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Tishman Speyer Office Fund Outside Back Cover 7mm Outside Front Cover TISHMAN SPEYER OFFICE FUND ANNUAL REPORT 2009 TISHMAN SPEYER OFF see it first.sm I C E F U N D 2009 A nn U A L REPORT TSO Tishman Speyer AUstraLia LimiteD as ResponsiBLE Entity OF Tishman Speyer OFFICE FUND ARSN 108 809 534 Level 12 The Chifley Tower 2 Chifley Square Sydney NSW 2000 P 02.9921.3900 F 02.9921.3999 AFSL 246917 Inside Front Cover 7mm Inside Back Cover CoNTents CorPoraTe Directory LETTER FROM THE CEO 1 PORtfolIO SUMMARY 4 MANAGER’S REPORT 5 PROPERTY SUMMARIES 13 Responsible Entity of the Trust Auditor of the Trust BOARD of DIREctoRS 32 Tishman Speyer Australia Limited (“TSAL”) Ernst & Young coRPORATE GOVERNANCE StATEMENt 35 ABN 43 106 909 871 Ernst & Young Centre FINANCIAL REPORT 45 AFSL 246917 680 George Street Sydney NSW 2000 SUPPLEMENTARY UNITHoldER INfoRMATION 101 Registered Office Telephone: (02) 9248 5555 coRPORATE DIREctoRY IBC Level 12 Fax: (02) 9248 5959 The Chifley Tower Registry 2 Chifley Square Sydney NSW 2000 Link Market Services Limited Telephone: (02) 9921 3900 Level 12 Fax: (02) 9921 3999 680 George Street Website: www.tsof.com.au Sydney NSW 2000 Telephone: (02) 8280 7111 Directors of TSAL Fax: (02) 9287 0303 Mr Graham J Kelly Investor Enquiries Chairman and Non-executive Independent Director Mr Richard M Haddock TSO Investor Information Line Non-executive Independent Director 1300 304 109 (Australia) or Mr Jerry I Speyer +61 2 8280 7216 (overseas callers) Non-executive Director Tishman Speyer Australia Limited (“TSAL”) (ABN 43 106 909 871) is an indirect subsidiary of Tishman Speyer Properties, L.P. and is the Responsible Entity of Mr Robert J Speyer the Tishman Speyer Office Fund (“TSO”, the “Trust”). None of Tishman Speyer Properties, L.P., TSAL or any other affiliate of Tishman Speyer Properties, L.P. guarantees the performance of TSO, the repayment of capital from TSO or any particular rate of return. Non-executive Director Mr David N Augarten Past performance is not a reliable indicator of future performance. An investment in TSO may result in a loss to an investor. The statements contained in this report that are not historical facts are forward-looking statements. These forward-looking statements are based on current expectations, estimates and projections about the industry Chief Executive Officer and Executive Director and markets in which the Trust operates, and management’s beliefs and assumptions. Words such as “expects”, “targeted”, “should”, “intends”, “plans”, “believes”, “estimates”, “forecasts”, “projects” and variations of such words and similar expressions are intended to identify such forward-looking statements. Company Secretary This report is not an offer to invest in units of TSO. This report has been prepared without taking into account the personal objectives, financial situation or needs of particular individuals. Before making any financial or investment decisions based on this report, we recommend that potential investors consider obtaining Ms Janine L Rolfe independent advice from a financial or other professional adviser and consider whether such an investment is appropriate, having regard to their objectives, financial situation and needs. TSAL does not receive fees in respect of the general financial product advice it may provide; however, it will receive fees for operating the Trust in accordance with the Trust’s Constitution. Entities associated with TSAL may also receive fees for managing the assets of, and providing resources to, the Trust. IMPORTANT NOTICE TO UNITHOLDERS THAT ARE IN THE UNITED STATES OR U.S. PERSONS Unitholders should note that TSO has not been, and will not be, registered under the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”), in reliance on the exception from the definition of “investment company” provided by Section 3(c)(7) thereof. Accordingly, if you are a unitholder and are resident in the United States or a “U.S. Person” (as defined in Regulation S under the U.S. Securities Act of 1933, as amended) (a “U.S. Person”), subject to certain exceptions, you must be a “qualified purchaser” as defined in Section 2(a)(51) of the Investment Company Act (a “Qualified Purchaser”), and if you are acting for the account or benefit of a U.S. Person, that U.S. Person must be a Qualified Purchaser. Unitholders should also note that, to the maximum extent permitted under its constituent documents and by law, TSO reserves the right to refuse to record any sale or transfer of units to a person in the United States or a U.S. Person that is not a Qualified Purchaser, or that are otherwise sold or transferred in a manner that would not allow TSO to maintain the exception from registration under Section 3(c)(7) of the Investment Company Act. In addition, you should be aware that TSO believes that it should be treated as a passive foreign investment company (or “PFIC”) for United States federal income tax purposes. As this may have adverse tax consequences for you, we recommend that you seek your own independent tax advice. precinct.com.au TSO TISHMAN SPEYER OFFICE FUND 2009 AnnUAL REPORT Letter From the Ceo TSO | ANNUAL REPORT | 1 Letter from ThE ceo From an operational perspective TSO has continued to make good progress with its leasing program, despite the difficult economic environment in the US. For the 12 months to 30 June 2009, 112 leases were signed covering 1,038,500 square feet and at 30 June 2009 the portfolio occupancy was 91.3% with an average lease term to expiry of 6.2 years. TSO’s high quality, well-located portfolio, leased and managed by Tishman Speyer’s team of dedicated professionals has contributed to this robust performance in the face of recessionary conditions. TSAL will continue to focus on leasing and asset management of the properties in the TSO portfolio as it endeavours to enhance asset values and maximise returns. Financial Year 2009 proved to be another very challenging year for both the professional managers of listed property funds and their unitholders. The onset of a more restrictive and expensive capital markets environment and a decline in economic activity in the US over the past 12-24 months (the so-called “Global Financial Crisis”) have resulted in a significant reduction in US property values and rents. This has placed pressure on TSO’s liquidity and balance sheet. TSAL has been intensely focused on these challenges and has made substantial progress in implementing a strategy designed to strengthen TSO’s financial position in the near term and return capital to TSO unitholders in the medium term, as set out in recent market announcements.1 In particular TSAL has: • Announced, as part of a change in strategy, its intention to sell all of the Trust’s investments between now and 2015, returning net proceeds to unitholders; • Made significant progress in restructuring the Trust’s corporate debt facilities, which, once finalised, will provide TSO with significant covenant relief and access to additional liquidity; • Initiated a number of capital management initiatives to raise additional liquidity, including the potential sale of 3 MacArthur Place and 550 Terry Francois Boulevard; and the potential financing of 400 Castro Street; and • Agreed a restructure of performance fees payable to affiliates of TSP, including waiver of the payment of any fee payable in December 2009.2 The debt restructuring and other initiatives described above should strengthen TSO’s debt and liquidity position and stabilise the Trust’s capital position, which should allow TSO to realise its investments in an orderly manner over the medium term. This shift in strategy, combined with the efforts of Tishman Speyer’s leasing and asset management teams, is intended to maximise returns for TSO unitholders. As at the date of this letter, TSO remains the subject of a takeover bid by MIRELF III Australia AIV, LP (Madison) at a price of $0.30 per TSO unit. TSAL’s response to this bid and the independent directors’ recommendation is contained in recent market announcements.1 Sincerely, David N Augarten Chief Executive Officer Tishman Speyer Australia Limited 1 Refer to the Target’s Statement dated 21 August 2009, the Supplementary Target’s Statement dated 3 September 2009 and the Second Supplementary Target’s Statement dated 17 September 2009. 2 This agreement is contingent on the occurrence of certain events (refer Note 2 of the accounts). Letter from ThE cEO 21 iNvestment Offices United States New York CITY Boston Seattle SAn Francisco Los Angeles Chicago AtlanTA wAShIngton, d.C. LUxembourg Italy Milan United Kingdom London France Paris GermanY Frankfurt MUnich Berlin Hamburg Australia SYdney Brazil Sao Paulo RIO dE JAneiro ChInA ShAnghai Beijing Tianjin ChEngdU india BAngalore Hyderabad • Investment Offices ° Support Offices TSO | ANNUAL REPORT | 3 PortfoliO summary financial Year 2009 Operational Highlights • Made significant progress • Signed leases covering • Portfolio is 91.3% leased • FFO of 20.31 cents per in the restructure of Trust’s over 1 million square feet with a weighted average unit, a 61% increase over corporate debt facilities during the year ended lease term to expiry of the prior fiscal year which will provide June 2009 6.2 years significant covenant relief PropertiES Geographic Overview 520 Pike Tower Plaza East Greenwich 520 Pike Street 330 E. Kilbourne Avenue Seattle, WA American Centre Milwaukee, WI 1 American Lane Greenwich, CT 300 Park Avenue New York, NY 550 Terry Francois Boulevard One Bush Street San Francisco, CA San Francisco, CA CitySpire 156 West
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