Mirvac Group · ASX:MGR
Mirvac — Merger or Acquisition (May 2013)
39 slides from Mirvac's merger presentation, May 10, 2013
Slide 1: Portfolio acquisition by Mirvac and equity raising
For personal use only Portfolio acquisition by mirvac and equity raising 10 may 2013 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 2: Disclaimer
Disclaimer by mirvac For personal use only Mirvac Group comprises Mirvac Limited ABN 92 003 280 699 and Mirvac The terms and conditions of the Security Purchase Plan will be set out in full in Property Trust ARSN 086 780 645. This Presentation has been prepared by the Security Purchase Plan booklet.
Slide 3: Disclaimer
Disclaimer by mirvac For personal use only Future performance Not an offer This Presentation contains certain “forward looking” statements. The words This Presentation is not an offer or an invitation to acquire Mirvac Group “anticipated”, “expected”, “projections”, “forecast”, “estimates”, “could”,
Slide 4: Overview
Overview by mirvac For personal use only n Mirvac has entered into agreements to acquire a select portfolio of office assets from GE Real Estate Investments Australia (“GE”) 1 – Seven assets with a combined purchase price of $584 million (excluding acquisition costs) – Represents an initial passing
Slide 5: Portfolio acquisition by Mirvac
For personal use only Portfolio acquisition by mirvac mirvac group I Portfolio acquisition and equity raising I 10 May 2013 I page 4 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 6: Acquisition portfolio
Acquisition portfolio by mirvac For personal use only Core/redevelopment asset mix in line with Mirvac’s integrated business model n Mirvac has selected a specific portfolio of seven assets it will acquire 1 from GE’s broader Australian platform for $584 million (excluding acquisition costs) n Acqui
Slide 7: Allendale Square, Perth
Allendale Square, Perth by mirvac For personal use only Central St Georges Terrace location with views of the Swan River n 32 level A-grade office building completed in 1976 Key metrics n With its distinctive aluminium facade, column-free Interest 100% Levels 32 floors and high quality interiors, th
Slide 8: 90 Collins Street, Melbourne
90 Collins Street, Melbourne by mirvac For personal use only Prime Melbourne CBD location at the ‘Paris End’ of Collins Street n A-grade, 22 level building with 21,253sqm of NLA Key metrics n Prime location in the immediate vicinity Interest 100% Levels 22 of Melbourne’s two most iconic towers – NLA
Slide 9: Redevelopment acquisitions
Redevelopment acquisitions by mirvac For personal use only Restocking Mirvac’s commercial development pipeline n Sydney CBD acquisitions are future strategic redevelopment APDG precinct map opportunities within the APDG precinct n Prime CBD location currently undergoing regeneration CAHILL EX PRESSW
Slide 10: Initial redevelopment assessment and development
Initial redevelopment assessment by mirvac For personal use only 210 and 220 George Street, Sydney 200 George Street, Sydney development Mirvac’s integrated business model is transforming n Mirvac believes these assets will benefit from another C-grade office building in the APDG repositioning in th
Slide 11: MPT portfolio impact
MPT portfolio impact by mirvac For personal use only Acquisition aligns with the directional mandates set for Mirvac’s office portfolio ‘Create and buy’ office strategic direction Directional mandates – office Recap of rationale Pre Post n Optimal risk/return exposure on a historical and forward loo
Slide 12: Acquisition funding
Acquisition funding by mirvac For personal use only n $400 million equity raising 1 will allow Mirvac to fund the acquisition and remain in line with its revised target gearing range of 20-30% n Remaining funding requirement will be met by existing undrawn debt facilities n Pro forma gearing of 24.8
Slide 13: Summary
Summary by mirvac For personal use only Transaction meets Mirvac’s key corporate objectives Impact n Aligns with the ‘create and buy’ directional mandates set for Mirvac’s office portfolio following its strategic review 4 n Restocks Mirvac’s commercial development pipeline with assets that can be he
Slide 14: Equity raising by Mirvac
For personal use only Equity raising by mirvac mirvac group I Portfolio acquisition and equity raising I 10 May 2013 I page 13 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 15: The equity raising
The equity raising by mirvac For personal use only $400 million institutional placement – SPP to follow n $400 million fully underwritten institutional placement at $1.69 per stapled security – Represents a 3.2% discount to Mirvac’s last close price of $1.745 per stapled security on 9 May 2013 – Exp
Slide 16: Equity raising timetable
Equity raising timetable by mirvac For personal use only Event Date Institutional offer opens 10:00 am (AEST), Friday 10 May 2013 Institutional offer closes – investors in Australia, New Zealand and Asia 3:30 pm (AEST), Friday 10 May 2013 Institutional offer closes – investors in other jurisdictions
Slide 17: Appendix A: Pro forma balance sheet
For personal use only Appendix A: by mirvac Pro forma balance sheet mirvac group I Portfolio acquisition and equity raising I 10 May 2013 I page 16 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 18: Pro Forma Balance Sheet
Pro Forma Balance Sheet by mirvac For personal use only 31 December 2012 Transaction 31 December 2012 $m (actual) adjustments (pro forma) Cash 69 69 Investment properties 5,488 584 1 6,072 Inventories 1,374 1,374 Equity accounted investments 347 347 Intangible assets 66 66 Other assets 975 975 Total
Slide 19: Appendix B: Asset precinct maps
For personal use only Appendix b: by mirvac Asset precinct maps mirvac group I Portfolio acquisition and equity raising I 10 May 2013 I page 18 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 20: Perth CBD
Perth CBD VINCENT ST by mirvac ST HYDE TUS PARK CHARLES ST LOF For personal use only BU LW ER ST ST NT FO AU E BE AD NE PAR W CA ST ST BELMONT PARK L RACECOURSE ST RD ES PRINCESS MARGARET T EA LO HOSPITAL FOR CHILDREN RUSSEL SQUARE ST ST S A FREEWAY HA GRAHAM FARMER M M RO O ES YS IA TH T T ILL W Y
Slide 21: Melbourne CBD
Melbourne CBD QUEENS BERRY ST by mirvac PEEL ST CARLTON GARDENS ST For personal use only VICTOR KE IA ST AW QUEEN VICTORIA H MARKET ST N KLIN FRA FLAGSTAFF GARDENS SPR ING ST ST ST DO BE LE TRO SDA EXH CK LA ST ST LON LE UR KE TLE WNE ST LA SDA BO IBIT ND LIT LON TLE S HW LIT IO Y NS SW LANSDO N ST
Slide 22: Sydney CBD
Sydney CBD by mirvac GE RID SYDNEY HARBOU B UR BO AR EYH DN For personal use only R TUNNEL SY Y HW SYDNEY OPERA LD HOUSE FIE AD BR SYDNEY COVE GTON ST OBSERVATORY PARK CIRCULAR QUAY HARRIN CAHILL EX FARM ALFRED PRESSWAY ST COVE APDG PRECINCT 190-200 GEORGE ST 37 PITT ST 210 GEORGE ST 6-8 UNDERWOOD S
Slide 23: Appendix C: Redevelopment asset summaries
For personal use only Appendix c: Redevelopment asset by mirvac summaries mirvac group I Portfolio acquisition and equity raising I 10 May 2013 I page 22 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 24: Redevelopment asset summaries
Redevelopment asset summaries by mirvac For personal use only 210 George Street, Sydney NSW 220 George Street, Sydney NSW n 18 storey office building with n Adjoins 210 George 4,755sqm of NLA Street, Sydney n Constructed in 1990 n 13 storey office building and underwent a major with 8,891sqm of NLA
Slide 25: Redevelopment asset summaries
Redevelopment asset summaries by mirvac For personal use only 37 Pitt Street, Sydney NSW 51 Pitt Street, Sydney NSW n 12 storey building with n Adjoins 37 Pitt Street, Sydney 12,226sqm of NLA n 5,055sqm of NLA over n Built in 1969 11 levels n Flexible floor plates n First six floors completed of 1,0
Slide 26: Redevelopment asset summaries
Redevelopment asset summaries by mirvac For personal use only 6-8 Underwood Street, Sydney NSW n Adjoins 37 Pitt Street, Sydney n 10 storey office building n Total NLA of 3,234sqm Key metrics Interest 100% Levels 10 NLA 3,234sqm Purchase price (pre costs) $9,000,000 Purchase price (per sqm) $2,783 I
Slide 27: Appendix D: Risk factors
For personal use only Appendix d: Risk factors by mirvac mirvac group I Portfolio acquisition and equity raising I 10 May 2013 I page 26 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 28: Risk factors
Risk factors by mirvac For personal use only General risk factors Customers Insolvency or financial distress of Mirvac’s tenants may reduce the income Funding received from its assets. The real estate investment and development industry tends to be highly capital intensive. The ability of Mirvac to
Slide 29: Risk factors
Risk factors by mirvac For personal use only Fixed nature of significant costs n Supply of developable land, new properties and other investment properties; Significant expenditures associated with each investment, such as mortgage n Investor demand/liquidity in investments; and payments, maintenanc
Slide 30: Risk factors
Risk factors by mirvac For personal use only Development (continued) General economic conditions A sustained downturn in property markets caused by any deterioration in the Mirvac’s operating and financial performance is influenced by a variety of economic climate could result in reduced development
Slide 31: Risk factors
Risk factors by mirvac For personal use only Regulatory issues and changes in law Insurance The financial performance of property trusts, developers and constructors Property trusts, developers and constructors generally enter into contracts of may be materially affected by adverse changes in laws o
Slide 32: Risk factors
Risk factors by mirvac For personal use only Taxation implications Transaction specific risk factors You should be aware that future changes in Australian taxation law and changes in interpretation or application of the law by the courts or taxation authorities in Foreign Investment Review Board (“F
Slide 33: Appendix E: Foreign jurisdictions
For personal use only Appendix e: by mirvac Foreign jurisdictions mirvac group I Portfolio acquisition and equity raising I 10 May 2013 I page 32 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Slide 34: Foreign jurisdictions
Foreign jurisdictions by mirvac For personal use only Hong Kong The information relating to the offering contained herein may not be used other than by the person to whom it is addressed and may not be reproduced in any Important information for “professional” and other legally permitted Hong form o
Slide 35: Foreign jurisdictions
Foreign jurisdictions by mirvac For personal use only New Zealand (continued) The new stapled securities may not be offered or sold, directly or indirectly, Persons who are each required to pay a minimum subscription price of at in Norway except: least NZ$500,000 for the new stapled securities befor
Slide 36: Foreign jurisdictions
Foreign jurisdictions by mirvac For personal use only Singapore shares, debentures, and units of shares and debentures of that corporation or The offer or invitation which is the subject of this document is only allowed the beneficiaries’ rights and interest in that trust shall not be transferable f
Slide 37: Foreign jurisdictions
Foreign jurisdictions by mirvac For personal use only Switzerland This document is exempt from the restrictions in the FSMA as it is to be strictly The new stapled securities may not be offered or sold in, into or from communicated only to the following persons: (i)`investment professionals’ as Swit
Slide 38: Glossary
Glossary by mirvac For personal use only Term Meaning APDG Alfred, Pitt, Dalley and George Streets, Sydney NSW CBD Central Business District CPSS Cents Per Stapled Security DPS Distribution Per Stapled Security EPS Earnings Per Stapled Security FIRB Foreign Investment Review Board FY Financial Year
Slide 39: For personal use only
For personal use only by mirvac NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES