Annual Financial Result
NZX release
Annual Financial Result
28 May 2024
• Total loss after tax of $5.30 million, against a $13.05 million loss in the previous year primarily
driven by downward valuations.
• Sale of Stoddard Road for $36.75 million with funds applied as a debt repayment.
• Munroe Lane development complete. Leasing the balance of vacant space remains the key
priority.
• 35 Graham Street settlement is scheduled to occur on 29 November 2024.
Asset Plus Limited (NZX: APL) announces its financial result for the year ended 31 March 2024,
reporting a total loss of $5.30 million, against a $13.05 million loss in the previous year. Lower
revaluation losses were recorded relative to last year which was the primary driver of the reduced loss.
Adjusted Funds from Operations (AFFO
1
) represented a loss of $0.67 million, down from a $0.28 million
loss in the prior period. The loss is driven by recent divestments and unrecovered OPEX at 35 Graham
Street, offset against the commencement of Munroe Lane rent.
Mark Francis, CEO Centuria NZ, commented “The result for the year ended 31 March 2024 reflects a
reduced portfolio due to recent divestments to prudently manage the balance sheet in the current high
interest environment. The Munroe Lane lease to Auckland Council has now commenced which is a
significant achievement and milestone for the company after the development broke ground in October
2020.
The leasing of the balance of the Munroe Lane development remains as the key priority but is
challenging in the current environment.”
Key points:
• Portfolio occupancy of 41%, up from 37% in the previous year due to Munroe Lane completion
offset against Stoddard Road sale.
• WALE of 5.9 years up from 1.2 years in the previous year due to commencement of the 15-year
Auckland Council lease at Munroe Lane.
• A reduction in the fair value of investment property of $4.9 million or a 2.6% decrease.
• The portfolio value now stands at $180.8 million of which $64.7 million of property is held for
sale and is unconditionally sold.
• Loan-to-value ratio (LVR) of 18.2% based on current fair values, down from 31.5% in the
previous year due to the Stoddard Road divestment.
• Debt was drawn at $33 million at balance date ($71.4 million in the prior year).
• Net tangible assets (NTA) of 38.9 cents per share (cps), down from 40.4 cps in the previous year.
• Net revenues from the property portfolio increased by $0.18 million.
1
AFFO is a non-GAAP financial information, calculated based on guidance issued by the Property Council of Australia. Asset
Plus considers that AFFO is a useful measure for shareholders and management because it assists in assessing the Company’s
underlying operating performance. This non-GAAP financial information does not have a standardised meaning prescribed by
GAAP and therefore may not be comparable to similar financial information prescribed by other entities. The calculation of
AFFO has been reviewed by Asset Plus' auditor, Grant Thornton New Zealand Audit Limited. A reconciliation of AFFO to Total
Comprehensive Income Net of Tax is included in the accompanying results presentation.
Munroe Lane lease commencement
Munroe Lane is now complete with Auckland Council paying rental from 17 May 2023. Practical
Completion was achieved on 13 July 2023. The Auckland Council occupy 65% of the completed
development.
The Munroe Lane valuation has reduced from $126 million (at 31 March 2023) to $116.2 million based
on a committed occupancy basis. The September 2023 valuation was $120 million. The key drivers of
the valuation movement across the year was a shift in the capitalisation rate from 6.05% to 6.25% as
well as increased let up periods and increased lease incentives adopted by the valuer.
35 Graham Street deferred settlement
The settlement date was extended by the purchaser and is now confirmed to be 29 November 2024. A
20% deposit is now held and on settlement all debt will be repaid with the balance of the proceeds held
as cash reserves. It is forecast that APL will hold approximately $25 million of cash post settlement.
Stoddard Road sold
The sale of Stoddard Road was completed on 1 May 2023. Net divestment proceeds of $36.35 million
were applied as a debt reduction.
Dividend
The dividend remains subject to quarterly review. However, the dividend will likely remain suspended
until 35 Graham Street settles and the future direction of the Company is confirmed.
Outlook
Bruce Cotterill, Chairman, commented “The leasing of the balance of the Munroe Lane development
remains our core focus. Thereafter, we will consider the sale of Munroe Lane. If a sale of Munroe Lane
occurs, it will position the Company to consider its options which includes a wind up or pivoting in a
new direction.
As previously stated, any steps to sell Munroe Lane, or to subsequently wind up the Company, will
require shareholder approval, and we would likely anticipate asking shareholders to vote on both
decisions at the same time.”
-ENDS-
For further information, please contact:
Mark Francis
CEO, Centuria NZ, manager of Asset Plus Limited
+64 9 300 6161
Simon Woollams
Chief Operating Officer, Centuria NZ, manager of Asset Plus Limited
+64 9 300 6161
Stephen Brown-Thomas
Asset Plus Fund Manager, Centuria NZ, manager of Asset Plus Limited
+64 9 300 6161
---
Financial results
For the year ended 31 March 2024
28 May 2024
6-8 MUNROE LANE AUCKLAND
1.Result summary
2.Key metrics
3.Activity during the year
4.Financial performance
5.Funding update
6.Portfolio update
7.Outlook
OVERVIEW
Asset Plus3
Result summary
6-8 MUNROE LANE
•Total loss for the year net of tax of $5.30m (FY23 lossof
$13.05m).
•Result impacted by $4.90m of revaluation losses
($12.69m of losses in FY23).
•AFFO
1
loss of$0.67m ($0.28m loss in FY23).
•Net rental income of $3.65m, up $0.18m on the previous
year, primarily due to the commencement of Munroe
Lane rent offset against the Stoddard Road divestment.
•Munroe Lane development complete with Auckland
Council rental commencing on 17 May 2023.
1.AFFO stands for ‘Adjusted Funds From Operations’, and is non-GAAP financial information, calculated based on guidance
issued by the Property Council of Australia. Asset Plus considers that AFFO is a useful measure for shareholders and
management because it assists in assessing the Company’s underlying operating performance. This non-GAAP financial
information does not have a standardised meaning prescribed by GAAP and therefore may not be comparable to similar
financial information prescribed by other entities. The calculation of AFFO has been reviewed by Asset Plus’ auditor,
Grant Thornton New Zealand Audit Limited. A reconciliation of AFFO is set out in Appendix 1.
6-8 MUNROE LANE
Asset Plus4
Key metrics
$216.6m
(((
3*
37.0%
1.2 years
31.5%
40.4 cps
$180.8m2*41.0% 5.9 years18.2% 38.9 cps
Net tangible
assets
Portfolio valueProperties*Occupancy*WALE*Loan-to-value
ratio*
*35 Graham Street is unconditionally sold with a deferred settlement but is represented in the metrics above.
March 2023
March 2024
Asset Plus5
Activity during the year
6-8 MUNROE LANE
Munroe Lane development complete,
with Auckland Council rental commencing on
17 May 2023.
35 Graham Street settlement deferred to 29
November 2024.
Stoddard sold and settled on 1 May 2023.
Financial performance
Asset Plus7
Financial Performance
•The impact of the Eastgate and Stoddard Road settlements reduced
net rental income by $3.84 million.
•The impact of the above divestments was however offset by the
Munroe Lane net rental income of $4.0 million which was recognised
for the year (noting rental commenced on 17 May 2023). Overall, net
rental income increased by $0.18 million.
•Management fees were marginally lower by $0.14 million due to the
impact of the Eastgate and Stoddard Road divestments offset by the
Munroe Lane development and a small performance fee ($0.06
million).
•Net finance costs were higher by $0.30 million primarily due to
higher average interest rates ($0.57 million) offset against higher
interest income ($0.28 million).
•The Munroe Lane unrealised revaluation loss recognised was $8.0
million as the cap rate softened from 6.05% to 6.25% as well as
increased let up periods and incentives assumed.
•The 35 Graham Street fair value increased by $3.0 million due to the
discount unwind.
•There are tax losses of ~$12 million. A deferred tax asset recognised
to the extent of the deferred tax liability, hence $8.9 million of tax
losses are not recognised as a deferred tax asset.
•AFFO reconciliation and waterfall is appended.
Mar-24
($m)
Mar-23
($m)
Var
($)
Gross Rental Revenue
5.336.38(1.05)
Direct Property Operating Expenses
(1.68)(2.91)1.23
Net Rental Revenue
3.653.470.18
Administration Expenses
(1.75)(1.94)0.19
Net Finance Costs
(2.30)(2.00)(0.30)
Total Operating Loss
(0.40)(0.47)0.07
Fair Value Movement on Investment
Properties including disposal
(4.90)(13.04)8.14
Loss Before Taxation
(5.30)(13.51)8.21
Tax Benefit
-0.46(0.46)
Total Comprehensive Loss for the Period
(5.30)(13.05)7.75
AFFO
(0.67)(0.28)
AFFO CPS
(0.19)(0.07)
Asset Plus8
Net Rental Performance
•35 Graham Street was broadly in line with the prior period. It
remains 99% vacant. A small amount of carpark income was
received which partially offset the opex incurred.
•The Eastgate settlement occurred in late August 2022, which
was the key reason for the reduction in net rental income of
$1.42 million at Eastgate.
•The Stoddard Road settlement occurred on 1 May 2023, which
was the sole reason for the reduction in net rental income of
$2.42 million.
•Munroe Lane rent commenced on 17 May 2023 in respect to the
Auckland Council lease. Net rental (including unrecovered opex
on the vacancy) of $4.0 million was derived during the period.
Mar-24
($m)
Mar-23
($m)
Var($)
Stoddard Road
0.202.62(2.42)
35 Graham Street
(0.55)(0.51)(0.04)
Eastgate
-1.42(1.42)
Munroe Lane
4.00(0.06)4.06
Current portfolio3.653.470.18
Asset Plus9
Administration & Finance Expenses
•Management fees were slightly lower as the weighted average
portfolio value marginally decreased due to the divestments, offset
by the Munroe Lane development.
•Management fees also included a small performance fee of $0.06
million for the year.
•Finance costs increased by $0.57 million. This was primarily due to
higher average interest rates ($0.72 million) offset against a lower
average debt balance which represented a saving of $0.15 million.
•Interest income was higher by $0.27 million due to funds held in
the lockbox (from November 2022) as well as the Munroe Lane
retention funds held in trust, and higher effective deposit rates
achieved.
•The development facility converted to an investment facility on 13
July 2023. Up until that date finance costs on this facility were
capitalised.
Mar-24
($m)
Mar-23
($m)
Var($)
Management Fees
0.991.130.14
Directors’ Fees
0.300.30-
Audit Fees
0.100.10-
Professional Fees
0.150.230.08
Other Administration Costs
0.210.18(0.03)
Total Administration Expenses
1.751.940.19
Interest & Finance Costs
2.812.24(0.57)
Interest Revenue
(0.51)(0.24)0.27
Total Net Finance Costs
2.302.00(0.30)
Asset Plus10
Balance Sheet
•Investment property comprises just Munroe Lane ($116.05 million).
•35 Graham Street is held for sale. During the year Stoddard Road
was sold for $36.75 million.
•35 Graham St fair value of $64.7 million reflects the future
settlement proceeds on a discounted basis (applying a 9.0% discount
rate which has increased from 8.5% during the year).
•Other assets include a $4 million cash lockbox held by BNZ and
funds held in retention.
•Deposits received of $13.6 million in respect to the 35 Graham
Street deferred settlement (recognised under other liabilities).
•$45.5 million of bank debt was repaid during the year.
•$7.1 million of debt was also drawn down progressively during the
year to fund the completion of the Munroe Lane development.
•Net deferred tax is $nil, whereby the deferred tax asset is equivalent
to the deferred tax liability of $0.87 million.
•Further tax losses not represented as a deferred tax asset are $8.9
million as they are not expected to be utilised in the near to medium
term.
•NTA marginally reduced during the period to 38.9 cents per share
due to revaluation losses.
•LVR is 18.2% at balance date (down from 31.5% as at 31 March
2023).
Mar-24
($m)
Mar-23
($m)
Var
($)
Cash
3.74.9(1.2)
Investment Property
116.1118.6(2.5)
Properties Held For Sale
64.798.0(33.3)
Other Assets
5.88.0(2.2)
Total Assets
190.3229.5(39.2)
Bank Debt
33.071.4(38.4)
Other Liabilities
16.111.64.5
Total Liabilities
49.183.0(33.9)
Equity
141.2146.5(5.3)
Net Tangible Assets Per Share ($)
0.3890.404(0.015)
LVR Ratio
18.2%31.5%
Funding Update
Asset Plus12
Funding Update
•The loan facilities expire on 31 March 2025, hence a current
liability at balance date.
•Cash lockbox in place for $4 million (reduced from $5 million) to
cover the actual EBIT shortfall to an ICR of 1.25x. Lockbox can
further reduce over time but only once leasing is secured, rental
income is derived and the ICR shortfall is less than $4 million. APL
reports EBIT and leasing updates so that lockbox sizing can be
tested.
•The Development facility converted to investment facility on
Munroe Lane practical completion being 13 July 2023. The LVR
covenant is now <45%.
•During the year the facility limit reduced from $85 million to $44.9
million. Drawn debt also reduced from $71.4 million to $33 million.
•No hedging is in place due to the 35 Graham Street exit.
•The base rate as at balance date is 5.65% before margin and line
fee. On a drawn debt basis, the effective interest rate is 8.9%.
•Drawn debt as at 28 May 2024 is $33 million. $11.9 million
remains undrawn.
•All debt will be repaid immediately post the 35 Graham Street
settlement on 29 November 2024 and the lockbox released.
Loan facilities as at 31 March 2024
New Limits $m
Drawn
31 March 2024 $m
Working Capital
$14.1m$8.8m
Investment
$30.8m$24.2m
Total Facility$44.9m$33.0m
LVR at all timesICRLockbox
Working Capital
& Investment
45%Not tested
$4m (EBIT + lockbox >
1.25x ICR)
Loan covenants
Portfolio update
Asset Plus14
Munroe Lane, Albany
6-8 MUNROE LANE
•Practical Completion achieved on 13 July 2023 once final
commissioning was completed, post Auckland Council’s fit-out.
•Munroe Lane blessing and opening occurred on 26 July 2023.
•Auckland Council commenced occupation from this day,
however rental commenced on 17 May 2023.
•Project was delayed seven months from the original mid-
December 2022 target completion date largely as a result of the
impacts from Covid-19, and more recently tenant fit-out delays.
•Once further leasing is achieved, the Company will consider the
sale of the property.
Asset Plus15
Munroe Lane, Albany (continued)
6-8 MUNROE LANE
•The independent valuation based on just the Auckland Council
(committed) lease is $116.2 million. Forecast costs to complete are
$0.15 million. Therefore, a fair value of $116.05 million as at
balance date.
•To date $15 million of unrealised development losses have been
recognised.
•The total development cost is $131.2 million.
March 2024March 2023
Valuation (committed occupancy)$116.2m$126.0m
Total development cost (ex incentives)$131.2m$133.0m
Development profit (loss)($15.0m)($7.0m)
Yield on cost (fully leased)5.7%5.51%
Asset Plus16
Munroe Lane - leasing update
6-8 MUNROE LANE
•Little Fields Café lease commenced early 2024 for the kiosk in the
ground floor lobby.
•Direct marketing initiatives remain ongoing to target potential
occupiers for the balance of space.
•Leasing enquiry and inspections have increased post completion of
the building, However, interest remains muted on the North Shore.
•Potential full floor tenants remain scarce. Level 6 can be split into 3
smaller tenancies.
•Auckland Council continue to attempt to sublease Level 5 to reduce
costs.
FloorArea
Ground142m
2
of front of house/office or F&B space
Level 1239m
2
of F&B/retail/service retail/office
Level 21,935m
2
of office – a number of configurations available
Level 62,729m
2
of office – can be split into 3 tenancies
Asset Plus17
Divestment of 35 Graham Street
35 GRAHAM STREET, AUCKLAND | ARTIST’S IMPRESSION
•Unconditionally sold, with a deferred settlement date of 29
November 2024 as the purchaser has notified APL that they wish
to extend settlement by 12 months.
•As the settlement is extended the total deposit received is now
$13.6 million and the sale price has increased to $68 million (from
$65 million). The second deposit of $7.1 million was received on
29 September 2023 and the funds were applied as a debt
repayment.
•As the settlement is deferred, the current net present value is
$64.7 million (based on the discounted forecast settlement cash
flows). A 9% discount rate has been applied.
Outlook
Asset Plus19
Outlook
MUNROE LANE, AUCKLAND
•The Company is forecast to still be in an operating loss position up until the 35 Graham
Street settlement has occurred on 29 November 2024 (absent any new leasing).
•Key focus remains on successfully leasing the balance of the Munroe Lane development.
Thereafter, we will consider selling Munroe Lane.
•We wish to emphasise that the leasing of Munroe Lane will influence the timing of such
decisions, while market conditions at the time are likely to dictate the ultimate outcome.
•Ultimately, if Munroe Lane was to sell, the Board anticipates being in the unique position of
the Company having zero debt and significant cash reserves with which to consider a range
of options. This includes a possible wind-up and return of capital or pivoting in a new
direction.
•Any steps to pivot in a new direction, sell Munroe Lane or to subsequently wind up the
Company, will require shareholder approval, and we would likely anticipate asking
shareholders to vote on both decisions at the same time.
•The dividend remains suspended which is subject to quarterly review. It is likely to remain
suspended until post the 35 Graham Street settlement and the future direction of the
Company is confirmed.
Appendices
Asset Plus21
Appendix 1 – AFFO reconciliation
March 24 ($m)March 23 ($m)
Comprehensive Loss Net of Tax
(5.30)(13.05)
Add back
Fair value movement on Investment Property (including loss on disposal)
4.9013.04
Non-FFO Deferred Tax Expenses
-(0.41)
Net Operating Loss After Tax
(0.40)(0.42)
Amortisation of Lease Incentives and Leasing Costs
0.050.13
Amortisation of Rent Relief due to COVID-19
-0.09
Rental straight line
(0.32)-
Funds From Operations (FFO)
(0.67)(0.20)
Incentives and Leasing Costs Paid
-(0.03)
Maintenance capex
-(0.05)
Adjusted Funds from Operations (0.67)(0.28)
AFFO (CPS)(0.18)(0.07)
Asset Plus22
Appendix 2 – Adjusted Funds From Operations (AFFO)
The above graph is represented in $m.
Asset Plus23
Appendix 3 – Portfolio summary
1. 35 Graham Street fair value reflects the net present value of future settlement cash flows.
Property Held for Sale
Munroe Lane, Albany35 Graham Street, Auckland
Valuation/
Carrying Value
($m)
$116.05m
(Mar-23: $118.6m)
$64.7m¹
(Mar-23: $61.7m)
WALE (years)
9.1 year WALE (Auckland Council lease only)
0.00
(Mar-23: 0.00)
Occupancy (%)
65.66%
0%
(Mar-23: 0%)
Net Rental
Income ($m)
$7.6m based on fully leased rent (committed net rental is
$4.7m)
$0.05m but OPEX of $0.6m
(Mar-23:$0.03m but OPEX of$0.55m)
Yield (%)
6.49% based on fully leased rental
N/A
(Mar-23: N/A)
Comments
Practical completion achieved on 13 July 2023.Sold for $68m (increased from $65m due to deferred settlement).
29 November 2024 settlement date.
Largest tenant
exposures
Auckland CouncilVacant aside from small amount of carpark income
Asset Plus24
Appendix 4 – Portfolio movements
Opening balance
($m)
Transfer to
properties held
for sale
($m)
Capex & Other
movements
($m)
Fair Value
movement
($m)
Sale of Property
($m)
Fair Value March
2023 incl. WIP
($m)
Properties held for sale
35 Graham Street61.7--3.1-64.7
22 Stoddard Road36.3---(36.3)-
Investment Property
6-8 Munroe Lane118.6-5.4(8.0)-116.1
Total216.6-5.4(4.9)(36.3)180.8
•The fair value loss reportedwas $4.9m – adecrease of 2.6%.
•The Munroe Lane “as if complete” committed occupancy valuation
has reduced from $126m to $116.2m (assuming just the Auckland
Council lease) due to cap rate softening, increased time to let up and
increased lease incentives.
•The 35 Graham Street fair value reflects the net present value of
future settlement cash flows.
•The Stoddard was sold on 3 May 2023.
•The table above includes all property held as at 31 March 2024,
including those assets held for sale.
Asset Plus25
Important notice
This presentation contains not only a review of operations, but may also contain some forward looking statements (including forecasts and
projections) about Asset Plus Limited (APL) and the environment in which APL operates. Because these statements are forward looking, APL’s
actual results could differ materially. Please read this presentation in the wider context of material previously published by APL and announced
through NZX Limited.
No representation, warranty or undertaking, express or implied, is made as to the fairness, accuracy, completeness or correctness of the
information contained, referred to or reflected in this presentation or supplied or communicated orally or in writing to you (or your advisers or
associated persons) in connection with it, as to whether any forecasts or projections will be met, or as to whether any forward looking
statements will prove correct. You will be responsible for forming your own opinions and conclusions on such matters.
No person is under any obligation to update this presentation at any time after its release to you.
To the maximum extent permitted by law, none of APL, Centuria Funds Management (NZ) Limited (CFM) nor any of their directors, officers,
employees or agents or any other person shall have any liability whatsoever to any person for any loss (including, without limitation, any liability
arising from any fault or negligence on the part of APL, CFM, their directors, officers, employees or agents or any other person) arising from this
presentation or any information contained, referred to or reflected in it or supplied or communicated orally or in writing to you (or your advisers
or associated persons) in connection with it.
Acceptance of this presentation constitutes acceptance of the terms set out above in this Important Notice.
Where to find us
Auckland Office
Bayleys House
Level 2, 30 Gaunt Street
Auckland 1010
New Zealand
PO Box 37953 Parnell
Auckland 1151
Telephone +64 (9) 300 6161
Facsimile +64 (9) 300 616
---
ANNUAL REPORT 2024
Contents
48
51
53
Independent
Auditor’s Report
Shareholder
Statistics
Directory
01
1302
08
04
14
12
Chairman’s Letter
The ManagerKey Points f rom
the Financial Year
Finance Report
Property Report
Corporate
Governance
Director Profiles
22
Financial
Statements
Chairman’s Letter
Chairman’s Letter
The challenging economic environment has continued
over the past twelve months, with New Zealand officially
slipping into recession through the September and
December 2023 quarters. The higher interest rates
targeted at inflation remain a feature in the economy
at this time, making it difficult for property owners.
Despite the economic backdrop we’ve continued to
progress our key objectives, including:
• Deliver the Munroe Lane development which
achieved Practical Completion in July 2023 with rental
payable by Auckland Council f rom 17 May 2023;
• Prudently manage the balance sheet to mitigate
the impacts of the high interest rate environment; and
• Successfully divest 22 Stoddard Road, Auckland
which settled in May 2023.
Achieving Practical Completion on the Munroe Lane
development is the culmination of a 4-year journey
f rom project inception to conclusion. The building
adds a highly sustainable, well located decentralised
office building with a blue-chip tenant covenant, being
Auckland Council across two thirds of the property.
Whilst leasing the remainder of the space continues to
prove challenging, it is pleasing to see increasing leasing
enquiry since completion of the property. There remains
a paucity of potential occupiers of significant scale
on the North Shore, post the Covid-19 pandemic and
subsequent impacts on occupier demand. However,
we are confident that the fundamentals of the building
will attract tenant commitment for the balance of the
space, over time, however we expect that leasing will
likely remain challenging in the near future.
On the back of the Auckland Council lease
commencement, income was bolstered to partially
offset divestments, and the ongoing vacancy at 35
Graham Street. As a result, we recorded a Adjusted
Funds From Operations (AFFO*) loss of $0.67 million. This
result for the full year is in line with expectations, driven
by the vacancy and unrecovered OPEX on 35 Graham
Street, which will continue until settlement occurs in
November 2024. The dividend was suspended in March
2022 based on the forecast earnings for the company
and is likely to remain on hold until 35 Graham Street
settles and the future of the company is determined.
The higher than usual inflationary and interest rate
environment has continued to adversely impact the fair
value of assets in the period, with our valuers recording
a $4.9 million reduction in the fair value of assets of the
company. This was driven by the valuation for Munroe
Lane reducing over the period, offset by the discount
unwind at 35 Graham Street. As a result, NTA has
reduced f rom 40.4 cps as at 31 March 2023 to 38.9 cps as
at 31 March 2024.
As part of our disciplined capital management approach,
and directly reflecting the cost of the company’s debt,
Stoddard Road was unconditionally sold for $36.75 million
and settled in May 2023. All of the proceeds f rom that
sale were utilised to repay debt. This prudent capital
management approach was appropriate given the
macroeconomic conditions, and accretive nature of the
sale versus the company’s cost of debt.
In October 2023, the purchaser of 35 Graham Street
exercised their right to defer settlement of the purchase
by twelve months. As a result, the purchase price increased
by a further $3.0 million to $68.0 million, and the deposit
increased to 20% of the total consideration. The additional
$7.10 million that was received was also applied as debt
repayments, reducing the LVR down to 18.2%.
During the year, upon the practical completion at Munroe
Lane, the development finance facility was converted to
an investment facility. We have retained sufficient facility
headroom of $11.9 million to fund incentives and leasing
across the vacant space at Munroe Lane. During the year
the lockbox facility was also reduced f rom $5.0 million to
$4.0 million in line with reductions in the company’s facility
limits and testing in accordance with facility covenants.
Looking forward, the Company’s key focus remains on
leasing the balance of the Munroe Lane development.
Doing so will increase earnings, WALE, and the value of the
portfolio and will better position the Company to consider
options moving forward. Those options will include a
potential divestment of Munroe Lane, subject to market
conditions at the time, and obtaining shareholder approval.
Once settlement of 35 Graham Street occurs, we anticipate
that the Company will ultimately be in a unique position of
having zero debt and cash reserves of approximately $25
million. If a sale of Munroe Lane was to occur it will position
the Company to consider its options, including a wind up of
the Company, or a pivot into a new direction. As previously
indicated any steps to sell Munroe Lane or to subsequently
wind up the company will require shareholder approval,
and we would likely anticipate asking shareholders to vote
on both decisions contemporaneously.
In the meantime, the Management team remains focused
on the objectives outlined above. Finally, we thank you
again for your continued support and look forward to
communicating our progress over the next few months
ahead of settlement of 35 Graham Street in late November.
Bruce Cotterill
Chairman
*AFFO stands for ‘Adjusted Funds From Operations’, and is non-GAAP financial information, calculated based on guidance issued by the Property
Council of Australia. Asset Plus considers that AFFO is a useful measure for shareholders and management because it assists in assessing the
Company’s underlying operating performance. This non-GAAP financial information does not have a standardised meaning prescribed by GAAP
and therefore may not be comparable to similar financial information prescribed by other entities. The calculation of AFFO has been reviewed by
Asset Plus’ auditor, Grant Thornton New Zealand Audit Limited.
01
Key Points
FROM THE FINANCIAL YEAR
Key Points f rom the Financial Year
(down from 31.5%)
18.2
%
LOAN-TO-VALUE RATIO
$
5.30
millionmillion
($13.05 million loss
in the prior year)
TOTAL LOSS AFTER TAX
$
0.67
ADJUSTED FUNDS FROM
OPERATIONS LOSS
($0.28 million in
the prior year)
millionmillion
5.9
yearsyears
WALE
(increased from 1.2 years)
02
Key Points f rom the Financial Year (continued)
millionmillion
(reduced from
$216.6 million)
$
180.8
PORTFOLIO VALUE
(increased from 37.0%)
41.0
%
PORTFOLIO OCCUPANCY
35 Graham Street unconditionally
sold and settling 29 November 2024
2
NUMBER OF ASSETS
38.9
NET TANGIBLE ASSETS
cents per share cents per share
(reduced from 40.4 cps in the prior year)
Portfolio Summary
31 March 2024
Fair ValueCap rate
Occupancy
rateWALE
Net Passing
Rent
$000s%%Years$000s
Investment Properties
Munroe Lane116,0506.25%65.7%9.144,284
Held for Sale
35 Graham Street*64 ,743N/AN/AN/AN/A
Total180,79341.0%5.874,284
* 35 Graham Street is currently vacant hence no metrics are reported above. Settlement is to occur on 29 November 2024.
(down from 3 assets)
03
04
Property Report
Munroe Lane
Munroe Lane,
Albany, Auckland
Market Rent
$
7,539,492
Net Passing Rent
$
4,284,377
Occupancy
65.66%
WALE
as at 31 March 2024
9.14 years
Target 5-star NABERSNZ
Energy Rating pending
12-months of operational data
5 Star Green Star
design rating obtained,
built rating in progress
Practical Completion
achieved 13 July 2023
Auckland Council lease
rental commenced on 17 May 2023
Little Fields café
opened early 2024
04
05
Valuation
Valuation of $116.2m as at 31 March 2024, resulting
in a write down of $15.0m against delivery costs,
with $8.0m booked in the current financial year.
Leasing
Leasing interest increased post completion of the
development, however, there remains a paucity
of occupiers in the market post the impact of
the Covid-19 pandemic and subsequent working
f rom home phenomenon.
Available Space
381m2 of f ront of house, food & beverage, office,
retail space on the ground floor and level 1
remains available
1,935m2 of office available in a range of
configurations/sizes remain available on level 2
2,729m2 of office remains available on level
6, with the ability to split into 2 or 3 tenancies
dependant on demand.
06
35 Graham Street
Unconditionally sold with deferred settlement
35 Graham Street,
Auckland CBD
Property Report (continued)
Unconditionally sold
Unconditionally sold with a
deferred settlement date of
29 November 2024.
sold
Right to defer
Purchasers right to defer
settlement a further 12 months
was exercised. The total deposit
received is now $13.6m (20%) and
the purchase price has increased
f rom $65.0m to $68.0m.
Fair Value
As the settlement is deferred,
the current net present
value is $64.74m based on
the discounted value of the
future net sale proceeds.
07
Stoddard Road
Unconditionally sold and settled
22 Stoddard Road,
Mt Roskill, Auckland
Property Report (continued)
Property was unconditionally
sold and settled on 1 May 2023
for $36.75m following an open
market sales campaign which
commenced in February 2023.
sold
Proceeds
Sale proceeds were
utilised to reduce debt.
Indicative lines only
07
Finance Report
Finance Report
20242023202220212020
$’000$’000$’000$’001$’000
Total Net Revenue3,6533,4667,7299,95310,959
Administration Expenses(1,753)(1,939)(1,711)(1,736)(1,644)
Net Finance Costs(2,295)(2,000)(1,549)(1,144)(1,664)
Total Operating Income (Deficit)(395)(473)4,4697,0737,651
Realised and unrealised gain/(loss) on
investment property and property held for sale
(4,902)(13,034)(1,005)8,866(19,069)
Transaction Costs---(12)(1,774)
Net Profit/(Loss) Before Taxation(5,297)(13,507)3,46415,927(13,192)
Income Tax Expense-458(533)22(1,496)
Profit and Total Comprehensive Income(5,297)(13,049)2,93115,949(14,688)
Basic and Diluted Earnings Per Share (cents)(1.46)(3.60)0.816.00(9.07)
Five Year Financial Summary
08
Financial Result Summary
2024
$’000
2023
$’000
Variance
$’000 Commentary
Total Net Revenue3,6533,466187
The impact of the Eastgate and Stoddard
Road sales reduced net rental income by
$3.84 million.
The impact of the above divestments was however
offset by the Munroe Lane net rental income of $4.0
million which was recognised for the year (noting
rent commenced on 17 May 2023). Therefore, overall
net rental income increased by $0.18 million.
Administration Expenses(1,753)(1,939)186
Management fees reduced due to a lower average
gross asset value across the year due to divestments.
Net Finance Costs(2,295)(2,000)(295)
Net Finance Costs increased by $0.29m. The FY24
net finance costs include:
• Line fees of $0.51 million (FY23: $0.43 million);
• Interest of $2.23 million (FY23: $1.72 million) due to
higher interest rates;
• Interest income of $0.52 million (FY23: $0.24
million). Interest income was higher due to the
cash held and higher interest rates.
Net Operating Deficit(395)(473)78
Loss on Sale of Investment
Property
-(347)347
Loss on sale at Eastgate ($94,000) and Kamo
($253,000) in FY23.
Fair Value Loss in Value of
Investment Property
(4,902)(12,687)7,785
$4.9 million unrealised fair value loss driven by
softening cap rate at Munroe Lane offset against fair
value gain (discount unwind) at 35 Graham Street.
Loss Before Taxation(5,297)(13,507)8,210
Income Tax-458(458)
Tax loss position hence no current tax and a nil
movement in net deferred tax. FY23 only recognised
deferred tax and no current tax.
Loss and Total
Comprehensive Income,
Net of Tax
(5,297)(13,049)7,752
Finance Report (continued)
09
Adjusted Funds from Operations - Reconciliation to Net Profit After Tax
2024
$’000
2023
$’000
Statutory Net Loss After Tax(5,297)(13,049)
Investment Property
Loss on Sale of Investment Property-347
Fair value loss on investment property and property held for sale4,90212,687
Deferred Tax
Deferred Tax Expense-(414)
Net Operating Loss After Tax(395)(429)
Straight-line rental revenue(329)-
Amortisation of Lease Incentives and Costs49135
Amortisation of Rent Relief due to COVID-19-90
Funds From Operations (FFO)(675)(204)
Incentives Granted/Commissions Paid-(30)
Maintenance CAPEX-(50)
Adjusted Funds From Operations(675)(284)
AFFO (cents per share)(0.19)(0.08)
Balance Sheet
2024
$’000
2023
$’000
Cash3,7364,867
Investment Properties116,050118,556
Properties Held for Sale64 ,74397,990
Other Assets5,7758,069
Total Assets190,304229,482
Bank Debt32,97471,369
Other Liabilities16,12211,608
Total Liabilities49,09682,977
Equity141,208146,505
Net Tangible Assets Per Share ($)0.3890.404
Finance Report (continued)
10
Investment Property and Property
Held for Sale
Investment Property, including property held for sale,
total $180.8 million as at 31 March 2024 ($216.6 million
in the prior year).
Munroe Lane is the remaining investment property
which is not held for sale. This property reduced in
value f rom $118.56 million to $116.05 million during the
year. $5.4 million of capital expenditure was incurred
during the year. Offsetting the capital expenditure was
an $8.0 million write down for the year as the cap rate
softened and leasing incentives were increased.
Graham Street is held for sale and settles on 29
November 2024. The total consideration is $68
million. The current fair value is $64.7 million which
is an increase f rom $61.7 million at 31 March 2023.
The 35 Graham Street fair value is assessed on the
future settlement cash flows discounted at 9.0%. The
discount rate has increased f rom 8.5% during the
financial year due to rising interest rates.
Stoddard Road settled on 1 May 2023 and all proceeds
were applied as a debt repayment.
Funding
$32.974 million of debt is drawn which represents a
LVR of 18.2% as at 31 March 2024 (31.5% in the prior
year). The loan facility limit as at 31 March 2024 is
$44.9 million and the remaining undrawn debt
totalling approximately $11.9 million which will
primarily be used to fund the remaining leasing at
Munroe Lane. This limit reduced to $44.9 million
during the year f rom $85 million post the sale of
Stoddard Road and receipt of the additional deposit
at 35 Graham Street.
All drawn debt will be fully repaid when 35 Graham
Street settles on 29 November 2024, which is ahead
of the current facility term expiry of 31 March 2025.
Debt is therefore recorded as a current liability.
A lockbox mechanism is currently in place to cover
the ICR shortfall up to 1.25 times cover (which was
reduced f rom 1.5 times in November 2023). This
cash lockbox equates to $4 million and funds
can only be released f rom this lockbox once the
earnings profile improves f rom committed leases,
or debt is repaid.
The interest cover ratio (ICR) is not formerly tested
f rom a loan covenant perspective. However, EBITDA
metrics are reported to the bank each quarter
which assists with testing the sizing of the lockbox
of $4 million.
The development facility converted to an
investment facility on Munroe Lane practical
completion which occurred on 13 July 2023.
Dividends
No dividends were paid during the financial year.
The dividend remains subject to quarterly review.
However, the dividend will likely remain ceased until
the future direction of the company is confirmed.
Finance Report (continued)
11
Bruce Cotterill joined the Board of Asset Plus in April 2017. Bruce is an experienced
CEO, Chairman and Company Director, who has excelled in a number of sectors
and in a range of extremely demanding roles. This includes businesses going
through major transformation brought about by financial performance, structural
change and cultural issues. As a CEO he has led real estate group Colliers, both in
New Zealand and Australia, Kerry Packer’s ACP Magazines, and iconic New Zealand
sportswear company Canterbury International. As CEO of Yellow Pages Group
he was appointed to lead that company through a period of dramatic change,
including the restructure of the Company’s $1.8 billion of debt. Bruce was Chairman
of Noel Leeming Group for 8 years until that Company’s sale to The Warehouse.
Bruce Cotterill
Chairman, Non-Executive
Independent Director
Director Profiles
Director Profiles
John joined the Centuria Capital Limited ("CNI") Board (formerly Over Fifty Group)
on 10 July 2006. He was appointed as Chief Executive Officer of the Over Fifty
Group in April 2008 and serves as Joint CEO with Jason Huljich. John was also a
founding director and major shareholder in boutique funds manager Century Funds
Management, which was established in 1999 and acquired by the Over Fifty Group
in July 2006. Prior to joining CNI, John held senior positions in a number of property
development and property investment companies in Australia, New Zealand and the
United Kingdom. As a director of both the largest shareholder and the Manager, John
is therefore not an independent director. John joined the Board in September 2020.
John McBain
Non-Executive Director
Allen has a long background in accounting, business analysis, risk management,
tax, and finance, mostly in property and construction. Starting as a partner in
a major accounting firm, he was then CFO for three listed property companies
and for ten years was CEO/CFO of Tramco Group, which managed and financed
several large privately held leasehold land owning partnerships including Viaduct
Harbour Holdings, Tram Lease, Quay Lease, Kiwi Forests, Wairakei Pastoral
and Calland Properties Ltd. He is now an independent business and finance
consultant and Director, still advising Tramco and is an independent trustee for
the Wyborn and Green families. He is the Government approved independent
director of Tamaki Makaurau Community Housing Joint Venture and Chair of the
Odyssey House Board of Trustees. Allen joined the Board in April 2017.
Allen Bollard
Non-Executive
Independent Director
Carol Campbell joined the Board of Asset Plus in May 2015 and chairs the Audit
and Risk Committee. Carol is a Fellow Chartered Accountant and a member of
Chartered Accountants Australia and New Zealand, and a Chartered Fellow of
the Institute of Directors. Carol has extensive financial experience and a sound
understanding of efficient Board governance. Carol holds a number of directorships
across a broad spectrum of companies, including T&G Global, NZME and the Fisher
Listed Investment companies – Kingfish, Barramundi and Marlin Global, where she
is also Chair of the Audit and Risk Committee. She is also the Chair of NZ Post. Carol
was a Director of The Business Advisory Group for 11 years, a Chartered Accountancy
Practice, and prior to that a partner at Ernst & Young for over 25 years. Carol is a
member of the Disciplinary Tribunal of the NZ Institute of Chartered Accountants.
Carol Campbell
Non-Executive
Independent Director
Paul Duffy has over 36 years’ experience in the property investment/development
industry, including CEO/executive director of DNZ Property Fund (now named
Stride Property) for 13 years. During his career, Paul held the position of General
Manager of Fletcher Property Limited and was Joint Managing Director of US Real
Estate Subsidiaries for the Abu Dhabi Investment Authority. In this role he oversaw
the formation of a large real estate portfolio in the United States and Europe. Paul
is currently a Director of Leighs Construction and a number of private companies.
Paul is the former chairman of the Manager, and is therefore not an independent
director. Paul joined the Board in April 2017.
Paul Duffy
Non-Executive Director
12
The scale of Centuria’s business allows a vantage
point f rom which to understand the market and
unlock real estate opportunities. Centuria has
comprehensive and up-to-date knowledge and
insights pertaining to property buyers/sellers,
tenants and, importantly, the constant and
subtle shifts to lending and bank sentiment.
Centuria Platform Investments Pty Ltd, a
holding company of the manager, owns 19.99%
of Asset Plus.
The Manager
Centuria NZ is a leading fund manager with
operations across New Zealand and Australia.
Centuria NZ owns or manages 87 properties across
sectors including office, retail, industrial, healthcare
and agricultural, with $2.45 billion of assets under
management. Centuria NZ employs 38 staff across
offices in Auckland, Christchurch and New Plymouth,
with specialist expertise in asset management and
development management, as well as other essential
professional functions including accounting, treasury,
investor relations, legal, compliance and company
secretariat. The Manager’s parent company, ASX-200
listed Centuria Capital Group manages over $21 billion
of real estate assets across Australia and New Zealand.
The Manager
13
Corporate Governance
Corporate Governance
Principle 1 – Ethical Standards
The Board of Asset Plus is committed to maintaining the highest standards of business
behaviour and accountability.
Accordingly, the Board has adopted corporate governance policies and practices designed
to promote responsible conduct.
The corporate governance f ramework is set out in Asset Plus’ Corporate Governance
Manual, a copy of which can be found at the Company’s website:
www.assetplusnz.co.nz/corporate-governance.
This section sets out Asset Plus’ corporate governance policies, practices and processes with
reference to the NZX Corporate Governance Code’s eight key principles and supporting
recommendations. The Board considers that it has followed the recommendations of the
NZX Corporate Governance Code except as set out below under each Principle.
This Corporate Governance Statement is current as at 31 March 2024. It reports against the
NZX Corporate Governance Code dated 1 April 2023.
Directors should set high
standards of ethical behaviour,
model this behaviour and hold
management accountable for
these standards being followed
throughout the organisation.
A Code of Ethics has been adopted by which the
Company has set out expectations for all Directors,
officers, any employees and representatives to act in
a manner consistent with its guiding principles and
the values set out in its Code of Ethics. This Code sets
out clear expectations of ethical decision-making
and personal behaviour in regard to confidentiality,
securities trading, transparency, company information,
conflict resolution processes, gifts and stakeholder
interaction. A copy of the Code of Ethics is included in
the Corporate Governance Manual available at
www.assetplusnz.co.nz/corporate-governance.
Any illegal or unethical behaviour is to be reported
to the Board. The Chairman will determine the
seriousness of the behaviour and what action
needs to be taken. The Chairperson may decide
that a subcommittee of the Board will be formed to
determine what action should be taken.
Asset Plus’ manager, Centuria, has also adopted a
Code of Conduct which applies to its employees and
directors. The Code sets out the minimum standards
expected of Centuria’s employees and directors and is
intended to facilitate decisions that are consistent with
Centuria values, business goals and legal and policy
obligations. A copy of the Centuria Code of Ethics
is available at https://centuria.com.au/wp-content/
uploads/2022/07/Centuria-Code-of-Conduct.pdf.
ContentsPage
Principle 1 - Ethical Standards14
Principle 2 - Board Composition and Performance15
Principle 3 – Board Committees16
Principle 4 – Reporting and Disclosure 17
Principle 5 – Remuneration18
Principle 6 – Risk Management 19
Principle 7 – Auditors 19
Principle 8 – Shareholder Rights and Relations20
14
Corporate Governance (continued)
Principle 2 – Board Composition
and Performance
Board Charter
The Asset Plus Board has adopted a Board Charter
and Governing Principles which sets out that
the specific responsibilities of the Board and its
Committees include:
• oversight of the Company including its control
and accountability procedures and systems;
• setting the strategic direction and objectives of
the Company;
• overseeing the audit and monitoring risk;
• approval of operating plans including annual
business plans and budgets;
• monitoring actual results against the annual
business plan, budget and strategic objectives;
• delegating the appropriate authority of the
management of the Company, and monitoring
management’s performance on a regular basis;
• setting the remuneration of the Directors;
• approval and monitoring capital expenditure,
capital management initiatives and acquisitions
and divestments;
• approval of capital structure and dividend policies;
and
• oversight of disclosure and monitoring of price
sensitive matters affecting the Company.
Director nominations and appointments
The Board has adopted a Nomination Committee
Charter which sets out the procedure for nominating
and appointing potential directors to the Board.
Given its size, the full Board of Asset Plus acts as the
Nominations Committee. The responsibilities set out
in the Nomination Committee Charter are:
• to identify and nominate candidates to fill Board
vacancies as and when they arise;
• before making an appointment, to evaluate
the balance of skills, knowledge and experience
on the Board and, in light of the evaluation, to
determine the role and capabilities required for
the appointment;
• to formulate succession plans for Directors taking
into account the challenges and opportunities
facing the Company and the skills and expertise
accordingly required to govern the Company in
the future;
• to regularly review the structure, size and
composition (including the skills, knowledge
and experience) of the Board and to make any
changes; and
• to consider such other matters relating to Board
nomination or succession issues as may be
identified by the Board.
Formal agreements are entered into with all new
directors.
Asset Plus has also adopted a Share Trading Policy
which sets out the rules for dealing in the listed financial
products of Asset Plus. The policy prohibits trading
by directors of Asset Plus without the written consent
of the Chairperson. There are also ‘no trade’ periods
around the release of the Annual and Interim reports.
A copy of the policy is available at
www.assetplusnz.co.nz/corporate-governance.
Centuria has also adopted an Insider Trading Policy
which sets out the rules for dealing in the financial
products of any entity that Centuria NZ manages
(including Asset Plus). The policy prohibits trading
by any employee or director of Centuria without the
written consent of the Centuria NZ Chair. Other than
in exceptional circumstances, all trading is prohibited
during blackout periods for 30 days prior to half- and
full-year balance dates until the first trading day after
the relevant results are announced.
To ensure an effective board,
there should be a balance of
independence, skills, knowledge,
experience and perspectives.
15
Board composition
Director profiles are on page 12 and director
shareholdings are listed on page 20.
Directors undertake continuing education to keep
their skills current and understand how to best
perform their duties.
The Board Charter sets out that the Board will review
its performance as a whole on an annual basis and
instigate additional comprehensive reviews as may be
deemed necessary f rom time to time.
External consultants may be commissioned as needed
to assist in the assessment of individual director
performance, the effectiveness of the Board’s processes
and/or the Board’s own effectiveness.
The factors relevant to determining that Bruce Cotterill,
Allen Bollard and Carol Campbell were independent
directors were that they are non-executive directors,
they have either no shareholding or, in the case of Carol
Campbell, a holding of less than 1% and that they have
no other business relationship with Asset Plus.
The factors relevant to determining that Paul Duffy
is not an independent director is that, until 2020, he
was a director of both the Manager and the largest
shareholder.
The factors relevant to determining that John McBain is
not an independent director is that, he is a director and
beneficial owner of both the Manager and the largest
shareholder (at that time).
As three of the five directors are considered to be
independent (including the Chair), the Board is
comprised of a majority of independent directors.
Diversity
Asset Plus has not adopted a diversity policy as it no
longer has any employees following externalisation
of management to Centuria and accordingly has not
complied with this recommendation for the entire
period in which the NZX Corporate Governance Code
has been in place. This practice has been approved by
the Asset Plus Board.
Breakdown of Gender Composition of Asset Plus’
Directors and Officers.
MaleFemale
Financial
YearDirectorsOfficersDirectorsOfficers
Year Ending
31 March 2024
4310
Year Ending
31 March 2023
4310
Corporate Governance (continued)
Chair and CEO
In accordance with the NZX Corporate Governance
Code and as a result of management being
externalised, Asset Plus’ Chair is not also its CEO.
Principle 3 – Board Committees
The Asset Plus Board has established a separate Audit
and Risk Committee comprising of three directors. The
Corporate Governance Manual also includes charters
for Nominations Committee and Remuneration
Committee. However, the full Board undertakes the
responsibilities of those Committees. Given the size and
operations of Asset Plus, the Board does not consider
that any further committees are necessary.
Audit and Risk Committee
The Audit and Risk Committee’s primary objectives are:
• to set the principles and standards with respect to
internal controls, accounting policies and the nature,
scope, objectives and functions of the external audit.
This objective enables the Board to satisfy itself that
management is discharging its responsibilities in
accordance with established processes and, wherever
practical, best practice methodologies; and
• to ensure the efficient and effective oversight and
management of all business risks.
Key responsibilities for the Audit and Risk
Committee include:
• Establishing guidelines for the selection, appointment
and/or removal of the external auditor as well as the
rotation of the lead partner of the audit firm;
• Revising and recommending to the Board the
appointment and removal of the external auditor if
the Committee considers necessary;
• Ensuring the external auditor is discharging
its responsibilities, including monitoring the
effectiveness, objectivity and independence of the
external auditor;
• Reviewing draft financial statements, NZX preliminary
announcements and annual and interim reports;
• Reviewing accounting policies and practices;
The board should use committees
where this will enhance its
effectiveness in key areas, while
still retaining board responsibility.
16
Corporate Governance (continued)
• Reviewing the risk management policy and the
Manager's risk management reporting; and
• Reviewing the Delegated Authority Policy annually.
The members are all independent non-executive
directors being Carol Campbell (Chair), Allen Bollard
and Bruce Cotterill. The Audit and Risk Committee is
required to meet at least twice a year, with 3 meetings
being held in the 2023 financial year.
Representatives of the Manager only attend meetings
of the Audit and Risk Committee at the invitation of
the committee.
Remuneration Committee
The full Board acts as the Remuneration Committee.
The Remuneration Committee Charter is included in
the Corporate Governance Manual. The responsibilities
include setting and reviewing all components of the
remuneration of non-executive Directors. As Asset
Plus does not have any employees, the Committee's
responsibilities only cover the remuneration of non-
executive directors.
Nominations Committee
The full Board acts as the Nominations Committee.
The Nominations Committee Charter is included in the
Corporate Governance Manual. The responsibilities are
as set out on page 15.
Takeover protocols
In June 2018, the Board adopted protocols setting
out the procedures to be followed if a takeover offer
is received.
Principle 4 – Reporting and
Disclosure
Continuous disclosure
Asset Plus has adopted a disclosure policy setting
out its approach to disclosing material information
and communication with shareholders or analysts.
Asset Plus recognises that the cornerstone of New
Zealand and international securities law is full and
fair disclosure of material information and that the
timely, non-exclusionary distribution of information
to the public is crucial to the efficiency and integrity
of the capital markets.
A copy of the policy is available on Asset Plus’ website
at www.assetplusnz.co.nz/corporate-governance,
along with the Corporate Governance Manual.
Other than the Corporate Governance disclosures,
Asset Plus has not provided non-financial
disclosure in this annual report in accordance
with Recommendation 4.4 of the NZX Corporate
Governance Code. This is due to Asset Plus' portfolio
only consisting of Munroe Lane following the sale
of 35 Graham Street. The key focus for Munroe
Lane is to lease the current vacancy and Asset Plus
does not consider that non-financial disclosure on
environmental and social sustainability is currently
material for shareholders in Asset Plus. Asset Plus
will publish its first mandatory Climate-Related
Disclosures in accordance with the Aotearoa New
Zealand Climate Standards at www.assetplusnz.
co.nz/company-document/ by 31 July 2024.
The board should demand
integrity in financial and non
financial reporting, and in
the timeliness and balance of
corporate disclosures.
17
Principle 5 – Remuneration
Corporate Governance (continued)
Remuneration of directors is reviewed by the Board. The director remuneration pool was approved at $300,000 when
Asset Plus was formed following the corporatisation of the National Property Trust in 2011. In June 2017, the Asset
Plus Board approved the following director fees which have continued to be paid during the past year. In addition,
Asset Plus does not have a remuneration policy for directors (and therefore does not comply with Recommendation
5.1 of the NZX Corporate Governance Code. The Board does not consider that any changes are currently necessary
to director remuneration as a result of the reducing asset base of Asset Plus. Should any changes to director
remuneration be proposed, the Board will consider adopting a remuneration policy.
Director remuneration
As Asset Plus no longer has any employees, it does not have a remuneration policy for executives and therefore
does not comply with Recommendation 5.2 of the NZX Corporate Governance Code.
Chief Executive remuneration
Following the externalisation of management to Centuria, Asset Plus no longer has a CEO.
DirectorBase Director FeesCommittee FeesAnnual Fee
Amount Paid
During The Year
Bruce Cotterill$90,000 – Chair-$90,000$90,000
Carol Campbell$65,000$10,000 – Chair of Audit & Risk Committee$75,000$75,000
Allen Bollard$65,000$5,000 – Member of Audit & Risk Committee$70,000$70,000
Paul Duffy$65,000-$65,000$65,000
John McBain----
Total$300,000$300,000
Approved Pool$300,000
The remuneration of directors and executives should be transparent, fair and reasonable.
18
Asset Plus relies on Centuria’s risk management
f ramework to identify, oversee, manage and control
risks that Asset Plus faces. Key risks have been
identified including interest rate and treasury
risk, leasing risk, cyber security, construction and
development risk, compliance with regulatory
obligations, property risks (such as tenant default),
f raud and health and safety risks.
Centuria is responsible under the management
agreement for advising the Asset Plus Board on risk
management matters. The Audit and Risk Committee
receives such reports, oversees risk management and
reports to the Board on risk management.
Health and safety
Centuria oversees health and safety compliance on a
day to day basis for Asset Plus in conjunction with the
property managers for each property. Each property
has a hazard register which is managed on a day to
day basis by the property managers and overseen by
Centuria’s asset managers.
Centuria's management team oversees compliance
with Centuria’s health and safety f ramework including
regular reporting to the Board. This includes regular
reporting to the Board on key health and safety
statistics, incidents and hazard remedies.
The Asset Plus Board also considers health and safety
issues at each board meeting and as they arise if
necessary. A key focus for the Asset Plus Board is
ensuring that hazards are identified and remedied
and that reporting identifies the progress with
remedial actions.
Corporate Governance (continued)
Principle 7 – Auditors
The Audit and Risk Committee Charter sets out
Asset Plus’ f ramework for managing relationships
with its auditor. This includes the ability for directors
to communicate directly with auditors and for
auditors to attend meetings of the Audit and Risk
Committee without management present. Any
non-audit services provided by the audit firm must
be approved by the Audit and Risk Committee.
Grant Thornton New Zealand Audit Limited is the
auditor of Asset Plus with the audit partner rotated
every 5 years. Grant Thornton New Zealand Audit
Limited attends each annual shareholder meeting
and is available to answer shareholder questions at
the meeting.
Asset Plus has no separate internal audit function
as it has no employees. It relies on the Manager's
compliance assurance and risk management
processes for ensuring continued improvement.
Directors should have a sound
understanding of the material
risks faced by the issuer and how
to manage them. The Board
should regularly verify that the
issuer has appropriate processes
that identify and manage
potential and material risks.
Principle 6 – Risk Management
The board should ensure the
quality and independence of
the external audit process.
19
Corporate Governance (continued)
Board Attendance
Directors attended the following formal meetings of the
Board in the year to 31 March 2024.
Director
Board
Meetings
Held While
A Director
Board
Meetings
Attended
Audit & Risk
Committee
Meetings
Attended
Bruce Cotterill773
Carol Campbell773
Allen Bollard773
Paul Duffy77N/A
John McBain74N/A
Interest Register Record
The only entry made in the interests register during the
year ended 31 March 2024 was f rom Carol Campbell
to note that she was no longer a director of Kiwibank
Limited, effective 30 June 2023.
Share Dealings by Directors
There were no share dealings by Directors during the
year ended 31 March 2024. Securities of the Company
in which each Director had a relevant interest as at 31
March 2024:
DirectorHolding
Security
Held
Nature of
Relevant Interest
Carol
Campbell
99,504
Ordinary
Shares
Registered Holder
And Beneficial
Owner
Indemnity and Insurance
The Company has effected Directors and Officers
liability insurance at prevailing rates for all Directors.
The Company and its subsidiaries have continued
to indemnify the Directors for any costs referred to
in Section 162(3) of the Companies Act 1993 and any
liability or costs referred to in Section 162(4) of the Act.
Donations
The Company did not make any donations in the year
to 31 March 2024 (2023: Nil).
Audit Fees
Amounts paid to the Auditor of the Company:
2024
$’000
2023
$’000
Grant Thornton Audit Fees6775
In addition to the audit the following
other fees were paid to auditors
Other Assurance Services3030
Total97105
Principle 8 – Shareholder Rights and Relations
Asset Plus’ website at www.assetplusnz.co.nz includes a
range of information including bios for directors, copies
of the Corporate Governance Manual, the constitution
and historical annual and interim reports.
The Company engages with shareholders through
annual and interim reports, results conference
calls, presentations to shareholders and the annual
shareholder meeting.
Shareholders have the right to receive communications
electronically by notifying the share registrar. Major
decisions which require approval under the NZX Main
Board Listing Rules are submitted to shareholders
for approval. All voting at shareholder meetings is
conducted by a poll.
The annual shareholders notice of meeting in 2023 was
provided to shareholders 17 working days prior to the
annual meeting and therefore did not comply with the
recommendation to provide it at least 20 working days
prior to the annual meeting. This was due to a delay in
finalising the notice. The notice period was longer than
the minimum 10 working day period required under
Asset Plus' constitution.
Statutory disclosures
Principal Activities Asset Plus Limited is a listed
commercial property investment company investing
solely in New Zealand real estate.
Board Composition
The table below sets out details of the current directors
of Asset Plus Limited and its subsidiary, including the
date on which they were appointed.
No one ceased to be a director of the Company or its
subsidiary during the year ending 31 March 2024.
DirectorDate Appointed
Bruce Cotterill21 April 2017
Carol Campbell25 May 2015
Allen Bollard21 April 2017
Paul Duffy21 April 2017
John McBain8 September 2020
The board should respect the
rights of shareholders and foster
constructive relationships with
shareholders that encourage
them to engage with the issuer.
20
21
Financial
Statements
2024
Contents
25
Consolidated
Statement of
Changes In Equity
27
Consolidated
Statement of
Cash Flows
29
Notes to the
Consolidated
Financial
Statements
51
Shareholder
Statistics
24
Consolidated
Statement of
Comprehensive
Income
26
Consolidated
Statement of
Financial Position
28
Reconciliation of
Net Profit to Net
Cash Flow f rom
Operating Activities
53
Directory
48
Independent
Auditor’s Report
24
The notes set out on pages 29 to 47 form part of, and should be read in conjunction with, the consolidated -nancial statements.
Consolidated Financial Statements
Consolidated Statement
of Comprehensive Income
For the year ended 31 March 2024
Note
2024
$’000
2023
$’000
Gross Rental Revenue5,329 6,377
Direct Property Operating Expenses(1,676)(2,911)
Net Rental Revenue53,653 3,466
Administration Expenses6(1,753)(1,939)
Net Finance Costs6(2,295)(2,000)
Net Total Operating Expenses(4,048)(3,939)
Net Operating Deficit(395)(473)
Loss on Sale of Investment Property- (347)
Net Fair Value Loss on Investment Properties and Held for Sale(4,902)(12,687)
Net Loss Before Taxation(5,297)(13,507)
Income Tax7- 458
Net Loss After Taxation(5,297)(13,049)
Other Comprehensive Income- -
Total Comprehensive Loss for the Year, Net of Tax(5,297)(13,049)
Basic and Diluted Loss Per Share (cents)17(1.46)(3.60)
25
The notes set out on pages 29 to 47 form part of, and should be read in conjunction with, the consolidated -nancial statements.
Consolidated Financial Statements (continued)
Note
Share Capital
$’000
Accumulated
Losses
$’000
Total
$’000
Opening Balance at 01 April 2022192,726 (33,172)159,554
Net Loss After Taxation- (13,049)(13,049)
Total Comprehensive Loss for the Year, Net of Tax- (13,049)(13,049)
Closing Balance at 31 March 2023192,726 (46,221)146,505
Opening Balance at 01 April 2023192,726 (46,221)146,505
Net Loss After Taxation- (5,297)(5,297)
Total Comprehensive Loss for the Year, Net of Tax- (5,297)(5,297)
Closing Balance at 31 March 2024192,726 (51,518)141,208
Consolidated Statement
of Changes in Equity
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
26
The notes set out on pages 29 to 47 form part of, and should be read in conjunction with, the consolidated -nancial statements.
Note
2024
$’000
2023
$’000
Current Assets
Cash and Cash Equivalents3,736 4,867
Trade and Other Receivables9338 389
Other Financial Assets105,320 7,264
Prepayments117 217
Total Current Assets9,511 12,737
Properties Held for Sale1264,743 97,990
Non-Current Assets
Investment Properties11116,050 118,556
Prepayments- 199
Total Non-Current Assets116,050 118,755
Total Assets190,304 229,482
Current Liabilities
Trade Payables, Accruals and Provisions14 2,522 5,082
Deposits Received1213,600 6,500
Other Current Liabilities- 26
Borrowings1332,974 -
Total Current Liabilities49,096 11,608
Non-Current Liabilities
Borrowings13- 71,369
Deferred Taxation7- -
Total Non-Current Liabilities- 71,369
Total Liabilities49,096 82,977
Net Assets141,208 146,505
Share Capital192,726 192,726
Accumulated Losses(51,518)(46,221)
Shareholders' Equity141,208 146,505
The Board of Directors of Asset Plus Limited approved the consolidated financial statements for issue on 28 May 2024.
Bruce Cotterill Carol Campbell
Chairman Chair Audit and Risk Committee
Consolidated Statement
of Financial Position
As at 31 March 2024
Consolidated Financial Statements (continued)
27
The notes set out on pages 29 to 47 form part of, and should be read in conjunction with, the consolidated -nancial statements.
2024
$’000
2023
$’000
Cash Flows from Operating Activities
Cash was provided from/(Applied to):
Gross Rental Revenue5,233 8,491
Other Income- 19
Operating Expenses(2,646)(4,429)
Interest Income567 238
Interest Expense(2,721)(1,958)
Taxation Refund/(Paid)- 440
Lease Incentives & Commissions Paid- (52)
Net Cash Inflow from Operating Activities433 2,749
Cash Flows from Investing Activities
Cash was provided from/(Applied to):
Sale of Investment Property36,80844,528
Deposit Received f rom Investment Property Held for Sale7,100 6,500
Capital Expenditure on Investment Properties(6,528)(58,224)
Funds held in retention(126)(2,264)
Capitalised Finance Costs on investments(1,016)(3,213)
Transaction Costs(406)-
Tenant Deposits Received/Repaid- (53)
Net Cash Inflow/(Outflow) from Investing Activities35,832 (12,726)
Cash Flows From Financing Activities
Cash was provided from/(Applied to):
Repayment of Borrowings(45,450)(40,000)
Proceeds f rom Borrowings7,054 55,669
Loan establishment costs- (212)
Transfer f rom/(to) Lockbox1,000 (5,000)
Net Cash (Outflow)/Inflow from Financing Activities(37,396)10,457
Net (Decrease)/Increase in Cash and Cash Equivalents(1,131)480
Cash and Cash Equivalents at the Beginning of the Year4,867 4,387
Cash and Cash Equivalents at the End of the Year3,736 4,867
Consolidated Statement
of Cash Flows
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
28
The notes set out on pages 29 to 47 form part of, and should be read in conjunction with, the consolidated -nancial statements.
2024
$’000
2023
$’000
Net Loss after Taxation(5,297)(13,049)
Items Classified as Investing or Financing Activities:
Unrealised Loss in Fair Value of Investment Properties4,902 12,687
Loss on Disposal of Investment Property- 347
Movement in Deferred Taxation- (414)
Amortisation of Loan establishment costs75 68
Transaction Costs38 -
Movements in Working Capital Items:
Accounts Receivable and Prepayments220 2,046
COVID-19 rent relief- 28
Leasing fees paid and leasing fees granted- (30)
Trade and Other Payables775 552
Taxation Payable- 433
Non-Cash Items:
Straight-line rental income(329)-
Amortisation of leasing fees and incentives49 81
Net Cash Inflow from Operating Activities433 2,749
Reconciliation of Net Profit to Net
Cash Flow from Operating Activities
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
29
1. Corporate Information
The consolidated financial statements comprise of Asset
Plus Limited (the “Company”) and its subsidiary (collectively
the “Group”).
The Company is a limited liability company incorporated
and domiciled in New Zealand whose shares are listed on
the New Zealand Stock Exchange. The Company is a FMC
reporting entity under the Financial Markets Conduct Act
2013. The registered office is located in Level 2, Bayley's
House, 30 Gaunt Street, Wynyard Quarter, Auckland.
The nature of the operations and principal activities of the
Group are investing in commercial property in New Zealand.
2. Summary of Material
Accounting Policies
(a) Basis of Preparation
The consolidated financial statements have been prepared
in accordance with Generally Accepted Accounting Practice
in New Zealand (“NZ GAAP”), the Companies Act 1993, the
requirements set out in section 7 of the Financial Markets
Conduct Act 2013 and the Main Board Listing Rules of the
NZX. The consolidated financial statements have been
prepared on a historical cost basis, except for investment
properties which have been measured at fair value.
The consolidated financial statements are presented in New
Zealand dollars and all values are rounded to the nearest
thousand dollars ($’000), except where otherwise indicated.
(b) Statement of Compliance
The consolidated financial statements comply with New
Zealand equivalents to International Financial Reporting
Standards ('NZ IFRS') and International Financial Reporting
Standards (IFRS), as appropriate for a profit-oriented entity
that falls into the Tier 1 for profit category as determined by
the New Zealand Accounting Standards Board.
Changes in accounting policies
The accounting policies adopted are consistent with those
of the previous financial year, except where new accounting
standards which have been issued and are effective for the
current reporting period, or which are issued but not yet
effective and may be early adopted, have been adopted
for the first time. There are no new accounting standards
adopted in the current year.
Accounting standards that are issued but not yet effective
Issue date
- Classification of Liabilities as Current and
Non-current (Amendments to NZ IAS 1)
1 January 2024
- Disclosure of Fees for Audit Firms' Services
(Amendments to FRS-44)
1 January 2024
(c) Basis of Consolidation
The consolidated financial statements incorporate the
assets, liabilities and equity at the end of the annual
reporting period and revenue, expenses and cash
flows during the year ended 31 March 2024, and it's
comparative period, of the entities controlled by the
Company. A controlled entity is any entity over which
Asset Plus Limited has the power to direct relevant
activities, exposure or rights, to variable returns from
its involvement with the investee, and the ability to
use its power over the investee to affect the amount
of investor return. The existence and effect of potential
voting rights that are currently exercisable or convertible
are considered, if those rights are substantive, when
assessing whether a Company controls another entity.
In preparing these consolidated financial statements,
subsidiaries are consolidated from the date the Group
gains control until the date on which control ceases.
The financial statements of the subsidiary are prepared
for the same reporting period as the parent company,
using consistent accounting policies. In preparing the
consolidated financial statements, all intercompany
balances, transactions, unrealised gains and losses
resulting from intra-group transactions and dividends
have been eliminated in full.
The table below represents the Company's investment in
its subsidiary at each reporting date:
Percentage Held
31 March 202431 March 2023
Asset Plus
Investments Limited
100%100%
(d) Goods and Services Tax (GST)
Revenue and expenses are recognised net of the amount
of GST except where the GST incurred on a purchase of
goods and services is not recoverable f rom the taxation
authority, in which case the GST is recognised as part of the
cost of acquisition of the item as applicable.
All items in the consolidated statement of financial position
are stated net of GST, with the exception of receivables
and payables, which include GST invoiced. Cash flows are
included in the consolidated statement of cash flows on
a net basis and the GST component of cash flows arising
f rom investing and financing activities is classified as part
of operating activities.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
30
3. Significant Accounting Estimates
and Judgements
The preparation of the consolidated financial statements
in conformity with NZ IFRS requires Directors to make
judgements, estimates and assumptions that affect
the application of the Group's accounting policies and
the reported amounts of assets, liabilities, income and
expenses. All judgements, estimates and assumptions
made are believed to be reasonable based on the most
current set of circumstances available to the Group.
The estimates and underlying assumptions are reviewed
on an ongoing basis. Although the Group has internal
control systems in place to ensure that estimates can
be reliably measured, actual results may differ f rom
these estimates. Revisions to accounting estimates are
recognised in the period in which the estimate is revised
if the revision affects only that period, or in the period of
the revision and future periods if the revision affects both
current and future periods.
Fair value measurements
A number of the Group's accounting policies and
disclosures require measurement at fair value. Fair values
are categorised into different levels in a fair value hierarchy
based on the inputs used in the valuation technique
adopted as follows:
Level 1: Quoted prices (unadjusted) in active markets for
identical assets or liabilities.
Level 2: Inputs other than quoted prices included in
Level 1 that are observable for the asset or liability,
either directly (i.e. as prices), or indirectly (i.e.
derived f rom prices).
Level 3: Inputs for the asset or liability that are not based
on observable market data (unobservable inputs).
Key Judgements
The areas involving a high degree of judgement or areas
where assumptions are significant to the Group include
the following:
–Determination of Fair Value of Investment Property
(Note 11)
–Classification of Investment Property Held for Sale
(Note 12)
–Deferred Taxation (Note 7)
Going Concern
The financial statements have been prepared under the
going concern assumption, which assumes the Group
will be able to pay its debts as they fall due in the normal
course of business. As part of management's assessment
of the Group's ability to continue as a going concern, the
following uncertainties relating to events or conditions
have been taken into account:
At 31 March 2024, the current liabilities of the Group
exceeded its current assets by $39,585,000 (2023: Net
current assets $1,129,000) because the loan is a current
liability as the debt facilities will expire on 31 March 2025.
The net sale proceeds f rom 35 Graham Street, which settles
on 29 November 2024, will be applied to fully repay external
bank debt.
The Board has considered all information available at the
date of signing the consolidated financial statements (refer
to subsequent event Note 22) and is of the opinion that the
Group is a going concern based on:
–The Munroe Lane development completed in July 2023,
providing rental income and cash inflows f rom this point;
–Available liquidity levels, undrawn and available debt on
the loan facilities and forecast cashflows for at least 12
months being sufficient to cover future obligations when
they fall due; and
–Forecast cashflows have taken into consideration tenant
known circumstances, costs to be incurred in respect to
developments, expected future expenses and provisions
to fund any anticipated cash requirements in the current
environment.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
31
As At 31 March 2024
Effective Interest
Rate Range
Less Than 1 Year
$’000
1 - 2 Years
$’000
2 Years +
$’000
Financial Assets
Cash and Cash Equivalents0.00% - 4.91%3,736--
Trade Receivables and Other Receivables338--
Other Financial Assets4.80% - 5.40%5,320--
Total Financial Assets9,394--
Financial Liabilities
Trade Payables and Other Payables(1,600)--
Deposits Received(13,600)--
Borrowings7.16% - 8.09%(32,974)--
Total Financial Liabilities(48,174)--
As At 31 March 2023
Financial Assets
Cash and Cash Equivalents0.00% - 5.04%4,867 - -
Trade Receivables and Other Receivables389 - -
Other Financial Assets2.93% - 4.94%7,264 --
Total Financial Assets12,520 - -
Financial Liabilities
Trade Payables and Other Payables(2,029)- -
Deposits Received(6,500)--
Borrowings3.41% - 7.43%- (71,369)-
Total Financial Liabilities(8,529)(71,369)-
The Group’s assets and liabilities which are subject to interest rate changes, consist of cash and cash equivalents and
secured bank loans. The following demonstrates the sensitivity to the Group profit and equity, resulting f rom a reasonably
possible change in interest rates. This analysis assumes all other variables remain constant.
2024
$’000
2023
$’000
1% increase
Cash and Cash Equivalents And Financial Assets106 121
Borrowings(330)(714)
1% decrease
Cash and Cash Equivalents And Financial Assets(106)(121)
Borrowings330 714
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
4. Financial Risk Management
Objectives and Policies
The Group's principal financial instruments comprise
bank loans, cash, trade receivables and payables. Financial
assets and liabilities are recognised on the Consolidated
Statement of Financial Position when the Group becomes
a party to the contractual provisions of the instrument.
The main risks arising f rom the Group’s financial
instruments are interest rate risk, credit risk, liquidity
risk and fair value risk. The Board reviews and agrees
policies for managing each of these risks and they are
summarised below.
Interest rate risk
The Group has exposure to interest rate risk to the extent
that it borrows for fixed terms at floating interest rates.
The Directors assess this risk on an ongoing basis and if
deemed significant, will instruct the Group to enter into
interest rate swaps to manage material exposure. The
Group’s exposure to interest rate risk and the effective
weighted interest rates for each class of financial asset
and financial liability were:
Consolidated Financial Statements (continued)
32
As At 31 March 2024Note
Designated
As Fair Value
$’000
Amortised
Cost
$’000
Total
Carrying
Amount
$’000
Fair Value
$’000
Financial Assets
Cash and Cash Equivalents- 3,736 3,736 3,736
Trade Receivables and Other receivables9 - 338 338 338
Other Financial Assets10 - 5,320 5,320 5,320
Total Financial Assets- 9,394 9,394 9,394
Financial Liabilities
Trade Payables and Other Payables14 - (1,600)(1,600)(1,600)
Deposits Received- (13,600)(13,600)(13,600)
Borrowings13 - (32,974)(32,974)(32,974)
Total Financial Liabilities- (48,174)(48,174)(48,174)
As At 31 March 2023
Financial Assets
Cash and Cash Equivalents- 4,867 4,867 4,867
Trade Receivables and Other receivables9 - 389 389 389
Other Financial Assets10 -7,264 7,264 7,264
Total Financial Assets- 12,520 12,520 12,520
Financial Liabilities
Trade Payables and Other Payables14 - (2,029)(2,029)(2,029)
Deposits Received-(6,500)(6,500)(6,500)
Borrowings13 - (71,369)(71,369)(71,369)
Total Financial Liabilities- (79,898)(79,898)(79,898)
Credit risk
In the Board's opinion, the Group trades only with
recognised, creditworthy third parties, whose
obligations to the Group are contractually enforceable
under tenancy agreements and car park licences.
Financial instruments, which potentially subject
the Group to credit risk, principally consist of bank
balances, receivables and advances to tenants.
With respect to credit risk arising f rom the other
financial assets of the Group, which comprise interest
received on cash and cash equivalents, the Group’s
exposure to credit risk arises f rom default of the
counter party, with a maximum exposure equal to the
carrying amount of these instruments. Bank of New
Zealand, who is the counter party in respect to these
financial assets of the Group, currently holds an AA-
credit rating (issued by Standard & Poors).
Liquidity risk
Liquidity risk arises f rom the Group’s financial liabilities
and the ability to meet all its obligations to repay
financial liabilities as and when they fall due. The Group
actively monitors its position to ensure that sufficient
funds are available to meet liabilities as they arise.
Liquidity is monitored on a regular basis and reported to
the Board monthly.
The table below reflects all contractually fixed pay-offs for
settlement and repayments resulting f rom recognised
financial liabilities. This table is based on all interest rate
variables being held constant over the relevant period
of time. It does not allow for potential future margin or
base rate changes as these can not be easily identified
as at balance date. All payments are undiscounted and
the timing of the cash flows is based on the contractual
terms of the underlying contract. Interest payable is
based on the drawn debt at balance date.
Fair value risk
A comparison between financial assets and financial liabilities fair value and carrying amounts is set out below.
The net fair value is not materially different f rom the carrying value. The methods used for determining fair
value have been disclosed in Note 15.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
33
As At 31 March 2024
Balance
$’000
Contractual
Cash Flows
$’000
On
Demand
$’000
< 1 Year
$’000
1 - 2 Years
$’000
2 - 5 Years
$’000
> 5 Years
$’000
Financial Liabilities
Non-derivative financial liabilities
Trade Payables and Other Payables1,600 1,600 - 1,600 - - -
Borrowings (Note 13)32,974 32,974 - 32,974 -- -
Interest and fees payable to the
bank
190 3,122 - 3,122 -- -
Total34,764 37,696 - 37,696 - - -
As At 31 March 2023
Financial Liabilities
Non-derivative financial liabilities
Trade Payables and Other Payables2,029 2,029 - 2,029 - - -
Borrowings (Note 13)71,369 71,369 - - 71,369 - -
Interest and fees payable to the
bank
360 8,165 - 4,200 3,965 - -
Total73,758 81,563 - 6,229 75,334 - -
Capital Management
The Group’s capital includes contributed capital and
accumulated loss.
When managing capital, the Directors objective is to
ensure the entity continues as a going concern as well
as to maintain optimal returns to shareholders. As the
market is constantly changing, management and the
Board of Directors consider capital and management
initiatives. The Directors have the discretion to change
(or cease) the amount of dividends to be paid to
shareholders accordingly, issue new shares or sell
investment property to reduce debt. Capital is also
monitored through the gearing ratio.
The Group’s policies in respect of capital management
and allocation, including loan covenants are reviewed
quarterly by the Board of Directors.
Cash and Cash Equivalents
Cash and cash equivalents comprise of cash on hand,
demand deposits and other short term highly liquid
investments that are readily convertible to a known
amount of cash and are subject to an insignificant risk
of changes in value.
Financial Instruments
Classification of financial instruments.
The Group classifies its financial assets as fair value
through profit and loss (“FVTPL”), fair value through
other comprehensive income (“FVTOCI”) and
amortised cost according to the Group’s business
objectives for managing the financial assets and based
on the contractual cash characteristics of the financial
assets. At each reporting date, the Group classifies all
its financial liabilities as amortised cost or FVTPL.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
34
Accounting policy
Rental Revenue
Rental revenue is the Group's primary revenue stream. Net rental revenue is recognised in accordance with
NZ IFRS 16 Leases. Substantially all property owned by the Group is leased to third party tenants. As the Group
retains substantially all the risks and benefits of ownership of its investment properties, it accounts for leases with
its tenants as operating leases and begins recognising income when the tenant has a right to use the leased
asset. The total amount of contractual rent to be received f rom operating leases is recognised on a straight-line
basis over the term of the lease; including any lease incentives which are amortised to profit and loss over the
same period and reduce rental income recognised.
Net rental revenue is measured based on the consideration specified in the relevant rental agreement. The lease
term varies between properties and individual tenants within those properties.
2024
$’000
2023
$’000
Rental charged to tenants in the ordinary course of business4,452 4,870
Operating cost recoveries f rom tenants and customers587 1,456
Amortisation of capitalised lease cost adjustments(49)(30)
COVID-19 Rental Adjustments10 60
Straight-line rental revenue*329 -
Total gross operating revenue5,329 6,356
Other revenue- 21
Gross rental revenue5,329 6,377
Property operating costs**(1,676)(2,911)
Net rental revenue3,653 3,466
* Rental income is recognised on a straight-line basis over the shorter of the lease term or the term to the market rent review date.
** Property operating costs represent property maintenance and operating expenses.
Future minimum rentals receivable under non-cancellable operating leases as at 31 March are as follows:
2024
$’000
2023
$’000
Within one year4,783 4,176
After one year but not more than five years19,90319,344
More than five years50,25558,222
The above rental receivables are based on contracted amounts as at 31 March 2024 and 31 March 2023. Actual rental
amounts collected in future will differ due to upward rental review provisions within the lease agreements. There are
multiple leases and tenants. The rent review mechanisms and f requency vary for each lease. Each lease has renewal
dates whereby the lessee has the right to renew for an agreed term. The minimum lease payments receivable reflect the
minimum lease terms and do not include any options for renewal due to the uncertainty as to whether the options will be
exercised. The figures above also exclude the recovery of rates and insurance disclosed under lease income in accordance
with NZ IFRS 16 since this is a variable lease payment that does not depend on an index or rate.
5. Net Rental Revenue
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
35
6. Administration Expenses and Net Finance Costs
Accounting policy
Interest Revenue
Interest revenue consists of interest accrued on cash deposits and is recognised using the effective interest method.
Interest and Finance Costs
Finance costs, including borrowing costs and interest payable on borrowings, are recognised in the consolidated
statement of comprehensive income when incurred. Borrowing costs incurred that do not relate to qualifying
assets are treated as an expense and are not capitalised. Prepaid loan establishment fees are recognised on the
consolidated statement of financial position and capitalised (if related to a qualifying asset) or expensed over the
term of the loan agreement (Note 13) on a straight line basis.
Note
2024
$’000
2023
$’000
Administration expenses
Management fees(990)(1,130)
Directors' fees19(300)(300)
Auditor's remuneration(97)(105)
Professional fees(151)(230)
Other administration costs
(1)
(215)(174)
Total administration expenses(1,753)(1,939)
Net finance costs
Interest and finance costs*(2,816)(2,238)
Interest revenue521 238
Total net finance costs(2,295)(2,000)
* In addition to Interest paid on the loan the Interest and finance costs include line fees of $506,000 (PY: $433,000) and amortised loan establishment fees of
$75,000 (PY: $68,000)
Auditor's remuneration as follows:
Audit of the annual financial statements(67)(75)
Other assurance services
(2)
(30)(30)
Total auditor's remuneration(97)(105)
(1)
Other administration costs include office costs, registry, New Zealand Stock Exchange fees and shareholder communications costs.
(2)
Review of the interim financial statements.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
36
7. Income Tax
Accounting policy
Income tax in the consolidated statement of comprehensive income comprises current and deferred tax.
Income tax is recognised in profit or loss except to the extent that it relates to items recognised directly in
equity, in which case it is recognised in equity.
Current tax is the expected tax on the taxable income for the year, using rates enacted or substantially
enacted at balance date, and any adjustment to income tax payable in respect of previous periods. Current
tax for current and prior periods is recognised as a liability (or asset) to the extent it is unpaid (or refundable).
Deferred tax is provided for using the liability method on all temporary differences between the carrying
amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
• When the deferred tax liability arises f rom the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor the taxable profit or loss.
• In respect of the taxable temporary differences associated with investments in subsidiaries, associates and
interests in joint ventures, when the timing of the reversal of the temporary differences can be controlled
and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused
tax assets and unused tax losses, to the extent that it is probable that taxable profit will be available against
which the deductible temporary differences, and the carry-forward of unused tax assets and unused tax
losses can be utilised, except:
• When the deferred income tax asset relating to the deductible temporary difference arises f rom the
initial recognition of an asset or liability in a transaction that is not a business combination and, at the
time of the transaction, affects neither the accounting profit nor taxable profit or loss.
• When the deductible temporary difference is associated with investments in subsidiaries, associates or
interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is
probable that the temporary difference will reverse in the foreseeable future and taxable profit will be
available against which the temporary difference can be utilised.
The carrying amount of any deferred income tax asset is reviewed at each reporting date and reduced to
the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the
deferred income tax asset to be utilised. Deferred income tax assets and liabilities are measured at the tax
rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax
rates (and tax laws) that have been enacted or substantively enacted at balance date.
The Group has applied the rebuttable presumption under NZ IAS 12 that deferred tax on investment property
measured using the fair value model in NZ IAS 40 is determined on the basis that its carrying amount will be
recovered through sale.
The Group holds investment properties for the purpose of capital appreciation and rental income and
therefore the measurement of any related deferred tax reflects the tax consequences of recovering the
carrying amount of the investment property entirely through sale. In New Zealand there is no capital gains
tax, therefore the tax consequences on sale will be limited to depreciation previously claimed for tax purposes
(i.e. depreciation recovered).
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
37
Major components of income tax expense for the year ended 31 March are:
2024
$’000
2023
$’000
Current tax
Current income tax charge--
Prior year tax adjustment- 44
Current tax- 44
Net deferred income tax
Investment property building depreciation(245)(204)
Recognition of deferred tax asset232 642
Other13 (24)
Net deferred income tax- 414
Income tax reported in the consolidated statement of comprehensive income- 458
A reconciliation of the income tax expense applicable to net profit before income tax at 28%, to the income tax expense in
the consolidated statement of comprehensive income for the year ended 31 March is as follows:
2024
$’000
2023
$’000
Net loss before tax(5,297)(13,507)
Income taxation benefit (expense) (28%)1,483 3,782
Adjust for revaluations of investment property(1,373)(3,553)
Adjust for non-deductible expenses- -
Adjust for capital loss on disposal of investment property-(97)
Adjust for development loan facility fees316 812
Adjustment for deferred tax (depreciation on buildings)(245)(204)
Deferred tax assets not recognised(1,415)(1,088)
Adjustment for depreciation (claimed in financial year)1,129 554
Prior period adjustment-44
Other105 208
Income tax reported in the consolidated statement of comprehensive income-458
Deferred Income Tax
2024
$’000
2023
$’000
Net deferred income tax liability relates to the following:
Deferred income tax assets:
Accumulated tax losses874 642
Deferred income tax liabilities:
Recoverable depreciation on Investment properties(874)(629)
Other- (13)
Net deferred income tax liabilities(874)(642)
Deferred taxation - -
For the year-ended 31 March 2024, the Group is in a tax loss position. It is not considered probable that the Group will utilise
these tax losses in the near-term. As such, a deferred tax asset has only been recognised to the extent of the deferred tax
liability balance as at 31 March 2024, resulting in a net nil deferred tax balance sheet position, in accordance with IAS 12.
8. Segment Reporting
The principal business activity of the Group is to invest in New Zealand properties. Investment properties have similar
economic characteristics, methods of management and are under leases of various terms. Segment reporting is presented
in a consistent manner with internal reporting provided to the chief operating decision maker, the Board. The Board receives
internal financial information on a property by property basis, assesses property performance and decides on the resource
allocation. The Group operates only in New Zealand. On this basis all of the Group’s properties have been aggregated into a
single reporting segment to most appropriately reflect the nature and financial effects of the business activities. The Group
has no unallocated revenue, expenses, assets or liabilities and this approach has been applied to comparative periods.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
38
9. Trade and Other Receivables
10. Other Financial Assets
Accounting policy
Trade receivables, other receivables and prepayments are initially recognised at fair value plus transaction
costs and subsequently carried at amortised costs using the effective interest rate method less an
allowance for any impairment losses. Due to their short term nature, trade receivable, other receivables and
prepayments are not discounted.
The Group makes use of a simplified approach in accounting for trade receivables and records the loss allowance
as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows, considering the
potential for default at any point during the life of the financial instrument. In calculating, the Group uses its
historical experience, external indicators and forward looking information to calculate the expected credit losses.
The impairment of trade receivables is assessed on a collective basis (grouped based on the days past due), as
they possess shared credit risk characteristics.
Further disclosure details on the expected credit loss model have not been included in the financial statements
as the amounts involved are considered by the Directors of the Group to be immaterial.
Accounting policy
Other assets relates to restricted cash balances which are held on term deposit. This cash held on term deposit
is considered restricted on the basis that the funds do not have the same level of liquidity as cash and cash
equivalents on the basis that the funds are not f reely able to be withdrawn at any time and is not available
to be used to meet short-term commitments. Therefore the restricted cash is excluded f rom cash and cash
equivalents and presents as other financial assets.
2024
$’000
2023
$’000
Trade receivables- 27
GST receivable- 229
Total trade receivables- 256
Other receivables338 133
Total other receivables338 133
Total trade and other receivables338 389
Trade receivables are non-interest bearing and are on < 30 day terms.
Loan establishment fees (unamortised)105 399
Other prepayments12 17
Prepayments117 416
Current Prepayments117 217
Non-Current Prepayments- 199
Prepayments117 416
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
39
11. Investment & Development Properties
Accounting policy
Investment properties which are held exclusively to earn rentals and/or for capital appreciation are classified
as investment properties at their acquisition date. These are initially recognised at cost plus related costs
of acquisition. After initial recognition, investment properties are stated at fair value as determined by an
independent registered valuer. Investment properties are valued annually. The fair value is based on market values,
being the price that would be received to sell the property in an orderly transaction at the date of valuation after
proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion.
Investment properties that are being constructed or developed for future use are classified as development
properties and are measured at cost, as cost represents the fair value. Development properties are carried at fair
value when fair value can be reliably determined, which is expected to be upon completion. All costs directly
associated with the purchase and construction of a property and all subsequent capital expenditure is capitalised.
Gains or losses arising f rom changes in the fair value of development properties held at fair value are included in
profit or loss in the year in which they arise. Development properties are re-classified as Investment properties
upon practical completion of the development and the property is held to be leased out under an operating lease.
In the absence of an active market, alternative valuation techniques are utilised which may include discounted
cash flow projections, capitalisation of income or sales comparison approach as appropriate to the property being
valued. The valuations are prepared by considering the aggregate of the estimated cash flows expected f rom
rental income, the occupancy rates, average lease terms and capitalisation rates which reflect the current market
conditions. The estimate of fair value is a judgement which has been made based on the market conditions which
apply at each reporting date.
Investment properties are derecognised either when they have been disposed of or when the investment property
is permanently withdrawn f rom use and no future economic benefit is expected f rom its disposal. Any gains or
losses on the disposal of an investment property are recognised in profit or loss in the period of derecognition.
2024
$’000
2023
$’000
Restricted Cash - Term Deposit Lockbox4,000 5,000
Funds held in retention1,320 2,264
Total Other Assets5,320 7,264
A 'lockbox' amount of $4.0 million was placed into a term deposit as restricted cash to cover the forecast EBITDA shortfall
up to a 1.25 times interest cover ratio (March 2023: $5 million). Funds are held in trust of $1.32 million being the Munroe Lane
retention funds (March 2023: $2.264 million).
The tables below outline the movements in the carrying values for all directly owned investment properties:
As at 31 March 2024
Opening fair
value balance
(including WIP)Capex
(1)
Capitalised
leasing
costs net of
amortisation
Loss on
revaluation
Straight-line
rent accrual
Fair value at
balance date
$'000$'000$'000$'000$'000$'000
Investment Property
Munroe Lane118,556 4,358 794 (7,987)329 116,050
-
Total Investment
Property
118,556 4,358 794 (7,987)329 116,050
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
(1)
The opening fair value balance includes leasing costs amounting to $0.84 million which were paid in a prior year when the Munroe Lane property was still
under development. In the current year, in order to present the capitalised leasing costs net of amortisation in the table above, the capex amount has been
reduced by $0.84 million.
Consolidated Financial Statements (continued)
40
Munroe Lane work in progress (WIP) was reclassified on practical completion which was achieved on 13 July 2023. The
opening balance reflects the WIP incurred. Munroe Lane is therefore classified as an investment property as at 31 March 2024.
Munroe Lane is measured at fair value, which includes costs to complete, as at 31 March 2024 and is determined by the
independent valuation using the capitalisation and discounted cashflow approach. The independent valuation was
conducted by an independent registered valuer who is a member of the Institute of Valuers of New Zealand. The valuer is
experienced in valuing commercial properties.
The independent valuation as at 31 March 2024 is $116.2 million. The fair value reflects $0.15 million of costs to complete. The
fair value is also adjusted to reflect the straight-line rent accrual and the capitalised leasing costs net of amortisation as set
out in the table above.
As at 31 March 2023
Investment
Properties
Opening fair
value balanceCapex
Lease
amortisation
& other
Loss on
revaluation
Transfer to
assets held for
saleWIP (1)
Closing
balance
$'000$'000$'000$'000$'000$'000$'000
Stoddard Road
43,500 48 (28)- (43,520)- -
Graham Street
59,000 - -- (59,000)--
Development
Properties
Munroe Lane7,761 - -(7,000)- 117,795 118,556
Total Investment
& Development
Properties
110,261 48 (28)(7,000)(102,520)117,795 118,556
(1)
WIP related to costs incurred in relation to current or future development work which were not included in the inputs to the external valuation calculation by
the independent valuers. These costs included design, consents and other direct costs capitalised as development costs.
As at 31 March 2024Valuer
Capitalisation
Rate
%
Occupancy
Rate
%
WALT
Years
Valuation
$'000
Munroe Lane
6-8 Munroe Lane, Auckland
Jones Lang LaSalle6.2565.669.14116,200
Adjust for costs to complete at balance date(150)
Fair Value116,050
As At 31 March 2023Valuer
Capitalisation
Rate
%
Occupancy
Rate
%
WALT
Years
Valuation
$'000
Munroe Lane
6-8 Munroe Lane, Auckland*
Jones Lang LaSalle6.0063.0010.00126,000
Adjust for costs to complete at balance dateJones Lang LaSalle(7,444)
118,556
* This was based on the as if completed committed occupancy of Munroe Lane.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
41
The valuation techniques and significant unobservable inputs are as follows:
Valuation
TechniqueValuation Summary20242023
Sensitivity Of Fair Value To Changes In the
estimated fair value would increase/(decrease):
Capitalisation
Of Net
Income
Market Capitalisation rate (%)6.25%6.00%Capitalisation rate was lower (higher).
Market rental ($ per sqm)*$417$479
Retail and office rental income per square
meter was higher (lower).
Discounted
Cash Flow
Discount rate (%)7.25%7.13%The discount rate was lower (higher).
Rental growth rate (%) over 10 years2.55%2.20%Rental growth was higher (lower).
Occupancy rate (%)65.66%65.00%The occupancy rate was higher (lower).
Letting up period (months)**9 months6 monthsLetting up period was lower (higher).
Lease incentives
1.5 - 3
months
per annum
over lease
term
1 month
per annum
over lease
term
Lease incentives were lower (higher).
Sales Income
Approach
Price per square meter rate
($ per sqm)
$7,974$7,905Rate per square metre was higher (lower).
The above table only represents Munroe Lane.
* The represents the valuers' assessment of the net market income which a property is expected to achieve under a new arm’s length leasing transaction.
** Represents the period of time that has been allowed to let up vacant areas.
Investment property values are assessed within a range indicated by at least two valuation approaches, other than undeveloped land. Most
commonly the capitalisation of net income approach and the discounted cash flow approach are used to value income producing properties.
The sales comparison approach is used to appraise both developed and undeveloped plots of land.
Estimates are used in these valuations. These include the capitalisation rate in the income capitalisation approach, the discount rate in
the discounted cash flow approach and rate per square meter in the sales comparison approach. The approaches are also influenced by
other estimates relating to market rental levels, vacancy rates, letting-up allowances and the cost of ongoing operating expenses, capital
expenditure, other capital payments, time, location, quality and overall condition.
Among other factors, all valuation approaches consider the quality of the building and its location, tenant quality, lease terms and any lease
incentive costs such as rent-f ree periods and other costs not paid by the tenant.
Valuation Sensitivity
This sensitivity analysis outlines how movements in the discount rate and yield impact to the fair value of the investment
properties that use the Discounted Cash Flow and Capitalisation valuation approaches. The discount rate is used in the
discounted cash flow approach and the yield is used in the capitalisation approach.
Munroe Lane-100bps-50bpsValue+50bps+100bps
Yield - fully leased5.49%5.99%6.49%6.99%7.49%
Adopted Value137,222 125,752 116,050 107,736 100,533
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
42
12. Properties Held for Sale
Accounting policy
Investment property is transferred to investment property held for sale when it is expected that the carrying
amount will be recovered principally through sale rather than f rom continuing use. The property is held at
the realisable value, being the lower of carrying value or fair value less cost to sell. These properties are held for
immediate sale in their present condition.
Investment properties which meet the requirements of assets held for sale will be reclassified on the date these
requirements are met. These properties will continue to be measured under the fair value model with any gains or
losses being recognised in profit or loss in accordance with NZ IAS 40 Investment Properties. Revenue on the sale
of properties held for sale is recognised when the risks and rewards have transferred to the buyer. The carrying
value represents the sale price in respect to the property.
The table below outlines the movements in the carrying values for all properties held for sale during the year:
As at 31 March 2024
Property
Opening balance
$'000
Gain on
revaluation
$'000
Disposal
$'000
Closing balance
$'000
Stoddard Road36,330 - (36,330)-
35 Graham Street61,660 3,083 - 64,743
Total97,990 3,083 (36,330)64,743
On 1 May 2023 Stoddard Road was sold for $36.75 million and the net sale proceeds were $36.33 million.
35 Graham Street is measured at the lower of carrying value or fair value. Fair value has been determined based on the
forecast future discounted cash flows of the sale up to the settlement on 29 November 2024 including the deposits received
of $13.6 million. A discount rate of 9.0% has been used as at 31 March 2024 (2023: 8.5%) which reflects the assumed weighted
average cost of capital. The increase in the fair value is due to the impact of the discount unwind offset against the extended
settlement date (which was extended on 27 September 2023).
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Valuation sensitivity
35 Graham Street - 29 November 2024 settlement-100bps-50bpsValue+50bps+100bps
Discount rate (%)8.00%8.50%9.00%9.50%10.00%
Adopted Value65,056 64,899 64,743 64,588 64,434
As at 31 March 2023
Property
Opening
balance
$'000
Transfer
from
investment
properties
$'000
Capex
$'000
Gain/
(loss) on
revaluation
$'000
Disposal
$'000
Closing
balance
$'000
Eastgate Shopping Centre43,455 - - (94)(43,361)-
Stoddard Road- 43,520 - (7,190)- 36,330
35 Graham Street- 59,000 1,158 1,502 - 61,660
Kamo2,900 - - (253)(2,647)-
Total46,355 102,520 1,158 (6,035)(46,008)97,990
The Eastgate Shopping Centre and was settled on 29 August 2022 for $43.45 million. The sale of Kamo was settled on 30
November 2022 for $2.7 million.
Stoddard Road was measured at fair value less costs to sell and was transferred to held for sale during the March 2023 year.
The fair value was based on the conditional sale and purchase agreement.
Consolidated Financial Statements (continued)
43
13. Borrowings
Accounting policy
Borrowings are classified as financial liabilities at amortised cost. They are initially recognised at fair value of
the consideration less directly attributable transaction costs. Subsequent to initial recognition, borrowings
are stated at amortised cost using the effective interest method. Borrowings are classified as current
liabilities unless the Group has an unconditional right to defer the settlement of the liability for at least 12
months after the reporting date.
Borrowing costs are recognised as an expense when incurred, unless they relate to a qualifying asset and
are capitalised when incurred. Borrowing costs capitalised on qualifying assets during the year were $1.1m
(2023: $2.9m)
FacilityBankLoan Maturity
2024
$’000
2023
$’000
Working Capital FacilityBNZ31/03/258,750 14,100
Investment FacilityBNZ31/03/2524,224 4,700
Development FacilityBNZ31/03/25- 52,569
Total32,974 71,369
* The Development Facility was converted to an Investment Facility on 13 July 2023 after the Practical Completion of the Munroe Lane development occurred.
Financing facilities available
At reporting date, the following financial facilities had been negotiated and were available:
2024
$’000
2023
$’000
Facilities drawn at reporting date - secured bank loan (BNZ)32,974 71,369
Facilities undrawn at reporting date - secured bank loan (BNZ)11,926 13,631
Total44,900 85,000
Loan security
The loan is secured by a registered first mortgage over the investment properties of the Group, an assignment of leases over
all present and directly acquired properties mortgaged to the BNZ Bank and a first general security interest over the assets
of the Group. The facility limit reduced f rom $85 million to $44.9 million during the year due to the repayment of debt f rom
funds received f rom the sale of Stoddard Road as well as the second deposit received at 35 Graham Street. The loan facilities
mature on 31 March 2025 and are classified as a current liability.
Loan covenants – BNZ bank
During the year ended 31 March 2024 all loan covenants were met (2023: all met).
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
44
2024
$’000
2023
$’000
Trade payables12 73
GST payable114 -
Other payables1,474 1,956
Total trade and other payables1,600 2,029
Interest accrual190 360
Opex accruals655 533
Capex accruals77 2,150
Total accruals922 3,043
Provisions for COVID-19 support- 10
Total provisions- 10
Total trade payables, accruals and provisions2,522 5,082
Trade payables are non-interest bearing and are normally settled on 30 day terms. Interest payable is settled quarterly
throughout the financial year. Other payables are non-interest bearing and have an average term of 6 months.
14. Trade Payables, Accruals and Provisions
Accounting policy
Trade and other payables
Trade payables are classified as financial liabilities and are initially measured at fair value less any transaction costs
and subsequently carried at amortised cost and due to their short term nature, are not discounted. They represent
liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise
when the Group becomes obliged to make future payments in respect to the purchase of these goods and services.
Provisions
Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, for which
it is probable that an outflow of economic benefits will result and that the outflow can be reliably measured.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
45
15. Fair Value Measurement
Accounting policy
Financial assets/liabilities classified as fair value through profit and loss (“FVTPL”) are initially recognised at
their fair value and are subsequently measured at fair value at each reporting date. Gains and losses recorded
on each revaluation date are recognised within profit or loss. Transaction costs of financial assets classified as
FVTPL are expensed in the consolidated statement of comprehensive income.
The table below sets out the comparison by category of carrying amounts, fair values, and fair value movement hierarchy of
the Group's investment properties and borrowings:
Year ended 31 March 2024Year ended 31 March 2023
Quoted
Market
Price
(Level 1)
$’000
Market
Observable
Outputs
(Level 2)
$’000
Non Market
Outputs
(Level 3)
$’000
Quoted
Market
Price
(Level 1)
$’000
Market
Observable
Outputs
(Level 2)
$’000
Non Market
Outputs
(Level 3)
$’000
Investment propertiesNote 11- - 116,050 - - 118,556
Properties held for saleNote 12- - 64,743 - - 97,990
The quoted market price (Level 1) represents the fair value determined based on quoted prices in active markets as at the
reporting date. For financial instruments not quoted in active markets (Level 2) the Group uses present value techniques,
with a comparison to similar instruments for which market observable prices exist and other relevant models used by
market participants, which includes current swap rates on offer and also the current floating interest rate (interest rate
swaps). For properties held for sale and investment properties (Level 3), the Group uses present value techniques based on
forecasted future earnings.
There are no transfers between Level 1, 2 or 3 during the financial year ended 31 March 2024 (2023: None).
Issued capital and reserves
20242023
Ordinary Shares
Number of issued and fully paid shares ('000)362,718362,718
Ordinary shares have no par value. Fully paid and ordinary shares carry one vote per share, and share equally in dividends
and any surplus on winding up.
16. Equity
Accounting policy
Equity instruments issued by the Group are recorded as the proceeds are received, net of direct issue costs.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
46
18. Dividends Paid to Shareholders
No dividends were paid (2023: $nil)
2024
$’000
2023
$’000
Imputation credit account
At 31 March the imputation credits available for use in subsequent reporting periods are100100
19. Remuneration
Key management personnel costs
2024
$’000
2023
$’000
Directors' remuneration300300
Total300300
17. Earnings Per Share
Accounting policy
Earnings per share is calculated by dividing the profit/(loss) attributable to shareholders (excluding
distributions) of the Group by the weighted average number of ordinary shares on issue during the period.
2024
$’000
2023
$’000
Total Comprehensive Loss for the Year, Net of Tax(5,297)(13,049)
Weighted average number of ordinary shares ('000)362,718 362,718
Loss per share (cents) - basic and fully diluted(1.46)(3.60)
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Consolidated Financial Statements (continued)
47
20. Related Parties
Centuria Funds Management (NZ) Limited owns the management contract rights of the Group. Centuria Platform
Investments Pty Limited, owns 19.99% of Asset Plus Limited. During the year the shareholding was transferred f rom
Centuria Capital (NZ) No.1 Limited to Centuria Platform Investments Pty Limited. Transactions with Centuria Funds
Management (NZ) Limited are deemed to be related parties because the Company is managed by Centuria Funds
Management (NZ) Limited under the terms of the signed management contract.
Fees paid and owing to the manager ($'000)
20242023
Fees ChargedFees OwedFees ChargedFees Owed
Management fees930 455 1,130 278
Performance fees60 - - -
Lease renewal fees- - 38 -
Property management fees77 39 51 30
Development management fees170 67 1,945 213
Total1,237 561 3,164 521
21. Commitments and Contingencies
Capital commitments
At 31 March 2024 the Group has the following capital commitments:
• There are no capital commitments as at 31 March 2024 (31 March 2023: $3,725,717 in regards to the development at
Munroe Lane).
Guarantees
BNZ has provided a bond to the New Zealand Stock Exchange for the sum of $75,000, being the amount required to
be paid by all Issuers listed on the New Zealand Stock Exchange, and the Company has provided a General Security
Agreement over its assets in favour of BNZ as security for this bond (31 March 2023: $75,000).
Contingent liabilities
At the reporting date the Group had no material contingent liabilities (2023: nil).
22. Subsequent Events
No events have occurred subsequent to year end.
Notes to the Consolidated
Financial Statements
For the year ended 31 March 2024
Independent Auditor’s Report
Independent
auditor’s report
To the Shareholders of Asset Plus Limited
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of Asset Plus Limited (the “Company”) and its subsidiary
(together the “Group”) on pages 26 to 49 which comprise the consolidated statement of financial position as at
31 March 2024, and the consolidated statement of comprehensive income, consolidated statement of changes
in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated
financial statements, including a summary of material accounting policies.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the
financial position of the Group as at 31 March 2024 and its financial performance and cash flows for the year then
ended in accordance with New Zealand Equivalents to International Financial Reporting Standards (“NZ IFRS”)
issued by the New Zealand Accounting Standards Board.
Basis for Opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ))
issued by the New Zealand Auditing and Assurance Standards Board. Our responsibilities under those standards
are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements
section of our report. We are independent of the Group in accordance with Professional and Ethical Standard
1 International Code of Ethics for Assurance Practitioners (including International Independence Standards)
(New Zealand) issued by the New Zealand Auditing and Assurance Standards Board and the International
Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including
International Independence Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained
is sufficient and appropriate to provide a basis for our opinion.
Other than in our capacity as auditor we have no relationship with, or interests in, the Group.
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the consolidated financial statements of the current period. These matters were addressed in the context of
our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters.
48
Independent Auditor’s Report (continued)
Why the matter is significantHow our audit addressed the key audit matter
Investment Property - Valuations
The Group’s investment properties and non-current
assets held for sale have an assessed value of $116.1 million
and $64.7 million respectively and make up a significant
portion of the assets of the Group.
In the application of NZ IFRS, management is required
to make judgements, estimates and assumptions in
determining the carrying values of assets and liabilities
that are not readily apparent f rom other sources.
The estimates, assumptions and methodology for
determining the values are specific to the nature, location
and expected future rental income for each property.
Where appropriate, the Group engaged independent
registered valuers or used a contractual selling price to
determine the value of the property.
The estimates, assumptions and methods used in
determining the value of the properties, may not be
appropriate. Market volatility can have a significant impact
on the value of these properties and the consolidated
financial statements; therefore, the valuation of these
properties is considered a key audit matter.
To address the risk associated with the valuation of the
properties, the following audit procedures were carried out:
• Obtained and agreed the schedule of investment
property to the respective independent valuation
report, performed by valuation expert or management;
• Evaluated the independence, qualifications and work
of the valuation expert;
• Involved internal specialists to assist with our
assessment of whether significant valuation
assumptions fell within reasonable ranges and the
valuation methodologies adopted were appropriate.
• Inquired about and documented the methods and
assumptions used by the expert and considered the
appropriateness of those assumptions and methods
used;
• Confirmed that the property valuation was performed
in accordance with appropriate accounting standards
for use in determining the carrying value of investment
property as at 31 March 2024;
• Verified the accuracy of any costs capitalised against
properties by selecting a sample of transactions,
tracing it to supporting documentation and validating
whether the transactions meets the criteria for
capitalisation;
• Recalculated the fair value adjustment to be recorded
for the year for each investment property as at 31
March 2024;
• Considered the adequacy of the disclosures made
in Note 3 Material Accounting Estimates and
Judgements, Note 11 Investment and Development
Properties and Note 12 Properties Held for Sale, of the
consolidated financial statements, which sets out the
key judgements and estimates including valuation
techniques and significant unobservable inputs
applied to determine fair value of the investment
properties and non-current assets held for sale; and
• Discussed with management changes in the
investment property portfolio, including any property
development, controls in place surrounding the
valuation process and the impact that the market
volatility has had on the investment property portfolio
including occupancy risk, growth rates and other key
assumptions.
49
Independent Auditor’s Report (continued)
Information Other than the Consolidated Financial Statements and Auditor’s
Report thereon
The Directors are responsible for the other information. The other information comprises the annual report but does not
include the consolidated financial statements and our auditor’s report thereon.
Our opinion on the consolidated financial statements does not cover the other information and we will not express any
form of audit opinion or assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information
identified above when it becomes available and, in doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially
misstated. If, based on 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 consolidated financial statements
The Directors are responsible on behalf of the Group for the preparation and fair presentation of the consolidated financial
statements in accordance with New Zealand equivalents to International Financial Reporting Standards issued by the New
Zealand Accounting Standards Board, and for such internal control as the Directors determine is necessary to enable the
preparation of consolidated financial statements that are f ree f rom material misstatement, whether due to f raud or error.
In preparing the consolidated financial statements, the directors are responsible on behalf of the Group for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have
no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are f ree f rom
material misstatement, whether due to f raud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (NZ) will
always detect a material misstatement when it exists. Misstatements can arise f rom f raud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these consolidated financial statements.
A further description of the auditor’s responsibilities for the audit of the financial statements is located on the External
Reporting Board’s website at: https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-1/
Restriction on use of our report
This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might
state to the Company’s shareholders, as a body those matters which we are required to state to them in an auditor’s report and
for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than
the Company and the Company’s shareholders, as a body, for our audit work, for this report or for the opinion we have formed.
Grant Thornton New Zealand Audit Limited
Ryan Campbell
Partner
Auckland
28 May 2024
50
Shareholder Statistics
RankInvestor NameTotal Shares % Issued Capital
1Centuria Platform Investments Pty Ltd72,507,28819.99
2Accident Compensation Corporation59,420,19216.38
3HSBC Nominees (New Zealand) Limited32,451,5518.95
4Forsyth Barr Custodians Limited10,512,5972.9
5Leveraged Equities Finance Limited10,432,2812.88
6JPMORGAN Chase Bank8,359,6012.3
7Tea Custodians Limited7,367,1582.03
8FNZ Custodians Limited6,990,0661.93
9New Zealand Depository Nominee4,982,2381.37
10Citibank Nominees (Nz) Ltd3,881,8701.07
11Mmc Queen Street Nominees Ltd Acf Salt Long Short Fund3,548,3350.98
12Forsyth Barr Custodians Limited3,100,0000.85
13Nzx Wt Nominees Limited3,028,7340.84
14Elizabeth Beatty Benjamin & Michael Murray Benjamin3,000,0000.83
15Investment Custodial Services Limited2,922,3480.81
16Francis Ivor Charles Jasper & Victoria Jane Carpenter & Anthony Francis Segedin2,900,0000.8
17Bnp Paribas Nominees NZ Limited Bpss402,792,3890.77
18Mmc Queen Street Nominees Ltd Acf Salt Enhanced Property Fun2,707,8690.75
19Janet Backhouse2,236,8550.62
20New Zealand Permanent Trustees Limited2,154,4960.59
Twenty Largest Shareholders
Top 20 Shareholders (with expanded NZCSD Sub-Register) as at 13 May 2024.
Shareholder
Statistics
51
52
Shareholder Statistics (continued)
RangeHoldersShares% Issued Shares
1-1,0009557,2700.02
1,001-5,0003491,060,5330.29
5,001-10,0002802,203,5120.61
10,001-50,00064216,167,2154.46
50,001-100,00023217,649,7074.87
Greater than 100,000253325,579,56489.76
Spread of shareholders
The following is a spread of quoted security holders as at 13 May 2024.
Substantial Security Holders
As at 31 March 2024, the following Shareholders had filed substantial security notices in accordance with
the Financial Markets Conduct Act 2013
This annual report is dated 28 May 2024 and is signed on behalf of the board by:
Bruce Cotterill Carol Campbell
Chairman Chair Audit and Risk Committee
Shareholder
Centuria Platform Investments Pty Ltd72,507,288
Accident Compensation Corporation*55,539,084
Salt Funds Management Limited39,749,257
Westpac Banking Corporation (and related bodies corporate)29,455,484
Total ordinary shares on issue at 31 March 2024362,717,801
* On 6 May 2024, Accident Compensation Corporation disclosed that it had a relevant interest in 59,340,770 ordinary shares.
Directory
Directory
53
Company
Asset Plus Limited
PO Box 37953, Parnell 1151
Phone: 09 300 6161
www.assetplusnz.co.nz
Directors
Bruce Cotterill
Allen Bollard
Carol Campbell
Paul Duffy
John McBain
Bankers
Bank of New Zealand
Level 6
Deloitte Centre
80 Queen Street
Auckland
Auditor
Grant Thornton New Zealand
Audit Limited
Level 4
Grant Thornton House
152 Fanshawe Street
PO Box 1961
Auckland 1140
Registrar
Link Market Services Limited
Level 30
PwC Tower
15 Customs Street West
Auckland 1010
PO Box 91976
Auckland 1142
Phone: 09 375 5998
Fax: 09 375 5990
Manager
Centuria Funds Management
(NZ) Limited
Level 2
Bayleys House
30 Gaunt Street
Wynyard Quarter
Auckland 1010
PO Box 37953
Parnell 1151
53
---
Results announcement
Results for announcement to the market
Name of issuer Asset Plus Limited (APL)
Reporting Period 12 months to 31 March 2024
Previous Reporting Period 12 months to 31 March 2023
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$5,329 (16.4%)
Total Revenue $5,329 (16.4%)
Net profit/(loss) from continuing
operations
($5,297) 59.4%
Total net profit/(loss) ($5,297) 59.4%
Interim/Final Dividend
Amount per Quoted Equity Security Not applicable
Imputed amount per Quoted Equity
Security
Not applicable
Record Date Not applicable
Dividend Payment Date Not applicable
Current period Prior comparable period
Net tangible assets per Quoted
Equity Security
$0.389 $0.404
A brief explanation of any of the
figures above necessary to enable
the figures to be understood
This announcement is extracted from APL’s audited financial statements as at
and for the year ended 31 March 2024.
Authority for this announcement
Name of person authorised to make
this announcement
Simon Woollams
Contact person for this
announcement
Simon Woollams
Contact phone number 09 300 6161
Contact email address simon.woollams@centuria.co.nz
Date of release through MAP 28/05/2024
Audited financial statements accompany this announcement.
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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