corporate profile - brookfield property partners/media/files/b/brookfield... · 2018-12-17 ·...

44
Brookfield Property Partners CORPORATE PROFILE NOVEMBER 2018

Upload: others

Post on 15-Jul-2020

1 views

Category:

Documents


0 download

TRANSCRIPT

Page 1: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

Brookfield Property Partners

CORPORATE PROFILE

NOVEMBER 2018

Page 2: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

Table of Contents

2

Overview of Brookfield Property Partners (“BPY”) Page 4

Organic Growth Page 11

Operating Segments Page 20

Developments and Redevelopments Page 32

Appendix – Structure and Governance Page 39

Page 3: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

3

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:

1Current yield supported

by stable cash flow from

a diversified portfolio

of assets

25% ‒ 8% annual

distribution growth

3Capital appreciation

of our asset base

Page 4: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

4

Overview of Brookfield Property Partners

Page 5: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

51) As of September 30, 2018 and on a proportionate basis.

2) Based on BPY’s 9/28/18 closing price of $20.89 on the Nasdaq Stock Market.

Global Owner, Developer and Operator of Diversified,

High-Quality Real Estate

Core Office

• 150 premier office properties totaling 99 million

square feet (msf) in gateway markets around the world

as well as 11 msf of core office and multifamily

development projects currently underway

Core Retail

• 125 best-in-class retail properties totaling 122 msf

throughout the United States

LP Investments

• High-quality assets with operational upside across

office, retail, multifamily, industrial, hospitality, triple net

lease, self storage, student housing and manufactured

housing sectors

$86B TOTAL ASSETS

Investment Portfolio Characteristics

$28BUNITHOLDER EQUITY

1

$0.315QUARTERLY DISTRIBUTION / UNIT

6.0%DISTRIBUTION YIELD

2

1

Page 6: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

6

Core Office and Core Retail

Investment Segments

Stable cash flows on core portfolios enhanced by investment in opportunistic

strategies

LP Investments

Brookfield Place, New York Fashion Show Mall, Las Vegas Conrad Hotel, Seoul

Targeting 10% to 12% Total Returns

• Approximately 80% of BPY’s balance sheet

• Invested in high-quality, well-located trophy assets and development projects

Targeting 20% Total Returns

• Approximately 20% of BPY’s balance sheet

• Invested in mispriced portfolios and/or properties with significant value-add

Page 7: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

7

Global Investor with Local Expertise

UNITED STATES3

$119.3B

ASIA PACIFIC

$12.5B

BRAZIL

$2.4B

EUROPE & MIDDLE EAST

$28.4B CANADA

$8.2B

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.

~$171B Total RE AUM1 | 30 Offices | ~17K Operating Employees2

Page 8: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

8

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

Proven Investment Approach

Page 9: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

9

Conservative Financing Strategy

The quality and diversification of our assets support our target of achieving long-term

proportionate debt-to-capital of up to 50%

• We finance our investments predominantly with asset-level, non-recourse debt

• We raise debt in local currency with primarily fixed interest rates

• We source the lowest-cost capital to fund growth

‒ Recycle capital from stabilized assets

‒ Consider issuing equity if expected returns exceed our cost of capital

• We target a distribution payout ratio of 80% of Company Funds From Operations (“CFFO”)

which combined with realized gains from our LP investments allows us to retain sufficient cash

flow for tenant improvements, leasing costs and organic growth

• Our investment-grade corporate credit rating provides financing flexibility

Page 10: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

10

Brookfield Property REIT (BPR)

BPR Shares & BPY Units Share an Identical Economic Interest

BPR BPY Details

Distributions are identical in amount and timing

N/AClass A BPR shares are exchangeable for a

BPY unit or the equivalent value in cash

Liquidations values are equalized

N/AVoting control for both BPR and BPY is aligned

as BPR’s majority shareholder is BPY

Delaware

Corp.;

1099 Issuer

Bermuda-

based LP;

K1 Issuer

As a U.S.-domiciled REIT, BPR is eligible for

many equity indexes that exclude LPs

BPY BAMBPY owns ~75% of the outstanding shares of

BPR and BAM owns ~53% of BPY

Brookfield Property REIT is a publicly traded U.S. REIT (Nasdaq: BPR) externally managed by BAM. It is a subsidiary of

Brookfield Property Partners (BPY) and was created to offer economic equivalence to BPY in the form of a U.S. REIT security.

Distributions

Exchangeable

Liquidation Value

Voting Rights

Majority Owner

Structure/Index

Eligibility

Page 11: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

11

Organic Growth

Page 12: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

12

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

Page 13: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

13

Track Record of Earnings and Distribution Growth

Earnings and distribution growth for

five consecutive years since launch

Annual CFFO growth of 9%

Annual distribution growth of 6%

Reduced payout ratio from 90%

of CFFO to our target of 80%

2014 2015 2016 2017

$1.06

$1.12

$1.00

$1.18

$1.11

$1.18

$1.36

$1.44

$1.26

$1.50+

9%CAGR

2018

6%CAGR

CFFO Distribution (per unit)

Page 14: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

14

Growth in LP Investment Gains

2014 2015 2016 2017

$0.14

$0.37

$0.08

$0.66

We have earned realized gains from our

LP investments in private funds

In the early years, these gains were from

the sale of individual assets or smaller

portfolios

As these funds mature, and investment-

level business plans are executed, the

pace and size of realizations will

increase

Realized Gains on LP Investments (per unit)

$0.67

LTM

Page 15: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

15

Future Earnings Growth

$2.15+

$1.70+

$1.26

$1.45+

Achieve annual CFFO growth for the next 5 years with target of 7%-9%

Realize significant earnings from our LP investments including, on average, $500

million in annual realized gains

Earnings provide ample coverage for distributions

Earnings growth will support distribution growth in line with target of 5%-8%

annually

Page 16: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

16

Main Drivers of Earnings Growth

Annual CFFO growth between 2017 and 2022 continues to be driven by:

• Achieving same property growth of 2-3%

• Completion of active developments on time and budget:

$1.18In US$ millions

$0

$100

$200

$300

$400

$500

$600

2017 2018 2019 2020 2021 2022

Office Retail Urban multifamily Condo sales

Cumulative Development NOI

Page 17: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

17

Payout Ratio

Target payout ratio leaves sufficient retained cash to protect distribution levels, sustain

properties and fund future growth in support of our five-year business plan:

In US$ millions2022

Forecasted CFFO $ 2,300

Annual realized gains from LP investments 600

Annual earnings $ 2,900

Distributions at target payout (1,800)

Available to maintain properties and fund growth $ 1,100

Page 18: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

Looking forward, we are positioned to

increase earnings from

leasing and development activities in our

core office and retail businesses...

and to realize value from the

capital we have invested in our LP investments

18

Page 19: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

19

BPY = Compelling Investment Opportunity

$ 20

Narrowing

Discount1,2,3Today

$ 55

$ 48

$ 35

Current

Discount1,2

$ 20 $ 20

$ 6 $ 6

2022

$ 22

$ 9

1) Using forecasted 2022 CFFO

2) Distributions assumed at 80% of forecasted 2022 CFFO

3) Using consensus NAV implied multiple

An investment today has the potential

to offer a very attractive return to

shareholders

Yield backed by cash flow from a

portfolio of high-quality assets

Entry point at discount to average

analyst NAV of $27.49 per unit

Potential for significant appreciation

Opportunity to further enhance return if

discount to NAV erodes

15%CAGR

25%CAGR

Investment Current Yield Appreciation

Page 20: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

20

Operating Segments

Page 21: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

21

Iconic assets in gateway markets

Brookfield Place, New YorkDarling Park, Sydney

Canary Wharf, LondonBrookfield Place, Toronto

Core Office Portfolio

Page 22: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

22

Core Office Portfolio

Of our top 20 office tenants, 11 are tenants in Brookfield buildings

in more than one city; 7 are tenants in at least three cities

• 150 premier office properties totaling approximately 99 msf in gateway cities around the

globe, including: New York, London, Toronto, Los Angeles, Houston, Sydney, Washington, DC

and Berlin

• Portfolio is 92.9% leased with an average remaining lease term of 8.3 years

• Embedded 8.2% mark-to-market opportunity on expiring leases

• Properties generally financed with non-recourse, asset-level debt

• We offer an integrated, multifaceted real estate business with comprehensive operating

and real estate management capabilities

• Our diversified global structure gives us a competitive advantage in the marketplace as we

are able to leverage relationships across geographies and business lines

Page 23: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

23

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

Core Retail Portfolio

Page 24: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

24

Core Retail Portfolio

125 best-in-class malls and urban retail properties totaling over 122 msf throughout the United States

95.6% NOI-weighted occupancy

Initial rent spreads of 11.6% for leases commencing in the trailing 12 months

Highly productive stores with $744 NOI-weighted tenant sales/sf

Page 25: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

25

Class A+ Shopping Centers

Inserting new technology into our malls has been a major driver to elevate the

shopping experience – from retail and dining to entertainment and leisure

• Our class A+ mall portfolio represents approximately 8% of the high-quality retail

space in the United States, including 3 of the top 5 assets.1 Although total retail

space in the U.S. is likely to contract in the coming years, high-quality malls continue to

demonstrate meaningful outperformance and serve as the centerpiece of all retail

activity in the U.S.

• The declining performance of traditional department stores has created opportunities to

recapture square footage within our existing centers and improve their productivity by

introducing more dining, entertainment and fitness venues as well as e-retailer ‘pop-up’

and permanent stores.

• Development and redevelopment initiatives in our core retail portfolio total

$1.7 billion of which $1.2 billion is currently under construction with a further $500 million

in the pipeline. The projects have expected ROIs of between 6-8%.

1) Source: CNBC.com article from 1/29/18.

Page 26: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

26

E-commerce vs Brick-and-Mortar? NOT a Zero-Sum Game…

93% of all retail sales are owed all or in part to brick-and-mortar presence1

Amazon Bonobos Rent the Runway

Online-to-offline examples

E-Commerce Brick-and-Mortar ONE Channel

1) Source: U.S. Census Bureau

Page 27: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

27

Acquiring mispriced assets with upside to earn outsized returns

Center Parcs, UK

The Diplomat Resort & Spa, Florida

Roosevelt Landing, New York

LP Investments

BR7 Office Portfolio, Sao Paulo

Page 28: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

28

LP Investments

Invest on a Value Basis

• Acquire high-quality assets at a discount to replacement cost or

intrinsic value

• Execute multifaceted transactions that utilize structuring

capabilities

• Seek contrarian investments via market dislocations and other

inefficiencies

Leverage Brookfield

Platform

• Focus on geographies and sectors where Brookfield has

informational, operational and other competitive advantages

• Utilize Brookfield’s relationships to originate proprietary

investments

• Target large-scale investments

Enhance Value through

Operating Capabilities

• Execute clearly defined strategies for operational improvement:

‒ Leasing: increasing occupancy and rental rates

‒ Development: expanding or redeveloping/repositioning

properties

• Achieve opportunistic returns through NOI growth

Page 29: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

29

Case Study: IDI Gazeley projected to return 30% Gross IRR in 5 years

• Assembled a 42M SF global logistics business through the acquisition of 3 industrial

companies in North America and Europe

30M SFCOMPLETED

DEVELOPMENT

30%PROJECTED

GROSS IRR

3.1xPROJECTED

GROSS MOC

50M SFAREA LEASED

16%RENT INCREASED

88 – 95%CHANGE IN OPERATING

OCCUPANCY 2013-2017

Page 30: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

30

Case Study: Simply Self Storage returned 46% Gross IRR in 2.5 years

• Acquired 90-asset, 6.8M SF portfolio and operating company in early 2016 and grew

business to over 200 assets totaling ~16M SF

$1.3BGROSS SALE PRICE1

$162MNET PROCEEDS TO BPY2

46%GROSS IRR

2.6xGROSS MOC

32%VALUE INCREASED PSF

1) Partial sale of business

2) Includes proceeds from portfolio refinancing following transaction

Page 31: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

31

Opportunistic Real Estate Funds Track Record

GGP Acquisition

Closes

Fund Inception

Total

Equity

BPY

Stake

Projected

Gross IRR

Projected

Gross MOC

RE Opportunity Fund I 2006 11.0% 1.9x

RE Opportunity Fund II 2007 20.0% 2.1x

RE Turnaround Fund 2009 38.6% 2.3x

Strategic Real Estate

Partners I 2012 $4.5B 30% 25.0% 2.7x

Strategic Real Estate

Partners II2015 $9.0B 25% 19.0% 2.2x

Total 26.0% 2.2x

Page 32: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

32

Developments and Redevelopments

Page 33: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

33

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

Page 34: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

34

Projects Delivered Over the Past 24 Months

34

London Wall Place

London

The Eugene

New York

Principal Place

London

5 Manhattan West

New York

One Blue Slip

Brooklyn

4.2M SFPREMIER

OFFICE SPACE

1,200APARTMENT

UNITS

Page 35: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

35

Projects On Schedule for Delivery in 2019

35

1 Bank Street

London

1 Manhattan West

New York

Camarillo

Los Angeles

655 New York Ave

Washington DC

100 Bishopsgate

London

ICD Brookfield Place

Dubai

5.6M SFPREMIER

OFFICE SPACE

~3,500APARTMENT

UNITS

Page 36: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

36

Office % Pre-Leased SF 000s

($M) Total

Cost1 Yield on Cost

Date of

Completion

Date of

Accounting

Stabilization

655 New York Avenue, Washington, DC 71% 766 285 7% Q2 2019 Q3 2020

One Manhattan West, New York 84% 2,117 778 6% Q4 2019 Q3 2020

1 Bank Street, London 40% 715 335 7% Q3 2019 Q4 2020

100 Bishopsgate, London 67% 938 1,140 7% Q2 2019 Q2 2020

ICD Brookfield Place, Dubai 6% 1,104 342 11% Q3 2019 Q1 2021

Bay Adelaide North, Toronto 64% 820 386 6% Q1 2022 Q4 2022

Wood Wharf – Office, London 42% 423 163 8% Q2 2021 Q2 2021

Subtotal 58% 6,883 $3,429 7%

Active Development Projects

1) In US$ Millions and represents BPY’s share of investment.

2) Represents condominium/market sale developments. Anticipated return on cost and date of completion are presented instead of yield on cost and date of accounting

stabilization, respectively, for these developments.

Multifamily

Camarillo (California) 413 127 7% Q4 2018 Q2 2019

Greenpoint Landing Bldg. G, New York 250 199 6% Q4 2018 Q4 2019

Studio Plaza, Silver Spring (Maryland) 343 106 7% Q2 2019 Q1 2020

Wood Wharf – 8 Water St. & 2 George St., London 371 197 5% Q4 2019 Q4 2020

Newfoundland, London 545 324 4% Q1 2020 Q1 2021

Greenpoint Landing Bldg. F, New York 310 358 6% Q3 2020 Q2 2021

Principal Place – Residential, London2 303 248 17% Q1 2019 Q1 2019

Southbank Place, London2 669 302 20% Q4 2019 Q4 2019

Wood Wharf – 10 Park Drive, London2 269 133 31% Q4 2019 Q4 2019

Wood Wharf – One Park Drive, London2 430 288 30% Q2 2021 Q2 2021

Subtotal 3,903 $2,282

Total Active Developments 10,786 $5,711

Page 37: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

37

Redevelopment Strategy

Our integrated capabilities provide the opportunity to redevelop high-quality,

well-located assets that have leasing challenges or CapEx needs

We leverage our affiliated design, construction, operations, leasing and

real estate management teams to perform a 360-degree assessment

of a property’s refurbishment and repositioning potential

We time our initial capital investment to maximize returns

(e.g. upon an anchor tenant’s relocation announcement)

We are able to charge higher rents and subsequently

earn higher returns on our investment following the repositioning effort

Page 38: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

38

Case Study – 5 Manhattan West, New York

Skin in the

Game

Owned parcels of undeveloped land adjacent to 450 W. 33rd St. since the 1980s and

acquisition opportunity required quick response

A Submarket

on the Cusp

Tenants seeking alternatives to expensive, aging midtown buildings are migrating to

areas more proximate to their employee populations

An Attractive

Alternative

With over 25 million sf of traditional HQ office product being delivered to the

submarket, 5MW’s ‘warehouse’ layout and vibe attracted tech and new media tenants

A Stunning

Transformation

A unique ‘new’ building centered at the nexus of Chelsea, traditional Midtown, and the

Hudson Yards District – New York City’s next great mixed-use neighborhood

450 W. 33rd St. 5 Manhattan West

Acquisition

$700M

Capital

$350M

Levered IRR

34%

Page 39: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

39

Appendix – Structure and Governance

Page 40: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

40

Corporate Structure

30%

Brookfield

Infrastructure

Partners

(BIP)

68%

Brookfield Business

Partners

(BBU)

60%

Brookfield Renewable

Partners

(BEP)

53%

Brookfield Property

Partners

(BPY)

Core Office Core Retail

Brookfield Asset Management(BAM)

Core office assets

Canary Wharf

Core-plus funds

Class A

U.S. Mall

Portfolio

Real estate opportunity funds

Value-add multifamily funds

Real estate finance funds

Other direct investments

LP Investments

Page 41: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

41

Governance

BPY/BPR’s governance is structured to provide alignment of interests with unitholders

• BPY and BPR have an established Master Services Agreement with Brookfield

− Brookfield provides executive oversight of BPY/BPR and services relating to the origination of

acquisitions, financings, business planning and supervision of day-to-day management and

administration activities

− Management fee, on an annualized basis, equal to 0.5% of the total capitalization of BPY/BPR, subject

to a minimum fee of $50 million

− Equity enhancement distributions, on an annualized basis, equal to 1.25% of the increase in

BPY/BPR’s market capitalization over the initial capitalization of approximately $11.5 billion

− Credit applied for management fees paid on investment in Brookfield-sponsored funds

• Incentive distributions based upon increases in distributions paid to unitholders over pre-defined thresholds

− 15% participation by Brookfield in distributions over $1.10 per unit

− 25% participation by Brookfield in distributions over $1.20 per unit

− Credit applied for incentive fees paid on investments in Brookfield-sponsored funds

• BPY/BPR’s general partner has a majority of independent directors

Page 42: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

42

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

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.

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

Page 43: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

43

Contacts

Contact Title E-Mail Address Phone Number

Brian Kingston Chief Executive Officer [email protected] (212) 978-1646

Bryan Davis Chief Financial Officer [email protected] (212) 417-7166

Matt Cherry SVP, Investor Relations & Communications [email protected] (212) 417-7488

Page 44: CORPORATE PROFILE - Brookfield Property Partners/media/Files/B/Brookfield... · 2018-12-17 · CORPORATE PROFILE NOVEMBER 2018. Table of Contents 2 Overview of Brookfield Property

44

Important Cautionary Notes

All amounts are in U.S. dollars unless otherwisespecified. Unless otherwise indicated, the statistical andfinancial data in this document is presented as ofSeptember 30, 2018.

This presentation contains “forward-looking information”within the meaning of applicable securities laws andregulations. Forward-looking statements includestatements that are predictive in nature, depend upon orrefer to future events or conditions, include statementsregarding our operations, business, financial condition,expected financial results, performance, prospects,opportunities, priorities, targets, goals, ongoingobjectives, strategies and outlook, as well as the outlookfor North American and international economies for thecurrent fiscal year and subsequent periods, and includewords such as “expects,” “anticipates,” “plans”, “believes,”“estimates”, “seeks,” “intends,” “targets,” “projects,”“forecasts,” “likely,” or negative versions thereof and othersimilar expressions, or future or conditional verbs such as“may,” “will,” “should,” “would” and “could”.

Forward-looking statements include, without limitation,statements about target earnings and distribution growth,the growth potential of our existing and new investments,return on invested capital, gains on mark-to-marketreleasing and occupancy, targeted same-store growthand returns on redevelopment and development projects,the availability of suitable investment opportunities, andthe availability of financing and our financing strategy.

Although we believe that our anticipated future results,performance or achievements expressed or implied bythe forward-looking statements and information are basedupon reasonable assumptions and expectations, thereader should not place undue reliance on forward-looking statements and information because they involveknown and unknown risks, uncertainties and otherfactors, many of which are beyond our control, which maycause our actual results, performance or achievements todiffer materially from anticipated future results,performance or achievement expressed or implied bysuch forward-looking statements and information.

Factors that could cause actual results to differ materiallyfrom those contemplated or implied by forward-lookingstatements include, but are not limited to: risks incidentalto the ownership and operation of real estate propertiesincluding local real estate conditions; the impact orunanticipated impact of general economic, political andmarket factors in the countries in which we do business;the ability to enter into new leases or renew leases onfavorable terms; business competition; dependence ontenants’ financial condition; the use of debt to finance ourbusiness; the behavior of financial markets, includingfluctuations in interest and foreign exchanges rates;uncertainties of real estate development orredevelopment; global equity and capital markets and theavailability of equity and debt financing and refinancingwithin these markets; risks relating to our insurancecoverage; the possible impact of international conflictsand other developments including terrorist acts; potentialenvironmental liabilities; changes in tax laws and othertax related risks; dependence on management personnel;illiquidity of investments; the ability to complete andeffectively integrate acquisitions into existing operationsand the ability to attain expected benefits therefrom;operational and reputational risks; catastrophic events,such as earthquakes and hurricanes; and other risks andfactors detailed from time to time in our documents filedwith the securities regulators in Canada and the UnitedStates.

We caution that the foregoing list of important factors thatmay affect future results is not exhaustive. When relyingon our forward-looking statements or information,investors and others should carefully consider theforegoing factors and other uncertainties and potentialevents. Except as required by law, we undertake noobligation to publicly update or revise any forward-lookingstatements or information, whether written or oral, thatmay be as a result of new information, future events orotherwise.

In considering investment performance informationcontained herein, prospective investors should bear inmind that past performance is not necessarily indicativeof future results and there can be no assurance thatcomparable results will be achieved, that an investment

will be similar to the historic investments presented herein(because of economic conditions, the availability ofinvestment opportunities or otherwise), that targetedreturns, diversification or asset allocations will be met orthat an investment strategy or investment objectives willbe achieved.

This presentation includes estimates regarding marketand industry data that is prepared based on itsmanagement's knowledge and experience in the marketsin which we operate, together with information obtainedfrom various sources, including publicly availableinformation and industry reports and publications. Whilewe believe such information is reliable, we cannotguarantee the accuracy or completeness of thisinformation and we have not independently verified anythird-party information.

This presentation makes reference to net operatingincome (“NOI”), funds from operations (“FFO”), andCompany funds from operations (“CFFO”). NOI, FFO andCFFO do not have any standardized meaning prescribedby International Financial Reporting Standards (“IFRS”)and therefore may not be comparable to similar measurespresented by other companies. The Partnership usesNOI, FFO and CFFO to assess its operating results.These measures should not be used as alternatives toNet Income and other operating measures determined inaccordance with IFRS but rather to provide supplementalinsights into performance. Further, these measures donot represent liquidity measures or cash flow fromoperations and are not intended to be representative ofthe funds available for distribution to unitholders either inaggregate or on a per unit basis, where presented.

For further reference, specific definitions of NOI, FFO,and CFFO are available in the Partnership’s pressreleases announcing its financial results each quarter.