Brookfield Property Partners LP

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Brookfield Property Partners LP
Brookfield Property Partners LP

C O R P O R AT E P R O F I L E
M AY 2 0 1 8
Brookfield Property Partners LP
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
Brookfield Property Partners LP
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
Brookfield Property Partners LP
Overview of Brookfield Property Partners

                                           4
Brookfield Property Partners LP
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
Brookfield Property Partners LP
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
Brookfield Property Partners LP
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
Brookfield Property Partners LP
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
Brookfield Property Partners LP
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
Brookfield Property Partners LP
Organic Growth

                 10
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

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