LEARN MORE ABOUT THE POTENTIAL OF INVESTING WITH PEAK EQUITIES
INFORMATION MEMORANDUM
CORIO UNIT TRUST
September 2021
New Industrial Facility 20 Year Lease
7.1% p.a. income, Paid Monthly
WHY PEOPLE CHOOSE PEAK EQUITIES
Opportunity |
Monthly Tax- |
Expert Property |
|
Peace of |
and Returns |
Effective Income |
Selection and |
and Liquidity |
Mind |
|
Distributions |
Management |
|
|
Communication and Information
Executive summary
Peak Equities Pty Ltd (“Peak”) is pleased to present the Corio Unit Trust (‘the Trust”), offering ownership participation in a new,
Thornton Engineering, the vendor and tenant, manufactures, designs and fabricates
The total cost of the property, upon completion of construction, will be $21.25 million, which we consider represents very attractive value in today’s highly competitive industrial marketplace. The exceptional lease covenant, supported by personal and bank guarantees, will provide Investors with
The completed warehouse will have a net lettable area of 10,480 sq. metres (subject to final survey), on an allotment of 28,890 sq. metres. The site will accommodate further expansion if required and the purchase will benefit from a 50% stamp duty concession.
Thornton Engineering is a highly reputable
Investors in the Corio Unit Trust will be asked to contribute their investment in 3 instalments matching the terms of the land purchase and construction contract - 37.5% of the investment amount upon the commencement of the project; 55% upon substantial completion of the building; with the final contribution of 7.5% payable upon commencement of the lease. The
All instalments will be held in a solicitor's trust account until completion of the project and issue of a Certificate of Occupancy. The Vendor has agreed to pay the Corio Unit Trust interest on all contributions, which will enable the payment of monthly income distributions to investors at the rate of 7.1% p.a. on the amount contributed on each instalment date.
The construction process is expected to take approximately 12 months, with completion estimated at the end of 2022.
Pursuant to this Offer, Peak will be raising investor equity of $12 million. Applications for Units may be made on the form attached to this Information Memorandum.
We commend this offer for your consideration.
On behalf of the Board
David Borsky
Managing Director
Contents
OFFER DETAILS
PROPERTY DETAILS
TENANT DETAILS
FINANCIAL SUMMARY & INCOME FORECASTS
MANAGER’S ENTITLEMENTS PEAK PROFESSIONALS RISK FACTORS ADDITIONAL INFORMATION APPLICATION FORM
SOPHISTICATED INVESTOR CERTIFICATION
3
4
5
6
7
7
8
9
12
13
2
Offer Details
1. The Trust - Peak Equities Pty Ltd is Trustee of the CORIO UNIT TRUST, established on 20th September 2021. The principal activity of the Trust will be the acquisition of the investment property at 75 Obriens Rd, Corio, VIC 3214
2. Due Diligence - Peak Equities Pty Ltd (the Trustee) has completed its due diligence investigations and is currently engaged in
Subject to the satisfactory outcome of that process, an unconditional contract is expected to be signed in early October 2021 with settlement estimated for the end of 2022.
3. Purchase Price - The purchase price has been agreed at $21,250,000.
4. Term of the Syndicate - The Trustee intends to hold the property for long term rental yield and accordingly there is no defined term for the trust. However, the Trustee has discretion to sell the trust property at any time, if it considers that it is in the interest of Unitholders to do so and it is expected that the Trust would be wound up following any such disposal.
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 7.1% per annum.
7. Funding - Mortgage funding will be required to settle the property purchase upon completion of construction in 2022. Indicative approval has been received from ING on favorable terms, to advance 52.5% of the contract purchase price on an
3
The cost of mortgage funding is expected to commence at just under of 2% per annum, subject to prevailing interest rates at the relevant date, and for conservatism has been modelled to increase steadily over the holding period. Competitive offers from other lenders will be sought prior to finalising lending arrangements. To complete the purchase, the Trustee proposes to raise Equity Capital from investors of $12 million.
8. Applications for Units - Each Investor may apply for between 50 and 500 Ordinary Units of $1,000 each in the capital of the Trust (Investment Value $50,000 to $500,000). Applications may only be made on the Application Form attached to this Information Memorandum.
9. Offer Period - The offer will remain open until the full subscription has been allocated. The Trustee has complete discretion as to the number of Units (if any) to be allocated to each applicant.
10.Instalment payments - Once the Trustee has confirmed the allocation of Units to an applicant, the investor must remit the first instalment, equal to 37.5% of the allotted value of the units, directly into the specified solicitor’s trust account within 14 days (see Application Form for details). The second instalment, equal to 55% of the allotted value of the units will be due approximately 6 months after the initial instalment, expected in March or April 2022.
11.Balance Payment - The remaining balance of up to 7.5% of the allotted value of the units will be payable once the construction is complete, a certificate of occupancy has been issued and the lease has commenced, is expected to be called towards the end of 2022.
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 Corio
Unit Trust, on a strictly confidential basis.
Property Details
75 Obriens Rd, Corio 3214
75 Obriens Rd, Corio, a residential and industrial suburb in northern Geelong, is an emerging strategic logistics hub for Western Victoria. The property enjoys 75 metres of street frontage, is accessible via Bacchus Marsh Road which intersects with Geelong Ring Road (Princes Freeway) and benefits from dual port access and dual airport access (all within a
The new facility, to be constructed on a vacant allotment of 28,890 sq. metres, will be purchased from the Thornton Engineering Group. The new warehouse to be constructed on the site will replicate the adjoining warehouse constructed by the Thornton Engineering Group in 2016. It will complement the existing facilities to further expand Thornton Engineering’s position as a national supplier and market leading business.
Site Area: |
28,890 sqm |
Proposed building: |
10,480 sqm |
Warehouse: |
10,080 sqm |
Office: |
400 sqm |
Tenant: |
Thornton Engineering |
Commencing net income: |
$1.2m |
Annual rent increases: |
3% fixed |
4
Tenant Details
Thornton Engineering - www.thorntoneng.com.au
https://www.youtube.com/watch?v=C98uJcSC608
Thornton Engineering provides design and fabrication of structural steel, pressure vessels, heat exchangers, plate and piling steel products for major projects Australia wide.
Thornton Engineering works closely with project management, engineering firms and direct clients operating in the oil and gas, power, petroleum, mining, infrastructure and construction industries.
Established in 1975, from a small workshop in Penshurst, Victoria, the
In 1999, Thornton Engineering established its head office and fabrication facility on a 100,000 sqm site in Geelong, Victoria. The site is strategically positioned close to a major seaport (5km), international airport (15km) and over- dimensional transport route, ensuring they can deliver finished product to all corners of the globe.
In total, Thornton Engineering operates five extensively equipped, efficient and experienced workshops, including the dedicated Vessel Shop, two Beamlines, a Plate Shop and the Penshurst workshop, which enable the company to produce a diverse range of products.
5
Financial Summary
Contract Price |
21,250,000 |
|
|
|
|
Acquisition Costs |
690,625 |
|
|
|
|
Establishment Fees |
767,922 |
|
|
|
|
Due Diligence and Borrowing Expenses |
164,047 |
|
|
|
|
Cash Reserve |
283,656 |
|
|
|
|
Total Funds Required |
23,156,250 |
|
|
|
|
Mortgage - 52.5% of Contract Price |
11,156,250 |
|
|
|
|
Investor Equity Required |
12,000,000 |
|
|
|
|
|
|
|
Income Forecast
|
Year 1 |
Year 2 |
Year 3 |
Year 4 |
Year 5 |
Year 6 |
Year 7 |
|
$’000 |
$’000 |
$’000 |
$’000 |
$’000 |
$’000 |
$’000 |
Net Rental Income |
1,200 |
1,236 |
1,273 |
1,311 |
1,351 |
1,391 |
1,433 |
|
|
|
|
|
|
|
|
Mortgage Interest |
218 |
234 |
251 |
268 |
284 |
284 |
284 |
|
|
|
|
|
|
|
|
Management Fees |
104 |
104 |
104 |
104 |
104 |
104 |
104 |
|
|
|
|
|
|
|
|
Annual Trust Expenses |
15 |
15 |
16 |
16 |
17 |
17 |
18 |
|
|
|
|
|
|
|
|
Net Income |
863 |
883 |
902 |
923 |
945 |
985 |
1,026 |
|
|
|
|
|
|
|
|
Yield on Equity (inc. Founder Units)
Distribution rate
6.97%
7.10%
7.13%
7.10%
7.28%
7.10%
7.46%
7.10%
7.63%
7.10%
7.96%
7.10%
8.29%
7.10%
Capital Expenditure |
0 |
0 |
0 |
15 |
15 |
15 |
15 |
|
Allowance |
||||||||
|
|
|
|
|
|
|
||
Income Distribution 7.1% |
879 |
879 |
879 |
879 |
879 |
879 |
879 |
|
|
|
|
|
|
|
|
|
|
Cumulative Cash Reserve |
68 |
71 |
94 |
123 |
173 |
264 |
396 |
|
|
|
|
|
|
|
|
|
6
Manager’s Entitlements
Category
Establishment Fee
Description
The Manager charges an initial fee calculated as a percentage of the Acquisition Cost of the investment property, including stamp duties and other statutory transaction costs.
Entitlements
3.50% of Acquisition Cost
Interests associated with the Manager have
Founder Unitsbeen allotted 240 Founder Units in the capital of the Trust.
Founder Units are entitled to 3.1% of the income and capital of the Trust, as well as 20% of the capital gains of the Trust upon sale of the asset in excess of an IRR
of 7.1%
|
|
Paid monthly to Peak Equities Management |
|
|
|
Pty Ltd for managing the assets and all of |
0.45% of the Total Asset |
|
Syndicate |
the activities of the Trust and the interests of |
Value of the Trust |
|
Management Fees |
Unitholders. Calculated by reference to the |
(as defined in the Trust |
|
|
Total Asset Value of the Trust at the end of each |
Deed) |
|
|
financial year. |
|
|
|
|
|
|
|
Charged in respect of the sale of the Trust’s |
2% of Sale Contract |
|
Selling Fee |
property (from which all external agents’ fees and |
|
|
Value |
||
|
|
direct selling expenses will be paid) |
|
|
|
|
|
|
|
|
|
Peak Professionals
|
|
|
|
|
|
|
|
|
|
|
|
DAVID BORSKY |
JAMES WEAVER |
TREVOR O’HOY |
IAN FOOTE |
TOM BORSKY |
|
DAN MAGREE |
|||||
MANAGING |
DIRECTOR - |
CHAIRMAN |
EXECUTIVE |
|
VALUATIONS AND |
||||||
DIRECTOR |
PROPERTY |
|
DIRECTOR |
CONSULTANT |
|
ADVISORY |
7
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 mitigate 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.
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 can the Manager warrant that any sale of the property will generate capital gains to the investors.
Tenant Risks
Thornton Engineering are both the developer and tenant of the facility and accordingly, the performance of the fund relies on them meeting their obligations both under the contract of sale and the lease. The manager will endeavour to mitigate this risk via measures such as independent quantity surveyor checks and lease guarantees, but ultimately it cannot guarantee Thornton's performance.
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.
8
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. (Peak)
1. Purchase Contracts
Peak Equities Pty Ltd will execute a Purchase Contract upon the completion of satisfactory Due Diligence investigations, in early October 2021.
2. The Trust Deed
The CORIO UNIT TRUST was created on 20th September 2021, with Peak Equities Pty Ltd as trustee and Founder 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, O'Hoy Super Pty Ltd as trustee for Jennifer O'Hoy Superannuation Fund, Ian Foote Computer Services Pty Ltd as trustee for The Foote 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 3.1% of all distributions of income and capital of the Trust as well as 20% of the capital gains of the Trust as reflect an IRR in excess of of 7.1%.
3. 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 of the trust property; the conduct of all due diligence activities;
compliance with all statutory obligations and requirements; and the eventual sale of the trust property. Details of the Manager’s remuneration are set out in the body of this Investment Memorandum. Details of the Manager’s rights and responsibilities are set out in the
Management Deed dated October 1st, 2021.
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). Peak Equities Management Pty Ltd is associated with Tom Borsky and David Borsky, of Peak Equities Pty Ltd.
2.Arrabri Nominees Pty Ltd as trustee for the Borsky Family Trust, is an initial holder of Founder Units in the Trust. Arrabri Nominees Pty Ltd is associated with Tom Borsky, a shareholder of Peak Equities Pty Ltd and Peak Equities Management Pty Ltd. The Borsky Family Trust is a beneficiary of the Peak Unit Trust.
3.TTS (Retail) Pty Ltd, as trustee for the D Borsky Family Trust, is an initial holder of Founder 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.
9
4.Killila Property Group Pty Ltd as trustee of the Killila Discretionary Trust, is an initial holder of Founder Units in the Trust. Killila Property Group is associated with Mr James Weaver, a director of Peak Equities Pty Ltd.
5.O'Hoy Super Pty Ltd as trustee for Jennifer O'Hoy Superannuation Fund, is an initial holder of Founder Units in the Trust. O’Hoy Super Pty Ltd is associated with Mr Trevor O’Hoy, a director of Peak Equities Pty Ltd
6.Ian Foote Computer Services Pty Ltd as trustee for The Foote Superannuation Fund, is an initial holder of Founder Units in the Trust. Ian Foote Computer Services Pty Ltd is associated with Mr Ian Foote, a director of Peak Equities Pty Ltd
7.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
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 by Peak. If you have any complaint in relation to the manner in which your information has been handled, please contact us.
10
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.
11
Application for Units
Corio Unit Trust
I/We
(full name of unit holding entity)
TFN: |
|
ABN/ACN |
|
||||||||
(of unit holding entity) |
|
|
|
|
|
|
|
||||
Of |
|
|
|
|
|
|
|
|
|||
(insert mailing address) |
|
|
|
|
|
|
|
||||
Email Address |
|
|
|
|
Mobile number |
|
|||||
Hereby apply to invest the amount of $ |
|
|
in |
|
|
|
Ordinary Units of $1,000 each, |
in the capital of the CORIO UNIT TRUST, Constituted by the Deed dated September 20, 2021.
37.5% First Instalment Payable
Once the final allocation of Units confirmed by the Trustee, an amount equal to 37.5% of your investment will be payable into the Trust account within 14 days. Account details will be provided upon confirmation
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 |
|
|
|
|
||
Signature |
|
|
|
Capacity |
|
|
|
|
|
|
|
(e.g. Director or Trustee) |
|
Date |
|
|
|
|
|
Once completed, this form can be submitted 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
12
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 qualifed 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 Qualifed Accountant
Name and member number of professional body |
|
|
Signature |
|
Date |
1”Qualifed 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 Certifed 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
13 ABN 21 165 827 574. Holder of AFS Licence 458013
Peak Equities Pty Ltd
info@peakequities.com.au | www. peakequities.com.au
18ABN 21 165 827 574. Holder of AFS Licence 458013
GRAND JUNCTION UNIT TRUST
PEAK CHILDCARE PROPERTY TRUST NO.1
Next