Brookfield Property Partners LP
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Table of Contents Overview of Brookfield Property Partners (“BPY”) Page 4 Organic Growth Page 10 Operating Segments Page 16 Developments and Redevelopments Page 25 Appendix – Structure and Governance Page 30 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 $69B Core Office TOTAL ASSETS • 148 premier office properties totaling 99 million square feet (msf) in gateway markets around the world 1 as well as 10 msf of core office and multifamily $23B development projects currently underway UNITHOLDER EQUITY Core Retail • 125 best-in-class retail properties totaling 123 msf throughout the United States (via 34% interest in GGP) $0.315 QUARTERLY DISTRIBUTION / UNIT Opportunistic • High-quality assets with operational upside across 2 multifamily, industrial, hospitality, triple net lease, 6.6% self storage, student housing and manufactured housing sectors DISTRIBUTION YIELD 1) As of March 31, 2018 and on a proportionate basis. 2) Based on BPY’s 3/29/18 closing price of $19.19 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 Opportunistic 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 ~$159B Total RE AUM1 | 30 Offices | ~285 Investment Professionals | ~17K Operating Employees2 CANADA UK & EUROPE $8.0B $27.4B ASIA & AUSTRALIA UNITED STATES3 $14.4B $106.4B 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 opportunistic investing 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
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 11
Compelling entry point • Yield backed by cash flow from a portfolio of high-quality assets • Attractive entry point at discount to average analyst NAV of ~$29 per unit • A $19 per unit investment today has the potential to offer a very attractive return to shareholders: $ 55 Current Yield (5% ‒ 8% distribution growth) $ 40 $ 47 $ 40 Appreciation (Multiple of 8 ‒ 11% CFFO growth) $ 19 20% 25% CAGR CAGR Investment (as of Nasdaq price on 3/29/18) Today 2021F1 Narrowing Discount2 1) Based on midpoint of targeted distribution and earnings growth. 2) Using consensus NAV implied multiple. 12
Future drivers of growth • Business plan has BPY achieving CFFO of $2+ per unit by 2021 • Incremental $450-$500 million of CFFO driven by: Achieving same store growth of between 2-3% $1.18 Completing active developments on time and budget Continuing to recycle $1B+ of capital into higher-return opportunities • Earnings growth will lead to distribution growth with target of $1.60+ per unit by 2021 13
Conservative payout ratio • Payout ratio has sufficient cushion to protect distribution levels and to fund growth: • 20% of CFFO retained • Plus income earned on opportunistic investing activities when investments are realized that is not included in CFFO but represents key component of return ($ per unit) LTM Q1 2018 YTD 2017 CFFO $ 1.49 $ 1.44 Leasing costs and sustaining capital expenditures(1) (0.51) (0.51) Opportunistic realized gains 0.66 0.66 Adjusted CFFO 1.64 1.59 Distribution to unitholders 1.20 1.18 Payout Ratio 73% 74% 1) Normalized second generation leasing costs, capital expenditures required to sustain properties and other non-cash adjustments. 14
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 opportunistic strategy 15
Operating Segments 16
Core Office Portfolio Iconic assets in gateway markets Darling Park, Sydney Brookfield Place, New York Brookfield Place, Toronto Canary Wharf, London 17
Core Office Portfolio • 148 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 92.6% leased with an average lease term of 8.7 years • Embedded 8.0% 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, 12 are tenants in Brookfield buildings in more than one city; 6 are tenants in at least three cities 18
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 19
Core Retail Portfolio 125 best-in-class malls and urban retail properties totaling over 123 msf throughout the United States 94.3% same-property occupancy Average rent spreads of 21% for leases commencing in the trailing 12 months Highly productive stores with $611 average tenant sales/sf Investment through 34% interest in GGP Inc. 20
Class A+ Shopping Centers • Our class A+ mall portfolio represents approximately 20% of the top 500 malls in the United States, including 3 of the top 5.1 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 $1.5 billion (~$512 million at BPY’s share), of which $1.4 billion is currently under construction with a further $100 million in the pipeline. The projects are earning an average 8% yield on cost. 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. 21
Opportunistic Portfolio 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 22
Opportunistic Strategy • 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 23
Opportunistic Funds: Realizations Gazeley • Sale completed December 2017 generating a realized gain of $395 million €2.4B $590M GROSS SALE PRICE NET PROCEEDS TO BPY • Brookfield value creation: ‒ Strategic growth in core markets ‒ Exited non-core assets and markets 47% 4.5x ‒ Implemented best-in-class operations and GROSS IRR GROSS MOC management • 47% investment return in just 4-year hold period Magna Park, Kassel Marly, Rue Jean Jaurès Fuldabrück,Germany Marly la Ville, France 24
Developments and Redevelopments 25
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 $320 million of incremental NOI upon completion 26
Active Development Projects Date of ($M) Total Date of Accounting Office % Pre-Leased SF 000s Cost1 Yield on Cost Completion Stabilization 655 New York Avenue, Washington, DC 70% 766 285 7% Q3 2018 Q3 2020 One Manhattan West, New York 84% 2,117 1,063 6% Q4 2019 Q3 2020 1 Bank Street, London 40% 715 360 7% Q3 2019 Q4 2020 100 Bishopsgate, London 63% 938 1,226 7% Q1 2019 Q2 2020 ICD Brookfield Place, Dubai 0% 1,104 342 11% Q3 2019 Q1 2021 New District – Office, London 33% 423 175 8% Q2 2021 Q2 2021 Subtotal 55% 6,063 $3,451 7% Multifamily Village Gateway, Camarillo (California) 413 127 7% Q4 2018 Q2 2019 Studio Plaza, Silver Spring (Maryland) 343 106 7% Q1 2019 Q4 2019 Greenpoint Landing Bldg. G, New York 250 273 6% Q1 2019 Q4 2019 New District – 8 Water St. & 2 George St., London 371 212 5% Q4 2019 Q4 2020 Newfoundland, London 545 349 4% Q1 2020 Q1 2021 Greenpoint Landing Bldg. F, New York 310 358 6% Q3 2020 Q2 2021 Principal Place – Residential, London2 303 266 17% Q1 2019 Q1 2019 Southbank Place, London2 669 314 20% Q4 2019 Q4 2019 New District – 10 Park Drive, London2 269 165 31% Q4 2019 Q4 2019 New District – One Park Drive, London2 430 310 30% Q2 2021 Q2 2021 Subtotal 3,903 $2,480 Total Development 9,966 $5,931 1) In US$ Millions and represents BPY’s share of investment. 2) Represents condominium/market sale developments. Completion date and anticipated return on cost are presented instead of cash stabilization and yield on cost, respectively, 27 for these developments.
Redevelopment Strategy We leverage our in-house 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 28
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 29
Appendix – Structure and Governance 30
Corporate Structure Brookfield Asset Management (BAM) 30% 60% 69% 68% Brookfield Brookfield Renewable Brookfield Property Brookfield Business Infrastructure Partners Partners Partners Partners (BEP) (BPY) (BBU) (BIP) Core Office Core Retail Opportunistic Brookfield Office Properties GGP Inc. Real estate opportunity funds Canary Wharf Value-add multifamily funds Core-plus funds Real estate finance funds Other direct investments 31
Governance • BPY has an established Master Services Agreement with Brookfield − Brookfield provides executive oversight of BPY and services relating to the origination of acquisitions, financings, business planning and supervision of day-to-day management and administration activities − Management fees equal to $50 million plus 1.25% of the increase in BPY’s market capitalization over the initial capitalization of $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’s general partner has a majority of independent directors BPY’s governance is structured to provide alignment of interests with unitholders 32
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. 33
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 34
Special Note Regarding Forward-Looking Statements All amounts are in U.S. dollars unless otherwise known and unknown risks, uncertainties and other foregoing factors and other uncertainties and potential specified. Unless otherwise indicated, the statistical and factors, many of which are beyond our control, which may events. Except as required by law, we undertake no financial data in this document is presented as of March cause our actual results, performance or achievements to obligation to publicly update or revise any forward-looking 31, 2018. differ materially from anticipated future results, statements or information, whether written or oral, that performance or achievement expressed or implied by may be as a result of new information, future events or This presentation contains “forward-looking information” such forward-looking statements and information. otherwise. within the meaning of Canadian provincial securities laws and applicable regulation and “forward-looking Factors that could cause actual results to differ materially This presentation makes reference to net operating statements” within the meaning of “safe harbor” from those contemplated or implied by forward-looking income (“NOI”), funds from operations (“FFO”), and provisions of the United States Private Security Litigation statements include, but are not limited to: risks incidental Company funds from operations (“CFFO”). NOI, FFO and Reform Act of 1995. Forward-looking statements include to the ownership and operation of real estate properties CFFO do not have any standardized meaning prescribed statements that are predictive in nature, depend upon or including local real estate conditions; the impact or by International Financial Reporting Standards (“IFRS”) refer to future events or conditions, include statements unanticipated impact of general economic, political and and therefore may not be comparable to similar measures regarding our operations, business, financial condition, market factors in the countries in which we do business; presented by other companies. The Partnership uses expected financial results, performance, prospects, the ability to enter into new leases or renew leases on NOI, FFO and CFFO to assess its operating results. opportunities, priorities, targets, goals, ongoing favorable terms; business competition; dependence on These measures should not be used as alternatives to objectives, strategies and outlook, as well as the outlook tenants’ financial condition; the use of debt to finance our Net Income and other operating measures determined in for North American and international economies for the business; the behavior of financial markets, including accordance with IFRS but rather to provide supplemental current fiscal year and subsequent periods, and include fluctuations in interest and foreign exchanges rates; insights into performance. Further, these measures do words such as “expects,” “anticipates,” “plans”, “believes,” uncertainties of real estate development or not represent liquidity measures or cash flow from “estimates”, “seeks,” “intends,” “targets,” “projects,” redevelopment; global equity and capital markets and the operations and are not intended to be representative of “forecasts,” “likely,” or negative versions thereof and other availability of equity and debt financing and refinancing the funds available for distribution to unitholders either in similar expressions, or future or conditional verbs such as within these markets; risks relating to our insurance aggregate or on a per unit basis, where presented. “may,” “will,” “should,” “would” and “could”. coverage; the possible impact of international conflicts and other developments including terrorist acts; potential For further reference, specific definitions of NOI, FFO, Forward-looking statements include, without limitation, environmental liabilities; changes in tax laws and other and CFFO are available in the Partnership’s press statements about target earnings and distribution growth, tax related risks; dependence on management personnel; releases announcing its financial results each quarter. the growth potential of our existing and new investments, illiquidity of investments; the ability to complete and return on invested capital, gains on mark-to-market effectively integrate acquisitions into existing operations releasing and occupancy, targeted same-store growth and the ability to attain expected benefits therefrom; and returns on redevelopment and development projects, operational and reputational risks; catastrophic events, the availability of suitable investment opportunities, and such as earthquakes and hurricanes; and other risks and the availability of financing and our financing strategy. factors detailed from time to time in our documents filed with the securities regulators in Canada and the United Although we believe that our anticipated future results, States. performance or achievements expressed or implied by the forward-looking statements and information are based We caution that the foregoing list of important factors that upon reasonable assumptions and expectations, the may affect future results is not exhaustive. When relying reader should not place undue reliance on forward- on our forward-looking statements or information, looking statements and information because they involve investors and others should carefully consider the 35
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