Brookfield Property Partners
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Table of Contents Overview of Brookfield Property Partners (“BPY”) Page 4 Organic Growth Page 11 Operating Segments Page 20 Developments and Redevelopments Page 32 Appendix – Structure and Governance Page 39 2
BPY is Brookfield Asset Management’s (“Brookfield”) primary vehicle to make investments across all strategies in real estate Our goal is to be the leading global owner and operator of high-quality real estate, generating an attractive total return for our unitholders comprised of: 1 2 3 Current yield supported 5% ‒ 8% annual Capital appreciation by stable cash flow from distribution growth of our asset base a diversified portfolio of assets 3
Global Owner, Developer and Operator of Diversified, High-Quality Real Estate Investment Portfolio Characteristics 1 $86B Core Office TOTAL ASSETS • 150 premier office properties totaling 99 million square feet (msf) in gateway markets around the world 1 as well as 11 msf of core office and multifamily $28B development projects currently underway UNITHOLDER EQUITY Core Retail • 125 best-in-class retail properties totaling 122 msf throughout the United States $0.315 QUARTERLY DISTRIBUTION / UNIT LP Investments • High-quality assets with operational upside across 2 office, retail, multifamily, industrial, hospitality, triple net 6.0% lease, self storage, student housing and manufactured housing sectors DISTRIBUTION YIELD 1) As of September 30, 2018 and on a proportionate basis. 2) Based on BPY’s 9/28/18 closing price of $20.89 on the Nasdaq Stock Market. 5
Investment Segments Stable cash flows on core portfolios enhanced by investment in opportunistic strategies Core Office and Core Retail LP Investments Brookfield Place, New York Fashion Show Mall, Las Vegas Conrad Hotel, Seoul Targeting 10% to 12% Total Returns Targeting 20% Total Returns • Approximately 80% of BPY’s balance sheet • Approximately 20% of BPY’s • Invested in high-quality, well-located trophy assets and balance sheet development projects • Invested in mispriced portfolios and/or properties with significant value-add 6
Global Investor with Local Expertise ~$171B Total RE AUM1 | 30 Offices | ~17K Operating Employees2 CANADA EUROPE & MIDDLE EAST $8.2B $28.4B ASIA PACIFIC UNITED STATES3 $12.5B $119.3B BRAZIL $2.4B 1) At the Brookfield Property Group level which includes assets of BPY and Brookfield-managed funds. 2) Employee figures are as of December 31, 2017. 3) AUM in the Bahamas are included within our US AUM figure. 7
Proven Investment Approach Value-oriented, counter-cyclical investors Specialize in executing multi-faceted transactions that allow us to acquire high-quality assets at a discount to replacement cost Leverage our business units and operational expertise to enhance the value of our investments Flexibility to allocate capital to the sectors and geographies with the best risk-adjusted returns at various points in the real estate cycle Continually recycle capital from stabilized assets to higher- yielding opportunities in order to build long-term value for unitholders 8
Conservative Financing Strategy • We finance our investments predominantly with asset-level, non-recourse debt • We raise debt in local currency with primarily fixed interest rates • We source the lowest-cost capital to fund growth ‒ Recycle capital from stabilized assets ‒ Consider issuing equity if expected returns exceed our cost of capital • We target a distribution payout ratio of 80% of Company Funds From Operations (“CFFO”) which combined with realized gains from our LP investments allows us to retain sufficient cash flow for tenant improvements, leasing costs and organic growth • Our investment-grade corporate credit rating provides financing flexibility The quality and diversification of our assets support our target of achieving long-term proportionate debt-to-capital of up to 50% 9
Brookfield Property REIT (BPR) Brookfield Property REIT is a publicly traded U.S. REIT (Nasdaq: BPR) externally managed by BAM. It is a subsidiary of Brookfield Property Partners (BPY) and was created to offer economic equivalence to BPY in the form of a U.S. REIT security. BPR Shares & BPY Units Share an Identical Economic Interest BPR BPY Details Distributions Distributions are identical in amount and timing Class A BPR shares are exchangeable for a Exchangeable N/A BPY unit or the equivalent value in cash Liquidation Value Liquidations values are equalized Voting control for both BPR and BPY is aligned Voting Rights N/A as BPR’s majority shareholder is BPY Delaware Bermuda- Structure/Index As a U.S.-domiciled REIT, BPR is eligible for Corp.; based LP; Eligibility many equity indexes that exclude LPs 1099 Issuer K1 Issuer BPY owns ~75% of the outstanding shares of Majority Owner BPY BAM BPR and BAM owns ~53% of BPY 10
Organic Growth 11
BPY’s Unique Growth Drivers Strong global operating capabilities enable us to acquire real estate in need of leasing, capital or repositioning, to generate core-plus returns Extensive development pipeline assembled over time in dynamic, supply-constrained markets Access to opportunistic real estate returns through ability to invest in Brookfield-sponsored property funds 12
Track Record of Earnings and Distribution Growth $1.50+ $1.44 Earnings and distribution growth for five consecutive years since launch $1.36 9% CAGR $1.26 Annual CFFO growth of 9% $1.18 $1.18 6% $1.11 CAGR $1.12 $1.06 Annual distribution growth of 6% $1.00 Reduced payout ratio from 90% of CFFO to our target of 80% 2014 2015 2016 2017 2018 CFFO Distribution (per unit) 13
Growth in LP Investment Gains $0.67 $0.66 We have earned realized gains from our LP investments in private funds In the early years, these gains were from the sale of individual assets or smaller $0.37 portfolios As these funds mature, and investment- $0.14 level business plans are executed, the $0.08 pace and size of realizations will increase 2014 2015 2016 2017 LTM Realized Gains on LP Investments (per unit) 14
Future Earnings Growth Achieve annual CFFO growth for the next 5 years with target of 7%-9% $2.15+ Realize significant earnings from our LP investments including, on average, $500 million in annual realized gains $1.70+ Earnings provide ample coverage for distributions $1.45+ $1.26Earnings growth will support distribution growth in line with target of 5%-8% annually 15
Main Drivers of Earnings Growth Annual CFFO growth between 2017 and 2022 continues to be driven by: • Achieving same property growth of 2-3% • Completion of active developments on time and budget: In US$ millions Cumulative Development NOI $1.18 $600 $500 $400 $300 $200 $100 $0 2017 2018 2019 2020 2021 2022 Office Retail Urban multifamily Condo sales 16
Payout Ratio Target payout ratio leaves sufficient retained cash to protect distribution levels, sustain properties and fund future growth in support of our five-year business plan: In US$ millions 2022 Forecasted CFFO $ 2,300 Annual realized gains from LP investments 600 Annual earnings $ 2,900 Distributions at target payout (1,800) Available to maintain properties and fund growth $ 1,100 17
Looking forward, we are positioned to increase earnings from leasing and development activities in our core office and retail businesses... and to realize value from the capital we have invested in our LP investments 18
BPY = Compelling Investment Opportunity 2022 25% CAGR $ 48 An investment today has the potential $ 22 to offer a very attractive return to 15% shareholders CAGR $ 35 Yield backed by cash flow from a $9 portfolio of high-quality assets $ 55 $6 $6 Entry point at discount to average $ 20 $ 20 $ 20 analyst NAV of $27.49 per unit Potential for significant appreciation Opportunity to further enhance return if Today Narrowing Current Discount1,2,3 Discount1,2 discount to NAV erodes Investment Current Yield Appreciation 1) Using forecasted 2022 CFFO 2) Distributions assumed at 80% of forecasted 2022 CFFO 3) Using consensus NAV implied multiple 19
Operating Segments 20
Core Office Portfolio Iconic assets in gateway markets Darling Park, Sydney Brookfield Place, New York Brookfield Place, Toronto Canary Wharf, London 21
Core Office Portfolio • 150 premier office properties totaling approximately 99 msf in gateway cities around the globe, including: New York, London, Toronto, Los Angeles, Houston, Sydney, Washington, DC and Berlin • Portfolio is 92.9% leased with an average remaining lease term of 8.3 years • Embedded 8.2% mark-to-market opportunity on expiring leases • Properties generally financed with non-recourse, asset-level debt • We offer an integrated, multifaceted real estate business with comprehensive operating and real estate management capabilities • Our diversified global structure gives us a competitive advantage in the marketplace as we are able to leverage relationships across geographies and business lines Of our top 20 office tenants, 11 are tenants in Brookfield buildings in more than one city; 7 are tenants in at least three cities 22
Core Retail Portfolio Trophy retail assets that mirror the quality of our office properties The Woodlands Mall, Houston Ala Moana, Honolulu Jordan Creek, Des Moines Miami Design District 23
Core Retail Portfolio 125 best-in-class malls and urban retail properties totaling over 122 msf throughout the United States 95.6% NOI-weighted occupancy Initial rent spreads of 11.6% for leases commencing in the trailing 12 months Highly productive stores with $744 NOI-weighted tenant sales/sf 24
Class A+ Shopping Centers • Our class A+ mall portfolio represents approximately 8% of the high-quality retail space in the United States, including 3 of the top 5 assets.1 Although total retail space in the U.S. is likely to contract in the coming years, high-quality malls continue to demonstrate meaningful outperformance and serve as the centerpiece of all retail activity in the U.S. • The declining performance of traditional department stores has created opportunities to recapture square footage within our existing centers and improve their productivity by introducing more dining, entertainment and fitness venues as well as e-retailer ‘pop-up’ and permanent stores. • Development and redevelopment initiatives in our core retail portfolio total $1.7 billion of which $1.2 billion is currently under construction with a further $500 million in the pipeline. The projects have expected ROIs of between 6-8%. Inserting new technology into our malls has been a major driver to elevate the shopping experience – from retail and dining to entertainment and leisure 1) Source: CNBC.com article from 1/29/18. 25
E-commerce vs Brick-and-Mortar? NOT a Zero-Sum Game… E-Commerce Brick-and-Mortar ONE Channel Online-to-offline examples Amazon Bonobos Rent the Runway 93% of all retail sales are owed all or in part to brick-and-mortar presence1 1) Source: U.S. Census Bureau 26
LP Investments Acquiring mispriced assets with upside to earn outsized returns The Diplomat Resort & Spa, Florida BR7 Office Portfolio, Sao Paulo Center Parcs, UK Roosevelt Landing, New York 27
LP Investments • Acquire high-quality assets at a discount to replacement cost or intrinsic value • Execute multifaceted transactions that utilize structuring Invest on a Value Basis capabilities • Seek contrarian investments via market dislocations and other inefficiencies • Focus on geographies and sectors where Brookfield has informational, operational and other competitive advantages Leverage Brookfield • Utilize Brookfield’s relationships to originate proprietary Platform investments • Target large-scale investments • Execute clearly defined strategies for operational improvement: ‒ Leasing: increasing occupancy and rental rates Enhance Value through Operating Capabilities ‒ Development: expanding or redeveloping/repositioning properties • Achieve opportunistic returns through NOI growth 28
Case Study: IDI Gazeley projected to return 30% Gross IRR in 5 years • Assembled a 42M SF global logistics business through the acquisition of 3 industrial companies in North America and Europe 50M SF 16% AREA LEASED RENT INCREASED 30M SF 88 – 95% COMPLETED CHANGE IN OPERATING DEVELOPMENT OCCUPANCY 2013-2017 30% 3.1x PROJECTED PROJECTED GROSS IRR GROSS MOC 29
Case Study: Simply Self Storage returned 46% Gross IRR in 2.5 years • Acquired 90-asset, 6.8M SF portfolio and operating company in early 2016 and grew business to over 200 assets totaling ~16M SF 32% VALUE INCREASED PSF $1.3B $162M GROSS SALE PRICE1 NET PROCEEDS TO BPY2 46% 2.6x GROSS IRR GROSS MOC 1) Partial sale of business 2) Includes proceeds from portfolio refinancing following transaction 30
Opportunistic Real Estate Funds Track Record Total BPY Projected Projected Fund Inception Equity Stake Gross IRR Gross MOC RE Opportunity Fund I 2006 11.0% 1.9x GGP Acquisition RE Opportunity Fund II 2007 20.0% Closes 2.1x RE Turnaround Fund 2009 38.6% 2.3x Strategic Real Estate 2012 $4.5B 30% 25.0% 2.7x Partners I Strategic Real Estate 2015 $9.0B 25% 19.0% 2.2x Partners II Total 26.0% 2.2x 31
Developments and Redevelopments 32
Development Strategy • We opportunistically pursue developments to: ‒ Earn premium risk-adjusted returns compared to acquisitions (~200-250 bps spread) ‒ Upgrade our portfolio with new, trophy assets in key strategic markets • Development strategy seeks to limit risk: ‒ Typically secure anchor leases for 40% ‒ 50% of space before launching project ‒ Execute guaranteed maximum price contracts to reduce construction risk ‒ Bring in JV partners once project is substantially de-risked ‒ Limit developments to less than 10% of total assets • Prominent, large-scale projects primarily in the high-growth markets of London and New York City • Active office and multifamily projects expected to produce approximately $320 million of incremental NOI upon completion 33
4 Projects Delivered Over the Past 24 Months 4.2M SF PREMIER OFFICE SPACE 5 Manhattan West One Blue Slip New York Brooklyn 1,200 APARTMENT UNITS Principal Place The Eugene London Wall Place London New York London 34
5 Projects On Schedule for Delivery in 2019 5.6M SF PREMIER OFFICE SPACE Camarillo ICD Brookfield Place 1 Bank Street Los Angeles Dubai London ~3,500 APARTMENT UNITS 655 New York Ave 100 Bishopsgate 1 Manhattan West Washington DC London New York 35
Active Development Projects Date of ($M) Total Date of Accounting Office % Pre-Leased SF 000s Cost1 Yield on Cost Completion Stabilization 655 New York Avenue, Washington, DC 71% 766 285 7% Q2 2019 Q3 2020 One Manhattan West, New York 84% 2,117 778 6% Q4 2019 Q3 2020 1 Bank Street, London 40% 715 335 7% Q3 2019 Q4 2020 100 Bishopsgate, London 67% 938 1,140 7% Q2 2019 Q2 2020 ICD Brookfield Place, Dubai 6% 1,104 342 11% Q3 2019 Q1 2021 Bay Adelaide North, Toronto 64% 820 386 6% Q1 2022 Q4 2022 Wood Wharf – Office, London 42% 423 163 8% Q2 2021 Q2 2021 Subtotal 58% 6,883 $3,429 7% Multifamily Camarillo (California) 413 127 7% Q4 2018 Q2 2019 Greenpoint Landing Bldg. G, New York 250 199 6% Q4 2018 Q4 2019 Studio Plaza, Silver Spring (Maryland) 343 106 7% Q2 2019 Q1 2020 Wood Wharf – 8 Water St. & 2 George St., London 371 197 5% Q4 2019 Q4 2020 Newfoundland, London 545 324 4% Q1 2020 Q1 2021 Greenpoint Landing Bldg. F, New York 310 358 6% Q3 2020 Q2 2021 Principal Place – Residential, London2 303 248 17% Q1 2019 Q1 2019 Southbank Place, London2 669 302 20% Q4 2019 Q4 2019 Wood Wharf – 10 Park Drive, London2 269 133 31% Q4 2019 Q4 2019 Wood Wharf – One Park Drive, London2 430 288 30% Q2 2021 Q2 2021 Subtotal 3,903 $2,282 Total Active Developments 10,786 $5,711 1) In US$ Millions and represents BPY’s share of investment. 2) Represents condominium/market sale developments. Anticipated return on cost and date of completion are presented instead of yield on cost and date of accounting 36 stabilization, respectively, for these developments.
Redevelopment Strategy We leverage our affiliated design, construction, operations, leasing and real estate management teams to perform a 360-degree assessment of a property’s refurbishment and repositioning potential We time our initial capital investment to maximize returns (e.g. upon an anchor tenant’s relocation announcement) We are able to charge higher rents and subsequently earn higher returns on our investment following the repositioning effort Our integrated capabilities provide the opportunity to redevelop high-quality, well-located assets that have leasing challenges or CapEx needs 37
Case Study – 5 Manhattan West, New York Acquisition Capital Levered IRR $700M $350M 34% 450 W. 33rd St. 5 Manhattan West Skin in the Owned parcels of undeveloped land adjacent to 450 W. 33rd St. since the 1980s and Game acquisition opportunity required quick response A Submarket Tenants seeking alternatives to expensive, aging midtown buildings are migrating to on the Cusp areas more proximate to their employee populations An Attractive With over 25 million sf of traditional HQ office product being delivered to the Alternative submarket, 5MW’s ‘warehouse’ layout and vibe attracted tech and new media tenants A Stunning A unique ‘new’ building centered at the nexus of Chelsea, traditional Midtown, and the Transformation Hudson Yards District – New York City’s next great mixed-use neighborhood 38
Appendix – Structure and Governance 39
Corporate Structure Brookfield Asset Management (BAM) 30% 60% 53% 68% Brookfield Brookfield Renewable Brookfield Property Brookfield Business Infrastructure Partners Partners Partners Partners (BEP) (BPY) (BBU) (BIP) Core Office Core Retail LP Investments Core office assets Class A Real estate opportunity funds Canary Wharf U.S. Mall Value-add multifamily funds Core-plus funds Portfolio Real estate finance funds Other direct investments 40
Governance • BPY and BPR have an established Master Services Agreement with Brookfield − Brookfield provides executive oversight of BPY/BPR and services relating to the origination of acquisitions, financings, business planning and supervision of day-to-day management and administration activities − Management fee, on an annualized basis, equal to 0.5% of the total capitalization of BPY/BPR, subject to a minimum fee of $50 million − Equity enhancement distributions, on an annualized basis, equal to 1.25% of the increase in BPY/BPR’s market capitalization over the initial capitalization of approximately $11.5 billion − Credit applied for management fees paid on investment in Brookfield-sponsored funds • Incentive distributions based upon increases in distributions paid to unitholders over pre-defined thresholds − 15% participation by Brookfield in distributions over $1.10 per unit − 25% participation by Brookfield in distributions over $1.20 per unit − Credit applied for incentive fees paid on investments in Brookfield-sponsored funds • BPY/BPR’s general partner has a majority of independent directors BPY/BPR’s governance is structured to provide alignment of interests with unitholders 41
Favorable Structure • As a global real estate investor, we have structured BPY to provide flexibility to pursue its strategy and to limit negative tax consequences to our unitholders • BPY is a Bermuda-based, publicly-traded partnership that owns or has interests in holding corporations primarily in the U.S., Canada, Australia, Western Europe, Brazil, India and South Korea • Structure is favorable relative to Master Limited Partnerships (MLPs), and we are committed to structuring our activities to avoid generating UBTI and ECI1 BPY’s Structure Type of Entity Bermuda-based, publicly-traded partnership UBTI1 No ECI1 No U.S. Tax Slip Issued1 K1 Canadian Tax Slip Issued1 T5013 1) BPY does not provide legal or tax advice to any third party and as such strongly recommends that each prospective investor review all documentation with their legal and tax advisors. 42
Contacts Contact Title E-Mail Address Phone Number Brian Kingston Chief Executive Officer brian.kingston@brookfield.com (212) 978-1646 Bryan Davis Chief Financial Officer bryan.davis@brookfield.com (212) 417-7166 Matt Cherry SVP, Investor Relations & Communications matthew.cherry@brookfield.com (212) 417-7488 43
Important Cautionary Notes All amounts are in U.S. dollars unless otherwise Factors that could cause actual results to differ materially will be similar to the historic investments presented herein specified. Unless otherwise indicated, the statistical and from those contemplated or implied by forward-looking (because of economic conditions, the availability of financial data in this document is presented as of statements include, but are not limited to: risks incidental investment opportunities or otherwise), that targeted September 30, 2018. to the ownership and operation of real estate properties returns, diversification or asset allocations will be met or including local real estate conditions; the impact or that an investment strategy or investment objectives will This presentation contains “forward-looking information” unanticipated impact of general economic, political and be achieved. within the meaning of applicable securities laws and market factors in the countries in which we do business; regulations. Forward-looking statements include the ability to enter into new leases or renew leases on This presentation includes estimates regarding market statements that are predictive in nature, depend upon or favorable terms; business competition; dependence on and industry data that is prepared based on its refer to future events or conditions, include statements tenants’ financial condition; the use of debt to finance our management's knowledge and experience in the markets regarding our operations, business, financial condition, business; the behavior of financial markets, including in which we operate, together with information obtained expected financial results, performance, prospects, fluctuations in interest and foreign exchanges rates; from various sources, including publicly available opportunities, priorities, targets, goals, ongoing uncertainties of real estate development or information and industry reports and publications. While objectives, strategies and outlook, as well as the outlook redevelopment; global equity and capital markets and the we believe such information is reliable, we cannot for North American and international economies for the availability of equity and debt financing and refinancing guarantee the accuracy or completeness of this current fiscal year and subsequent periods, and include within these markets; risks relating to our insurance information and we have not independently verified any words such as “expects,” “anticipates,” “plans”, “believes,” coverage; the possible impact of international conflicts third-party information. “estimates”, “seeks,” “intends,” “targets,” “projects,” and other developments including terrorist acts; potential “forecasts,” “likely,” or negative versions thereof and other environmental liabilities; changes in tax laws and other similar expressions, or future or conditional verbs such as tax related risks; dependence on management personnel; This presentation makes reference to net operating “may,” “will,” “should,” “would” and “could”. illiquidity of investments; the ability to complete and income (“NOI”), funds from operations (“FFO”), and effectively integrate acquisitions into existing operations Company funds from operations (“CFFO”). NOI, FFO and Forward-looking statements include, without limitation, and the ability to attain expected benefits therefrom; CFFO do not have any standardized meaning prescribed statements about target earnings and distribution growth, operational and reputational risks; catastrophic events, by International Financial Reporting Standards (“IFRS”) the growth potential of our existing and new investments, such as earthquakes and hurricanes; and other risks and and therefore may not be comparable to similar measures return on invested capital, gains on mark-to-market factors detailed from time to time in our documents filed presented by other companies. The Partnership uses releasing and occupancy, targeted same-store growth with the securities regulators in Canada and the United NOI, FFO and CFFO to assess its operating results. and returns on redevelopment and development projects, States. These measures should not be used as alternatives to the availability of suitable investment opportunities, and Net Income and other operating measures determined in the availability of financing and our financing strategy. We caution that the foregoing list of important factors that accordance with IFRS but rather to provide supplemental may affect future results is not exhaustive. When relying insights into performance. Further, these measures do Although we believe that our anticipated future results, on our forward-looking statements or information, not represent liquidity measures or cash flow from performance or achievements expressed or implied by investors and others should carefully consider the operations and are not intended to be representative of the forward-looking statements and information are based foregoing factors and other uncertainties and potential the funds available for distribution to unitholders either in upon reasonable assumptions and expectations, the events. Except as required by law, we undertake no aggregate or on a per unit basis, where presented. reader should not place undue reliance on forward- obligation to publicly update or revise any forward-looking looking statements and information because they involve statements or information, whether written or oral, that For further reference, specific definitions of NOI, FFO, known and unknown risks, uncertainties and other may be as a result of new information, future events or and CFFO are available in the Partnership’s press factors, many of which are beyond our control, which may otherwise. releases announcing its financial results each quarter. cause our actual results, performance or achievements to In considering investment performance information differ materially from anticipated future results, contained herein, prospective investors should bear in performance or achievement expressed or implied by mind that past performance is not necessarily indicative such forward-looking statements and information. of future results and there can be no assurance that comparable results will be achieved, that an investment 44
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