LEARN MORE ABOUT THE POTENTIAL OF INVESTING WITH PEAK EQUITIES
INFORMATION MEMORANDUM
BEACONSFIELD UNIT TRUST
Beaconsfield, NSW
OCTOBER 2020
Fully leased
Monthly income distributions 7.4% p.a.
WHY PEOPLE CHOOSE PEAK EQUITIES
Opportunity |
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Expert Property |
Diversification |
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Communication and Information
Executive Summary
We are pleased to present the Beaconsfield Unit Trust, offering ownership participation in a newly developed, fully leased contemporary warehouse/factory conversion, located at
Beaconsfield, a suburb of Sydney’s
Designed by prominent architects, SJB and constructed by a successful and dynamic Sydney developer, the Milligan Group, the property occupies a substantial corner site in a location that is becoming increasingly ‘gentrified’, with former industrial assets being converted to residential and office properties. The interior of the property comprises a stylish
Conforming to our prevailing investment criteria -
As a fully new construction, we expect little or no capital expenditure in the early years of the investment and we consider the property to have been well purchased at the price of $21 million. As we are purchasing at a relatively early stage of the development of Beaconsfield as an office market, we also consider that there are genuine prospects of capital appreciation over the medium term.
We will be seeking to raise investor equity of $12.5 million and Investors in the Beaconsfield Unit Trust will receive monthly cash distributions commencing at 7.4% per annum.
We commend this offer for your consideration
Sincerely
Tom Borsky
Chairman
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Contents
EXECUTIVE SUMMARY |
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OFFER DETAILS |
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PROPERTY DETAILS |
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TENANCY DETAILS |
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FINANCIAL SUMMARY & INCOME |
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FORECASTS |
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MANAGER’S ENTITLEMENTS |
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PEAK PROFESSIONALS |
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RISK FACTORS |
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ADDITIONAL INFORMATION |
11 |
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APPLICATION FORM |
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SOPHISTICATED INVESTOR |
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CERTIFICATION |
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Offer Details
1. The Trust - Peak Equities Pty Ltd is Trustee of the BEACONSFIELD UNIT TRUST, established on September 30th, 2020. The principal activity of the Trust will be the acquisition of the investment property at
2. Due Diligence - Peak Equities Pty Ltd (the Trustee) has commenced a detailed Due Diligence investigation and analysis of the property. Subject to the satisfactory outcome of that process, an unconditional contract
is expected to be signed on or around 28th October 2020. Settlement will be scheduled for Friday 11th December 2020.
3. Purchase Price - The purchase price has been agreed at $21,000,000.
4. Term of the Syndicate - It is expected that the property will be held for a period of up to 8 years. The Trustee has discretion to sell the property at any time, if it considers that it is in the interest of Unitholders to do so.
5. Liquidity - The Trustee undertakes that Investors in the Trust will be entitled to exit their investment at full market value at any time after the 6th anniversary of the establishment of the Trust.
6. Forecast Distribution Rate - The Trustee proposes to make monthly cash income distributions to investors commencing at the rate of 7.4% per annum.
7. Funding - Peak Equities has received indicative approval for interest only first mortgage funding from ING at a 51.67% LVR in relation to the contract price of the property, on a
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8. Applications for Units - Each Investor may apply for between 100 and 600 Ordinary Units of $1,000 each in the capital of the Trust (Investment Value $100,000 to $600,000). Applications may only be made on the Application Form attached to this Information Memorandum.
9. Offer Period - The offer will remain open until full subscription has been received. The Trustee has complete discretion as to the number of Units (if any) to be allocated to each Applicant.
10.20% Deposit Payable - Once the Trustee has confirmed the allocation of Units to an applicant, the investor must lodge a deposit equal to 20% of the allotted value of the units, directly into the solicitor’s trust account. (see Application Form for details).
11.Balance Payment - The remaining 80% subscription price will be payable no later than Friday December 4th, 2020. Unit Certificates will be issued by the Trustee following settlement of the purchase.
12.Offer Limited to Wholesale Investors -
The Offer is available exclusively to Wholesale or Sophisticated Investors as defined in the Corporations Act.
13.Trust Documents - Prior to confirming their investment, intending Unitholders may request a copy of the Trust Deed of the Beaconsfield Unit Trust, on a strictly confidential basis.
Property Details
The property at
Designed by leading architectural firm SJB, this multi- level commercial building is built to the highest of standards and consists of an open plan office space on the ground and mezzanine level, with a
The property was built by Milligan Group, who received the 2019 UDIA award for Urban Renewal and Adaptive Reuse in the development of ‘The Iconic’ in Waterloo. Current and past projects by Milligan Group include York Street in Sydney CBD, Cooper Street in Surry Hills, the ‘Workshop’ in Pyrmont and Ralph Street in Alexandria.
Beaconsfield is a small
Address: |
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Beaconsfield, NSW 2015 |
Site Area: |
1,237 sqm |
Net Lettable Area: |
2,282 sqm |
Office: |
1,290 sqm |
Childcare: |
992 sqm |
Office tenant: |
Milligan Group Pty Ltd |
Childcare tenant: |
Four Little Lions Pty Ltd, |
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trading as |
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The Green Elephant |
Passing net income: |
$1.225m |
South Sydney is undergoing a transformation into a commercial and residential enclave, associated with the Green Square development. For the first time in over a century, the City of Sydney is designing a new Town Centre, the 6 Star Green Star rated Green Square, encompassing urban renewal across Beaconsfield, Zetland, Alexandria, Rosebery and Waterloo. The urban renewal project will include modern retail, business and residential developments to provide 30,500 new dwellings for the 61,000 people expected to live in Green Square by 2030. There is currently $13 billion worth of urban renewal construction in the area.
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Tenant Details
Milligan Group -
milligangroup.com.au
Milligan Group - the developer, vendor and office tenant - was established in 2010 and has been quietly contributing to the rapidly changing
for apartment living and sustainable commercial workspaces. Taking a
The Milligan Group is passionate about creating developments that add value and complement communities. Ranging from small boutique office spaces to
Our investigations and enquiries of the Milligan Group have resulted in
Milligan Group has taken a 5 year lease over the office component of the property and will place $500k in escrow at settlement to be applied to any future incentives necessary to relet or extend the lease on the office space beyond the 5 year initial term.
The Green Elephant -
thegreenelephant.com.au
The Green Elephant Early Learning Centres are family owned and operated with three locations in Sydney’s inner- south. The following is taken from their website:
“Having three young children of our own, we understand the importance of providing an environment where children feel safe and secure much like home. We realise the level of trust you place in us when enrolling your child in our early learning centres. We are committed to providing the highest quality standard of childcare and education possible.
As a family working together, we are passionate about raising the bar in the childcare industry. We simply want to do early learning better, incorporating fundamental principles that are important to us.
The Green Elephant Early Learning Centres are purpose built to provide inspiring learning and play spaces for children aged
Our indoor learning spaces promote constructive activity and purposeful exploration. These areas are organised to allow easy flow between activities, creating a sense of order, a feeling of belonging and opportunities both for solo contemplation and for children to collaborate with others as they choose.
Our wonderful outdoor learning spaces offer opportunities for children to learn, explore and feel a sense of belonging. We nurture in children a love of nature and desire to preserve, protect and enhance the natural world around them. Our natural outdoor environment features trees and plants, edible gardens, sandpits, areas that invite play, quiet spaces where the children can sit and reflect, slides, natural timber cubby houses music elements and water elements.
The Green Elephant daycare centres are committed to protecting our environment to ensure a sustainable future for our children. Through continuous improvement we strive to create a better tomorrow than we have today.”
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Tenant Details (continued)
OfficeChildcare
Tenant
Term
Commencing
Expiring
Options
NLA
Passing rent
Annual Increases
Security
Milligan Group |
Four Little Lions (The Green |
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Elephant) |
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5 years |
17 years |
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3+3 |
10+10 |
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1,290 |
992 |
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$790,320 |
$500,000 |
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3.00% |
3.00% |
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3 month bank guarantee + $500k |
18 Months rent paid |
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in escrow from the vendor to be |
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applied to lease incentives beyond |
in advance |
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the initial term |
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Financial Summary
Contract Price |
21,000,000 |
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Acquisition Costs |
1,140,005 |
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Establishment Fees |
553,500 |
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Due Dilligence and Borrowing Expenses |
93,000 |
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Cash Reserve |
563,495 |
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Total Funds Required |
23,350,000 |
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Mortgage - 51.67% of Contract Price |
10,850,000 |
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Investor Equity Required |
12,500,000 |
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Income Forecasts
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Year 1 |
Year 2 |
Year 3 |
Year 4 |
Year 5 |
Year 6 |
Year 7 |
Year 8 |
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$’000 |
$’000 |
$’000 |
$’000 |
$’000 |
$’000 |
$’000 |
$’000 |
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Net Rental Income |
1,236 |
1,275 |
1,313 |
1,353 |
1,393 |
1,427 |
1,444 |
1,514 |
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Mortgage Interest - 2.14% |
232 |
232 |
232 |
232 |
232 |
232 |
232 |
232 |
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Management and |
120 |
120 |
120 |
120 |
120 |
120 |
120 |
120 |
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professional fees |
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Management fee deferral * |
71 |
32 |
7 |
46 |
50 |
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Net Income |
954 |
954 |
954 |
954 |
991 |
1,075 |
1,091 |
1,162 |
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Yield on Equity Distribution rate
7.41% |
7.41% |
7.40% |
7.40% |
7.40%
7.40%
7.41%
7.40%
7.69%
7.40%
8.34%
7.40%
8.47%
7.40%
9.02%
7.40%
0 |
0 |
0 |
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10 |
10 |
10 |
10 |
30 |
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Income Distribution 7.4% |
954 |
954 |
954 |
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954 |
954 |
954 |
954 |
954 |
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Cumulative Cash Reserve |
564 |
564 |
564 |
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565 |
602 |
723 |
860 |
1,068 |
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Plus reserves in escrow |
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500 |
Cumulative Cash Reserves for Contingencies and Incentives |
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1,541 |
*With contracted 3% annual rent increases, management fees (equal to 0.45% of the gross assets of the Trust), will be partially deferred to smooth out the yield on equity and retain substantial cash reserves for the duration of the syndicate
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Manager’s Entitlements
Category
Establishment Fee
Description |
Entitlements |
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The Manager charges an initial fee calculated |
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as a percentage of the Acquisition Cost of the |
2.5% of Acquisition |
investment property, including stamp duties and |
Cost |
other statutory transaction costs. |
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Interests associated with the Manager have |
Founder Units are |
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entitled in aggregate to |
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Carried Interest |
been allotted 240 Founder Units in the capital |
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3.0% of the income and |
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of the Trust. |
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capital of the Trust. |
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Paid monthly to Peak Equities Management |
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Pty Ltd for managing the assets and all of |
0.45% of the Gross |
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Syndicate |
the activities of the Trust and the interests of |
Asset Value of the Trust |
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Management Fees |
Unitholders. Calculated by reference to the |
(as defined in the Trust |
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Gross Asset Value of the Trust at the end of each |
Deed) |
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financial year. |
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Interests associated with the Manager have
Capital Gainsbeen allotted 240 Special CG (capital gain) Units in the Trust.
Special CG units will be entitled in aggregate to 20% of the capital gains available to Unitholders following sale of the investment property
Peak Professionals
Our team of property and financial professionals provide extensive industry experience and proven results.
TOM BORSKY |
DAVID BORSKY |
JAMES WEAVER |
DAN MAGREE |
CHAIRMAN |
EXECUTIVE DIRECTOR |
EXECUTIVE DIRECTOR |
PROPERTIES CONSULTANT |
B.EC FCA |
COO B.COM |
B.COM LLB |
FAPI FRICS CPV |
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Risk Factors
Intending Investors should be aware of the following
risks associated with an investment in the Trust and are advised to seek independent advice before committing to an investment in the Trust.
General Investment Risk and Specific
Whilst the revenue forecasts provided in this Information Memorandum have been carefully formulated based on current market conditions and reasonable assessment of future conditions, unforeseen or uncontrollable circumstances may arise during the term of the Trust which adversely affect the projected income streams and/or future capital values. There is no guarantee the financial forecasts in this IM will be achieved. There are a number of risk factors, including uncertainties associated with the Coronavirus pandemic, which could impact
on the projected income, the tax effectiveness of any distributions, and the return of capital or capital growth.
An investment of this nature carries a certain level of commercial risk, and the performance of the Trust may be affected by a number of factors, many of which are outside the control of the Manager. Some of the significant risks and the way the Manager aims to manage those risks are set out in the sections below. Please note the Manager cannot eliminate all risks and cannot promise that the way it manages them will always be successful.
Liquidity Risk
Units in the Trust will be illiquid for a period of six years, and during that time they may not be readily saleable.
The Manager has no obligation to purchase or redeem Units during the first 6 years of the life of the Syndicate. There is no established secondary market for Units and transfers may only be affected in accordance with the Trust Deed and the Unitholders Deed.
Property Risks
Property investment by its nature involves risk, and an investment in the Trust is no different. The Manager cannot guarantee the occupancy rate of the property, nor the income available for distribution to investors. Neither
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can the Manager warrant that the eventual sale of the property will generate capital gains to the investors.
Insurance risks
The Manager will insure the Property for full replacement value. However, the circumstances of a particular loss or the specific provisions of the insurance policy
may preclude a claim being accepted by the insurer. Additionally, there is a risk that the insurance money received may not be adequate to compensate the Trust.
Forecasting risks
The Manager does not guarantee the indicated earnings and rate of distribution set out in this IM. Investors should make their own reasonable enquiries and form an independent opinion of the future performance of the Trust. The forecast financial information has been derived from financial models which have been developed
by the Manager. There is a risk that the models may not be accurate as a result of one or more incorrect assumptions. Assumptions are generally only a best estimate at a point in time.
Borrowing risks
It is intended to partially fund the purchase of the property with debt. There is no guarantee the debt funding will ultimately be made available by the bank. The Manager will be required to meet various conditions before the funding can be drawn down. If the debt funding is not provided the Manager will need to seek an alternative lender and/ or raise additional equity.
Debt funding will be secured against the Property, with no recourse to investors. A default under the terms of the loan may lead to the financier exercising its security and selling the Property for a price lower than that which might have been achieved in normal circumstances. This may have a negative impact on the performance of the Trust and potentially a loss of investors’ capital.
Additional Information
MATERIAL CONTRACTS
The following is a summary of documents significant or material to the Fund and its activities. This section only contains a summary, which means that all the provisions of each material document are not fully described.
Copies of material documents (subject to excluding confidential commercial terms) may be requested from Peak Equities Pty Ltd.
1. Purchase Contract
Peak Equities Pty Ltd will execute a Purchase Contract upon the completion of satisfactory Due Diligence
investigations, at the end of October 2020.
2. The Trust Deed
The BEACONSFIELD UNIT TRUST was created on September 30th, 2020, with Peak Equities Pty Ltd as trustee and Founder and Special CG Unitholders being Arrabri Nominees Pty Ltd, as trustee for the Borsky Family Trust; Killila Property Group Pty Ltd as trustee of the Killila Discretionary Trust; and TTS (Retail) Pty Ltd as trustee for the D Borsky Family Trust and TP & N Borsky as trustees for the T & N Borsky Superannuation Fund.
The entitlements of the special classes of Units are as follows:
Founder Units are issued at $1.00 each. Following the allotment of Ordinary Units, Founder Unitholders will be entitled, in aggregate, to receive 3% of all distributions of income and capital of the Trust.
Special CG Units are issued at $1.00 each. The Special CG Unitholders are entitled, in aggregate, to receive 20% of the value of capital gains available to Unitholders, as defined in the Trust Deed. They do not have voting rights and have no entitlement to share in distributions of either the income or the capital of the Trust.
3. The Management Deed
The Trustee has appointed Peak Equities Management Pty Ltd (PEM) to manage the affairs of the Trust, including the negotiation of purchase terms the trust property; the conduct of all due diligence activities;
Copies of the Trust Deed and Management Deed may be provided to Unitholders, subject to execution of a
DISCLOSURE OF INTERESTS
Investors are made aware that the Directors and other officers of Peak Equities Pty Ltd are directors, shareholders and beneficiaries in the
1.Peak Equities Management Pty Ltd (Manager of the Trust, acting as trustee for the Peak Unit Trust). Interests associated with the directors of Peak Equities Pty Ltd are the holders of Founder Units and Special CG Units in the Peak Unit Trust.
2.Arrabri Nominees Pty Ltd as trustee for the
Borsky Family Trust, is the initial holder of Founder Units in the Trust. Arrabri Nominees Pty Ltd is associated with Tom Borsky, a director of Peak Equities Pty Ltd and Peak Equities Management Pty Ltd. The Borsky Family Trust is a beneficiary of the Peak Unit Trust.
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3.Tom and Nuritt Borsky, in their joint capacity as trustees for the T&N Borsky Superannuation Fund, are initial holders of Special CG Units in the Trust.
4.TTS (Retail) Pty Ltd, as trustee for the D Borsky Family Trust, is an initial holder of Founder Units and Special CG Units in the Trust, which is a beneficiary of the Peak Unit Trust. TTS (Retail) Pty Ltd is associated with David Borsky, a director of Peak Equities Pty Ltd and Peak Equities Management Pty Ltd. The D Borsky Family Trust is a beneficiary of the Peak Unit Trust.
5.Killila Property Group Pty Ltd as trustee of the
Killila Discretionary Trust, is an initial holder of Founder Units and Special CG Units in the Trust. Killila Property Group is associated with Mr James Weaver, a director of Peak Equities Pty Ltd.
6.DJMBar Pty Ltd acts as trustee for the DJMBar Trust. Mr Dan Magree is a member of the Peak Equities Advisory Board and is a Responsible Officer pursuant to the Peak Equities Pty Ltd AFS Licence. DJMBar receives consulting fees from Peak Equities Management Pty Ltd.
The
In this regard, the Trustee may require investors to provide additional information for identification and verification purposes. Please note that the Trustee may not accept an Application to invest in the Fund until it is satisfied that the identity of the Investor has been verified in accordance with the requirements of the AML/CTF.
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If you do not provide a completed Application Form, this may delay the processing of your Application or result in your Application being declined.
PRIVACY PROVISIONS
Peak Equities Pty Ltd is committed to the protection of your personal information in accordance with the Australian Privacy Principles set out in the Privacy Act 1988.
All personal information held by Peak Equities will be governed by Peak’s most recent Privacy Policy. This Privacy Policy applies to the collection, use and disclosure of personal information. Peak collects your personal information for the purpose of providing its property acquisition and funds management services. The information will not be made available to third parties other than required by our privacy policy and applicable law and to service providers necessary for us to conduct our business activities. If we cannot collect personal information from you, we may not be able to perform the activities listed above.
The personal information collected from you on the Application Form is used to evaluate your Application for Units in this Trust as well as to issue Units, service your needs as a Unitholder and administer the Trust. This includes information that Peak Equities Pty Ltd must pass on to Peak Equities Management Pty Ltd, and other service providers. The personal information you provide is kept for record keeping purposes. If you do not provide the necessary personal information, your Application may not be processed. Once personal information is no longer needed for the Fund and Peak’s records, it is destroyed or
Unitholders have a right to access the information about them held by Peak and to correct any errors as set out in our Privacy Policy. Please advise us of any information that appears inaccurate or incomplete (especially your address and correct investing entity name). You can call Peak on +61 (03) 9863 8380 or write to Peak at the address listed below to access the information held about you held by Peak. If you have any complaint in relation to the manner in which your information has been handled, please contact us.
As well as reporting to you on your investment, Peak or PEM may use your contact details to forward newsletters and to let you know about future investment opportunities offered by Peak. If you prefer not to receive these communications, please telephone or write to Peak.
If obliged to do so by law, Peak will pass on your personal information to other parties such as the Australian Taxation Office and other regulatory bodies, strictly in accordance with legal requirements.
COMPLAINTS AND CONTACTING US
Peak Equities Pty Ltd seeks to resolve potential and actual complaints over the management of the Trust to the satisfaction of Unitholders. If a Unitholder wishes to discuss any aspect of the management of the Trust or wishes to lodge a formal complaint, they may do so in writing, by email or by telephone at:
Peak Equities Pty Ltd
Suite 1438, 1 Queens Road
Melbourne VIC 3004
Telephone: 03 9863 8380
Email: info@peakequities.com.au
The company will promptly acknowledge any complaint received from a Unitholder, investigate it, and decide in a timely manner any action that needs to be taken.
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Application for Units
October 16, 2020
I/We
(full name of unit holding entity)
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Hereby apply to invest the amount of $ ______________in______________ Ordinary Units of $1,000 each,
in the capital of the Beaconsfield Unit Trust, constituted by the Deed dated 30th September, 2020.
20% Deposit Payable
Investors must lodge a deposit equal to 20% of value of their total investment within 7 days of confirmation of the number of allocated units. Deposits funds are to be paid directly into the solicitor’s trust account. (details below)
Account: Account No: BSB: Reference:
Investor Bank account details for income distributions
Account Name: ___________________
Account number:__________________
BSB: _____________________________
I/we agree that, upon the units being allotted, I/we shall be bound by the terms and conditions of the Trust Deed.
Signed by/on behalf of the Applicant by |
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Once completed, this form can be submitted it via email or post.
Address: Peak Equities - Suite 1438, 1 Queens Road, Melbourne, VIC, 3004
Email: info@peakequities.com.au
Phone: 03 9863 8380
ABN 21 165 827 574. Holder of AFS Licence 458013
Sophisticated
Investor Certification
to be submitted with application by all new investors
Name and Address of Investing Entity
I certify that the following is true and correct in every particular:
a.I am a qualified accountant within the meaning of section 9 of the Corporation Law1.
b.This certificate is given at the request of the investor named above (“Investor”) in relation to potential offers by Peak Equities Pty Ltd to subscribe for or acquire securities.
c.This certificate is given to Peak Equities Pty Ltd for the purpose of section 708(8)(c) of the Corporations Law; and
d.The Investor has:
(i)Net assets of at least $2,500,000; or
(ii)A gross income for each of the last 2 financial years of at least $250,000 a year.
Name of Qualified Accountant
Name and member number of professional body |
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Signature |
Date |
1”Qualified accountant” means a member of a professional body that is approved by ASIC in writing for the purpose of the definition. ASIC has indicated that it will approve any member of:
a.The Australian Society of Certified Practicing Accountants (“ASPCA”), who is entitled to use the
b.The Institute of Chartered Accountants in Australia (“the ICAA”), who is entitled to use the
c.The National Institute of Accountants (“the NIA”), who is entitled to use the
Once completed, this form can be submitted it via email or post.
Address: Peak Equities - Suite 1438, 1 Queens Road, Melbourne, VIC, 3004
Email: info@peakequities.com.au
Phone: 03 9863 8380
15 ABN 21 165 827 574. Holder of AFS Licence 458013
Peak Equities Pty Ltd
info@peakequities.com.au | www. peakequities.com.au
16ABN 21 165 827 574. Holder of AFS Licence 458013
PEAK CHILDCARE PROPERTY TRUST NO.1