Centuria Capital Group · ASX:CNI
Centuria Capital — Merger or Acquisition (June 2020)
20 slides from Centuria Capital's merger presentation, Jun 15, 2020
Slide 1: Full Takeover Offer for Augusta Capital Limited
Centuria Capital Group Full Takeover Offer for Augusta Capital Limited A S X: C N I 15 June 2020 C E NT URIA C AP IT AL GROUP AS X : C NI 1
Slide 2: Important Notices
IMPORTANT NOTICES This pr es entation has been pr epar ed a nd is is s ued by C entur ia C apita l Gr oup ( C N I) whic h is a s ta p le d vehic le c o mpr is ed of C ent ur ia C api ta l Li mited AC N 095 454 336 and C ent ur ia Funds Manage me nt Li mi ted AC N 607 153 588 as r es pons ible enti t
Slide 3: Full Takeover Offer for Augusta Capital Limited
TRANSACTION OVERVIEW Full Takeover Offer for Augusta Capital Limited • Centuria Capital Group (Centuria, ASX:CNI) has lodged a formal takeover notice in New Zealand to acquire all of the fully paid ordinary shares in Augusta Capital Limited (Augusta, NZX:AUG) that Centuria does not already own for a
Slide 4: Benefits for new and existing Centuria securityholders
TRANSACTION BENEFITS Benefits for new and existing Centuria securityholders Increases scale and relevance Combines two complementary Financially attractive Diversification into New Zealand real estate platforms real estate Centuria Group AUM would increase by Centuria will acquire one of New Zealand
Slide 5: Offer Summary
Legal to confirm / review Offer Summary C E NT URIA C AP IT AL GROUP AS X : C NI 5 96 St Georges Bay Road, Auckland (part ofEveleigh 8 Central Avenue, an Augusta NSW Single Asset Fund)
Slide 6: Features of the Offer
TAKEOVER OFFER OVERVIEW Features of the Offer • In exchange for their Augusta shares, Augusta shareholders will receive: Offer – NZ$0.20 in cash per share; and Consideration – 0.392 Centuria securities for every one Augusta share they own1 • The Implied Offer Price will be reduced by any future dist
Slide 7: Key reasons for accepting the Offer
KEY REASONS TO ACCEPT THE OFFER Key reasons for accepting the Offer • The Implied Offer Price represents an attractive premium to key metrics as at the Implied Offer Price 1 announcement day (15 June 2020) NZ$1.00 NZ$ $1.00 • The Offer is supported by Augusta’s founding shareholders (Managing Direct
Slide 8: Centuria's intentions in relation to Augusta
OFFER SUMMARY Centuria’s intentions in relation to Augusta • This section sets out Centuria’s current intentions if at the end of the Offer Period it has received acceptances to the Offer for 90% or more of the Augusta shares and is entitled to proceed to compulsory acquisition of the outstanding Au
Slide 9: Benefits to Centuria
Benefits to Centuria C E NT URIA C AP IT AL GROUP AS X : C NI 9 33 Broadway, Newmarket, Auckland (partAerial, William Square of anNorthbridge, Augusta WA Single Asset Fund)
Slide 10: Transaction will expand Centuria Group AUM to $8.9bn (+24%)
TRANSACTION BENEFITS Transaction will expand Centuria Group AUM to $8.9bn (+24%) $8.9bn Pro forma Group AUM 1,2 ASX:CNI – Pro forma market capitalisation of $1,022m3,4 $8.0bn Real Estate AUM $0.9bn Investment Bonds AUM Listed Real Estate AUM Unlisted Real Estate AUM Centuria $3.8bn AU G U S T A C AP
Slide 11: Centuria's pro forma AUM platform to grow by 24% to $8.9bn
TRANSACTION BENEFITS Centuria’s pro forma AUM platform to grow by 24% to $8.9bn ASSETS UNDER MANAGEMENT (AU$BN)1,3 ASX LISTED FUNDS MANAGER PEER SET (AUM AU$BN)1,3 38.9 45.7 40.6% 8.9 CAGR FY17 to pro Augusta Capital Limited forma inc. Augusta 1.7 7.2 Centuria Heathley 6.2 0.7 0.7 0.3 0.3 0.6 Unlist
Slide 12: Enhanced diversification post Offer
OFFER BENEFITS Enhanced diversification post Offer 1 GEOGRAPHIC DIVERSIFICATION SECTOR DIVERSIFICATION Enhances Centuria’s presence as a leading funds manager across Australia and Augusta’s complementary platform is highly aligned to Centuria’s sectors of New Zealand expertise • Centuria to become o
Slide 13: Offer Impact
Offer Impact C E NT URIA C AP IT AL GROUP AS X : C NI 13 Aerial image of The Hub, Seaview, Wellington (part William Square ofNorthbridge, Aerial, the Augusta WA Industrial Fund)
Slide 14: Centuria operating balance sheet
OFFER IMPACT Centuria operating balance sheet CNI1 CNI Placement1 CNI Pro forma1 AUG2 CNI Post3 • Centuria pro forma balance sheet adjusts for the OPERATING BALANCE SHEET Adjustments $80 million1 placement in January and the (31-Dec-19) & AUG Stake (31-Dec-19) (31-Mar-20) (31-Dec-19) acquisition of
Slide 15: Appendices
Appendices C E NT URIA C AP IT AL GROUP AS X : C NI 15 2-4 Graham Street, Auckland Central (partAerial, William Square of anNorthbridge, Augusta WA Single Asset Fund)
Slide 16: Augusta Overview
APPENDIX A Augusta Overview C E NT URIA C AP IT AL GROUP AS X : C NI 16 12 Brick Street, Henderson, William Auckland (part Square ofNorthbridge, Aerial, the Augusta WA Industrial Fund)
Slide 17: Appendix A: Augusta Overview
APPENDICES Appendix A: Augusta Overview BUSINESS DESCRIPTION KEY METRICS • Augusta is one of New Zealand’s largest listed real estate funds management companies with an impressive track record Current AUM NZ$1.8bn – 19-year history cultivating deep market expertise in New Zealand – Growth orientated
Slide 18: Appendix A: Augusta Overview
APPENDICES Appendix A: Augusta Overview NZX:APL Funds management On balance sheet Co-investment and management rights ~NZ$1.8bn AUM Listed Property AUM Unlisted Property AUM Asset Plus+ Single assets Single assets Australia Augusta Industrial Fund New Zealand AUM: NZ$147m AUM: NZ$1.1bn AUM: NZ$175m
Slide 19: Appendix A: Augusta Overview
APPENDICES Appendix A: Augusta Overview • Founders Mark Francis and Bryce Barnett have agreed to accept the Offer Name Biography Name Biography • Formed Augusta Group Limited in 2001 and began property syndication • Joined Augusta in 2018 through Augusta Funds Management in 2003 • Previously Senior
Slide 20: Centuria Metropolitan REIT
CENTURIA M ETROPOLITAN REIT ASX:CMA 20
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