Joint Lead Managers Co-Managers
This presentation contains the key terms of an offer of fixed rate secured debt securities by GMT Bond Issuer Limited ( Issuer ), a wholly owned subsidiary of Goodman Property Trust. The offer of Goodman+Bonds is made in reliance upon the exclusion in clause 19 of schedule 1 of the Financial Markets Conduct Act 2013 ( FMCA ). The Goodman+Bonds have identical rights, privileges, limitations and conditions (except for the interest rate and maturity date) as the Issuer’s $100,000,000 fixed rate secured bonds which are currently quoted on the NZX Debt Market under the ticker code GMB020 ( GMB020 Bonds ) and the Issuer’s $100,000,000 fixed rate secured bonds which are currently quoted on the NZX Debt Market under the ticker code GMB030 ( GMB030 Bonds) . The Goodman+Bonds are of the same class as the GMB020 Bonds and GMB030 for the purposes of the FMCA and the Financial Markets Conduct Regulations 2014. The Issuer is subject to a disclosure obligation that requires it to notify certain material information to NZX Limited ( NZX ) for the purpose of that information being made available to participants in the market and that information can be found by visiting www.nzx.com/companies/GMB. The GMB020 Bonds (which have a fixed interest rate of 6.20% p.a. and a maturity date of 16 December 2020) and the GMB030 Bonds (which have a fixed interest rate of 5.00% p.a. and a maturity date of 23 June 2022) are the only debt securities of the Issuer that are in the same class as the Goodman+Bonds that are currently quoted. Investors should look to the market price of the GMB020 Bonds and GMB030 Bonds to find out how the market assesses the returns and risk premium for those bonds. This document does not constitute a recommendation by the Issuer, Goodman (NZ) Limited ( Manager ), Goodman Property Trust, Westpac Banking Corporation or Bank of New Zealand (together the Joint Lead Managers ), Deutsche Craigs Limited, Forsyth Barr Limited or First NZ Capital Securities Limited, together the ( Co-Managers ), Public Trust ( Bond Trustee ), nor any of their respective directors, officers, employees or agents to subscribe for, or purchase, any of the Goodman+Bonds. To the extent permitted by law, the Manager, the Joint Lead Managers, the Co-Managers, the Bond Trustee and any of their respective directors, officers, employees or agents accept no liability whatsoever for any loss arising from this document or its contents, or otherwise in connection with the offer or any person’s investment in the Goodman+Bonds. A terms sheet ( Terms Sheet ) has been prepared by the Issuer in respect of the offer of Goodman+Bonds, which sets out how Goodman+Bonds may be applied for. The distribution of this presentation, and the offer or sale of the Goodman+Bonds, may be restricted by law in certain jurisdictions. Persons who receive this presentation outside New Zealand must inform themselves about and observe all such restrictions. Nothing in this presentation is to be construed as authorising its distribution, or the offer or sale of the Goodman+Bonds, in any jurisdiction other than New Zealand and the Issuer accepts no liability in that regard. The Goodman+Bonds may not be offered or sold directly or indirectly, and neither this presentation nor any other offering material may be distributed or published, in any jurisdiction except with the prior consent of the Issuer and in conformity with all applicable laws and regulations of that country or jurisdiction. Application has been made to NZX for permission to quote the Goodman+Bonds on the NZX Debt Market and all the requirements of NZX relating thereto that can be complied with on or before the distribution of the Terms Sheet have been duly complied with. However, NZX accepts no responsibility for any statement in this document. NZX is a licensed market operator and the NZX Debt Market is a licensed market under the FMCA. Goodman+Bonds Unless otherwise indicated, all numerical data provided in this presentation is stated as at 31 March 2017. All figures are in New Zealand dollars.
security investment grade ＋ first ranking security over a portfolio of BBB+ premium property assets ＋ security shared equally, and on a pro rata basis with existing bondholders, USPP noteholders and lenders under GMT’s bank expected issue credit rating facility term proven business model 7 years ＋ listed property trust investing in high quality industrial and business space real estate predominantly in Auckland ＋ premium property portfolio with a current book value of $2.4 billion 1 , a weighted average lease term of 5.8 years and an size occupancy rate of 98% $75m ＋ stable income stream supported by a high quality customer base up to $75m with up to $25m of over subscriptions ＋ strong balance sheet with a conservative level of debt Coda – Savill Link Goodman+Bonds 1 total property portfolio includes GMT’s proportionate share in the properties owned by its Viaduct joint venture.
Business focus 5 Presented by: 9 Investment portfolio Keith Smith Chairman & Independent Director Development programme 14 Attending Auckland & Christchurch Financial overview 19 James Spence Capital management 22 Director - Investment Management Business outlook 25 Andy Eakin Goodman+Bonds 27 Chief Financial Officer Goodman+Bonds
Coda — Savill Link Goodman+Bonds
Assets by region ＋ GMT is a listed unit trust that invests in Auckland high quality industrial and business space $2.4bn 1 (98%) property, predominantly in Auckland ＋ externally managed by ASX-listed Goodman Group ＋ Board of the Manager has a majority of independent directors, elected by GMT Christchurch investors $0.1bn (2%) Goodman Group is GMT’s largest ＋ unitholder, currently holding 20.9% of the units in GMT ＋ total property portfolio of $2.4 billion 1 ＋ GMT has a BBB (stable) corporate credit rating ＋ GMB020 Bonds and GMB030 Bonds $2.4bn 1 have a BBB+ (stable) credit rating 98% 5.8 240 total property property years portfolio occupancy WALT customers 30.6% 2 6.5% weighted Loan to value 1 m sqm $1.5bn average ratio (look net market capitalisation through lettable area capitalisation rate basis) Goodman+Bonds 1 total property portfolio includes GMT’s proportionate share in the properties owned by its Viaduct joint venture. 2 on a proportionately consolidated basis including GMT’s interests in the Viaduct joint venture. Holders of Goodman+Bonds will receive the benefit of a separate loan to value covenant which is described in more detail on slides 30 and 31
＋ high quality investment portfolio with strategic land holdings situated in high quality portfolio prime industrial locations ＋ development programme improving asset quality and growth profile of GMT ＋ assets actively managed to maximise earnings, value and balance sheet strength ＋ gearing currently within 30% to 35% range, with strong liquidity profile prudent capital management ＋ sustainable growth with asset recycling funding development and investment activity ＋ diversity of capital sources ＋ Goodman Group, a long term partner committed to the New Zealand strongly aligned manager market and current business structure ＋ Manager’s relationships provide access to international customers, investors and global capital markets Goodman+Bonds
＋ positive economic outlook, particularly in Auckland operating outlook ＋ property markets reflecting increased customer demand with high occupancy levels and improved rental growth ＋ investor demand expected to support ongoing asset recycling programme ＋ operating conditions supporting an organic growth strategy with new active strategy development and investment activity funded through asset disposals ＋ continued focus on realising the value in GMT land holdings with around $100 million of new development projects targeted per annum ＋ active portfolio management, maximising rental income and asset values ＋ focused on cash earnings to maximise unitholder value strong financial focus ＋ sustainable level of distributions to support investment activity Goodman+Bonds
Big Chill – Highbrook Business Park Goodman+Bonds
11
＋ a positive economic environment top ten customers by subsidiary companies and strong property fundamentals are supporting greater levels of customer demand ＋ top ten customers represent 27% of total income ＋ cash rental growth through fixed increases (46%), CPI based (26%) and market (28%) ＋ average occupancy of 96% in FY17, 98% as at 31 March 2017 ＋ 100% industrial occupancy portfolio occupancy Goodman+Bonds portfolio statistics presented are on a portfolio income basis and include the Viaduct joint venture
asset diversity 1 ＋ WALT of 5.8 years at 31 March 2017 ＋ 7.1% of income due to expire in FY18 lease expiry profile 2 1 asset diversity is presented on a value basis on completion of current developments and contracted sales. 2 lease expiry profile is presented on a portfolio income basis Goodman+Bonds
Highbrook Drive Showrooms — Highbrook Business Park (artists impression) Goodman+Bonds 2017
improved portfolio quality ＋ more than 70% of the portfolio developed over the last 10 years ＋ intensification of the development programme with a combination of pre-committed and uncommitted projects to meet demand improved cash earnings ＋ $97 million of projects in FY17 providing almost 31,000sqm of net lettable area ＋ expect around $100 million of development spend per annum development spend (total project cost including land value) Goodman+Bonds
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