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Asset Plus Limited — AGM Information 2020
Sep 29, 2020
66154_rns_2020-09-29_1e5e50e9-2395-4164-b595-8e685af3fb04.pdf
AGM Information
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ASSET PLUS LIMITED Special Meeting 29 September 2020
Asset Plus, Shareholder Vote on the Munroe Lane Development | September 2020
Artist impression of the Munroe Lane Development Assetplusnz.co.nz
MEETING PROCEDURES
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Special Meeting Agenda
Meeting Portfolio update Munroe Lane Procedures & Development Chairman’s 01 02 03 Address Shareholder Key Risks Resolutions Q&A 04 05 06
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- CC h airman’s Addresairman’ s Address ~~Bruc~~ e Cotterill
Bruce Cotterill
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- PORTFOLIO UPDATE
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2.0 Portfolio Update Key Metrics – estimated as at 31 August 2020
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Properties [1] WALE [4] LVR [1,2,3]
Portfolio Value [1,2,3]
5 2.9 years 35.6%
(Mar-20: 4) (Mar-20: 3.2) (Mar-20: 34.3%)
Number of Tenants Occupancy NTA [3]
$153.4m
(Mar-20: $142.1m)
72 98%
$0.63
(Mar-20: 71) (Mar-20: 98%) (Mar-20: $0.57)
1. In the period since 31 March 2020, the Kamo property was acquired on 30 July 2020 for $2.125m
2. Final valuations have been received and approved by the Board but are subject to further auditor review as part of the half year reporting process at 30 September 2020. See Section 5 (Key Risks – Property valuation uncertainty) of the Investor Presentation
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3. Portfolio value and LVR exclude capital expenditure incurred in relation to the developments at Munroe Lane and Graham Street, amounting to $3.1m in total. Such amount is included in the NTA figure shown above 4. Eastgate WALE and occupancy excludes the agreement to leases entered into with Restaurant Brands, one of which is subject to resource consent and completion of a development
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Impacts of COVID-19 to date
Update on APL’s portfolio performance
•
Rental abatements and relief expected to impact 1H21
operating income by $0.68m ($0.49m after-tax), equivalent to
approximately 5% of the current annualised gross rental income
•
Majority of rental abatements and relief are now agreed,
however regular monitoring of smaller retail operator
performance continues
•
The NPAT impact of the above will be partially offset by a lower
tax expense due to the reintroduction of building depreciation in
the current financial year
•
The full impact of COVID-19 will not be known for some time
•
While upfront rental abatement and relief has been granted in
respect of the first lock-down period, preservation of long-term
value is also a key strategy.
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Portfolio overview
| Graham Street, Auckland | Eastgate, Christchurch Stoddard Rd, Auckland Munroe Lane, Auckland Kamo, Whangarei |
|
|---|---|---|
| Valuation ($m)1 $57.5(Mar-20: $50.1) $47.4(Mar-20: $47.0) $38.5(Mar-20: $37.5) $7.5(Mar-20: $7.5) $2.5 (On acquisition: $2.1) |
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| WALE (years) 1.0(Mar-20: 1.2) 4.2(Mar-20: 4.5)2 3.8(Mar-20: 4.0) - - |
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| Occupancy (%) 100%(Mar-20: 100%) 95%(Mar-20: 95%)2 100%(Mar-20: 100%) - - |
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| Net Rental Income ($m) $3.98(Mar-20: $3.95) $3.60(Mar-20: $3.66) $2.65(Mar-20: $2.63) - - |
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| Passing yield (%) 6.9%(Mar-20: 7.9%) 7.6%(Mar-20: 7.8%) 6.9%(Mar-20: 7.0%) - - |
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| Comments • Acquired June 2019 • Auckland Council lease has approximately 1 year to run • Attractive holding income • 6 month extension agreed for basement and ground floors from July 2021 for $1m rental • Bargain Chemist recently secured as a new tenant on a 6-year lease • Agreement to Lease entered with Restaurant Brands, subject to Resource Consent and completion of development • Seismic work for The Warehouse completed • The property continues to perform well and provide a steady income stream • 100% of expiring leases were renewed by existing tenants so far during the year • Acquired off-market December 2019 • Large ~4,200m2 corner site with three road frontages • Acquired on 30 July 2020 • Large 38,000m2industrial site located adjacent to SH1 |
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| Largest tenant exposures • Auckland Council • Countdown, The Warehouse • The Warehouse • Auckland Council 1. Based on final valuations received and approved by the Board which are subject to further auditor review as part of the half year reporting process at 30 September 2020. Further details will be included in APL’s half year results announcement for the six months |
1. Based on final valuations received and approved by the Board which are subject to further auditor review as part of the half year reporting process at 30 September 2020. Further details will be included in APL’s half year results announcement for the six months ended 30 September 2020. See Section 5 (Key Risks – Property valuation uncertainty) of the Investor Presentation. 2. Eastgate WALE and occupancy excludes the agreements to lease entered into with Restaurant Brands, one of which is subject to resource consent and completion of a development.
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Office sector outlook
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APL believes that the office sector remains attractive on a long-term basis despite the impacts of COVID-19
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As a result of COVID-19, peak vacancy rates in the Auckland office market are expected to increase from 6.3% as at June 2020 (25,171m[2] available for sublease as a direct result of COVID-19), but stabilise to vacancy levels of ~8.0% by the end of 2023, which sits below the long term average vacancy rate of 10.4%[1]
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Annual average prime office rental growth projections have reduced from 3% to 2%, and incentives are forecast to increase from ~13% to ~18%[1]
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Auckland office sector remains attractive with supportive long-term demand drivers[2]
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Auckland is expected to achieve average 5-year annual rental growth of 2.2%
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While Colliers expects the concept of core markets and core assets to be emphasised again, in the office sector “core” does not
- necessarily imply location in CBDs. Office assets in decentralised areas and business parks may well be more attractive
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Colliers believes office markets with solid rent growth (specifically including Auckland) have the greatest potential for long-term capital appreciation
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1. Source: Colliers NZ Research, June 2020 2. Source: Colliers APAC 1H 2020 Report & 5-year outlook
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MUNROE LANE
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DEVELOPMENT Artist impression of the Munroe Lane Development
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The Munroe Lane Development
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On 20 December 2019, APL announced the development of a 26,500m[2] (GFA) / 15,100m[2] (NLA) building in Albany, 63% by forecast income pre-leased, with a 15-year lease to Auckland Council
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Resource Consent was obtained in May 2020, which increased the GFA to 27,200m[2] and NLA to 15,900m[2]
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Funding condition to be satisfied by 30 October 2020
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The marketing process for the remaining vacant space at Munroe Lane will commence after the special meeting
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Construction is expected to commence in November 2020, with an anticipated completion date of 14 November 2022 and a targeted completion date of 16 December 2022 under the ADL
Albany: Vacancy (prime) 0.0%[4] CBD: Vacancy (prime) 3.5%[4]
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Albany has been identified for its office sector growth and low vacancy levels
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As one of Auckland’s three key nodes outside of the city centre, it will continue to evolve and develop over time as the key node for the North of Auckland[2]
Recent large infrastructure developments, including the extended busway, improve links and access[3]
•
- Development funded by $60 million equity raise (which will be used to repay outstanding debt) and increase in committed bank debt
1. Source: Auckland Council “Auckland Plan 2050” (https://www.aucklandcouncil.govt.nz/plans-projects-policies-reports-bylaws/ourplans-strategies/auckland-plan/development-strategy/future-auckland/Pages/what-albany-look-like-future.aspx)
2. Source: NZTA
3. Source: Colliers International Research, June 2020
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Munroe Lane, Albany
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6 levels plus 2 basement carparking level development in the heart of Albany with 224 carparks
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Large floor plates of ~3,000 m[2] each
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~425m[2] of expected Café / Food & Beverage / Retail outlets on ground level
Munroe Lane – Indicative Metrics[1]
| Gross Floor Area(GFA) | 27,200 m2 | ||
|---|---|---|---|
| Net Lettable Area(NLA) | 15,900 m2 | ||
| Expectedyield on cost2 | 5.9% | ||
| Estimated total development cost2 | $129.3m | ||
| Value on Completion(JLL) Development margin2 |
$142.0m 9.8% |
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Excellent daylighting due to three street frontages and an adjoining laneway
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63% (by forecast income) pre-leased on a 15-year lease to Auckland Council.
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Estimated remaining cost to completion of $119.8m as at 31 August 2020
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The development has an ‘as if complete’ valuation by Jones Lang LaSalle (JLL) of $142.0m (dated 31 August 2020), representing a development margin of 9.8% including land[1]
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It is intended that Munroe Lane will be held as a long-term asset upon completion
1. See Appendix 3 of the investor presentation for a description of key assumptions surrounding these Indicative Metrics, includingthe Asset Plus, Shareholder Vote on the Munroe Lane Development | September 2020 valuer’s assumptions. 2. Includes forecast capitalised interest costs, Managers fees and contingency
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North Harbour QBE Stadium
BNZ New Office IAG Risland Apartments Munroe Lane
IAG NorthernMotorway
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Munroe Lane
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Albany Park-and- Ride
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Auckland CBD Westfield Albany
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Munroe Lane
Location and Amenity
•
Close proximity to both Albany Heights and Albany Lake Reserves
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Ready access to State Highway 1
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Minutes to the Albany Bus Station Park & Ride
•
Highly visible and accessible site
•
Extensive local amenities including: childcare, retail, food & beverage,
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- ~~Extensive local amenities including: childcare, retail, food & beverage,~~ leisure, reserves and sport facilities Assetplusnz.co.nz
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Update on the Munroe Lane
Development construction process
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Developed design has been completed with detailed design well underway
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Early Contractor Involvement (ECI) Agreement awarded to Icon after competitive procurement process – to be converted to construction contract (based on NZS 3910 form) subject to shareholder approval at today’s meeting
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Parent company guarantee from Icon’s Australian parent with liability limited to the same level as Icon, being $50m plus 50% of the remaining contract value
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Construction contract includes a 4% performance bond, and 2% retentions from progress payments.
-
If the contractor does not complete the project by the target completion date, liquidated damages are payable on a tiered basis of $10,000 per day, increasing to $20,500 per day. Liquidated damages of $12,883 per day are payable from APL to Auckland Council if completion is delayed beyond 16 December 2022[1]
1. All dates noted in this point are subject to the extension of time and event of delay provisions in the Agreement to Develop andLease with Auckland Council and the Construction Contract with Icon.
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Update on the Munroe Lane
Development construction process
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Buffer period of 4 weeks and 4 days between anticipated completion date of 14 November 2022 and target completion date of 16 December 2022 under the ADL
-
Icon have now submitted a fixed price offer representing 80% of the estimated construction costs, which are currently being reviewed by Asset Plus and will be fixed prior to entering the construction contract
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Balance (~20%) to be competitively tendered by Icon with APL oversight as design packages become available to take advantage of competitive subcontractor market conditions
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Staged consenting strategy, with early works (utility diversions) underway, with piling and construction commencing in November 2020
-
Contingency of $5.75m being carried (6% on total construction cost of $95m)
1. All dates noted in this point are subject to the extension of time and event of delay provisions in the Agreement to Develop andLease with Auckland Council and the Construction Contract with Icon.
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Key terms of the Agreement to Develop and Lease
Key Terms of the Agreement to Develop and Lease
| Key Development Obligations | • | Build to agreed building performance specifications. In most cases these specifications align with typical A-Grade office building | |
|---|---|---|---|
| specifications | |||
| • | Achieve 5-star design and built Greenstar rating | ||
| • | Use reasonable endeavours to achieve 5-star NABERSNZ rating | ||
| • | Deliver in accordance with the agreed milestone schedule to deliver practical completion by 16 December 2022 | ||
| • | Construct within pre-agreed tolerances of the target NLA | ||
| • | Integrate Te Aranga design principles into the development | ||
| Target Lease Commencement Date (Target Completion Date) |
• | 16 December 2022 | |
| Sunset Date | • | 18 Months from the Target Completion Date, as extended by tenant variations or delays | |
| Liquidated damages | • | $12,883 + GST for every day of delay beyond the Target Completion Date (save for tenant delay and certain force majeure events) | |
| Key lease terms | |||
| Term & Rights of Renewal | • | Initial term of 15 years from Lease Commencement Date | |
| • | 2 rights of renewal for a further 6 years each | ||
| Rent | • | $4,702,525 p.a. excluding GST and outgoings, subject to final measure and options selected | |
| Rent review | • | 2.75% p.a. from the third anniversary of the Lease Commencement Date (but no fixed increases during any renewal term) | |
| • | Market review on the 10th anniversary of the Lease Commencement Date, on each renewal date and on the 3rd anniversary of each | ||
| renewal date (subject to a cap and collar) | |||
| Seismic Warranty | • | The Munroe Lane Development is required to be constructed to 100% of New Building Standard, and maintained at a minimum of 67% of | |
| New Building Standard following any earthquake (measuring MM6.5 or greater) in Auckland or any future code changes |
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Indicative Munroe Lane Development Timetable
| Dec- | Mar- | Jun- | Sep- | Dec- | Mar- | Jun- | Sep- | Dec- | Mar- | Jun- | Sep- | Dec- | Mar- | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 19 | 20 | 20 | 20 | 20 | 21 | 21 | 21 | 21 | 22 | 22 | 22 | 22 | 23 | |||
| Munroe Lane | ||||||||||||||||
| Development | ||||||||||||||||
| Land acquired | ||||||||||||||||
| ADL with Auckland | ||||||||||||||||
| Council signed | ||||||||||||||||
| ADL unconditional | ||||||||||||||||
| Resource Consent | ||||||||||||||||
| Design and building | ||||||||||||||||
| consent | ||||||||||||||||
| ECI tender | ||||||||||||||||
| Construction works | ||||||||||||||||
| Completion |
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Pro-forma portfolio on completion of the Munroe Lane Development
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The development is expected to increase the quality, size and value of APL’s portfolio as well as raising the NLA, net rental income and WALE.
-
The table below shows indicative key portfolio metrics, on the following four bases:
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APL today – portfolio value is based on final valuations that have been received and approved by the Board.
-
APL post Equity Raise – reflects the impact of the Equity Raise immediately post-completion. The LVR reduces to 0%.
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APL post Munroe Lane Development (no divestments) – pro-forma view reflects the Munroe Lane Development on a completed basis in December 2022 at a valuation of $142m.
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APL post Munroe Lane Development (with Stoddard Road divested) development period, although no decision has been taken at this time.
-
APL has the flexibility to sell Stoddard Road, if necessary, during the
| Portfolio metrics1 | APL today APL post Equity Raise |
APL post Munroe Lane Development2,3 |
|---|---|---|
| – No divestments – Stoddard Rd divested |
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| Value of Investment Properties ($m) 153.4 153.4 295.8 257.3 Net Rental Income – All Properties ($m) 10.2 10.2 17.8 15.2 Weighted Average Lease Expiry (WALE – years) 2.9 2.9 6.5 7.0 Loan to Value Ratio (LVR) 35.6% 0% 43.0% 34.4% Management Expense Ratio (MER) 1.15% 1.15% 0.93% 1.00% |
1. Pro-forma financial information presented in this table has not been subject to external accountant review or audit. See Appendix 3 for the assumptions relating to forecast metrics 2. APL intends to introduce a dividend reinvestment plan, commencing at its next dividend payment date in December 2020.
3. Final valuations have been received and approved by the Board but are subject to further auditor review as part of the half year reporting process at 30 September 2020. Further details will be included in APL’s half year results announcement for the six months ended 30 September 2020. See Section 5 (Key Risks – Property valuation uncertainty)
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KEY RISKS
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- Key risks of the Munroe Lane Development
The following is a brief summary of key risks relating to the Munroe Lane Development. Further detail is set out in Section 5 of the Presentation circulated to shareholders alongside the Special Notice of Meeting
-
Increased levels of debt and higher LVR – APL’s borrowing capacity will increase from $75 million to $130 million under the restructured facility - LVR increases to ~43% on completion of development without any divestments
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- Ability to manage LVR within loan covenants
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Cost overrun and construction risk –Offer representing 80% of anticipated construction costs received from Icon, and will be fixed prior to entering into the construction contract
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Risk of unforeseen costs or costs falling within the standard variation grounds or exclusions to the fixed costs - General construction risks relating to the Munroe Lane Development which are outside of APL’s control -$5.75m contingency is also being carried
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- Key risks of the Munroe Lane Development Continued
• Delay to completion – If completion is delayed beyond 16 December 2022 then liquidated damages are payable to Auckland Council, full recovery may not be possible from Icon
-
Leasing of remaining Munroe Lane space - APL may not be able to secure leasing commitments for the un-let space at Munroe Lane (~37%) - Reduced rent, or other incentives, may be required to let any residual space, which would affect project returns, yields and margins
-
Impact on dividends during the development period - APL’s ability to maintain dividends at current levels may be negatively impacted during the period of the Munroe Lane development, including if development costs are greater than forecast
-
Portfolio mix and ability to secure long-term leasing commitments - APL’s portfolio is heavily weighted towards retail tenants, and the non-retail component comprises office space - Increased likelihood of short-term demand for retail and office space - APL’s ability to obtain sufficient leasing commitments is critical to its ability to source debt funding and/or to raise further equity in the future to fund and complete its developments
Further detail on the key risks identified are set out in Section 5 of the Presentation circulated to shareholders alongside the Special Notice of Meeting.
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- Key risks of the Munroe Lane Development Continued
• Tenant default, rent relief and abatement – APL’s tenants may be unable to fulfil their contractual obligations, including payment of rent. Default by tenants and the cost of replacing such tenants is likely to have a negative impact – If further Alert Level 3 or 4 restrictions are in place for an extended period of time during the balance of FY21, there is a risk that tenant default and the level of rental support required to be given by APL materially increases reducing the available funding to complete the developments
• Property valuation uncertainty – There is a greater degree of caution around valuer’s opinions in the current market – A valuation fall would impact the price at which APL would be able to divest one of its assets and could affect APL’s capacity to borrow or its ability to comply with banking covenants
- Economic downturn and impact of COVID-19 – An economic downturn may materially impact on leasing demand, market rents, APL’s ability to lease premises or keep premises tenanted, and on its operating and financial performance
Further detail on the key risks identified are set out in Section 5 of the Presentation circulated to shareholders alongside the Special Notice of Meeting.
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Implications of the Munroe Lane Development not proceeding
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If the resolution is not approved then, absent an alternative agreement being made with Auckland Council that is viable for APL, the development will not proceed and APL will need to cancel the Agreement to Develop and Lease with the Auckland Council.
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Costs incurred to date may not be able to be recovered in full – the land was acquired for $7.25m and approximately $2.00m of costs have been incurred to 30 September.
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APL’s pathway to growth via the Munroe Lane Development would be lost, creating uncertainty over its growth strategy.
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Components of the equity raise still complete, and APL would be over capitalised.
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• Alternative development options would need to be considered to realise a return on Munroe Lane.
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• APL’s reputation is likely to be damaged which could affect APL’s ability to transact in the future.
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5.0 Q&A
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6.0
Resolutions
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Resolution 1 –
“That:
(i) the entry into and performance of the Agreement to Develop and Lease; and
Munroe Lane Development
(ii) the undertaking of the Munroe Lane Development, together with all associated and related agreements, transactions, actions and matters, and incurrence of any expenditure, that are reasonably necessary to perform the Agreement to Develop and Lease and complete the development, construction and leasing of the Munroe Lane Property, by Asset Plus (or any of its wholly-owned subsidiaries), as described or referred to in the Explanatory Notes, be ratified and approved for all purposes (including Listing Rule 5.1.1(b) and section 129 of the Companies Act).”
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Resolution 2
Ratification of issue of 40,480,108 Shares under the Placement
“That the previous issue under Listing Rule 4.5.1 of 40,480,108 fully paid ordinary shares in Asset Plus to investors at an issue price of $0.30 per share on or around 16 September 2020 under the Placement, be approved and ratified for all purposes, including Listing Rule 4.5.1(c).”
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Important Notice
Please read this presentation in the wider context of the material previously published by Asset Plus Limited (APL) and announced through NZX Limited. In particular, you should read the Notice of Meeting and the Presentation dated 10 September 2020 (Presentation) circulated to shareholders alongside the Notice of Meeting in full, as they contain important information to assist you in determining whether to vote in favour of the Resolutions.
This presentation contains not only a review of operations, but may also contain some forward looking statements (including forecasts and projections) about APL and the environment in which APL operates. Because these statements are forward looking, APL’s actual results could differ materially.
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, Augusta Funds Management Limited (AFM) 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, AFM, 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 and in the Disclaimer and Important Notice contained within the Presentation.
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