GDI Property Group (GDI) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen. My name is Gina Anderson. As Chairman of GDI, I will chair the Annual General Meeting of GDI Property Group Limited. I've also been appointed by GDI Funds Management Limited, the responsible entity for GDI Property Trust as Chairman of the GDI Property Trust General Meeting today. These meetings will occur concurrently. Like last year, we are holding this AGM as a hybrid meeting. Please forgive the additional admin and instructions that this all entails. However, it's -- I'm delighted to welcome all security holders, those participating online and through GDI's virtual platform -- meeting platform. And I'd especially like to thank those of you who are here today in person. It's terrific to see you. Unfortunately, with COVID, it means we can't offer anyone here morning tea and a biscuit. But please feel free to linger and ask us any questions that you would prefer to do so outside the formalities of the meeting, social distancing, of course. For those attending the meeting online, I ask that you please familiarize yourself with the virtual meeting online guide via the link on your screen. Register for a voting card and cast your votes online, ask questions via the Ask a Question box or ask questions verbally via the teleconference line. You'll only be able to ask questions online once you have registered to vote via the online platform. To ask a question via the teleconference facility, please call 1800-416-188. I'll repeat that, 1800-416-188 or internationally, +61-2-9189-1107, again, +61-2-9189-1107, and please have your pin ready. You'll be greeted by a welcome message and provided instructions on how to participate in the meeting. Please listen to the instructions carefully. At the end of the welcome message, you'll be greeted by a moderator and ask to provide your pin. The meetings of the two entities will be held concurrently today as detailed in the Notice of Meetings dated 28th of September 2021 and sent to security holders. It's now 10:30 a.m. Sydney time, the appointed time for holding the meetings, and I'm advised that the necessary quorum is present. Great. Welcome, everyone. I have great pleasure in declaring open the Annual General Meeting of the Members of GDI Property Group and the General Meeting of Unitholders of GDI Property Trust. And may I welcome each of our security holders in attendance and participating online today. I'd just also like to let you know that as it is Remembrance Day, we will be observing a minute silence at 11 a.m. Before I proceed with the business of meetings, I'd like to introduce my fellow directors. For those participating online, their photos are now on the screens: Steve Gillard, our Managing Director; and our Nonexecutive Directors, John Tuxworth, who's Chairman of the Nomination and Remuneration Committee; Giles Woodgate, who is Chairman of the Audit and Risk and Compliance Committee; and Stephen Burns, who's a member of both the Audit, Risk and Compliance Committee and the Nomination and Remuneration Committee and, like me, is seeking reelection today. Also present with us is Kate Malcolm, Joint Company Secretary; David Williams, our CFO and Joint Company Secretary; and members from the senior leadership team, including Mr. Sandeep Kumar from the company's external auditor, Hall Chadwick. Thanks for being here, Sandeep. He will be provided reasonable opportunity to answer any questions you may have about the conduct of the audit and the preparation of the content of the auditor's report at the appropriate time. Also, all security holders will be given a reasonable opportunity to ask or submit any questions in person, online via the teleconference during the meetings in relation to the company's business and management when considering the 2021 Annual Report. Before turning the meeting over to the Managing Director to give an update of the -- a short presentation on the company's activities, I'd like to make a few comments. It's been a strange old year for many of us, particularly those of us in Sydney and Melbourne, who've endured months of lockdown. In contrast, life has continued pretty much as normal in Western Australia and Queensland, where we have our buildings. With COVID-19 playing havoc with our lives, I'm very proud of the way Steve and the whole team have managed to run the business, meeting the challenges in such a flexible way. The lockdown in Australia's two most popular states will have a material impact on those states' short-term economic outlook. GDI holds no property in either Sydney or Melbourne. However, we did not predict that these two states would face such difficult health and economic conditions due to the prolonged COVID-19 lockdowns relative to the other state capital cities. Rather, beginning in 2017, we deliberately began reweighting our portfolio and assets in portfolio and assets in the funds business to Perth, believing that Perth offered better prospects for long-term returns than the other capital cities. To capitalize on this belief, we sold from our balance sheet, 25 Grenfell Street Adelaide and 307 Street Queensland in 2017 and 66 Goulburn Street, where we're meeting today, in 2018. And we sold 80 George Street, Parramatta and 223 to 237 Liverpool Road, Ashfield from our funds business. In October 2017, we purchased Westralia Square for our balance sheet. And in July 2020, we purchased 180 Hay Street, Perth. In the funds business, we purchased 6 Sunray Drive, Innaloo, which is the IKEA site. And the IDOM Portfolio, which is the car yards for GDI No. 43 Property Trust and GDI No. 46 Property Trust, respectively. All of these assets are either performing above expectations or positioned to take advantage of rapidly improving Perth market. Combined with the assets we already owned or managed in Perth, this reweighting strategy means we now have nearly $1.1 billion of assets in Perth. And following the recent sale of 50 Cavill Avenue, Surfers Paradise, we now have over 90% of our assets under management in Perth -- located in Perth. The WA government's hard border stance is a double-edged sword for Perth and its economy. On one hand, Perth has managed to avoid the worst of COVID-19. With only a small number of days where Perth was locked down, most of our tenants were able to operate as normal. Office usage in the Perth CBD consistently ranked amongst the highest of all our Australian cities, and accordingly, very few rent relief requests have been received since the 2020 lockdowns. Notwithstanding the impact of work from home and the consequent demand for workplace flexibility, the high usage levels in the Perth CBD where COVID-19 hasn't been part of the daily vernacular show that the office will continue to be an important part of business life. The office provides an organization with the ability to foster its own identity and culture, promote innovation and productivity improvements through staff collaboration, on-the-job and tacit learnings, particularly for our junior employees from their more experienced colleagues. It marks the boundary between work and home and enhances the social aspects of work. However, hard border closures are making it difficult for domestic and international migration. Anecdotal evidence is that many Perth-based businesses are struggling to hire people they need to deliver on new work. This is acting as a handbag on the economy and slowing the recovery of the office market. These border closures have also made it difficult for our executive team and the Board to travel to Perth. Fortunately, when the borders were opened, primarily Paul Malek, who asset manages all of our Perth office assets, and Steve managed to spend considerable time on the ground there. We're also very fortunate to have a first-rate team based in Perth, and I particularly like to recognize Dave Ockenden, our Head of Development; and John Byrne, who's our in-house leasing specialist, for the wonderful job they have done in the last 12 months. Office properties are part of the built environment and have a very important environmental role to play. We are very proud of our environmental successes this year. We've had NABERS Energy, Indoor Environment and Water rating improvements across our portfolio. We've reduced our electricity grid use. And excitingly, 197 St. Georges Terrace, Perth was rated Platinum Waterwise Building of the Year. We managed to achieve these improvements not from building new properties with newer and more efficient technologies but by reporting based on the issue -- by upgrading, sorry, existing properties because existing buildings comprise the largest segment of the built environment. When we undertake such upgrades, we make an important contribution to not only reducing that particular building's environmental footprint but also improving the general environmental footprint of the area in which the building is located. We have a very strong focus on minimizing and avoiding waste of fittings, appliances and interiors when undertaking an office stripout and/or fitout and aim to reuse workstations, fittings, and furniture either within the same building or in other GDI buildings. Aluminum and glass are separated for recycling, and where possible, we recycle carpet and underlay. All components of redundant air conditioning equipment are disposed of appropriately, including redundant refrigerant. All this we do, it's good for our tenants, it's good for our community, and it's good for our bottom line. If a building we buy already has exceptional services and a low environmental footprint, we will continually look for incremental improvements in the belief that every bit counts. We released our first environmental, social and governance or ESG report last year and received lots of positive feedback, particularly from a number of our listed investors. This year, we included a number of them and other capital providers to broaden our stakeholder reach to provide more focus to ESG reporting based on the issues they, together with our internal stakeholders, consider material. Our Head of Property, John Garland, is driving this, and I encourage you to read the report. We still have a lot more to do, and we will continue to improve both our practices and our reporting. In conclusion, I'd like to say a special thank you to my fellow Board Directors, Giles Woodgate, John Tuxworth, and Stephen Burns for their proactive engagement and ongoing support. Most importantly, I'd like to congratulate Steve Gillard and the whole GDI team for another successful year and thank them for all their efforts. Thank you. I'll now hand over to Steve Gillard, our Managing Director.

Welcome to all present and online. Right. So we -- if you -- if we talk about the year, we have had some small valuation gains, but that does not include the $8 million upside from the sale of Cavill Avenue. We are maintaining the distribution, resulting in a slight decrease in our NTA. However, we will be looking at revaluations in December. Our FFO is significantly higher than internal forecasts due to leasing successes and will maintain the distribution of $0.0775. If you look at the perfect color, we've highly weighted to Perth, and we've done that deliberately as we see significant stimulus in the world. We believe it's significantly higher than the GFC. And we're seeing -- if you look at the economic recovery in the chart on Page 6, you'll see that WA -- you're going to have countries around the world building infrastructure and which will be a solid sustained recovery in resources. Gas, oil, you're seeing that those prices move. The iron ore price has fallen. However, there's still strong volumes, but it's still well above the average. Mining exploration, there's been a significant amount of money raised, and there's a significant amount of projects, which are due to start. However, they've been harnessed by the lack of ability for staff and also due to COVID and a lack of people pushing the button because of uncertainty in the world economies. However, we're seeing a strong rebound in jobs. If you look at the figures on Table 3 there, there's significant demand for jobs in [indiscernible], and we're finding it a situation where it's struggling for employment. And once the borders open, they'll be inundated. There will be numerous people moving over there. And majority of tenants in WA and Perth are expanding due to significant drivers in that economy. We've had a solid start to 2022. We've got very, very high levels of inquiry. We've got a number of tenants who are looking, but however, they're reluctant to actually push the button and signed leases due to the uncertainty in the world with the border closures, et cetera. And we are very excited once this happens, that there'll be significant activity and significant leasing in our buildings. We have a number of -- we have number of floor under Heads of Agreement at Westralia, leaving only five floors left. We've got solid interest in 180 Hay. We've got solid interest in Townsville, in Stanley Place and 1 Adelaide Terrace as well. We settled the sale of Cavill Avenue Surfers Paradise. We're in exclusive due diligence to acquire two properties, which will be accretive. And we're very excited about these opportunities, which will provide income and also significant added value. We purchased 5.7-odd million shares through the buyback at an average price of $1.11. We have a solid balance sheet. If you look there, the vision WS2 is ahead of schedule. It will be the most environmentally friendly premium grade office building in Perth of 9,500 square meters. Total cost is $63 million, plus $10 million for the adjoining areas, expected completion second half of 2022. Early days, we've got very, very strong inquiry for this building. And we don't -- we -- fortunately, we pushed the button on that, and we don't have supply constraints nor labor constraints there, and we have a promising leasing inquiry. Again, we've got opportunity at 1 Adelaide Terrace. We've got strong interest, 180 Hay, Westralia Square, we have a number of tenants looking at that. Stanley Street, we have strong interest to take the majority of that building, and 197, we'll be doing some leasing activity there. So look, we're in a very, very good position. We're in a very good market. We couldn't be better placed. We believe there's significant upside in our valuations of our assets. And if you notice the car yards that we bought, the IKEA, some of the unlisted properties, we've got our industrial properties in Perth for the tenants looking to expand. We've got a strong interest, but it's just at the moment, it's frustrating because companies are just not pushing the button due to a bit of uncertainty with the border closures, et cetera. And also, the economy is harnessed. There's a number of projects which are about to start, and they can't start because of supply issues and staff constraints. We're progressing the opportunity at 1 Mill Street. However, due to border closures, it's difficult for people to access and have a look at that. And again, we've said WS2 is ahead of schedule. There's some other development potential in some of other assets as well. We confirm we're going to pay the distribution of $0.0775 and -- so we're likely that some portion of that will be paid out of capital. So no change for FY '22. So look, thank you so much. We're excited about the future. We've had a good year. We're on the verge of some significant breakthroughs, and we're hoping that those will occur shortly. But we're in a very good position, and we couldn't be better placed. Thank you so much.

Thanks, Steve. That's great. Okay, ladies and gentlemen, we now come to the more formal consideration of matters before the meetings today. The Notice of Meetings dated 28th of September 2021 was circulated to security holders, and I'll take the Notice of Meetings as read. Now meetings and voting procedures. Before moving on to the resolutions to be considered, I'll now briefly outline the procedures for the meetings and the voting procedures for today's meetings. In accordance with the constitution, as Chairman, I've determined the voting on each of the resolutions will be conducted by poll. The poll for each of the resolutions will be opened at the beginning of the first item of business. The poll will close 5 minutes after the close of the meetings. For the purposes of conducting the poll, I would like to ask Link Market Services to conduct the poll. As Chairman of the meetings and having appointed -- having been appointed proxy for a security holder entitled to vote, as detailed in the Notice of Meetings, I will vote, where authorized, all undirected proxies in favor of each resolution. The results of the poll will be released to the ASX market announcements platform and will be available on the company's website as soon as possible after the meetings. Also in accordance with the company's constitution, the directors have determined that each security holder who is entitled to attend and vote at this meeting is entitled to a direct vote on a resolution. For those attending in person, when you registered your attendance today, you will have been issued with an attendance card. Yellow indicates a voting security holder or a proxyholder for this meeting, and blue indicates nonvoting security holder. You must lodge your voting paper for your votes to be counted, which I'll ask you to do at the end of the meeting. If you need to leave early, please put your completed voting paper in the box provided by Link staff immediately outside the room. If you are attending online, you can cast your direct vote using the electronic voting card that you received when you registered via the online platform. You will be able to vote between the commencement of meetings and the closure of voting as announced during the meetings. If you have any questions about casting your vote online, please refer to the virtual AGM online guide that was issued with the Notice of Meetings or call Link on the numbers set out in the guide or on the screen in front of you. We will display the number of proxy votes received for each resolution as well as the terms of each proposed resolution ahead of voting on each resolution. In regard to security holder questions, for those attending in person, at each time a resolution is proposed, I will invite any questions specific to that resolution. If you're attending online, please ensure that you've registered, and I will ask -- again, ask for questions. If you wish to ask a question online, please submit questions by registering as a security proxyholder and selecting the Ask the Question tab. You can submit questions now or at any time prior to the vote of a relevant resolution, and they will be dealt with at the appropriate time. If you have a question already prepared, please submit it now so that as many questions can be answered as possible. All online questions will go through David Williams, our Joint Company Secretary. David will identify each person who asks the questions, read out the question and pass on the question to me, and I will either answer the question or pass it to the most appropriate person. We reserve the right to rule out questions not relating to the meetings or that are out of order. If you want to ask a question via the teleconference facility, please call 1800-416-188 or internationally, +61-2-9189-1107 with your PIN code ready. And you'll be greeted by a welcome message, providing the instructions. And then at the end, you'll be greeted -- the moderator will ask you to provide your pin. All questions whether from the floor, online or via teleconference must relate to the relevant item of business. There will be an opportunity to ask general questions towards the end of the meetings. I ask that you keep your questions short and to the point. Each security holder should restrict themselves to no more than two questions, and we'll endeavor to answer all those questions in the allotted time today. Resolution 1 on the remuneration report is an advisory resolution. The remaining resolutions being considered today at today's meetings are ordinary resolutions requiring a simple majority of votes cast by security holders to be approved. Are there any questions on the procedures of the meeting? If I haven't blinded you by signs already. Okay. Let's move to the business of the meeting. Consideration of reports. The reports to be received and considered by the meetings are those for GDI Property Group Limited and its controlled entities for the year ended 30th of June 2021 and GDI Property Trust for the same period. The reports consist of financial statements, the directors' report and the independent auditor's report. This is not a resolution. A copy of the 2021 Annual Report was made available on the company's website, the ASX website and was sent to those security holders who requested it. The financial statements for the year ended 30th of June '21 have been approved by directors and audited by Hall Chadwick. I will take the reports as read. While we do not put this item to a vote, I would like to invite security holders to ask questions or make comments about these reports. You may also like to ask questions of our auditor, Mr. Sandeep Kumar, who is here with us. Are there any questions? None on the floor, online. No. Thank you. Okay. There appear to be no questions, so I'll move on to the resolutions of the meeting. The first resolution is the remuneration report. The first -- the resolution is set out on the screen behind me or in front of me, behind me, depending where you are. The remuneration report was contained within the 2021 Directors' Report in the Annual Report, which I will take the remuneration report as read. It details the remuneration policy of GDI Property Group, reports on the remuneration arrangements for the key management personnel of GDI Property KMP, explains board policies in relation to the nature and value of remuneration paid to KMP, the key management personnel, and discusses the relationship between the remuneration policy and company performance. Further details about resolution 1 are contained in the explanatory memorandum that accompanied the note of meetings. This vote is advisory only and not binding on the directors. Before putting resolution 1 to the meeting, I would like to advise security holders that GDI Property Group will disregard any votes as stated in the voting exclusion statement related to resolution 1 as set out in the Notice of Meetings. In the interest of good governance, the Board does not make a recommendation to security holders in relation to this resolution. Are there any questions from the floor or online? If there are no questions -- it appears there are no questions, so I'll move on to the proxies received for this resolution as proxies are on the screen now. On either your yellow card attendance or your electronic voting card, please now select for, against or abstain. [Voting]

Thank you. I think our next resolution is the reelection -- my reelection. And I will hand over to John Tuxworth, to chair the meeting for this item. However, before I do, I think it would be an appropriate time, we're probably a minute early, if we sort of talk amongst yourself for a second before we take a minute silence. It looks like a good spot to. Every year, 1-minute silence is held at 11:00 a.m. for Remembrance Day. It is a time to remember a relative, friend, an ancestor reflect on the sacrifice of those who have served and died in war. It's 11:00. They shall grow not old, as we that are left grow old. Age shall not weary them nor the years condemn. At the going down of the sun and in the morning, we will remember them, lest we forget. Thank you, everybody. I go back to reelection of me as a director, and I will hand over to John Tuxworth, but before I do, I'll provide a brief background, bit of self-promotion. Ladies and gentlemen, it's a great privilege to serve on the Board of GDI as your Chairman. I've been on the Board of GDI since the IPO and have been Chairman since 2018. In addition to GDI for the past 9 years -- my term actually ends in December, but I have served as a Nonexecutive Director of the George Institute for Global Health and Chairman of the George Institute Foundation. The George Institute is a large, complex Australian medical research institute with institutes in Sydney, Beijing, Hyderabad and Oxford. It also has a commercial arm, George Health Enterprises, which runs a medium-sized clinical research organization. George Clinical is currently in the process of commercializing research in affordable treatments and technologies. I have just joined the Board of PetRescue, a national animal welfare charity, which runs the major national pet adoption website to help rescue animals. Their free programs and services help millions of Australians and have more than 1,000 rescue organizations, shelters and pounds registered to help save the lives of pets, including mine. The Australian Business Awards have just -- have just announced that PetRescue is the outstanding charity of the year for their award for 2021. Previously, I was Co-Founder and chaired Women's Community Shelters for 6 years. At WCS, we developed a new social franchise at the time -- it was a disruptor -- to establish women shelters in partnership with local communities, replicating the model and taking it to that scale. Today, there are more than nine shelters operating with another one due in the next couple of months, together with transitional housing and, importantly, an outreach program. I also served two terms as a founding advisory board member of the charity regulator, the Australian Charities and Nonprofit Commission (sic) [ Australian Charities and Not-for-profits Commission ], or the ACNC, and was a -- am a former Nonexecutive Director of Landcare Australia Limited and Youth Off The Streets. In my executive life, I was Chief Executive Officer of Philanthropy Australia, the national peak body for philanthropy and a not-for-profit membership association, for 5 years from 2005 to 2010, and I've also held senior -- various senior roles at Westpac and St Hilliers. During my time with GDI, I was Chairman of the Remuneration and Nomination Committee before becoming Chairman of GDI at the end of 2018. While as a director, I'm always learning. There's no doubt my experience as a director has been strengthened by working with the whole team through the challenges of the past couple of years. For me, it's a great privilege to serve on the Board of GDI, and it's with due regard that I seek your support for a further 3 years. Thank you. And I'll hand over to you, John.

Good morning, everyone. Thank you, Gina. The directors, with Gina Anderson abstaining, unanimously recommend security holders vote in favor of reelection as a director of the GDI Property Group Limited. I'll now address any questions anyone may have regarding Gina and her reelection. Are there any questions from the floor? No questions from the floor. Any questions online? Nothing online. Okay. If there are no questions -- it appears there are no questions, and so I'll move into the proxies received for this resolution. On screen now are the details of the proxies received in relation to this resolution. Resolution 2 is an ordinary resolution requiring a simple majority of votes cast by security holders present and entitled to vote on this resolution. On either your yellow attendance card or your electronic voting card, please now select for, against or abstain next to resolution 2. [Voting]

Thank you. I'll now pass back to the Chair -- to Gina.

Thanks, John. Okay. Resolution #3, the reelection of Stephen Burns as a director. I'd like to invite Stephen to provide some details of his background and experience. Steve?

[indiscernible]

A little bit of self-promotion. What have you done?

Yes. Well, look, I look forward to continuing to try and help the GDI team and shareholders. And my background has been to get involved in real estate, investment banking and a lot of other equity areas where I think I might be able to help out a bit. So I'll put myself up. And hopefully, yes, I get to help GDI in future. Thank you.

Thanks, Steve. The directors, with Stephen Burns abstaining, unanimously recommend security holders vote in favor of the reelection of Steve. Personally, I find he provides -- with his extensive knowledge of property and investment banking, he provides a very knowledgeable and practical advice to Steve and the Board, and it's extremely valuable. Are there any questions regarding the reelection of Steve Burns as a director? It appears there are no questions. So let's move to the proxies. I believe they're on your screen. Could you please cast your vote on your yellow card attendance or your electronic voting card for, against or abstain for resolution #3? [Voting]

Okay. Thank you. I'll move on to resolution #4. The issue of performance rights under the GDI Property Group Performance Rights Plan to Mr. Steve Gillard, Managing Director. The resolution is set out on the screen behind me. As described in the Notice of Meetings, the Board intends to grant 1,010,966 performance rights to Mr. Gillard in accordance with the provisions set out in the explanatory memorandum, which is attached to your Notice of Meetings. The details of the grant, including performance conditions are detailed in your Notice of Meetings. The directors, with Steve Gillard abstaining, unanimously recommend that security holders vote in favor of the issue of performance rights under the GDI Group Performance Rights Plan. Are there any questions? It appears there are no questions, so I'll move to the proxies received for this resolution. It should be on your screen or in front of us. On either your yellow attendance card or your electronic voting card, please now select for, against or abstain next to resolution 4. [Voting]

Thank you, everyone. That actually concludes the formal business for today's meeting. But there's an opportunity now to address any general questions. Has anyone got online or in the room any general questions? We love them. It appears there are no questions disappointingly. So ladies and gentlemen, at that point, this concludes the voting of the resolutions of the meetings. Please ensure your online votes have now been submitted. Voting will close in 5 minutes. For those here in person, I ask that you please hand your voting cards to the Link Market Services, a gentleman who's now walking around now. As advised earlier, after the votes have been counted, the results of the polls will be released to the ASX as soon as possible. Thank you, ladies and gentlemen. That concludes the business as set out in the Notice of Meetings. I declare the meeting closed, subject to the finalization of the conduct of the poll. Thank you so much for your time and your interest and your continued engagement. Thank you very much.