Charter Hall Long Wale Reit · ASX:CLW

Charter Hall Long Wale Reit — Merger or Acquisition (December 2020)

39 slides from Charter Hall Long Wale Reit's merger presentation, Dec 9, 2020

  1. Slide 1: Acquisitions and equity raising

    For personal use only Charter Hall Long WALE REIT Acquisitions and equity raising 9 December 2020 Not for release to US wire services or distribution in the United States 76-78 Pitt Street, Sydney

  2. Slide 2: Important notice

    Acquisitions and equity raising Important notice For personal use only Important Notice 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”)

  3. Slide 3: Important notice (cont.)

    Acquisitions and equity raising Important notice (cont.) For personal use only Forward-looking statements This Presentation contains certain “forward-looking statements”, including expectations about the success of the Placement. The words “forecast”, “estimate”, “likely”, “anticipate”, “believe”, “

  4. Slide 4: Agenda

    For personal use only 1. Transaction overview 5 Appendix Agenda 2. Acquisitions overview 3. CLW portfolio impact 8 11 A. Pro forma metrics B. Summary of key risks 20 23 Acquisitions and 4. Sources and uses of funds 16 C. International Offer Restrictions 30 equity raising 5. Equity raising overview 1

  5. Slide 5: Transaction overview

    Acquisitions and equity raising Transaction overview For personal use only ‒ Charter Hall Long WALE REIT ("CLW") is pleased to announce that it has entered into agreements to acquire the following properties: ‒ A 100% interest in 76-78 Pitt Street, Sydney NSW via a sale and leaseback to Telstra for

  6. Slide 6: Transaction overview (cont.)

    Acquisitions and equity raising Transaction overview (cont.) For personal use only ‒ Including the impact of the Acquisitions and Placement, and based on information currently available (including with respect to the COVID-19 pandemic) and barring any unforeseen events, CLW reaffirms guidance previo

  7. Slide 7: Strategic rationale

    Acquisitions and equity raising Strategic rationale Well located, strategic long WALE properties with predominant NNN lease terms4 For personal use only 1 2 Strategic properties weighted to core Sydney locations NNN leases with long-term growing income  Acquisitions increase the REIT’s NSW exposure

  8. Slide 8: Acquisitions overview – 76-78 Pitt Street, Sydney, NSW

    Acquisitions and equity raising Acquisitions overview – 76-78 Pitt Street, Sydney, NSW Prime CBD property with secure, long-term growing income and future optionality For personal use only Property details Property and transaction overview Address 76-78 Pitt Street, Sydney NSW Property type Telco Ex

  9. Slide 9: Acquisitions overview – Bunnings Caboolture, QLD

    Acquisitions and equity raising Acquisitions overview – Bunnings Caboolture, QLD New Bunnings development to be leased on an initial 12 year term For personal use only Property details Property and transaction overview Address 459 Pumicestone Road, Caboolture QLD Property type Long WALE Retail ‒ New

  10. Slide 10: Acquisitions overview – The Parap Tavern, Darwin, NT

    Acquisitions and equity raising Acquisitions overview – The Parap Tavern, Darwin, NT Recently refurbished Darwin pub with a 15 year, NNN lease to Endeavour Group For personal use only Property details Property and transaction overview Address 15 Parap Road, Darwin NT Property type Long WALE Retail ‒

  11. Slide 11: CLW portfolio impact

    Acquisitions and equity raising CLW portfolio impact Australia’s largest and most diversified long WALE REIT For personal use only Pre-Acquisition1 Acquisition Portfolio Post-Acquisition Number of properties 456 3 459 Property valuation $3,908m $319m $4,227m Proportion of NNN leases 50% 91% 53% Weig

  12. Slide 12: Tenant diversification

    Acquisitions and equity raising Tenant diversification Expands CLW’s relationships with existing high quality tenants For personal use only Major tenants1 19% 4% 16% 3% 14% 3% 13% 2% 7% 2% 6% 1% 6% 1% 1. Weighted by net passing income (REIT ownership interest) Charter Hall Long WALE REIT 12

  13. Slide 13: Tenant diversification (cont.)

    Acquisitions and equity raising Tenant diversification (cont.) High proportion of investment grade tenants For personal use only Independent credit rating - key tenants1 ‒ Brisbane City Council ‒ Arnott's ‒ Inghams ‒ Metcash AAA ‒ Linfox 11% ‒ Coates Hire Not rated AA+ 23% 4% AA- 3% BBB 13% A- 37% B

  14. Slide 14: Tenant resilience

    Acquisitions and equity raising Tenant resilience Resilient and defensive sector exposures For personal use only Portfolio income exposure to key defensive tenant industries1,2 Telecommunications (19%) Government (16%) Grocery & distribution (15%) Convenience retail (14%) 242 Exhibition Street, Melb

  15. Slide 15: Lease expiry profile

    Acquisitions and equity raising Lease expiry profile Long dated portfolio WALE of 14.2 years For personal use only 14.2 years 21.6% 20.5% 13.9% 13.0% 9.4% 9.4% 7.5% 7.0% 7.1% 7.1% 6.7% 6.3% 5.9% 5.3% 5.0% 4.3% 4.0% 4.2% 3.9% 4.5% 4.2% 3.6% 3.4% 3.7% 3.4% 2.9% 2.7% 1.5% 1.4% 1.5% 0.8% 0.7% 0.7% 0.7%

  16. Slide 16: Sources and uses of funds

    Acquisitions and equity raising Sources and uses of funds Acquisitions to be partially funded by a $250 million institutional placement For personal use only ‒ The REIT will undertake a fully underwritten institutional placement of $250 million to partially fund the Acquisitions and associated trans

  17. Slide 17: Equity raising overview

    Acquisitions and equity raising Equity raising overview Fully underwritten institutional placement For personal use only Structure ‒ A fully underwritten institutional placement to raise $250 million to partially fund the Acquisitions and associated transaction costs ‒ Fixed issue price of $4.65 per

  18. Slide 18: Timetable

    Acquisitions and equity raising Timetable For personal use only Event Date Trading halt and announcement of the Acquisitions and Placement Wednesday, 9 December Placement bookbuild Wednesday, 9 December Trading of securities recommences on the ASX Thursday, 10 December Settlement of new securities i

  19. Slide 19: Conclusion

    Acquisitions and equity raising Conclusion For personal use only  76-78 Pitt Street is a unique acquisition of a long WALE, NNN property in the Sydney CBD which provides secure, growing income supported by high underlying land value  Bunnings Caboolture and the Parap Tavern are long leased propert

  20. Slide 20: Appendix A

    76-78 Pitt Street, Sydney Appendix A For personal use only Charter Hall Long WALE REIT

  21. Slide 21: Reconciliation of portfolio metrics

    Appendix A Reconciliation of portfolio metrics For personal use only Change from Dec-20 Jun-20 pro forma adjusted Jun-20 pro forma adjusted Jun-201 Change from Acquisitions revaluations (pre-Acquisitions) (post-Acquisitions) Number of properties 456 - 456 3 459 Property valuation $3,758m $150m $3,90

  22. Slide 22: Pro forma balance sheet

    Appendix A Pro forma balance sheet For personal use only Jun-201 Sep-20 DRP and Oct-20 Dec-20 revaluations Acquisitions and Jun-20 pro forma (A$m) SPP proceeds2 Placement adjusted Cash 38.4 - - - 38.4 Investment properties 1,879.2 - 53.1 309.6 2,241.8 Equity accounted investments 1,188.3 - 97.0 9.8

  23. Slide 23: Appendix B

    Appendix B For personal use only Charter Hall Long WALE REIT 76-78 Pitt Street, Sydney

  24. Slide 24: Summary of key risks

    Appendix B Summary of key risks For personal use only Investors should carefully consider the risk factors described below. Additional risk factors and uncertainties that are not RISKS RELATING TO CLW known to the Responsible Entity, Charter Hall WALE Limited (Responsible Entity) at the time of this

  25. Slide 25: Summary of key risks (cont.)

    Appendix B Summary of key risks (cont.) For personal use only Tenants and Rental Income Co-ownership risk Distributions made by the REIT are largely dependent on the rents received from tenants across the The REIT holds a number of interests in its portfolios with its partners through joint co-owner

  26. Slide 26: Summary of key risks (cont.)

    Appendix B Summary of key risks (cont.) For personal use only As property values fluctuate, so too may returns from property assets. Rental and occupancy levels may Management performance change as a result of changes in the property market and this may affect the distributions paid by the REIT The

  27. Slide 27: Summary of key risks (cont.)

    Appendix B Summary of key risks (cont.) For personal use only This may create a conflict of interest. Related party transactions also carry a risk that they could be the REIT's portfolio, which may be exacerbated by the impact of COVID-19. In the event that an event of assessed and monitored less ri

  28. Slide 28: Summary of key risks (cont.)

    Appendix B Summary of key risks (cont.) For personal use only Insolvency Occupational health and safety In the event of any liquidation or winding up of the REIT, the claims of the REIT's creditors, including any There is a risk that liability arising from occupational health and safety matters at a

  29. Slide 29: Summary of key risks (cont.)

    Appendix B Summary of key risks (cont.) For personal use only standards could materially adversely affect the financial performance and position reported in the REIT's Macro-economic financial statements. Changes in the general economic outlook both in Australia and globally may impact the performan

  30. Slide 30: Appendix C

    76-78 Pitt Street, Sydney Appendix C For personal use only Charter Hall Long WALE REIT

  31. Slide 31: International Offer Restrictions

    Appendix C International Offer Restrictions For personal use only This document does not constitute an offer of new stapled securities ("New Securities") of CLW in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the New Securitie

  32. Slide 32: International Offer Restrictions (cont.)

    Appendix C International Offer Restrictions (cont.) For personal use only United Kingdom Neither this document nor any other document relating to the offer has been delivered for approval to the Financial Conduct Authority in the United Kingdom and no prospectus (within the meaning of section 85 of

  33. Slide 33: Appendix D

    76-78 Pitt Street, Sydney Appendix D For personal use only Charter Hall Long WALE REIT

  34. Slide 34: Underwriting arrangement

    Appendix D Underwriting arrangement For personal use only J.P. Morgan Securities Australia Limited, Morgan Stanley Australia Securities Limited and UBS AG, Australia Branch will be acting as joint bookrunners, joint lead managers and several underwriters of the Placement (Underwriters). The Responsi

  35. Slide 35: Underwriting arrangement (cont.)

    Appendix D Underwriting arrangement (cont.) For personal use only • any statement in a certificate to be provided under the Underwriting Agreement is false, misleading or deceptive; • any information supplied by or on behalf of CLW to the Underwriters in final form is or becomes misleading or decept

  36. Slide 36: Appendix E

    The Parap Tavern, Darwin Appendix E For personal use only Charter Hall Long WALE REIT

  37. Slide 37: Glossary

    Appendix E Glossary For personal use only ASX Australian Securities Exchange Calculated as the ratio of net drawn debt (excluding unamortised debt establishment costs) to total tangible assets, Balance sheet gearing less cash The return of a property or portfolio of properties calculated by dividing

  38. Slide 38: Contact information

    Appendix E Contact information For personal use only Avi Anger Scott Martin Darryl Chua Philip Cheetham Fund Manager Head of Finance Deputy Fund Manager Head of Listed Investor Relations Charter Hall Long WALE REIT Charter Hall Long WALE REIT Charter Hall Long WALE REIT Charter Hall Group Charter Ha

  39. Slide 39: For personal use only

    For personal use only Sydney Head Office Melbourne Brisbane Perth Adelaide Level 20, No.1 Martin Place Level 14, 570 Bourke Street Level 3, The Annex Level 5, St Georges Square Level 2, 80 Pirie Street Sydney, NSW, 2000 Melbourne VIC 3000 275 George Street 225 St Georges Terrace Adelaide SA 5000 Bri

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