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DEXUS — AGM Information 2022
Oct 25, 2022
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AGM Information
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Dexus (ASX: DXS)
ASX release
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26 October 2022
2022 AGM Chair and CEO Address
Dexus releases the attached Chair and CEO address for the Dexus Annual General Meeting (AGM) which is being held today at 2.00pm (AEDT).
The meeting will be webcast and can be viewed by using the following link: https://meetings.linkgroup.com/DXS22
Authorised by the Board of Dexus Funds Management Limited
For further information please contact:
Investors Media Rowena Causley Louise Murray Head of Listed Investor Relations Senior Manager, Corporate Communications +61 2 9017 1390 +61 2 9017 1446 +61 416 122 383 +61 403 260 754 [email protected] [email protected]
About Dexus
Dexus (ASX: DXS) is one of Australia’s leading fully integrated real estate groups, managing a high-quality Australian property portfolio valued at $44.3 billion. We believe that the strength and quality of our relationships will always be central to our success and are deeply committed to working with our customers to provide spaces that engage and inspire. We invest only in Australia, and directly own $18.4 billion of office, industrial and healthcare properties, and investments. We manage a further $25.9 billion of office, retail, industrial and healthcare properties for third party clients. The group’s $17.7 billion development pipeline provides the opportunity to grow both portfolios and enhance future returns. Sustainability is integrated across our business, and our sustainability approach is the lens we use to manage emerging ESG risks and opportunities for all our stakeholders. Dexus is listed on the Australian Securities Exchange and is supported by more than 29,000 investors from 24 countries. With over 35 years of expertise in property investment, funds management, asset management and development, we have a proven track record in capital and risk management and delivering superior risk-adjusted returns for investors. www.dexus.com
Dexus Funds Management Ltd ABN 24 060 920 783, AFSL 238163, as Responsible Entity for Dexus (ASX: DXS) Level 25, 264 George Street, Sydney NSW 2000
Dexus 2022 Annual General Meeting
Chair’s address
Good afternoon everyone and welcome to our 2022 Annual General Meeting. I’m Richard Sheppard, Chair of the Board of Directors of Dexus Funds Management Limited.
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On behalf of the Dexus Board, welcome to our AGM. It’s great to see some of you in person again and to welcome you to the future Dexus Sydney office at Quay Quarter Tower. It is a fantastic asset in which our Dexus Wholesale Property Fund has an ownership stake. Following the completion of the AMP Capital transaction, we will also be responsible for the management of the property.
We appreciate that not all Security holders can attend in person and are pleased to be able to provide the opportunity for everyone to participate in the meeting through our hybrid meeting format.
I’ll table my appointment as Chair of today’s meeting and open the meeting.
On behalf of the Board, I would like to acknowledge the Traditional Custodians of the land on which we are presenting from today, and pay our respects to their Elders past, present and emerging. I would also like to extend that respect to, and welcome, any First Nations people who are joining our meeting today.
I would like to start today’s presentation by acknowledging Tonianne Dwyer who is retiring from the Board today. Tonianne has served as a Non-Executive Director of Dexus for more than 11 years, joining the Board in August 2011.
Tonianne has made an outstanding contribution to the Board over that time, including the Board Audit and Board Nomination Committees and in recent years as Chair of the Board Risk Committee. She brought a wealth of knowledge to the boardroom with her extensive property, funds management and corporate strategy experience. On behalf of the Board and Group Management Committee I would like to thank Tonianne for her significant contribution to Dexus over the past 11 years and wish her all the best in her future endeavours.
Succession planning is an important focus for the Board and as announced to the ASX on 29 September 2022, Warwick Negus will succeed me as Chair effective tomorrow, the 27th of October.
Warwick has been a member of the Board since February 2021 and brings extensive funds management, finance and property industry experience. He will lead Dexus as it embarks on its next phase of growth, underpinned by the acquisition of the AMP Capital real estate and domestic infrastructure platform.
I will now provide an overview of key aspects of our 2022 result as well as our position in the current operating environment.
I was appointed as a Director on the Dexus Board one decade ago, around the time we reset our strategy. We built on our strengths of office ownership, divesting our exposure to offshore properties and reinvesting in high-quality assets located in Australia’s major cities where we have strong expertise and deep customer relationships.
At the same time, we have grown and diversified our funds management business to include new partnerships with global investors in the office, industrial and healthcare sectors. Our platform at 30 June 2022 included 19 funds and different types of investment vehicles across the traditional real estate sectors (of office industrial and retail), as well as healthcare, real estate securities and opportunistic funds and venture capital.
Total funds under management across the group has grown from $12.9 billion to $44.3 billion, with a substantial development pipeline that will create future value.
Our next phase of growth will be underpinned by the acquisition of the AMP Capital platform which will add a further circa $18 billion to the group portfolio and an additional 20 investment vehicles.
Post completion of the AMP Capital acquisition, Dexus will be positioned as one of Australia’s leading real asset groups, managing a high-quality portfolio of property and infrastructure assets.
This includes our $18.4 billion investment property portfolio and our combined $44.3 billion funds management business.
We released our 2022 Annual Report and Sustainability Report in August which reinforced our focus on creating long-term value from both a financial and non-financial perspective and covers our key ESG achievements.
2022 has been a complex operating environment for real estate as we continued to deal with ongoing COVID-19 lockdowns in Sydney and Melbourne. These lockdowns impacted the economy and the ability for our customers to trade normally and delayed the return to the office into calendar-year 22.
Dexus’s activity drove a solid financial result for the year.
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From a challenging starting position during the pandemic, we provided initial guidance for distribution per security growth of not less than 2%. Better than expected outcomes and an active management effort from the Dexus team enabled us to announce in May this year a guidance upgrade to growth in distributions per security of not less than 2.5%. We delivered a full year distribution of 53.2 cents per security, up 2.7% from 2021.
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We have consistently held or grown distributions each year since FY12, delivering average growth of 4.7% per annum.
In FY22, we delivered a Return on Contributed Equity of 9.7% driven largely by AFFO and development completions at some of our industrial properties.
Our strong balance sheet was maintained with gearing sitting below our target range of 30-40%.
On behalf of the Board, I would like to acknowledge the efforts of management and our employees in achieving these financial outcomes.
I would also like to address the Dexus security price. Security prices across the A-REIT sector, including Dexus’s, have declined significantly since April this year. This has been due to global economic factors, in particular the sharp rise in interest rates that we have experienced over the same time period. Dexus delivered a Total Security holder return in line with the A-REIT 200 Index for the 12 months to 30 June 2022 and continued to outperform the index over the 10-year time period.
During the year, we further progressed our strategic objectives of generating resilient income streams and being identified as the real estate investment partner of choice.
Our strategy is supported by the size of our balance sheet, access to pools of capital, our group development pipeline with committed projects of around 620,000 square metres and our commitment to sustainability.
The acquisition of the AMP Capital platform accelerates our strategy and positions Dexus as a leading real asset manager, underpinned by our best practice governance and risk management framework.
We have continued actively recycling assets to improve the quality of our balance sheet portfolio and to fund our higher returning development pipeline.
As you can see on the slide, at a group level we sold slightly more than we acquired, redeploying capital into a range of sectors.
Our portfolio of city-shaping projects is the cornerstone of the development pipeline which has grown to over $17 billion. We see development as a key driver of growth and contributor to long-term returns, with a number of these projects progressed.
The key projects in our development pipeline include:
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Waterfront Brisbane which is a major redevelopment of the Eagle Street Pier site and will make way for two office towers creating a vibrant retail and public space
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Central Place Sydney which is a large-scale mixed-use development within the broader Central Station precinct renewal
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Right next door is the Atlassian Central development where construction has started. This building will push the boundaries of what the future of workplace looks like and how it works, adopting leading sustainability credentials
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The Pitt and Bridge precinct which is a significant future office tower development in the financial core of the Sydney CBD
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60 Collins Street, Melbourne which will create a Premium grade office tower across the road from our landmark 80 Collins Street.
Our ESG performance is globally recognised. For the third consecutive year, Dexus was the only real estate company to achieve a Gold Class distinction in the S&P Global Sustainability Yearbook, retaining our leadership on the Dow Jones Sustainability Index.
For more than a decade, we have been focused on energy efficiency as well as reducing the group’s emissions and environmental footprint. We delivered on our commitment to achieve net zero emissions by 30 June 2022 across the group portfolio.
We launched our Reflect Reconciliation Action Plan, and you can find more detail on this in our Annual Report.
We have a strong commitment to progressing gender equality across our workforce and are proud to have been named as an Employer of Choice for Gender Equality for the fifth year running.
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In response to the first remuneration strike at the 2021 AGM, the Board has undertaken a thorough review of the remuneration framework, including extensive consultations with investors and proxy advisors. As a result, the Board has made a number of changes to the framework to ensure it maintains alignment with Dexus’s strategy and remuneration framework. These changes will come into effect from FY23.
Dexus has performed well across all financial and non-financial areas throughout FY22, and the business has demonstrated resilience over the past few years despite the impacts of the COVID-19 pandemic.
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Our high quality portfolio continues to perform well, and recycling assets has enabled us to maintain a strong balance sheet, providing capital to fund our development pipeline and growing funds management business.
We anticipate a challenging period over the next two years with rising interest rates and continued economic uncertainty.
Based on current expectations relating to interest rates, continued asset sales and barring unforeseen circumstances, we expect to deliver distributions of 50.0 to 51.5 cents per security for the 12 months ended 30 June 2023, below the 53.2 cents per security delivered in FY22.
I am proud of what we have achieved over the past decade during my time at Dexus, and I leave the business in very capable hands as we integrate the AMP Capital platform and are set to emerge as one of the leading real asset managers in the Asia-Pacific region with total group funds under management of circa $63 billion. We are confident of being able to continue to deliver long-term value through:
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Our experienced Board and leadership team
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Our scale and capability across traditional and emerging real estate sectors and infrastructure
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Our diverse customer and investor base
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Our development pipeline
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Our funds management business which has diversified into new sectors
Finally, I would like to thank my fellow directors, our leadership team, our employees, and our Security holders for all of your support.
CEO’s address
Thanks Richard and good afternoon everyone.
Despite the complex operating environment, we had an active quarter, and it is encouraging to see customers across our portfolio returning to a ‘business as usual’ approach following disruption due to the lockdowns and border restrictions that Australia has experienced over the past two years.
Leasing was solid over the first quarter of the year, with over 175,000 square metres of space leased across our office and industrial properties.
Rent collections were high at 98.6%.
We progressed a number of projects across the development pipeline, completing 63,000 square metres of industrial development, commencing construction at Atlassian Central and receiving Development Approval for Central Place Sydney.
During the quarter, we also divested $577 million from the balance sheet portfolio, to continue to support the strength of the portfolio and balance sheet.
Looking at the performance of our property portfolio, we continue to see a flight to quality with many customers upgrading and seeking to centralise into prime CBD offices.
Our portfolio occupancy remains high at 95.6% for office and 97.7% for industrial, with the weighted average lease expiry maintained across both portfolios.
Our portfolio benefits from fixed annual increases within lease agreements and around 10-20% of our portfolio resets to market each year as leases expire.
As Richard mentioned, our customers are looking to invest in their workplaces to support business success into the future. The office is a key driver for culture, collaboration and innovation and quality workspaces remain in demand by companies seeking to differentiate themselves in order to attract talent.
Over the past quarter, we have been working with AMP and third party stakeholders to achieve the conditions precedent required to finalise the acquisition of the AMP Capital platform, with completion expected shortly.
We now expect circa $18 billion of funds to transfer across from the AMP Capital platform. The earn out amount payable by Dexus has reduced to a maximum of $25 million and will be finally assessed 9 months post completion.
Our next phase of growth will be underpinned by the AMP Capital transaction which will position Dexus as a leading real asset manager.
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It will bring with it an expanded product offering, new capabilities in infrastructure and an enhanced retail platform. As our investor base allocates more capital to real assets, we will provide a complete offering for third party investors.
Post the transaction, Dexus’s funds under management will increase to circa $63 billion across real estate and infrastructure assets. Our third party funds business will grow to around $44 billion with investments across pooled funds, joint ventures, mandates and listed funds.
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To conclude, we are well prepared to continue to deliver for our investors.
In this challenging environment, we continue to deliver on our strategic objectives and are focused on integrating the AMP Capital platform.
All of this is enabled by our quality people, scalable and efficient operating platform, strong balance sheet and significant development pipeline which provides embedded growth for Dexus and our third party capital partners.
Our commitment to investors is to deliver superior risk adjusted returns over the long term.
Before passing back to Richard, I would like to thank him for his commitment to Dexus and its investors during his time as Chair on behalf of the Board and our management team. I would also like to thank Tonianne for her contribution, and I wish each of them all the best for their future endeavours. Finally, I would like to thank you, our investors, for your continued support.
ENDS
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2022 Annual General Meeting
26 October 2022
Dexus Funds Management Limited | ABN 24 060 920 783 | AFSL 238163 as responsible entity for Dexus
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Chair address
Richard Sheppard
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Welcome to the Dexus 2022 AGM
Richard Sheppard, Chair
3 2022 Annual General Meeting
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26 October 2022
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Hybrid AGM
Link Market Services
online platform
HELP NUMBER
Online Meeting Ask a Question Get Voting Card Exit Meeting
1800 990 363
POWERED BY LINK MARKET SERVICES
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Acknowledgement of country
Dexus acknowledges the Traditional Custodians of the lands on which our business and assets operate, and recognises their ongoing contribution to land, waters and community.
We pay our respects to First Nations Elders past, present and emerging.
Artwork: Down in the Valley by Deborah Taylor. Artwork photographer: Sharon Hickey.
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Dexus Board of Directors
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Richard Sheppard Penny Bingham-Hall Warwick Negus
Chair Non-Executive Director Non-Executive Director
Darren Steinberg Tonianne Dwyer Nicola Roxon
CEO Non-Executive Director Non-Executive Director
Patrick Allaway Mark Ford Elana Rubin AM
Non-Executive Director Non-Executive Director Non-Executive Director
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Tonianne Dwyer
Retiring on 26 October 2022
Board member
since August 2011
Valuable member of various committees
including the Board Audit and Board Nomination Committees and Chair of the Board Risk Committee
Extensive property, funds management
and corporate strategy experience
On behalf of the Board and
Group Management Committee,
thank you to Tonianne for her significant contribution to Dexus over the past 11 years
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Warwick Negus
New Chair effective 27 October 2022
Board member
since February 2021
Extensive funds management, finance
and property industry experience
Most recent executive roles include Chief Executive Officer of Colonial First State Global Asset Management, Chief Executive Officer of 452 Capital, and Goldman Sachs Managing Director in Australia, London and Singapore.
Chair of Pengana Capital Group and a non-executive director of Washington H. Soul Pattinson and Bank of Queensland
Leading the Board
as Dexus commences its next phase of growth
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26 October 2022
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2022 Annual General Meeting
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Agenda
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Agenda
Chair address
Richard Sheppard
CEO address
Darren Steinberg
Questions
Formal business
Richard Sheppard
Questions
Capital Square, 11 Mount Street, Perth WA
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Dexus
A decade of growth
It has been 10 years since we revised our strategy to build on our strengths of delivering resilient income streams and being the real estate investment partner of choice
Divested our exposure to offshore properties and reinvested in high quality assets located in Australia’s major cities
Third party funds management business has diversified and grown at an average 16% per annum to $25.9 billion today
Enhanced portfolio quality through active asset management, asset recycling and development. Upweighted exposure to industrial and healthcare sectors which benefit from strong tailwinds
Increased the group’s development pipeline to $17.7 billion providing opportunity to create future value across the group
On the completion of the AMP Capital transaction, Dexus will diversify further into the infrastructure real asset class
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FY12 FY22
Funds under management $12.9 billion $44.3 billion
Third party platform - 4 funds 19 funds
number of funds
Types of funds Pooled funds, joint Pooled funds, joint
ventures/mandates ventures/mandates,
listed funds, retail funds
Sectors Retail, office, industrial, Office, industrial, retail,
offshore healthcare, real estate
securities
Development pipeline $1.2 billion $17.7 billion
People 269 647
Market capitalisation $4.4 billion $9.6 billion
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Dexus today[1]
circa $62.7 billion[1 ] fully integrated real estate group
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Dexus portfolio Funds management portfolio
Real estate securities
and other Office
$0.1bn Office Infrastructure $12.9bn
$13.3bn $10.2bn
Retail
$0.1bn
Healthcare
$0.6bn $18.4bn [2] estate Real $44.3bn [1]
securities
and other
1.4bn
Industrial
$8.3bn
Healthcare
Industrial $1.0bn Retail
$4.3bn $10.5bn
1. Pro forma FUM is on completion of the AMP Capital transaction and includes circa $18.4 billion of AMP Capital FUM,
reflecting AMP Capital FUM at 30 June 2022, net of known transition of FUM from the AMP Capital platform.
2. Includes co-investments in pooled funds, as at 30 June 2022.
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Financial outcomes
In a complex operating environment
- › Achieved FY22 distribution of 53.2 cents per security, up 2.7%
Track record of delivering distributions
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› Delivered 9.7% Return on Contributed Equity
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› Strong balance sheet with gearing[1] (look-through) of 26.9%[2 ] below the 30-40% target range
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› Have held or grown distributions each year over the past decade despite the impacts of the Covid-19 pandemic
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› Security prices across A-REIT sector, including Dexus’s, have declined significantly , primarily due to global economic factors
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4.7% [compound annual growth since FY12]
55 51.8 53.2
50.2 50.3
50 47.8
45.47
45 43.51
41.04
40 37.56
36.00
35 32.1
30
25
FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 FY20 FY21 FY22
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Adjusted for cash and debt in equity accounted investments.
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Excluding Dexus’s share of co-investments in pooled funds. Look-through gearing including Dexus’s share of co-investments in pooled funds is 27.8% as at 30 June 2022.
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Our strategy
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Purpose To create spaces where people thrive
Vision To be globally recognised as Australia’s leading real estate company
To deliver superior risk-adjusted returns for investors from high-quality
Strategy real estate in Australia’s major cities
Resilient income Investing in income streams that provide resilience
Strategic streams through the cycle
objectives Real estate investment
partner of choice Expanding and diversifying the funds management business
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Acquisition of AMP Capital’s real estate and domestic infrastructure equity platform accelerates and evolves strategy
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Significant transactional activity
Reallocating into higher returning opportunities
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$5.0 billion
$10.7 billion Group property acquisitions sourced predominantly off-market
Total group
transactions across
office, industrial,
healthcare and
convenience retail
sectors
Capital Square, Perth WA Jandakot Airport, Perth WA Artist impression: Mamre Rd, Kemps Creek NSW Warringah Mall, Bookvale NSW
$5.7 billion
Group property divestments
Grosvenor Place, Sydney NSW 383 Kent Street, Sydney NSW 150 George Street, Parramatta NSW 60 Miller Street, North Sydney NSW 436-484 Victoria Road, Gladesville NSW
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Progressing $17.7 billion development pipeline
Progress at a number of city shaping projects
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Sydney
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Pitt and Bridge precinct
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Sydney
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Sydney
Central Place Sydney
Brisbane Sydney Melbourne
Waterfront Brisbane Atlassian development 60 Collins Street
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Environmental, Social and Governance highlights
Achieved Net Zero emissions across the group managed portfolio
2022 Global ESG benchmark performance
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Global real estate leader S&P Global Sustainability Yearbook
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Global Listed Office Leader
Dexus Office Trust
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A- CDP Climate Change
ESG update
Achieved net zero operational emissions for FY22
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› Reducing emissions and undertaking property upgrades
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› Transitioning to renewables and carbon offsets for managed assets
Launched Reflect Reconciliation Action Plan (RAP)
- › Dexus’s Reflect RAP commences our reconciliation journey through acknowledging and connecting with Australia’s First Nations peoples
Named Employer of Choice for Gender Equality
- › By the Workplace Gender Equality Agency for the fifth consecutive year
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16 2022 Annual General Meeting
Remuneration framework review
Response to remuneration strike
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› Following the “first strike” incurred at the 2021 AGM, the Board conducted a thorough remuneration framework review and consulted extensively with investors and proxy advisors to discuss their concerns
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› The Board has made a number of changes to Dexus’s remuneration framework to ensure the continued alignment of the company’s strategy and remuneration framework
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› The key changes being made to our Senior Executive structure with effect from FY23 are:
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Lowering our STI and increasing our LTI opportunity levels to place greater emphasis on rewarding long-term performance in equity rather than cash
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Removing tranche vesting in the STI by simplifying our deferral period to 12 months
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Removing the STI’s Individual Contribution Factor and assessing performance against individual KPIs
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Replacing Absolute Total Security holder Return (ATSR) with Relative Total Security holder Return (RTSR) in our FY23 LTI grant
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Increasing the hurdle range for our ROCE measure in the LTI by setting hurdles at the “through the cycle” range (rather than within the range)
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80 Collins Street, Melbourne VIC
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26 October 2022
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Summary
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› Demonstrated resilience over the past few years, having held or grown distributions, maintained a high-quality portfolio and a strong balance sheet
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› Anticipate a challenging period over the next two years with rising interest rates, ongoing supply chain disruptions, a global energy crisis and geopolitical risks contributing to continued economic uncertainty
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› Based on current expectations relating to interest rates, continued asset sales and barring unforeseen circumstances, Dexus maintains its guidance to deliver distributions of 50.0 to 51.5 cents per security for the 12 months ended 30 June 2023[1] .
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› Dexus is set to emerge as one of the leading real asset managers in the Asia Pacific region and we are confident of continuing to deliver long-term value due to:
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Our experienced Board and leadership team
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Our scale and capability
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The diversity and quality of our customers, investors and funds
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Our city-shaping and industrial development pipeline
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Our funds management business which has diversified into new asset classes including infrastructure
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› Post completion of the AMP Capital transaction, funds under management will grow to circa $63 billion across the group
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Assumes current interest rate expectations of 2.75% - 3.75% based on an average floating interest rate (90-day BBSW), the transition of circa $18 billion of FUM from the acquisition of the AMP Capital real estate and domestic infrastructure equity platform and circa $50 - $55 million of trading profits (post-tax).
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Artist impression: Atlassian Central and Central Place Sydney NSW
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CEO address
Darren Steinberg
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September 2022 quarter
Highlights
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Central Place Sydney NSW
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› Maintained strong portfolio fundamentals despite complex operating environment
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› Leased over 175,000 square metres[1] across Dexus office and industrial portfolios
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› Maintained high rent collections at 98.6%
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› Progressed the development pipeline
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Completed 63,600 square metres of industrial development at Ravenhall and Jandakot
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Atlassian Central development commenced in August 2022
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Central Place Sydney lodged Stage 3 Unsolicited Proposal and the Project Development Agreement with the State Government and separately received development approval from City of Sydney in October 2022
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› Divested $577 million from Dexus balance sheet including
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$462 million of previously announced transactions settled in July 2022
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In October 2022, agreed to sell 586 Wickham Street and 10 Light Street, Fortitude Valley Brisbane (Audi Centre), for $98.0 million
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Including Heads of Agreement and development leasing.
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Portfolio resilience
Across office and industrial portfolios[1]
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|---|---|---|---|---|---|---|---|---|
|95.6%|4.6 years|29.6%|
|Occupancy|by|income|Weighted|average|lease|expiry|Average|Incentives|
|Office|(FY22: 95.6%, FY21: 95.2%)|(FY22: 4.7 years, FY21: 4.6 years)|(FY22: 29.4%, FY21: 24.9%)|
|97.7%|4.7 years|9.1%|
|Occupancy|by|income|Weighted|average|lease|expiry|Average|Incentives|
|Industrial|(FY22: 98.1%, FY21: 97.7%)|(FY22: 4.7 years, FY21: 4.4 years)|(FY22: 13.5%, FY21: 17.8%)|
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Return to office gaining momentum
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› Continued evidence of flight to quality as customers look to attract and retain talent
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› Large businesses indicating strong desire for staff to return to the office due to evidence of lower productivity, inequitable distribution of work and impact on culture. However, tight labour market is delaying mandated returns
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› Of the space renewed across the office portfolio in FY22, 20% were expansions,
Office by asset type[2]
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Prime
Premium grade
grade 47% 94% [1]
$13.3bn
Other <1%
B-grade 5% A-grade 47%
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5% were contractions and 75% retained the same space
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› Companies continue to look through the current environment to the future, with average lease term of 6.0 years across stabilised leasing deals during the September 2022 quarter
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As at 30 September 2022 unless otherwise stated.
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As at 30 June 2022.
26 October 2022
AMP Capital platform
Acquisition update
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› Dexus continues to work towards completing the acquisition of AMP Limited’s real estate and domestic infrastructure equity business via a Share Sale and Purchase Agreement (“SPA”)
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› AMP Capital Wholesale Office Fund (“AWOF”) has transitioned from the AMP Capital platform and AMP Capital Retail Trust (“ACRT”) is expected to transition prior to the end of CY22
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› Dexus will acquire approximately $65 million of co-investment stakes across the platform and will continue to invest and drive platform growth. Dexus will not acquire the co-investment stakes initially contemplated for AWOF or ACRT
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› Earn-out consideration will be finally assessed and payable nine months following completion
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33 Alfred Street, Quay Quarter Tower and Governor Phillip Tower, Sydney NSW
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22 2022 Annual General Meeting
Evolution to a leading real asset manager
Acquisition of AMP Capital domestic real estate and infrastructure platform
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circa $62.7 billion across the Dexus platform
Real estate Infrastructure
Dexus circa $34.1bn circa $10.2bn Combined third
balance sheet party FUM
$18.4bn Dexus AMP Capital AMP Capital circa $44.3bn
$25.9bn circa $8.2bn [1] circa $10.2bn [1]
$16.0bn $2.8bn $3.3bn circa $22.1bn
Pooled
3 Funds 1 Fund 2 Funds 6 Funds
JV / $6.6bn $2.8bn $6.1bn circa $15.5bn
Mandates 7 Funds 5 Funds 9 Funds 21 Funds
Listed / $3.3bn $2.6bn $0.8bn circa $6.7bn
Retail 9 Funds 2 Funds 1 Fund 12 Funds
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Reflects AMP Capital FUM at 30 June 2022, net of known transition of FUM from the AMP Capital platform.. 23 2022 Annual General Meeting
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› Expanded product offering
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› Expanded investor base
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› New capabilities in infrastructure and enhanced retail platform
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Summary
Fully integrated real asset platform
Continue to execute on strategic objectives to:
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Increase the resilience of portfolio income streams
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Expand and diversify the funds management business
Enabled by our quality people,
scalable and efficient operating platform, strong balance sheet and significant development pipeline
Well positioned in challenging environment
Continue to embed and consolidate the AMP Capital platform
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Calvary Private Hospital, Adelaide SA Willows Shopping Centre, Townsville QLD
64 Momentum Way, Ravenhall VIC Melbourne Airport, Melbourne VIC
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26 October 2022
2022 Annual General Meeting
24
Questions
Formal business
Resolution 1
Adoption of the Remuneration Report
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| To consider and if thought fit pass the following Resolution as an ordinary resolution: |
Resolution For Open Against |
|
|---|---|---|
| 1. Adoption of the Remuneration Report % 91.55% 0.12% 8.33% |
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| That the Remuneration Report for the financial year ended 30 June 2022 be adopted.” “ |
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| Number of Votes 753,539,124 1,028,213 68,528,154 |
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| Number of Security holders 291 190 221 |
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Resolution 2
FY23 grant of long-term incentive performance rights to the Chief Executive Officer
To consider and if thought fit pass the following Resolution as an ordinary resolution:
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“ That approval is given for all purposes for
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a. The granting of 262,610 performance rights to Darren Steinberg under the Long-Term Incentive Rights Plan; and
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b. The transfer or allocation of Securities to Darren Steinberg upon vesting of the performance rights
for the year commencing 1 July 2022 as described in the Explanatory Memorandum to the 2022 Notice of Annual General Meeting.”
| Resolution | Resolution | For | Open | Against | ||
|---|---|---|---|---|---|---|
| 2. | FY23 grant of long-term incentive | % | 94.60% | 0.13% | 5.28% | |
| performance rights to the Chief | ||||||
| Executive Officer | ||||||
| Number of Votes | 773,706,243 | 1,029,376 | 43,158,860 | |||
| Number of Security holders | 239 | 188 | 280 |
26 October 2022
28 2022 Annual General Meeting
New Chair - Warwick Negus
Appointed to the Board on 1 February 2021, Warwick Negus is an Independent Director of Dexus Funds Management Limited and a member of the Board Nomination Committee, Board Audit Committee and Board Risk Committee.
Warwick is Chair of Pengana Capital Group and a Non-Executive Director of Washington H. Soul Pattinson, the Bank of Queensland, Virgin Australia Holdings Limited, Terrace Tower Group, New South Wales Rugby Union Limited and Tantallon Capital Advisors. He is also Deputy Chancellor and a member of the Council of UNSW.
Warwick has more than 30 years of funds management, finance and property industry experience in Australia, Europe and Asia. His most recent executive roles included Chief Executive Officer of Colonial First State Global Asset Management, Chief Executive Officer of 452 Capital, and Goldman Sachs Managing Director in Australia, London, and Singapore. Warwick was formerly Chair of UNSW Global and a Non-Executive Director of FINSIA.
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Resolution 3.1
Approval of Independent Director Mark Ford
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To consider and if thought fit pass the following Resolution as an ordinary resolution:
- “ That the continuing appointment of Mark Ford as a Director of Dexus Funds Management Limited be approved (by ratification).”
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Resolution For Open Against
3.1 Approval of Independent Director – % 97.46% 0.13% 2.41%
Mark Ford
Number of Votes 802,465,106 1,040,379 19,860,784
Number of Security holders 468 193 53
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30 2022 Annual General Meeting
Mark Ford
Appointed to the Board on 1 November 2016, Mark Ford is an Independent Director of Dexus Funds Management Limited and Dexus Wholesale Property Limited, Chair of the Board Audit Committee and a member of the Board Environmental, Social & Governance Committee and Board Nomination Committee.
Mark is Chair of Kiwi Property Group and is a Director of Prime Property Fund Asia.
Mark has extensive property industry experience and has been involved in Real Estate Funds Management for over 25 years. He was previously Managing Director, Head of DB Real Estate Australia, where he managed more than $10 billion in property funds and sat on the Global Executive Committee for Deutsche Bank Real Estate and RREEF. Mark was also a Director in the Property Investment Banking division of Macquarie and was involved in listing the previous Macquarie Office Fund. His previous directorships include Comrealty Limited, Property Council of Australia, Deutsche Asset Management Australia and he was also Founding Chair of Cbus Property Pty Limited and Chair of South East Asia Property Company. Mark previously held senior roles with Price Waterhouse and Macquarie Bank.
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Resolution 3.2
Approval of Independent Director The Hon. Nicola Roxon
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To consider and if thought fit pass the following Resolution as an ordinary resolution:
- “ That the continuing appointment of The Hon. Nicola Roxon as a Director of Dexus Funds Management Limited be approved (by ratification).”
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Resolution For Open Against
3.2 Approval of Independent Director – % 75.73% 0.13% 24.15%
The Hon. Nicola Roxon
Number of Votes 623,462,797 1,038,434 198,793,736
Number of
418 193 109
Security holders
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32 2022 Annual General Meeting
The Hon. Nicola Roxon
Appointed to the Board on 1 September 2017, Nicola Roxon is an Independent Director of Dexus Funds Management Limited, Chair of the Board Environmental, Social & Governance Committee and a member of the Board People & Remuneration Committee and Board Nomination Committee.
Nicola is an Independent Chair of HESTA (the health sector superannuation fund) and VicHealth (a health promotion statutory authority). She is also a Non-Executive Director of Lifestyle Communities Limited and on the Board of charity, Health Justice Australia.
Nicola is a lawyer by training and prior to her non-executive career, served in the Commonwealth Parliament for 15 years, including as Minister for Health and as Australia’s first female Attorney-General. Nicola brings more than 20 years experience in government, health and law. Since commencing her nonexecutive roles, Nicola has focused on for purpose businesses, charities and the ESG footprint of the organisations she works with. Her insights into public policy, strategy and government adds diversity to the Board’s perspectives on stakeholder & community engagement as well as risk management and governance.
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Resolution 3.3
Approval of Independent Director Elana Rubin AM
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To consider and if thought fit pass the following Resolution as an ordinary resolution:
- “ That the initial appointment of Elana Rubin AM as a Director of Dexus Funds Management Limited be approved (by ratification).”
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Resolution For Open Against
3.3 Approval of Independent Director – % 99.62% 0.13% 0.25%
Elana Rubin AM
Number of Votes 820,233,280 1,049,379 2,085,270
Number of Security holders 446 194 73
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34 2022 Annual General Meeting
Elana Rubin AM
Appointed to the Board on 28 September 2022, Elana Rubin is an Independent Director of Dexus Funds Management Limited and a member of the Board Nomination Committee.
Elana is Chair of Victorian Managed Insurance Authority and a non-executive director of Telstra Corporation and Slater and Gordon. She is also a director of several infrastructure and government bodies.
Elana has been a non-executive director for over 20 years. She has extensive experience across technology, financial services, property, infrastructure and government sectors. Her non-executive directorships have spanned listed, unlisted, private and government companies.
Previous roles include having served as Chair of Afterpay, Chair of AustralianSuper and Chair of WorkSafe Victoria and as a director of Mirvac and ME Bank. Elana was formerly a member of the Federal Government’s Infrastructure Australia Council and Climate Change Authority, and a member of the AICD Victorian Council.
Elana started her career working at the ACTU in social policy and industrial relations. Her last executive role was as Executive Director - Investments for Australian Retirement Fund.
Elana was awarded a Member of the Order of Australia in 2021 for services to corporate governance and community.
35 2022 Annual General Meeting
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Resolution 4
Constitutional amendments
To consider and if thought fit pass the following Resolution as a special resolution:
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“ That approval is given for all purposes for
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a. The Constitution of each Trust be amended as detailed in Annexure A of the 2022 Notice of Annual General Meeting in accordance with the provisions of the supplemental deeds poll tabled at the Meeting and initialed by the Chair for the purposes of identification
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b. The Responsible Entity of each of the Trusts be authorised to execute the supplemental deeds poll in the same form as the supplemental deeds poll referred to in (a), and to lodge them with ASIC to give effect to the amendments to the Constitutions”
| Resolution | Resolution | For | Open | Against | ||
|---|---|---|---|---|---|---|
| 4. | Constitutional amendments | % | 99.85% | 0.12% | 0.03% | |
| Number of Votes | 831,046,207 | 1,037,708 | 240,519 | |||
| Number | of Security holders | 432 | 197 | 69 |
26 October 2022
36 2022 Annual General Meeting
| Resolution 5 Conditional Spill Resolution To consider and if thought fit pass the following Resolution as an ordinary resolution: |
Resolution For Open Against 5. Conditional Spill Resolution % 1.68% 0.13% 98.19% Number of Votes 13,822,003 1,049,492 808,280,446 Number of Security holders 301 197 194 |
|---|---|
| A meeting of holders of Dexus stapled securities be held within 90 days of this Meeting (“Spill Meeting”) All of Dexus Funds Management Limited’s directors who were directors when the resolution to adopt the 2022 Remuneration Report was passed, other than a managing director of the company who may, in accordance with the ASX Listing Rules, continue to hold office indefinitely without being re-elected to the office, cease to hold office immediately before the end of the Spill Meeting That approval is given for all purposes for a. b. “ |
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c. Resolutions to appoint persons to the offices that will be vacated immediately before the end of the Spill Meeting be put to the vote at the Spill Meeting”
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37 2022 Annual General Meeting
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Questions
Thank you for attending
Disclaimer
This presentation is issued by Dexus Funds Management Limited (DXFM) in its capacity as responsible entity of Dexus (ASX code: DXS). It is not an offer of securities for subscription or sale and is not financial product advice
Information in this presentation including, without limitation, any forward-looking statements or opinions (the Information) may be subject to change without notice. To the extent permitted by law, DXFM and Dexus, and their officers, employees and advisers do not make any representation or warranty, express or implied, as to the currency, accuracy, reliability or completeness of the Information and disclaim all responsibility and liability for it (including, without limitation, liability for negligence). Actual results may differ materially from those predicted or implied by any forward-looking statements for a range of reasons outside the control of the relevant parties
The information contained in this presentation should not be considered to be comprehensive or to comprise all the information which a Dexus security holder or potential investor may require in order to determine whether to deal in Dexus stapled securities. This presentation does not take into account the financial situation, investment objectives and particular needs of any particular person
The repayment and performance of an investment in Dexus is not guaranteed by DXFM or any of its related bodies corporate or any other person or organisation. This investment is subject to investment risk, including possible delays in repayment and loss of income and principal invested
26 October 2022
2022 Annual General Meeting
40
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