

forecasts what a property is worth on completion and deducts all

costs associated with the development of the property. These

costs typically include letting and sale costs, a market required

profit and risk margin, construction costs and finance costs.

Unobservable inputs within the income capitalisation approach

Gross market rentThe estimated rental amount which a tenancy within a property

is expected to achieve under a new arm’s length transaction

including a share of the property operating expenses.

Core capitalisation rateThe income return produced by an investment expressed as a

percentage of the capital value. The capitalisation rate which is

applied to a property’s net market income is determined through

analysis of comparable sales transactions.

Unobservable inputs within the discounted cash flow analysis

Discount rateThe rate of return used to convert a property’s future cash flows

to present value. The discount rate is determined through analysis

of comparable sales.

Terminal capitalisation rateThe rate used to convert income into an indication of the

anticipated value of the property at the end of the cash flow

period.

Rental growth rateThe growth rate applied to the market rental over the cash flow

period.

Additional unobservable inputs within the residual approach

Profit and risk allowanceThe market level of return for a typical developer to receive on

their outlay in order to undertake the respective development

having regard to the relative risks (e.g. leasing progress, fixed

price contract, programme/staging) of the project at that point

in time.

Forecast development costsAll costs associated with the development of the property. These

costs typically include letting and sale costs, construction costs

and finance costs.

90
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

10. Gross Operating Revenue

Amounts in $ millions30 June 202330 June 2022

Gross property income from rentals

161.6

152.7

Gross property income from expense recoveries

36.9

34.5

Straight line rental adjustments

2.0

3.8

Amortisation of capitalised lease incentives

(9.0)

(9.8)

Generator operating revenue

22.8

15.8

Commercial Bay Hospitality operating revenue

4.6

3.3

Total gross operating revenue218.9

200.3

Accounting policies

Recognition of revenue from investment properties

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

income on a straight-line basis over the term of the lease to the extent that future rental increases are known with certainty. Fixed

rental adjustments are accounted for to achieve straight line revenue recognition.

Rental abatements provided to clients as additional support during the COVID-19 pandemic have been recognised as a reduction

to revenue in the statement of consolidated income in the period in which the abatement was provided.

Precinct capitalises lease incentives provided to clients to the respective investment or development property in the statement of

financial position and amortises them on a straight-line basis over the term certain life of the lease.

The share of property operating expenses which are recoverable from clients is recognised as gross property income from expense

recoveries. This is associated with the provision of services relating to the operations of Precinct’s buildings (eg, cleaning, repairs and

maintenance, utilities). Precinct have assessed the performance obligations associated with these as being satisfied each month as

the services are undertaken within each building. Revenue from our clients for the recovery of operating expenses is billed monthly

and recognised in the financial statements in the same manner reflecting that recovery revenue from clients is received at the

same time that the performance obligation is satisfied.

Recognition of revenue from operating segments

Operating revenue from Generator is recognised when it transfers services to a member. It is measured based on the consideration

specified in a contract with the member.

Operating revenue from Commercial Bay Hospitality venues is recognised at the point of sale, measured at the fair value of the

consideration received.

Recognition of management fee income

Management fee income is fees generated through the provision of investment and development management services to other

entities. This income is recognised in the statement of consolidated income in the period in which the services are rendered.

11. Segment Information

a) Basis for segmentation

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker.

The chief operating decision-maker has been identified as the Board of Directors.

The Group has the following reportable segments that are managed separately because of different operating strategies. The

following describes the operation of each of the reportable segments.

Reportable segment

Operations

Investment propertiesInvestment in predominately prime CBD properties

Flexible spaceOperation of co-working and shared space

HospitalityOperating of hospitality venues

b) Information about reportable segments

Information related to each reportable segment is set out below. Segment profit/(loss) before tax is used to measure performance

because management believes that this information is the most relevant in evaluating the results of the respective segments relative to

other entities that operate in the same industries.

There are varying levels of integration between the investment properties and co-working segments. This integration includes occupied

space, future leasing and events. Inter segment pricing is determined on an arm's length basis.

91
ANNUAL REPORT 2023

Amounts in $ millions30 June 202330 June 2022

Investment

properties

Flexible

spaceHospitalityTotal

Investment

properties

Flexible

spaceHospitalityTotal

Revenue

Gross operating revenue

191.522.84.6218.9

181.215.83.3

200.3

Intersegment revenue

3.0(2.6)(0.4)-

2.8(2.3)(0.5)

-

Less direct operating

expenses

(61.5)(12.0)(4.4)(77.9)

(57.9)(8.2)(4.8)

(70.9)

Operating income before

indirect expenses133.08.2(0.2)141.0

126.15.3(2.0)

129.4

c) Reconciliations of information on reportable segments to NZ IFRS measurements

Amounts in $ millions30 June 202330 June 2022

Segment operating income before indirect expenses141.0129.4

Net interest expense

(30.8)(23.9)

Other expenses

(13.5)(10.2)

Management fee

5.4-

Unrealised net gain / (loss) in value of investment and development properties

(257.1)19.4

Unrealised net gain / (loss) on financial instruments

6.133.1

Share of (loss)/profit in equity-accounted investments

(2.0)-

Depreciation - property, plant and equipment

(3.0)(2.2)

Lease depreciation

(3.9)(5.1)

Lease interest expense

(4.9)(4.2)

Net realised gain / (loss) on sale of investment properties

(2.0)(0.2)

Impairment of goodwill

-(6.8)

Net profit before taxation(164.7)129.3

12. Management Expenses

Amounts in $ millions30 June 202330 June 2022

Management expenses

Audit fees

1

0.4

0.3

Directors' fees and expenses

1.3

1.2

Management expenses

2

20.2

15.7

Less: those recognised in direct operating expenses

(6.5)

(5.6)

Less: capitalised to properties being developed

(6.2)

(4.1)

Amortisation of intangible assets

0.3

0.2

Other

3

4.0

2.5

Total other expenses13.5

10.2

1 Fees paid or payable to the Group's auditor comprise $321,170 for audit and review of financial statements (2022: $272,800) and $54,490 for other assurance services

(2022: $53,200). Other assurance services include operating expense statement audit (2023: $25,090; 2022: $25,200) and green bond assurance (2023: $29,400; 2022:

$28,000).

2 Management expenses includes employee remuneration (2023: $14.9 million; 2022: $11.5 million), share-based payments expense, travel, training and occupancy

costs.

3 Other includes valuation fees, NZX listing fees, share registry costs, annual and interim report publication and property investigations and feasibility costs. At 30 June

2023 other also includes $0.8 million of project costs associated with the change to a stapled structure.

92
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

13. Taxation

Amounts in $ millions30 June 202330 June 2022

Net profit before taxation(164.7)

129.3

At the statutory income tax rate of 28.0%(46.1)

36.2

Unrealised (gain) on value of investment and development properties

72.2

(5.4)

Unrealised (gain) / loss on financial instruments

(1.9)

(9.3)

Impairment of goodwill

-

1.9

Disposal of depreciable assets

-

(5.0)

Capitalised interest

(9.4)

(5.4)

Prior period adjustments

(1.7)

(1.0)

Other adjustments

(3.5)

(2.7)

Depreciation

(14.0)

(16.3)

Deductible capital expenditure

(0.7)

-

Current tax expense / (benefit)(5.1)

(7.0)

Depreciation recovered on sale of depreciable assets7.7

-

Fair value of financial instruments

1.9

12.4

Depreciation - current year

(4.8)

14.2

Deferred tax - other

(11.2)

(0.3)

Total deferred tax expense / (benefit)(14.1)

26.3

Total taxation expense / (benefit)(11.5)

19.3

Effective tax rate7%

15%

Precinct holds its properties on capital account for income tax purposes.

The group has tax losses of $228.5 million available to carry forward as at 30 June 2023 (2022: $237.3 million)

Amounts in $ millions30 June 202330 June 2022

Deferred tax asset - tax losses

(64.0)

(66.4)

Deferred tax (asset) / liability - fair value of financial instruments

2.7

(1.3)

Deferred tax asset - share based payments

(0.8)

(0.4)

Deferred tax liability - intangible assets on acquisition

0.5

0.5

Deferred tax asset - lease liabilities

(10.8)

-

Deferred tax liability - depreciation

74.3

79.0

Net deferred tax (asset) / liability1.9

11.4

Deferred tax assets

Precinct has recognised deferred tax assets relating to the fair value of financial instruments, share-based payments, accumulated tax

losses of the group and lease liabilities.

Deferred tax liabilities

Precinct has recognised deferred tax liabilities relating to the depreciation claw-back which would arise on the sale of investment

properties at carrying value.

In estimating this deferred tax liability, Precinct has relied on independent valuers' assessments of the market value of the land and

improvements. For 30 June 2023, Precinct has then relied on insurance replacement cost reports to split the value of improvements

(being the building structure and the fixtures and fittings), identified in the independent valuer's assessments.

Imputation credit account

Imputation credits available for use as at 30 June 2023 are $nil (2022: $nil).

93
ANNUAL REPORT 2023

Accounting policy

Taxation

Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss except to the extent that

it relates to items recognised directly in equity, in which case it is recognised in equity.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at

the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised using the balance sheet method, providing for temporary differences between the carrying amounts of

assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which

temporary differences can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that

it is no longer probable that the related tax benefit will be realised.

For deferred tax liabilities or assets arising on investment property measured at fair value, it is assumed that the carrying amounts of

investment property will be recovered through sale.

14. Reconciliation of Net Profit after Tax to Adjusted Funds From Operations (AFFO)

AFFO is a non-GAAP financial measure that shows the organisation's underlying and recurring earnings from its operations and is

considered industry best practice for a REIT. This is determined by adjusting statutory net profit (under IFRS) for certain non-cash and

other items. AFFO has been determined based on guidelines established by the Property Council of Australia and is intended as a

supplementary measure of operating performance.

Amounts in $ millions30 June 202330 June 2022

Net profit after taxation

(153.1)

110.0

Adjust for non-cash items

Unrealised net (gain) / loss in value of investment and development properties

257.1

(19.4)

Unrealised (gains)/losses on JV - Property Revaluations

3.2

-

Unrealised net (gain) / loss on financial instruments

(6.1)

(33.1)

Impairment of goodwill

-

6.8

Depreciation - property, plant and equipment

3.0

2.2

Deferred tax (benefit) / expense

(14.1)

26.3

IFRS 16 lease adjustments

(0.1)

1.7

Share-based payments scheme

1.4

1.2

Amortisations

13.7

14.7

Straightline rents

(2.0)

(3.8)

Adjust for additions and disposals

Net realised loss / (gain) on sale of investment and development properties

2.0

0.2

Tax on revenue account sales of investment and development properties

0.5

-

Depreciation recovered on sale

7.7

-

Adjust for one-off items

Stapling project costs

0.8

-

Project initialisation costs

-

0.7

Funds from operations (FFO)114.0

107.5

Maintenance capex

(3.3)

(2.3)

Incentives and leasing costs

(4.6)

(3.7)

Adjusted funds from operations (AFFO)106.1

101.5

Weighted average number of shares for net operating income per share (millions)

1,585.8

1,559.2

Adjusted funds from operations per share (cents)6.69

6.51

This additional performance measure is provided to assist shareholders in assessing their returns for the year.

94
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

15. Earnings per Share

Amounts in $ millions30 June 202330 June 2022

Net profit after tax for basic earnings per share ($millions)

(153.1)

110.0

Weighted average number of shares for basic earnings per share (millions)

1,585.8

1,559.2

Basic earnings per share (cents)(9.65)

7.06

Net profit after tax for diluted earnings per share ($millions)

(153.1)

110.0

Weighted average number of shares for diluted earnings per share (millions)

1,590.9

1,562.0

Diluted earnings per share (cents)(9.65)

7.04

The calculation of diluted earnings per share has been based on the profit attributable to ordinary shareholders and weighted

average number of ordinary shares outstanding after the adjustment for all dilutive potential ordinary shares. Weighted average

number of shares for the purpose of diluted earnings per share has been adjusted for 6,471,980 rights issued under Precinct's Long Term

Incentive Scheme as at 30 June 2023 (2022: 2,432,299). This adjustment is not dilutive for 30 June 2023. This adjustment has been

calculated using the treasury share method. Refer to Note 24 for further details.

16. Other Current Liabilities

Amounts in $ millions30 June 202330 June 2022

Trade creditors

4.0

3.7

Accrued expenses

24.9

27.3

Total other current liabilities28.9

31.0

17. Reconciliation of Net Profit after Taxation with Cash Inflow from Operating Activities

Amounts in $ millions30 June 202330 June 2022

Net profit after taxation(153.1)

110.0

Add / (less) non-cash items and non operating items

Unrealised net (gain) / loss in value of investment and development properties

257.1

(19.4)

Unrealised net (gain) / loss on financial instruments

(6.1)

(33.1)

Net realised (gain) / loss on sale of investment properties

2.0

0.2

Deferred tax (benefit) / expense

(14.1)

26.3

Amortisation of leasing costs and incentives

15.1

13.3

Share of (loss)/profit in equity-accounted investments

2.0

-

Deferred tax expense

5.5

(7.4)

Impairment of goodwill

-

6.8

Movement in working capital

Increase / (decrease) in creditors

9.3

(9.1)

(Increase) / decrease in debtors

0.4

0.3

Net cash inflow / (outflow) from operating activities118.1

87.9

95
ANNUAL REPORT 2023

18. Interest Bearing Liabilities

Amounts in $ millions30 June 202330 June 2022

Interest bearing liabilities

Bank loans

561.0

561.0

US private placement

260.7

260.7

NZ senior secured bond

425.0

425.0

Total drawn debt1,246.7

1,246.7

US private placement - fair value adjustments

16.9

35.9

Capitalised borrowing costs

(5.2)

(6.8)

Net interest bearing liabilities1,258.4

1,275.8

Breakdown of borrowings:

Amounts in $ millionsHeld atMaturity

1

FacilityCoupon

1

30 June 202330 June 2022

Bank loansAmortised costFeb-25150.0Floating

2

22.0

150.0

Bank loansAmortised cost-Floating

2

-

82.0

Bank loansAmortised costMar-26250.0Floating

2

250.0

237.0

Bank loansAmortised costDec-26300.0Floating

2

289.0

92.0

NZ senior secured bond (PCT020)Amortised costNov-24100.04.42%

100.0

100.0

NZ senior secured bond (PCT030)Amortised costMay-27150.02.85%

150.0

150.0

NZ senior secured bond (PCT040)Amortised costMay-28175.05.25%

175.0

175.0

US private placementFair valueJan-2565.34.13%

65.3

65.3

US private placementFair valueJan-2732.64.23%

32.6

32.6

US private placementFair valueJul-29118.44.28%

118.4

118.4

US private placementFair valueJul-3144.44.38%

44.4

44.4

Total

1,385.7

1,246.7

1,246.7

Weighted average term to maturity

3.5 years

4.0 years

Weighted average interest rate before swaps (including funding costs)

7.40%

4.01%

1 As at 30 June 2023.

2 Interest rates on bank loans are at the 90-day benchmark borrowing rate (BKBM) plus a margin. Precinct also pays facility fees.

Precinct has committed funding of $1,385.7 million (2022: $1,622.7 million) including the NZ retail bonds and US private placements.

All lenders (excluding convertible noteholders) have the benefit of security over certain assets of the Group. The Group has given a

negative pledge which provides that it will not permit any security interest in favour of a party other than the lenders to exist over more

than 15% of the value of its properties.

To substantially remove currency risk, US private placement proceeds have been fully swapped back to New Zealand dollars.

Accounting policy

Interest bearing liabilities

Bank loans and the NZ retail bond are recognised initially at fair value less any attributable transaction costs. Subsequent to initial

recognition, these liabilities are stated at amortised cost using the effective interest method.

The US private placements are recognised at fair value including translation to NZD with any gains or losses recognised in the profit

or loss as they arise. This fair value is determined using swap models and present value techniques with observable inputs such as

interest rate and cross-currency curves. The movement in fair value attributable to changes in Precinct's own credit risk is calculated

by determining the changes in credit spreads above observable market interest rates and is recognised in other comprehensive

income. This measurement falls into level 2 of the fair value hierarchy.

Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are capitalised as part of the

cost of that asset.

96
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

19. Leases

a) Lease liabilities

Precinct has entered into ground leases (as lessee) and property leases (Generator as lessee). Ground leases have remaining non-

cancellable lease terms of between one and 49 years (2022: one and 51 years). Generator property leases have remaining non-

cancellable lease terms of between one and 10 years (2022: one and 12 years)

Amounts in $ millions30 June 202330 June 2022

Investment

propertiesFlexible spaceTotal

Investment

propertiesFlexible spaceTotal

Current

1.33.44.7

0.72.93.6

Non-current

30.627.958.5

17.831.349.1

Total lease liabilities31.931.363.2

18.534.252.7

Set out below are the movements in the carrying values of the lease liabilities during the period.

Amounts in $ millions

Investment

propertiesFlexible spaceTotal

Balance at 1 July 20213.037.340.3

Additions16.20.716.9

Disposals-(1.1)(1.1)

Accretion of interest0.93.34.2

Payments(1.6)(6.0)(7.6)

Balance at 30 June 202218.534.252.7

Balance at 1 July 2022

18.534.252.7

Additions

14.5-14.5

Disposals

---

Accretion of interest

1.73.24.9

Payments

(2.8)(6.1)(8.9)

Balance at 30 June 2023

31.931.363.2

b) Right-of-use assets

Amounts in $ millions

30 June 202330 June 2022

Investment

propertiesFlexible spaceTotal

Investment

propertiesFlexible spaceTotal

Total right-of-use assets30.7

1

24.955.6

17.928.946.8

1 Right-of-use assets for investment properties are included within investment properties value in the Consolidated Statement of Financial Position.

Set out below are the movements in carrying amounts of right-of-use assets during the period.

Amounts in $ millions

Investment

properties

1

Flexible space

2

Total

Balance at 1 July 20212.933.236.1

Additions16.20.716.9

Depreciation expense(1.2)(3.9)(5.1)

Disposals-(1.1)(1.1)

Balance at 30 June 202217.928.946.8

Balance at 1 July 2022

17.928.946.8

Additions

14.5-14.5

Depreciation expense

-(3.9)(3.9)

Fair value movement

(1.7)-(1.7)

Disposals

-(0.1)(0.1)

Balance at 30 June 2023

30.7

3

24.955.6

1 Held at fair value.

2 Held at depreciated cost.

3 Right-of-use assets for investment properties are included within investment properties value in the Consolidated Statement of Financial Position.

97
ANNUAL REPORT 2023

Accounting policy

Leases

At contract inception Precinct assesses whether a contract is, or contains, a lease. Where a contract conveys the right to control

the use of an identified asset for a period of time in exchange for consideration it is considered a lease.

Precinct as a lessee

Precinct applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value

assets where IFRS 16 recognition exemptions are applied. Precinct recognises lease liabilities to make lease payments and right-of-

use assets representing the right to use the underlying assets.

Right-of-use assets

Precinct recognises right-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for

use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any

remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of the lease liabilities recognised, initial direct

costs incurred and lease payments made at or before the commencement date less any lease incentives received. Right-of-use

assets are depreciated on a straight-line basis over the term certain life of the lease.

Lease liabilities

At the commencement date of the lease Precinct recognises lease liabilities measured at the present value of lease payments to

be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease

incentives receivable, variable lease payments that depend on an index or a rate and amounts expected to be paid under

residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be

exercised by Precinct and payments of penalties for terminating the lease if the lease term reflects Precinct exercising the option to

terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses in the period in which

the event or condition that triggers the payment occurs.

In calculating the present value of lease payments Precinct uses its incremental borrowing rate at the lease commencement date

because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amounts of lease

liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying

amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g.,

changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in

the assessment of an option to purchase the underlying asset.

20. Derivative Financial Instruments

Amounts in $ millions30 June 202330 June 2022

Fair value of derivative financial instruments

Current assets

5.3

3.5

Non-current assets

1

49.8

48.2

Current liabilities

-

-

Non-current liabilities

(29.0)

(20.5)

Total26.1

31.2

Notional contract cover (fixed payer)

900.0

900.0

Notional contract cover (fixed receiver)

425.0

425.0

Notional contract cover (cross currency swaps - fixed receiver)

260.7

260.7

Percentage of net drawn borrowings fixed

72.2%

64.2%

Weighted average term to maturity (fixed payer)

2.6 years

3.5 years

Weighted average interest rate after swaps (including funding costs)

5.61%

4.02%

1 This includes the cross currency interest rate swap valuation of $22.7 million (June 2022: $25.1 million) and a net credit value adjustment of $0.7 million (June 2022:

$0.9 million credit).

98
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Amounts in $ millions30 June 202330 June 2022

Unrealised net gain / (loss) on financial instruments

Interest rate swaps

3.7

42.9

US private placement

1

2.5

1.4

Convertible note option

-

(11.2)

Subtotal unrealised net gain / (loss) on financial instruments6.2

33.1

Credit risk adjustments on financial liabilities designated at fair value through profit or loss

7.8

(1.7)

Total unrealised net gain / (loss) on financial instruments14.0

31.4

1 This is the net impact, excluding the credit risk adjustment, of the movement in value of the cross currency interest rate swap and the US private placement notes.

Accounting policy

Derivative financial instruments

Precinct uses derivative financial instruments (interest rate and cross currency swaps) to manage its exposure to interest rate and

foreign exchange risks arising from operational, financing and investment activities.

Derivative financial instruments are recognised initially at fair value and subsequently re-measured and carried at fair value. They

are carried as assets when the fair value is positive and liabilities when the fair value is negative. The gain or loss on re-measurement

to fair value is recognised directly in profit or loss.

The fair value is the estimated amount that Precinct would receive or pay to terminate the swap at the balance date, taking into

account current rates and creditworthiness of the swap counterparties. This is determined using swap models and present value

techniques with observable inputs such as interest rate and cross-currency curves. The fair value of derivatives fall into level 2 of the

fair value hierarchy.

21. Capital Commitments

Precinct has $172.5 million of capital commitments as at 30 June 2023 (2022: $298.0 million) relating to construction contracts and

property purchases still to be settled.

22. Operating Lease Commitments

Precinct has entered into investment property leases (as lessor) which have remaining non-cancellable lease terms of between one

and 17 years.

Future minimum rentals receivable under non-cancellable operating leases are as follows:

Commitments as lessor (receivable)

Amounts in $ millions

30 June 202330 June 2022

Within one year

167.6

186.6

After one year but not more than five years

515.7

611.2

More than five years

342.3

530.8

Total1,025.6

1,328.6

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

amounts in future may differ due to rent review provisions within the lease agreements.

23. Contingencies

a. Contingent liabilities

There are no contingent liabilities as at 30 June 2023 (June 2022: $nil).

b. Contingent assets

There are no contingent assets as at 30 June 2023 (June 2022: $nil).

99
ANNUAL REPORT 2023

24. Share-Based Payments

a) Description of share-based payment arrangements

On 1 April 2021, Precinct introduced a long-term incentive scheme (‘scheme’) for key management personnel and senior executives.

Under this scheme, share rights were issued which entitles participants to receive ordinary shares in Precinct. The original tranche of

rights vest within the period of 15-39 months from 1 April 2021. All rights issued after the original tranche generally vest over a period of

36 months. Vesting of share rights are subject to achieving service and/or performance conditions and is classified as equity-settled.

These are at-risk payments designed to align the reward for senior management personnel and senior executives with the

enhancement of shareholder value over a multi-year period.

The key terms and conditions related to the grants under this scheme are as follows:

Restricted share rights

(granted to senior

management personnel

and senior executives)

Vest over service periods of 36-48 months provided the participant remains employed by Precinct.

Performance share rights

(granted to senior

executives)

Vest over 36-39 months (assessment period) if the related performance hurdle is met and participant

remains employed by Precinct. These will vest as follows:

Absolute TSR rights (one-third of performance share rights)

If Precinct's TSR exceeds a specified annualised compounding rate.

Relative TSR rights (one-third of performance share rights)

Over the assessment period on a progressive vesting scale based on Precinct's TSR relative to the TSR of

property group comprising other listed property issuers.

FFO growth rights (one-third of performance share rights)

Over the assessment period on a progressive vesting scale based on Precinct's FFO growth per share

relative to CPI growth rate.

TSR - Total shareholder's return; FFO - Funds from operations

On vesting date, subject to meeting the service and performance conditions as above, each share right converts to one ordinary

share. Key management personnel and senior executives are liable for tax on the shares received at this point.

b) Reconciliation of outstanding share rights

The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, all share options during

the year.

30 June 202330 June 2022

Number in millions

NumberWAEP

1

NumberWAEP

1

Outstanding at 1 July

2.4$0.88

2.8$0.95

Exercised during the year

(0.4)

2

$1.29

(0.4)

3

$1.37

Granted during the year

4.4$0.92

--

Outstanding at 30 June

6.4$0.88

2.4$0.88

1 Weighted average exercise price is the average exercise price for the group of share rights transactions weighted by the shares in each transaction.

2 Share rights vested 30 June 2023 with shares issued on 3 July 2023.

3 Share rights vested 30 June 2022 with shares issued on 1 July 2022.

The weighted average remaining contractual life of share rights outstanding at 30 June 2023 is 2.2 years.

100
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

c) Fair value measurement of share rights

The fair value of the employee share rights awarded has been measured using a binomial model and Monte Carlo simulation. Service

and non-market performance conditions attached to the arrangements were not taken into account in measuring fair value.

The inputs used in the measurement of fair values at grant date of the award share rights were as follows:

Grant date 1 April 2021

Restricted share

rights 1

Restricted share

rights 2

Restricted share

rights 3

Absolute TSR rightsRelative TSR rightsFFO growth

Fair value ($)1.6381.6381.6380.5100.6301.410

Share price ($)1.6301.6301.6301.6301.6301.630

Expected volatility (%)N/AN/AN/A19.7019.7019.70

Expected life1 yr 3 mths2 yrs 3 mths3 yrs 3 mths3 yrs 3 mths3 yrs 3 mths3 yrs 3 mths

Risk free rate (%)N/AN/AN/A0.570.570.57

Grant date 1 July 2022

Restricted share

rights 1

Absolute TSR rightsRelative TSR rightsFFO growth

Fair value ($)1.3300.5100.6500.961

Share price ($)1.3301.3301.3301.330

Expected volatility (%)N/A19.9019.9019.90

Expected life3 yrs3 yrs3 yrs3 yrs

Risk free rate (%)N/A3.453.453.45

Grant date 14 April 2023

Restricted share rights 1

Fair value ($)1.255

Share price ($)1.280

Expected volatility (%)N/A

Expected life4 yrs

Risk free rate (%)N/A

Expected volatility has been based on an evaluation of the historical volatility of the Precinct’s share price, particularly over the

historical period commensurate with the expected term. The expected term of the share rights has been based on historical

experience and general option holder behaviour. The risk-free rate reflects the interpolated rate for the period of 3 years and 3 months

based on data sourced from the Reserve Bank of New Zealand.

The management expense relating to the LTI scheme for the year ended 30 June 2023 is $1.4 million (2022: $1.2 million) with a

corresponding increase in the share-based payments reserve. The unamortised fair value of the remaining share rights at 30 June 2023

is $3.8 million (2022: $1.1 million).

Accounting Policy

Recognition and measurement

The grant-date fair value of share-based payment arrangements granted to employees is generally recognised as an expense, with

a corresponding increase in equity, over the vesting periods of the awards. The amount recognised as an expense is adjusted to

reflect the number of awards for which the related service and non-market performance conditions are expected to be met, such

that the amount ultimately recognised is based on the number of awards that meet the related service and non-market

performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant date fair

value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected

and actual outcomes.

Key estimates and assumptions

It has been assumed that the key management personnel and senior executives will remain employed with Precinct on each of the

vesting dates and that the non-market performance conditions will be met.

101
ANNUAL REPORT 2023

25. Interests in Associates and Joint Ventures

Set out below are the associates and joint ventures of Precinct as at 30 June 2023 which, in the opinion of the directors, are material to

Precinct.

Amounts in $ millionsCountry of

incorporation

OwnershipOwnership

interest

Nature of

relationship

Measurement

method

Precinct Pacific Investment Limited Partnership ("PPILP")New ZealandUnits24.9%AssociateEquity

Precinct Properties Residential Limited ("PPRL")New ZealandShares50.0%Joint VentureEquity

Amounts in $ millions30 June 202330 June 2022

Precinct Pacific Investment Limited Partnership ("PPILP")

55.2

-

Precinct Properties Residential Limited ("PPRL")

4.1

-

59.3

-

Precinct Pacific Investment Limited Partnership ("PPILP")

Given the extent of Precinct's equity investment as at balance date of 24.9%, the appointment of Precinct Properties Management

Limited ("PPML") as manager, and that two of Precinct's current executives are directors of the PPILP General Partnership, the Precinct

Board has concluded that Precinct has "significant influence" over PPILP. As such, Precinct's interest in PPILP has been treated as an

interest in an associate.

Precinct Properties Residential Limited ("PPRL")

Precinct Properties Residential Limited ("PPRL") is a multi-unit residential development business jointly owned by Precinct and Lamont &

Co. and if focussed on the delivery of high-quality multi-until residential developments.

Summarised financial information for associates and joint ventures

The following tables provide summarised financial information for the associates and joint ventures of Precinct and reflect the amounts

presented in the financial statements of the relevant entities, not Precinct's share of those amounts.

Summarised statement of comprehensive income

Amounts in $ millionsPPILPPPRL

30 June 202330 June 2023

Net rental income

10.20.6

Corporate expenses

(0.8)(0.3)

Finance income

--

Finance expense

(6.4)-

Other (expense) / income

(1.2)-

Income tax expense

-(0.1)

Profit / (loss)1.80.2

Other comprehensive income

--

Total comprehensive profit / (loss)1.80.2

Summarised statement of financial position

Amounts in $ millionsPPILPPPRL

30 June 202330 June 2023

Assets

Current assets

4.80.3

Investment properties

464.7-

Other non-current assets

1.9-

471.40.3

Liabilities

Current liabilities

1.01.9

Borrowings - non-current

238.5-

Other non-current liabilities

--

239.51.9

Net assets231.9(1.6)

102
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Reconciliation to carrying amounts

Amounts in $ millionsPPILPPPRL

30 June 202330 June 2023

Opening net assets--

Partners' contribution

231.9-

Issue of shares

-7.9

Acquisition of Lamont

-(9.7)

Profit / (loss)

1.70.2

Tax credits allocated to partners

--

Other comprehensive income

--

Distribution paid

(1.7)-

Closing net assets231.9(1.6)

Amounts in $ millionsTotalPPILPPPRL

Precinct's share in %

24.9%50.0%

Share of net assets at carrying percentage56.957.7(0.8)

Goodwill

(4.9)

Closing carrying amount4.1

Opening carrying amount---

Partners' contribution/Issue of Shares

61.757.74.0

Profit / (loss)

(2.0)(2.1)0.1

Other comprehensive income

---

Distribution paid

(0.4)(0.4)-

Closing carrying amount59.455.24.1

Accounting policy

Interests in associates and joint ventures

Interests in associates and joint ventures are accounted for using the equity method and are stated in the consolidated statement

of financial position at cost, adjusted for the movement in Precinct's share of their net assets and liabilities. Under this method,

Precinct's share of the profits and losses after tax of associates and profit and loss before tax of the joint ventures are included in

Precinct profit before taxation. Adjustments to the carrying amount are also made for Precinct's share of changes in the associates'

and the joint venture's other comprehensive income. When there has been a change recognised directly in the equity of the

associate or joint venture, Precinct recognises its share of any changes, when applicable, in the statement of changes in equity.

Under the equity method, gain or loss resulting from the transfer of investment properties to associates or joint ventures in exchange

for cash or shares is recognised only to the extent of the other investors' interest in the associates or joint ventures, however when

cash and shares are received, the portion of the gain or loss relating to cash is recognised in full.

At each reporting date, Precinct assesses its equity-accounted investments to determine whether there is any indication of

impairment. If any such indication exists, then the investments' recoverable amount is estimated as a single asset by comparing its

recoverable amount with its carrying amount.

The recoverable amount is the greater of its value in use and its fair value less costs of disposal. Value in use is based on the

estimated future cash flows, discounted to their present value using a pre-tax discount rate that reflects current market assessments

of the time value of money and the risks specific to the asset or cash generating unit. Fair value less costs of disposal is the price that

would be received to sell an asset in an orderly transaction between market participants at the measurement date, less the costs of

disposal and includes a strategic premium that is associated with collectively owning more than the sum of the individual shares.

If the carrying amount of an equity-accounted investment exceeds its recoverable amount, an impairment loss is recognised in

profit or loss and is applied to the carrying amount of the equity-accounted investment. Such impairment loss is not allocated to the

underlying assets that make up the carrying amount of the equity-accounted investment. Impairment loss is subsequently reversed

only to the extent that the recoverable amount of the investment subsequently increases.

103
ANNUAL REPORT 2023

26. Key Management Personnel

Amounts in $ millions30 June 202330 June 2022

Directors' fees

1

0.8

0.8

Executive team remuneration

2

6.0

4.7

Total6.8

5.5

1 Includes due diligence committee (DDC) fees that may be capitalised depending on the nature of the DDC.

2 Total remuneration comprising base salary, STI payments, market value of LTI shares vesting and employer contributions to superannuation.

27. Capital Management

The Group's capital includes ordinary shares, retained earnings and interest bearing liabilities. When managing capital, management's

objective is to ensure Precinct continues as a going concern as well as to maintain optimal returns to shareholders and benefits for

other creditors. Management also aims to maintain a capital structure that ensures the lowest cost of capital is available to Precinct.

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

developments, dividend policy, share buy backs and issuance of new shares.

Precinct’s banking covenants require total liabilities (excluding deferred tax, derivative financial instruments and sub-ordinated debt

liability) to not exceed 50% of total assets. Precinct has complied with this requirement during this year and the previous year.

Precinct’s policy in respect of capital management is reviewed regularly.

28. Financial Risk Management

In the normal course of business through the use of financial instruments, Precinct is exposed to interest rate risk, credit risk and liquidity

risk. The Board agrees and reviews policies for managing each of these risks.

Financial instruments held:

Amounts in $ millions30 June 202330 June 2022

At amortised

cost

Fair value

through profit or

lossTotal

At amortised

cost

Fair value

through profit

or lossTotal

Financial assets

Cash

16.6-16.6

11.5-11.5

Debtors

10.1-10.1

6.9-6.9

Loan receivables

33.0-33.0

---

Derivative financial

instruments

-55.155.1

-51.751.7

Total59.755.1114.8

18.451.770.1

Financial liabilities

Other current liabilities

28.9-28.9

31.0-31.0

Interest bearing liabilities

986.0277.61,263.6

986.0296.61,282.6

Derivative financial

instruments

-29.029.0

-20.520.5

Total1,014.9306.61,321.5

1,017.0317.11,334.1

a) Interest rate risk

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.

Precinct’s policy is to manage its interest rates using a mix of fixed and variable rate debt. Precinct’s policy is to keep at least 60%

(based on a one year horizon) of its interest bearing liabilities at fixed rates of interest. To manage this mix Precinct enters into interest

rate swaps, in which Precinct 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 following table demonstrates the sensitivity to a reasonably possible change in interest rates on interest bearing liabilities, after the

impact of hedging with all other variables held constant.

104
Notes to the Financial Statements (Continued)

For the year ended 30 June 2023

PRECINCT PROPERTIES NEW ZEALAND LIMITED

Amounts in $ millions30 June 202330 June 2022

Effect on profit

or equity

Effect on profit

or equity

25 basis point increase

(0.9)

(1.1)

25 basis point decrease

0.9

1.1

b) Credit 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 subject Precinct to credit risk principally consist of cash, debtors, loan receivables

and derivative financial instruments in an asset position. Precinct’s exposure to credit risk is equal to the carrying value of the financial

instruments.

Precinct conducts credit assessments to determine credit worthiness prior to entering into lease agreements. In addition, debtor and

loan balances are monitored on an ongoing basis with the result that Precinct’s exposure to bad debts is not significant. No loan

balances are past due.

There is no significant concentration of credit risk as financial assets are spread amongst a number of counterparties.

c) Liquidity risk

Liquidity risk is the risk that Precinct will experience difficulty in either realising assets or otherwise raising sufficient funds to satisfy

commitments associated with financial liabilities.

Precinct 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. The Group manages liquidity by maintaining adequate committed credit facilities and

spreading maturities in accordance with internal policy.

The tables below analyse Precinct’s financial liabilities (principal and interest) and net cash flows of derivative financial instruments into

relevant contracted maturity periods.

Amounts in $ millionsCarrying amount0 - 1 yr1-2 yrs2-5 yrs>5 yrsTotal contractual

cash flows

30 June 2023

Interest bearing liabilities

1,263.639.8222.6965.6174.91,402.9

Net derivative financial

instruments

(26.1)16.013.838.94.573.2

Other current liabilities

28.928.9---28.9

Total1,266.484.7236.41,004.5179.41,505.0

30 June 2022

Interest bearing liabilities1,282.630.7110.8881.1355.21,377.8

Net derivative financial

instruments(31.2)11.914.333.613.473.2

Other current liabilities31.031.0---31.0

Total1,282.473.6125.1914.7368.61,482.0

Accounting policy

Derecognition of financial instruments

Financial assets are derecognised when the right to receive cash flows from the financial asset has expired or when the entity

transfers substantially all the risks and rewards of the financial asset. If the entity neither retains nor transfers substantially all of the risks

and rewards, it derecognises the asset if it has transferred control of the asset. Financial liabilities are derecognised when the

obligation has expired or been transferred.

105
ANNUAL REPORT 2023

29. Events After Balance Date

Precinct completed the corporate restructuring of the Precinct group of companies into a stapled group effective 1 July 2023. Precinct

Properties Group comprises the stapling of Precinct Properties New Zealand Limited (PPNZ) shares to Precinct Properties Investments

Limited (PPIL) shares on a one for one basis and commenced trading on the NZX Main Board on 3 July 2023. The ticker code for the

stapled shares remains PCT.

Precinct was granted waivers from the NZX Main Board Listing Rules 3.5 to 3.8 to permit Precinct Properties Group to provide the

information required in annual reports and half-yearly results announcements on a consolidated basis, rather than for PPNZ and PPIL

groups separately. This exemption will be used in preparing the consolidated financial statements for the year ending 30 June 2024 and

the half year period ending 31 December 2023.

PPNZ incorporated PPIL as a wholly-owned subsidiary on 14 December 2022 with the purpose of being the holding company of the

PPNZ Non Portfolio Investment Entities (non-PIE). Immediately prior to year end, PPNZ transferred its shareholding in all the non-PIE

entities to PPIL at market value in exchange for shares in PPIL. These shares in PPIL were then distributed to PPNZ shareholders on 1 July

2023 on a one for one basis, such that all shareholders now hold an equal number of shares in PPNZ and PPIL.

As of the date of these financial statements, the purchase price allocation is incomplete as the business combination took place

immediately after year end. Management is in the process of determining fair values for the assets acquired and liabilities assumed.

The net assets acquired relate to the PPNZ management business and non-PIE group companies, including their employees, tangible

assets, assumed employee liabilities and systems.

PPNZ will principally invest in prime CBD properties in New Zealand while PPIL will focus on property management services and

operational businesses. Both entities are domiciled in New Zealand and are registered under the Companies Act 1993.

Further information relating to the stapling transaction will be circulated to shareholders during the course of the 2024 financial year.

The sale of 40 and 44 Bowen Street to BILP settled on 15 August 2023. The proceeds from the sale were applied to the repayment and

cancellation of $100 million of the bank facility due to mature in February 2025.

On 22 August 2023 the Board approved the financial statements for issue and approved the payment of a dividend of 1.675 cents per

share to be paid on 22 September 2023.

106
PRECINCT PROPERTIES NEW ZEALAND LIMITED

Independent auditor's report to the Shareholders of Precinct Properties New Zealand Limited

Opinion

We have audited the financial statements of Precinct Properties New Zealand Limited (“the Company”) and its subsidiaries (together

“the Group”) on pages 78 to 105, which comprise the consolidated statement of financial position of the Group as at 30 June 2023,

and the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement

of cash flows for the year then ended of the Group, and the notes to the financial statements including a summary of significant

accounting policies.  

In our opinion, the consolidated financial statements on pages 78 to 105 present fairly, in all material respects, the financial position of

the Group as at 30 June 2023 and its consolidated financial performance and consolidated cash flows for the year then ended in

accordance with New Zealand equivalents to International Financial Reporting Standards and International Financial Reporting

Standards.  

This report is made solely to the Company's shareholders, as a body. Our audit has been undertaken so that we might state to the

Company's shareholders those matters 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.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand). Our responsibilities under those

standards are further described in the

Auditor’s responsibilities for the audit of the financial statements

section of our report.

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

International


Code of Ethics for Assurance

Practitioners (including International Independence Standards) (New Zealand)

issued by the New Zealand Auditing and Assurance

Standards Board, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

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

Ernst & Young provides other assurance related services to the group. Ernst & Young leases office space from the Group. Partners and

employees of our firm may deal with the Group on normal terms within the ordinary course of trading activities of the business of the

Group. We have no other relationship with, or interest in, the Group.

Key audit matters

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

financial statements of the current year. These matters were addressed in the context of our audit of the consolidated financial

statements as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each

matter below, our description of how our audit addressed the matter is provided in that context.

We have fulfilled the responsibilities described in the

Auditor's responsibilities for the audit of the financial statements

section of the

audit report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to

respond to our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures,

including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying

consolidated financial statements.

A member firm of Ernst & Young Global Limited

107
ANNUAL REPORT 2023

Investment and Development Property Valuations

Why significantHow our audit addressed the key audit matter

The Group’s investment and development properties have

assessed fair values of $2,605 million and $524 million respectively,

and account for 80% of the group’s total assets.

The Group engaged third-party registered valuers to determine

the fair value of each investment and development property at

30 June 2023.

The property valuations require the use of judgments specific to

the properties, as well as consideration of the prevailing market

conditions. Significant assumptions used in the valuations are

inherently subjective and a small difference in any one of the key

assumptions, when aggregated, could result in a significant

change to the property valuations. As a result, we consider the

valuation of investment and development properties and the

related disclosures in the financial statements to be significant to

our audit.

For investment and development properties key assumptions are

made in respect of:

• Forecast market rent and rental growth rates; and

• estimated capitalisation or discount rates.

For development properties, which are valued using the residual

approach, additional key assumptions are made in respect of:

• forecast development costs; and

• profit and risk allowance.

Disclosures relating to investment and development properties

and the associated significant judgments are included in Note 9

‘Investment and Development Properties’ to the consolidated

financial statements.

Our audit procedures included the following:

• Held discussions with management to understand:

– changes in the condition of each property; and

– the impact market conditions had on the Group’s

investment and development properties.

• On a sample basis we:

– Evaluated the Group’s internal review of the third-party

valuation reports.

– Involved our real estate valuation specialists to assist with our

assessment of whether significant valuation assumptions fell

within reasonable ranges and the valuation methodologies

adopted were appropriate.

– Assessed key inputs supplied to the third-party valuers by the

Group, including comparing the tenancy schedule and

specific provisions in the lease agreements to the underlying

records held by the Group.

– Assessed the significant assumptions applied by the third-

party valuers for reasonableness compared to previous

period assumptions, the changing state of the properties

and other market changes.

– Assessed the competence, qualifications and objectivity of

the third party-valuers.

– Agreed the carrying value of each property to the relevant

third-party valuation report.

• Considered the adequacy of the disclosures in relation to

investment and development properties.

A member firm of Ernst & Young Global Limited

108
PRECINCT PROPERTIES NEW ZEALAND LIMITED

Information other than the financial statements and auditor's report

The directors of the Company are responsible for the annual report, which includes information other than the consolidated financial

statements and auditor’s report.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of

assurance conclusion thereon.

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 during the audit, or otherwise appears to be materially misstated.

If, based upon the work we have performed, we conclude that there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report in this regard.

Directors' responsibilities for the financial statements

The directors are responsible, on behalf of the entity, for the preparation and fair presentation of the consolidated financial statements

in accordance with New Zealand Equivalents to International Financial Reporting Standards and International Financial Reporting

Standards, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that

are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the directors are responsible for assessing on behalf of the entity 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 cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the 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 International Standards on Auditing

(New Zealand) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are

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

users taken on the basis of these consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is located at External Reporting Board’s

website: https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-report-1/. This description forms

part of our auditor’s report.

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

Chartered Accountants

Auckland

22 August 2023

A member firm of Ernst & Young Global Limited

109
Directory.

Directory.

ANNUAL REPORT 2023

Precinct Properties New Zealand LimitedDirectors of Precinct

Registered Office of Precinct

Level 12,

188 Quay Street

Auckland, 1010

New Zealand

T: +64-9-927-1647

E: hello@precinct.co.nz

W: www.precinct.co.nz

Craig Stobo – Chair, Independent Director

Anne Urlwin – Independent Director

Graeme Wong – Independent Director

Nicola Greer – Independent Director

Mark Tume – Independent Director

Chris Judd – Independent Director

Officers of PrecinctManager

Scott Pritchard, Chief Executive Officer

George Crawford, Deputy Chief Executive Officer

Richard Hilder, Chief Financial Officer

Precinct Properties Management Limited

Level 12,

188 Quay Street

Auckland, 1010

New Zealand

BankersAuditor

ANZ New Zealand Bank

Bank of New Zealand

ASB Institutional Bank

Westpac New Zealand

The Hong Kong and Shanghai Banking Corporation

Ernst & Young

2 Takutai Square

Britomart

Auckland 1010

New Zealand

Bond TrusteeSecurity Trustee

The New Zealand Guardian

Trust Company Limited

Level 15

191 Queen Street

Auckland

Public Trust

Level 35, Vero Centre

48 Shortland Street

Auckland 1010

Registrar – Investors

Computershare Investor Services Limited

Level 2, 159 Hurstmere Road

Takapuna, North Shore City

Private Bag 92 119

Auckland 1142

Telephone:+64-9-488-8700

Email:enquiry@computershare.co.nz

Website:www.computershare.co.nz

Fax:+64-9-488-8787

Please contact our registrar:

• To change investment details such as name, postal address or method of payment.

• For queries on dividends and interest payments.

• To elect to receive electronic communication.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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