Vital Healthcare Property Trust logo

Vital 2023 Annual Meeting

AGM8 November 2023VHPReal Estate




































G R E S B G L O B A L S E C T O R
L E A D E R ( 1 S T P L A C E )

F O R D E V E L O P M E N T

B E N C H M A R K ( L I S T E D

A N D N O N L I S T E D

H E A L T H C A R E

G L O B A L L Y )

S E C O N D P L A C E F O R

D E V E L O P M E N T S I N

L I S T E D F O R A L L

E N T R A N T S

( O C E A N A )

5-S T A R G R E S B

R A T I N G F O R

D E V E L O P M E N T

B E N C H M A R K



8.1%

increase in

AFFO over FY23

▸▸▸▸▸
2023 SILVER AND FINALIST

COMMUNICATIONS AWARD

V I T A L A C K N O W L E D G E D A S S E C T O R L E A D E R F O R
E S G I N H E A L T H C A R E F O R L I S T E D E N T I T I E S G L O B A L L Y

Trustees Executors’ Group of Companies
The oldest continually registered Company in New Zealand –incorporated 6 July 1881

Sterling Grace (NZ) Limited

The oldest continually

registered Company in

New Zealand –

incorporated 6 July 1881

Trustees Executors Limited

100% owned by Sterling Grace (NZ) Limited

33 other subsidiaries

(including T.E.A. Custodians Limited)

all 100% owned by Trustees Executors Limited

Supervised Entity
Investors

Corporate Trustee
Services

Independent Licensed

Supervisor and

Corporate Trustee for:

Asset

Securitisation

Including Asset Trustee,

Security Trustee and

Custodian

Custodial Services

Employee Share

Schemes &

Escrow Services

Retirement

Villages

Supervising Retirement

Village Operators

Debt Issuers

Corporate Notes and

Bonds (Listed) &

Wholesale Issuers such as

Local Councils

Non-Bank

Deposit Takers

Finance Companies,

Credit Unions &

Building Societies

Managed Investment

Schemes

KiwiSaver,

Managed Funds,

Super Schemes and

Property Funds

























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VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz
Managed by Northwest Healthcare

Properties Management Limited

Page 1 of 9


PO Box 6945, Victoria Street West, Auckland 1142


The following are the addresses of the Independent Chair and the Fund Manager for the Vital

Healthcare Property Trust Annual Meeting held as a hybrid of a physical meeting at the Tuhono

Room, Ground Lobby, HSBC Tower, 188 Quay Street, Auckland CBD and a virtual meeting

through the Computershare Meeting Platform https://meetnow.global/nz on Thursday, 9

November 2023 commencing at 9.30am.

___________________________________

Slide 1 – Cover slide

GRAHAM:

Tena kotou, tena kotou, tena kotou katoa.

Welcome to the 2023 Annual Meeting of Vital Healthcare Property Trust.

My name is Graham Stuart, and I am the Independent Chair of Vital Healthcare Property Trust.

Vital’s Supervisor has appointed me as Chair of this meeting.

As you are aware, we are holding this meeting in person in Auckland as well via Computershare’s

virtual meeting platform. Unit Holders, proxy holders and guests can attend the meeting in person

or virtually. All attendees can watch a live webcast of the meeting and read the associated

company documents.

Holding this meeting in person and online provides our Unit Holders with the maximum ability to

participate in this meeting from wherever they are located.

___________________________________

Slide 2 – Questions

During the meeting I will invite questions in relation to three formal addresses, Vital’s FY23

accounts, the proposed re-election of Dr Stanford as an Independent Director and general

business.

If you are a Unit Holder or proxy holder attending in person and wish to ask a question, please

wait until the relevant time and raise your hand. Please wait until you have been provided a

microphone to ensure those attending virtually can hear your question.

If you are a Unit Holder or proxy holder and are attending virtually you can submit a written

question during the live meeting. Please select the Q&A tab on the right half of your screen

anytime. Type your question into the field and press send. Your question will be immediately

submitted.

If you require any assistance, you can type your query into the Q&A tab and Computershare will

assist you via the chat function. Alternatively, you can call Computershare on 0800-650-034.



VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz

Managed by Northwest Healthcare

Properties Management Limited

Page 2 of 9


Whilst you can submit questions from now on, I will not address them until the relevant time in the

meeting. Your questions may be moderated or, if we receive multiple questions on one topic,

amalgamated.

If we run out of time to answer any questions, we will answer them in due course via email or

posting responses on our website.

Voting today will be conducted by way of a poll. Voting will shortly be opened online.

Computershare will collect voting forms from those attending in person and will collate results

from both voting methods.

Results of the poll will be released to the NZX later today.

___________________________________

Slide 3 – Voting

The Notice of Annual Meeting has been circulated to all Unit Holders. It sets the scope of what

we are scheduled to discuss today and includes the details of the one resolution we are due to

consider. I am pleased to confirm that there is a quorum present, and I declare the 2023 Annual

Meeting of Unit Holders of Vital Healthcare Property Trust open.

If you are eligible to vote at this meeting, you are now able to cast your vote under the vote tab.

To vote, simply select your voting direction from the options shown on screen. Your vote has been

cast when the green tick appears.

To change your vote, simply select ‘Change Your Vote’. You can change your vote until I declare

voting closed.

I will give you a warning before I move to close voting.

___________________________________

Slide 4 – Meeting Agenda

The order for the meeting is as follows:

First, the three formal presentations:

 my address as Independent Chair;

 followed by Aaron Hockly who leads Vital’s executive team; and

 finally, Stuart Howard from Trustees Executors, the Trust’s Supervisor.

I will then table the Annual Financial Statements and invite questions on any matter regarding the

Trust or the presentations other than Michael Stanford’s re-election.

We then move to the formal business being the proposed resolution that Michael Stanford be re-

elected as an Independent Director of Northwest Healthcare Properties Management Ltd, Vital’s

Manager and then I will invite any questions on his proposed re-election.

After voting is complete, we have an opportunity for general business and I will invite you to ask

any other relevant questions you may have.

We will then conclude the meeting.

Copies of the minutes of last year’s Annual Meeting are available on Vital’s website vhpt.co.nz.

___________________________________



VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz

Managed by Northwest Healthcare

Properties Management Limited

Page 3 of 9


Slide 5 – Board of the Manager

The full Board of the Manager is in attendance today with all of my Board colleagues attending

virtually.

___________________________________

Slide 6 – In Attendance

I would also like to welcome:

 Vital’s executive team, some in person on stage with me and the balance attending

virtually;

 Stuart Howard and Raveen Kaur from the Supervisor of the Trust;

 Andrew Boivin and Rebecca Clark from the auditors of the Trust; and

 Toby Sharpe from the legal adviser to the Manager.

___________________________________

Slide 7 – Address by the Independent Chair of the Manager

It has been another busy year for the Trust, and it gives me great pleasure to deliver this address

as Independent Chair of the Manager.

___________________________________

Slide 8 – Key Events over FY23 and FY24 to date

The operating performance of the Trust continues to be strong however the sharp rise in interest

rates has impacted property values and funding costs.

We have responded to the changed economic environment by divesting a number of non-core

properties to reduce debt levels, and by deferring, and in some cases cancelling, developments

planned at a time when interest rates were more favourable.

These moves ensure that the Trust continues to maintain a high-quality property portfolio, with a

sound capital structure and a sustainable growth strategy. This gives the Trust the resilience needed

for a more challenging economic environment and the ability to sustain a strong distribution flow.

By remaining disciplined with our investment decisions and staying focused on our tenant

relationships, the Trust will continue to benefit from the positive dynamic that the healthcare sector

enjoys. We have a high proportion of our leases indexed to CPI, quality tenants and a weighted

average lease term of 19.4 years.

Vital is a long-term investor. While economic changes such as we have seen in the past 24

months may require some course corrections, the overall thrust of our strategy remains the same.

We look through market cycles and focus on investing in high quality healthcare properties in

attractive locations and with strong and stable tenants. We have confidence this strategy will

continue to deliver superior returns over time.

Vital paid 9.75 cents per unit in distributions over the 2023 financial year up 1.3% on the prior

year. We have provided guidance of at least 9.75 cents for the current financial year.

The past 12 months have been an active period for your Board. The sharp rise in interest rates

and the volatility in capital markets has underscored the importance of having a disciplined

approach to capital and investment. Early in the year we embarked in a divestment programme

targeting at least $200 million of asset sales. To date $155 million of sales have been completed

with a further $70m contracted and several more in the pipeline.



VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz

Managed by Northwest Healthcare

Properties Management Limited

Page 4 of 9


This year, the Manager, supported by the Northwest teams in New Zealand, Australia and

Canada, has continued to pursue our strategy in a disciplined and focussed manner.

In July 2022, we commenced construction of Stage II of the Playford Health Hub. In October we

commenced construction on the Ormiston Hospital expansion.

In December we completed a $96.5 million development of consulting suites at Epworth Eastern

Hospital and approved a $A140.7 million 6 Star Green Star development in Queensland, the

RDX facility.

In March this year we completed bank debt refinancing extending our facility limits and term and

we have no facilities expiring before Q1 in 2025.

Pleasingly, last month the Trust was recognised as the leading listed Healthcare Property fund

globally by ESG benchmark provider GRESB. This assessment is an investor driven global ESG

benchmark and reporting framework for property and infrastructure companies, and our top rating

confirms that we are on the right track in meeting global standards of Environmental, Social and

Governance practices.

These activities represent a small part of the activity undertaken this past year; Aaron Hockly will

provide greater detail in his report.

In July Paul Dalla Lana was replaced as a Northwest appointee on the Vital Board, by Mike Brady.

I would like to take this opportunity to acknowledge Paul’s vast contribution to Vital and to wish

him the best for the future.

___________________________________

Slide 9 – Address by the Fund Manager

It is my pleasure to now introduce Vital’s Fund Manager and Senior Vice President for Northwest,

Aaron Hockly.

AARON:

Ata marie e te whanau.

It gives me great pleasure to present to this my fourth Annual Meeting as the Trust’s Fund Manager.

___________________________________

Slide 10 – Overview of Vital

As Graham has highlighted Vital’s strategy has not changed and I believe is well-understood – we

buy, own and develop healthcare property across Australia and New Zealand as a means to

provide income returns and capital growth for Vital’s Unit Holders. We are adjusting our tactics

in light of changing market conditions but our strategy remains the same.

At 30 September 2023, Vital owned NZ$3.3 billion dollars of real estate comprising 43 income

producing healthcare properties across Australia and New Zealand as well as strategic land.

Approximately 70% of Vital’s assets are located in Australia and 30% in New Zealand with a focus

on major existing and emerging healthcare precincts in both countries.

The income producing properties have a weighted average lease expiry term of 19.4 years, the

longest in our sector.

We are targeting growing AFFO and distributions by 2-3% per unit per annum over the medium

term. This target is supported by a strong linkage between Vital’s rent reviews and CPI, evidenced

through like-for-like net property income growing by 5.3% for the 2023 financial year. This has



VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz

Managed by Northwest Healthcare

Properties Management Limited

Page 5 of 9


continued in FY24 with quarter 1 results showing like-for-like income growth of over 4% versus

the prior comparative quarter (after excluding some one-off items).

___________________________________

Slide 11 – Portfolio Highlights

Over the last two decades, Vital’s team has acquired and developed a high-quality portfolio of

healthcare real estate from Ascot Hospital here in Auckland developed over 20 years ago by Vital

to Wakefield Hospital in Wellington which is in the final stretch of a 5 year rebuild.

We have focused on a number of targeted portfolio enhancing initiatives over the last year, notably

the sale of non-core assets with around NZ$220 million sold or under contract to date. Sales

proceeds are used to initially repay debt and ultimately fund Vital’s development pipeline. The

combination of asset sales and developments will enhance the age, diversity, quality and resilience

of Vital’s property portfolio which should lead to enhanced returns for Unit Holders in future

periods.

We have continued to focus on leasing extensions for potential expiries in future years to ‘lock-in’

our defensive and predictable cash flows over the medium to long term.

We were proud to be ranked in first place by GRESB globally for listed healthcare and third place

for all listed entities in Oceania for standing investments. GRESB is the benchmark for over US$7.2

trillion of investments and the leading global benchmarking tool for sustainability for real estate

and infrastructure entities. These significant achievements reflect the efforts of our facilities and

asset management teams in improving the environmental monitoring and performance of Vital’s

assets. Here in New Zealand this has included 10 assets being rated for Green Star Performance

and all assets having undertaken energy audits to identify energy efficiency measures.

___________________________________

Slide 12 – Development Highlights

Work continued on Vital’s 11 committed developments across Australia and New Zealand. These

included Ormiston Hospital in Auckland, Grace Hospital in Tauranga and Wakefield Hospital in

Wellington.

At 30 September 2023, Vital had NZ$258m left to be spent on committed developments of which

~NZ$200m is expected to be spent by 31 December 2024 and the balance over the 2025

calendar year. This committed development pipeline is expected to be funded by asset sales and

existing debt headroom.

In addition to this committed pipeline, Vital has significant strategic land holdings which provide

a potential development pipeline of around NZ$2 billion. Whilst we continue to work on this

potential pipeline, including obtaining development approvals, new developments will only be

committed to where they add value for Unit Holders.

We were pleased to be ranked first place by GRESB for healthcare development globally and

second place for all listed entities in the Oceania region. For the second year in a row, Vital was

awarded a 5-Star rating for development. These achievements reflect work undertaken by our

sustainability and development teams.

___________________________________



VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz

Managed by Northwest Healthcare

Properties Management Limited

Page 6 of 9


Slide 13 – Financial Highlights

Debt tenure, capacity and hedging have all been enhanced over the last 12 months. At 30

September 2023, Vital’s balance sheet gearing was 36.6% with 78% of drawn debt hedged and

NZ$193 million of debt headroom available.

Vital has no debt expiring until March 2025 and we are well within our banking covenant

requirements.

We were honoured to be a finalist for the INFINZ 2022 equity raising of the year reflecting our

on-going efforts to both strengthen Vital’s balance sheet and respond to investor feedback.

___________________________________

Slide 14 – Governance Highlights

In our 2023 Annual Report, Vital again disclosed our compliance with the NZX Corporate

Governance Code despite the code not applying to us as a Fund Issuer. Unit Holders will note

that Vital complied with all relevant principles of the Code and we have clearly explained why

some principles are not applicable.

We continued to improve our overall corporate governance through enhancements to our policies

and procedures such as revisions to our Code of Conduct and the release of our third modern

slavery statement and as well as continuing to undertake investor engagements across several

cities and towns in New Zealand as well as in Melbourne, Sydney, Hong Kong and Singapore.

We were proud to be a finalist for the communication award as part of the Australasian Reporting

Awards and to be awarded silver overall for our 2022 Annual Report. This reflects work undertaken

over the last four years to improve our communication with investors.

___________________________________

Slide 15 – Sustainability Highlights

A number of sustainability initiatives have been introduced over the last 3 years across

environmental, social and governance areas.

Initiatives include:

 energy audits;

 increased Green Star accreditation;

 solar power;

 climate change assessments;

 educational scholarships provided via Keystone;

 donations to children’s hospitals in Auckland and Christchurch and a hospice in Auckland;

and

 staff volunteering across Australia and New Zealand.

These initiatives were recognised last month with Vital being named sector leader for listed

healthcare globally by GRESB.

We are now working our way through short, medium and long-term sustainability targets including

a commitment to Net Zero emissions by 2050 and the release of our first Climate-related

Disclosure report in October 2024.

___________________________________



VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz

Managed by Northwest Healthcare

Properties Management Limited

Page 7 of 9


Slide 16 – Comparative Returns

Like all investors, our Unit Holders seek a return on their investment in Vital so it is always

disappointing when positive returns are not achieved. Although Vital’s long-term performance

remains ahead of both the REIT index and NZX 50 Index, we remain focussed on improving these

returns.

As you would all appreciate, there are some things we cannot fully control particularly Vital’s unit

price which has a high correlation with the local 10-year Government bond rate.

However, there are a number of things we can do and which we are focussed on doing to deliver

returns for Unit Holders including:

1. continuing to deliver on asset management, the core of our business, including

maintaining high occupancy, undertaking lease extensions well in advance of their expiry

and remaining the landlord of choice to the leading healthcare providers across Australia

and New Zealand;

2. maintaining a strong and prudent balance sheet underpinned by a high level of interest

rate hedging and weighted average debt maturities of around 4 years;

3. focusing on net cash flows with the aim of increasing earnings and distributions by 2-3%

per unit per annum over the medium term – this in turn should support Vital’s unit price;

4. embedding sustainability across all parts of our business which is expected to support future

valuations and reduce future costs;

5. continuing the sale of non-core assets to reduce debt, fund the development pipeline and

improve the quality of the property portfolio;

6. committing to new developments only where they add value for Unit Holders as well as

looking at alternative ways of funding developments which could include the partial sale

of existing core assets;

7. being accessible to Unit Holders in a variety of locations and through a variety different

methods – in person, online and in print; and

8. continuing to provide a transparent picture of past results and our future strategy to help

current and potential Unit Holders understand the true value of an investment in Vital.

As I noted at the start of this address, the above is in the context of continuing our strategy of

owning and developing quality healthcare real estate albeit whilst adjusting tactics to align

with market conditions.


Thank you for your ongoing support for Vital.

___________________________________

Slide 17 – Address from Trustee Executors Limited


GRAHAM:

Thank you, Aaron.

As requested by one of Vital’s largest, long-term Unit Holders, we have asked Vital’s Supervisor

to present on their role and so I am pleased to introduce Stuart Howard of Trustees Executors.

___________________________________



VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz

Managed by Northwest Healthcare

Properties Management Limited

Page 8 of 9


Slide 18 – The Role of the Supervisor

___________________________________

Slide 19 – About Trustees Executors

___________________________________

Slide 20 – Our Role

___________________________________

Slide 21 – Who do we supervise?

___________________________________

Slide 22 – Financial Market Supervisors Act 2011

___________________________________

Slide 23 – Empowered Frontline Supervisor

___________________________________

Slide 24 – The Supervisory Framework for Northwest

___________________________________

Slide 25 – What clients expect of the supervisor?

___________________________________

Slide 26 – What do we expect of our supervised entities?

___________________________________

Slide 27 - Annual Financial Statements


GRAHAM:

Thank you, Stuart. The Annual Report and Financial Statements for the year ended 30 June 2023

have been circulated to all Unit Holders and are now formally tabled at the meeting.

If there are any questions relating to the Trust or the presentations now is the opportunity to raise

them. Only Unit Holders or proxy holders are permitted to ask questions.

You may ask questions through the Computershare platform if attending virtually or raise your

hand if in the room and wait for a microphone to be given to you.

Those wanting to ask a question online, please do so as early as possible to ensure it is received

and answered.

In consideration for other Unit Holders, we ask that any questions that relate to your personal

situation or unitholding be dealt with outside of the meeting with management via email or phone.

Repeated questions or questions that have already been answered may not be put to the meeting

again.

[Pause for questions]

Thank you for your questions and comments.

___________________________________



VITAL HEALTHCARE PROPERTY TRUST vhpt.co.nz

Managed by Northwest Healthcare

Properties Management Limited

Page 9 of 9


Slide 28 – Re-election of Michael Stanford

I would now like to move to the formal business of the Meeting, the proposed re-election of

Michael Stanford.

The vote will be conducted by poll comprising the proxies lodged in advance of the meeting and

votes lodged through the forms for those in the room and via the Computershare platform for

those attending virtually.

Michael’s nomination has the unanimous support of the Board.

___________________________________

Slide 29 – Voting

GRAHAM:

The details of the proxies received on this election are on the screen. If I am appointed as proxy

to vote and not directed on how to vote, I will vote in favour of this resolution.

If you are attending virtually, please cast your vote by clicking “for”, “against” or “abstain” through

the Computershare platform. Your vote has been cast when the green tick appears. To change

your vote, simply select ‘Change Your Vote’. You can change your vote until I declare voting

closed, and a reminder will be given 10 seconds on screen before I close voting. Once voting has

closed, you will not be able to amend your vote.

If you are attending in person, please pass your completed form to a Computershare

representative.

[PAUSE FOR VOTING]

Voting has now closed. The results of these votes will be released to the NZX later today.

___________________________________

Slide 30 – General Business

I will now open the meeting for any general business.

___________________________________

Slide 31 – Closing Remarks

There being no further business, I declare the meeting over.

Thank you for attending the meeting today.

[End of meeting]

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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