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CHARTER HALL LONG WALE REIT — AGM Information 2021
Feb 4, 2021
64662_rns_2021-02-04_6277d8d8-06a6-4e88-8a66-051479b35618.pdf
AGM Information
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Charter Hall Long WALE REIT Extraordinary General Meeting 5 February 2021 76 – 78 Pitt Street, Sydney NSW 2000 Charter Hall Long WALE REIT Extraordinary General Meeting
Good afternoon. On behalf of the Board of Directors, it is my pleasure to welcome you all to this Extraordinary General Meeting of Charter Hall Long WALE REIT.
My name is Peeyush Gupta and I am the Chair of the Charter Hall Long WALE REIT Board of Directors.
It is now 1:30pm and as the necessary quorum is present, I declare this meeting properly constituted and open.
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1. Questions
2. Formal Business
Agenda
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Charter Hall Long WALE REIT Extraordinary General Meeting
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This afternoon, we will consider the formal business of the meeting, being an ordinary resolution, for your consideration, relating to the ratification of the Institutional Placement that was announced on the 9th December 2020.
The Institutional Placement was undertaken to support the acquisition of the Telstra telco exchange at 76-78 Pitt St, Sydney, a new Bunnings centre under development at Caboolture in Queensland and a 50% interest in The Parap Tavern in Darwin.
These acquisitions further improved CLW’s portfolio, diversifying it across additional assets while increasing the quality and resilience of income from major tenants Telstra, Bunnings and the Endeavour Group.
The placement also positioned CLW to continue executing on strategy and maintain a prudent capital position.
Today’s meeting is being held to ratify that placement and has the effect of refreshing CLW’s ability to issue up to 15% of securities on issue in a 12-month window.
The passing of Resolution 1 will provide CLW with maximum flexibility to manage its
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future capital requirements in the best interests of Securityholders.
I should point out that CLW has no current plan to raise further capital, although it may do so in the future.
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Independent Chair’s Address
Board of Directors
Peeyush Gupta
Chair
Glenn Fraser Ceinwen Kirk-Lennox David Harrison Carmel Hourigan
Non-Executive Director Non-Executive Director Managing Director & Group CEO Office CEO
Fund Managers
Avi Anger Darryl Chua Scott Martin
Fund Manager Deputy Fund Manager Head of Finance - Diversified
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I would now like to introduce my fellow Board members:
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Glenn Fraser, Non-Executive Director who is Chair of the Audit, Risk and Compliance Committee (ARCC)
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Ceinwen Kirk-Lennox, Non-Executive Director;
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David Harrison, Executive Director and the Charter Hall Group’s Managing Director and Group CEO
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Carmel Hourigan, Executive Director and the Charter Hall Group’s Office CEO
Also present online today and I welcome:
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Avi Anger, Fund Manager for the Long WALE REIT.
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Darryl Chua, Deputy Fund Manager for the Long WALE REIT
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Scott Martin, Head of Long WALE REIT Finance, and
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Charisse Nortje and Mark Bryant, our Joint Company Secretaries.
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Questions
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76 – 78 Pitt Street, Sydney
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Today is the second time that CLW has conducted a meeting online.
As the technology is still relatively new, I would like to ensure you are familiar with the way we will proceed today.
There is only one resolution for today’s meeting which we will come to shortly.
Securityholders may vote and submit questions using the online platform.
Today’s resolution to be put to the meeting today will be decided on a poll.
I now declare the poll open.
For those securityholders participating in the Meeting via the online platform, you can cast your direct vote using the electronic voting card that you received when you validated the registration.
If you have not, at the bottom of the webpage you should see that there are three boxes:
- Get a voting card
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• Ask a question • Downloads
To register to vote - click on the ‘Get a voting card’ box at the top of the webpage or below the videos.
You will need to register by providing your details as either an individual or proxy.
Once you have registered, your voting card will appear with today’s resolution to be voted on.
Securityholders and proxies can either submit a Full Vote or a Partial Vote. You can move between the two tabs by clicking on ‘Full Vote’ or ‘Partial Vote’ at the top of the voting card.
Once you have finished voting on the resolution, scroll down to the bottom of the box and click the ‘Submit Vote’ button.
If you want to ask a question, you will only be able to ask a question after you have registered to vote. If you would like to ask a question, click on the ‘Ask a Question’ box either at the top or bottom of the webpage.
And if you would like to view the Notice of Meeting, click on the Downloads button.
With those procedural matters out of the way and before we proceed to the formal business of today’s meeting, I’d like to address any questions from investors.
I’ll now pause to ask if there are any questions from investors.
I’d now like to address questions submitted online.
Moderator – are there any questions?
Moderator to read out questions received online (one at a time).
Chair to address questions
I’d like to thank securityholders for their questions
I will now proceed to the formal business of the meeting
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Formal Business 2 Charter Hall Long WALE REIT Extraordinary General Meeting The Glass House, Macquarie Park I now table the Notice of Meeting dated 11 January 2021, which contains the resolution up for consideration today.
A copy of the Notice of Meeting would have been made available to you by email or as previously mentioned, is available to view on the webpage.
I will now take the Notice of Meeting as read and move to Resolution 1 in the Notice of Meeting, Ratification of Institutional placement.
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Formal Business
Item 1 - Resolution 1
Ratification of Institutional Placement
To consider, and if thought fit, pass the following resolution, as an ordinary resolution of Securityholders:
“To ratify, for the purposes of Listing Rule 7.4 and for all other purposes, the issue of 53,763,441 Stapled
Securities by Charter Hall Long WALE REIT at $4.65 per Stapled Security on 15 December 2020 to certain
institutional, professional and other wholesale investors under an institutional placement for the purposes and
on the terms set out in the Explanatory Memorandum in the Notice of Meeting convening this meeting.”
Charter Hall Long WALE REIT Extraordinary General Meeting 6
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This resolution is an ordinary resolution and as you can see is displayed on the screen.
There are some voting exclusions that apply and these were outlined in the Notice of Meeting.
Securityholders who have not already voted or submitted their vote via proxy can view the resolution currently displayed on screen.
I will now display the respective proxy votes received on the screen.
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Formal Business
Resolution 1 – Proxies
FOR: 99.18%
OPEN: 0.18%
AGAINST: 0.63%
Figures do not add to 100% due to rounding.
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The results of the proxies received are now displayed on the screen.
If you haven’t already done so, I would encourage you to submit your vote online now.
As there is no other business to be considered, I now declare the formal business of the meeting closed.
The poll will remain open for a further 5 minutes and securityholders who have not already voted may lodge their online votes during that time.
The results of the poll will be made available to the ASX and put up on our website later today.
Thank you for your attendance today and on-going support of CLW.
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Contact Information
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Avi Anger Fund Manager Charter Hall Long WALE REIT
Scott Martin Darryl Chua Philip Cheetham Head of Finance Deputy Fund Manager Head of Listed Investor Relations Diversified Charter Hall Long WALE REIT Charter Hall T: +61 3 9903 6169 T: +61 2 8651 9415 T: +61 2 8651 9214 E: [email protected] E: [email protected] [email protected]
- T: +61 2 8651 9111 T: +61 3 9903 6169 E: [email protected] E: [email protected]
T: +61 2 8651 9214 [email protected]
Presentation authorised by the Board
IMPORTANT NOTICE & DISCLAIMER
This presentation ("Presentation") has been prepared by and is the sole responsibility of Charter Hall WALE Limited (ABN 20 610 772 202, Australian Financial Services Licence Number 486721) (“Responsible Entity”) as the proposed responsible entity for each of Charter Hall Direct Industrial Fund (ARSN 144 613 641) and LWR Finance Trust (which will collectively comprise the “Long WALE REIT”). It is a presentation of general background information and the Long WALE REIT’s activities as at 30 June 2020 unless otherwise stated. It is a summary and does not purport to be complete. It is not intended to be relied upon as advice to investors or potential investors and does not take into account the investment objectives, financial situation or needs of any particular investor. A reader should, before making any decisions in relation to their investment or potential investment in the Long WALE REIT, seek their own professional advice. This presentation is not an offer or invitation for subscription or purchase of securities or other financial products. Indications of, and guidance on, future earnings and financial position and performance are “forward-looking statements”. Due care and attention has been used in the preparation of forward looking statements. Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Long WALE REIT, that may cause actual results to differ materially from those expressed or implied in such statements. There can be no assurance that actual outcomes will not differ materially from those expressed or implied in such statements. There can be no assurance that actual outcomes will not differ materially from these statements. All information herein is current as at 30 June 2020 unless otherwise stated, and all references to dollars ($) or A$ are Australian Dollars unless otherwise stated .
Charter Hall Long WALE REIT Extraordinary General Meeting
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Sydney Head Office Melbourne Brisbane Perth Adelaide
Level 20, No.1 Martin Place Level 23, 130 Lonsdale Street Level 22, Northbank Plaza Level 5, St Georges Square Level 2, 80 Pirie Street
Sydney, NSW, 2000 Melbourne VIC 3000 69 Ann Street 225 St Georges Terrace Adelaide SA 5000
Brisbane QLD 4000 Perth WA 6000
T: +61 2 8651 9000 T: +61 3 9903 6100 T: +61 7 3228 2000 T: +61 8 9269 5900 T: +61 8 8417 5900
Charter Hall Long WALE REIT Extraordinary General Meeting
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