This Offer is to wholesale investors of Units in Gold Income LP ("The Partnership"). Your money will be pooled with other investors to purchase a third SunGold kiwifruit orchard, located at 40 Maraenui Drive, Kerikeri.
To date the Partnership has invested in two orchards (Stanners Road and Rangitaiki) that provide a total SunGold area of 21.14 cha, Zespri shares and other assets. The purchase of the Maraenui Orchard will see the SunGold portfolio grow to 27.71 cha.
The Stanners Road Orchard is a 6.15 cha SunGold kiwifruit orchard located in Kerikeri. The existing mature SunGold area of 5.66 cha is leased to Sybton Horticulture for over nine years with one right of renewal for a further 5 years. There is an additional 0.49 cha block that was converted to SunGold in 2020 that is currently being managed on behalf of the Partnership and will be leased by Sybton from 1st June 2023.
The Rangitaiki Orchard is a 14.99 cha SunGold kiwifruit property located in the eastern Bay of Plenty. The orchard is two years away from maturity and has state-of-the-art infrastructure with a 17 bed workers accommodation unit. From settlement the property has been leased to EastPack with over four years to initial expiry. The lease has one right of renewal for a further 5 years.
The Maraenui Orchard is a 6.57 cha SunGold kiwifruit orchard located in Kerikeri. The orchard will be operated on behalf of Gold Income by either the vendor or Sybton and may be leased in future if a lessee can be secured on favourable terms. The property has a sound three-bedroom house and a multi-use shed that is chemical storage compliant.
This Offer is for a total of 10,730,000 million Units in Gold Income and is in two parts:
(a) an offer of 7,500,000 million new Units in Gold Income at an issue price of $1.00 per Unit to raise $7,500,000 to part fund the purchase price of the Maraenui Orchard (the balance to be funded by debt); and
(b) a secondary market offer of 3,230,000 of existing Units in Gold Income at a sale price of $1.00 per Unit from the MyFarm Underwriters' Fund and the vendor of the Rangitaiki Orchard (these units were issued in November 2021).
If the Offer is successful, investors will be allocated either new units, existing units or a mixture of both new and existing units, at the discretion of the General Partner but subject to the pre-emptive rights process and otherwise in accordance with the Limited Partnership Agreement. Whether an investor is allocated new or existing units, or a mixture of both, as part of this Offer will not affect that investor’s rights as a limited partner, including in relation to future distributions, voting rights or the future allocation of the profits, losses and capital of Gold Income.
It is intended that the Offer will be partly underwritten by the MyFarm Underwriters' Fund, but the amount that the underwriter will commit to has not been agreed yet. If the MyFarm Underwriters' Fund will commit to underwriting up to $5,255,000 of the $10,730,000 Offer, then a minimum of $5,475,000 must be raised for the capital raising to be successful and the purchase of the Maraenui Orchard to proceed. If the MyFarm Underwriters' Fund commits to underwriting less than $5,255,000 of the Offer, then the minimum that must be raised for the Offer to be successful will increase by the same amount that the underwritten amount reduces.
After success of the Offer the SunGold orchard portfolio will be funded by a combination of $27.80 million of contributed capital and $15.73 million of bank debt. The funding split of the Partnership's capital structure is 64% of investor equity and 36% of bank debt. The bank will classify the initial loan to value ratio (LVR) around 39%, but this is expected to improve as the Rangitaiki orchard matures.
The minimum investment is $50,000 and thereafter the size of an investment can be increased in multiples of $10,000 (10,000 Units).
The Offeror may elect to accept or reject over-subscriptions and is entitled to scale, order or reject any application as it sees fit.
On 20 May 2022, a payment of $0.20/Unit applied for (20%) is required. A further $0.80/Unit applied for (80%) is due on the 7th June 2022 for settlement of the property.