Lend Lease Corporation Limited Business Information, Profile, and History

Company Perspectives:

We see ourselves as a "transformation company," whose goal is to ensure the creation of long term value for shareholders. We also aim to continue to build a store of wealth for shareholders in ways which are not immediately reflected in accounting profits.

A core strength in all of its activities is the Lend Lease culture--an entrepreneurial culture that embraces challenge and innovation, empowers its people to greater achievement and strives to set new standards.

Real estate is one of the world's major stores of wealth and yet there is no established global player.

We plan to grow our existing platforms by:

operating locally in major markets around the world, creating a leading global real estate organisation that balances investment management skills with the entrepreneurial and technical skills of development and project management, to provide better solutions and returns for our clients.

Acquisitions to accelerate our growth or to extend our coverage to additional segments of the market are integral to our plans.

History of Lend Lease Corporation Limited

Lend Lease Corporation Limited, one of Australia's top public companies, is a leading integrated global real estate group, with operations in 41 countries on six continents and a major presence in the Asia-Pacific region, the United States, Europe, and South America. From its inception the company has been an integrated property service, engaged in property development, management, and investment, as well as construction of residential, commercial, and industrial facilities (the latter conducted through a key subsidiary called Bovis Lend Lease); in more recent years, Lend Lease added funds management to its roster of services.

Post-World War II Foundations

In the late 1940s, Australia was basically a nation of sheep farmers. The country, with a population of 8.3 million, was undeveloped and maintained a colonial dependence upon Europe and other nations for many of the basic necessities of life, in exchange for wool. World War II showed the danger of such an existence, and the nation was very much in favor of developing its own natural resources and skills.

Australia's dry climate made a source for a plentiful supply of water necessary to the development of the nation. The solution lay in a project called the Snowy Mountains Scheme, which entailed the taming of a snow-fed alpine river by the interruption of its seaward course. The river would then be sent through 130 kilometers of tunnels through a mountain range and a system of holding reservoirs to join rivers on the other side, 900 meters below. This design, however, was beyond the resources of this relatively small nation. What became known as the Snowy Mountains Hydro-Electric Authority (SMHA) was the trigger that implemented Australia's most ambitious immigration program. A government mission traveled worldwide, recruiting tradesmen, engineers, and laborers.

In Amsterdam the call was answered by Bredero's Bouwbedrijf of Utrecht (Bredero's) and The Royal Dutch Harbour Company. In 1950 Bredero's sent a 30-year-old engineer, Gerard J. (Dick) Dusseldorp, to Australia on a fact-finding tour for the Dutch construction firm. What he discovered was a country ripe for development and about to enter a period of great growth and prosperity. His report convinced the two firms to embark on a joint venture. In 1951 they formed a company called Civil & Civic Contractors and put Dusseldorp in charge. Its first assignment was to supply and erect 200 prefabricated houses for the Snowy Mountains project. The 35 workers for the job were recruited in Holland by Dusseldorp and brought to Australia under the liberalized immigration laws.

Civil & Civic completed its first assignment within 15 months, but out of the SMHA came further jobs for the fledgling company. Bridges, houses, flats, and hospital extensions were added to the projects the company was to complete in the area of Cooma and Canberra. As a result, a locally engaged workforce was soon growing around the nucleus of the original 35 Dutch workers.

At all times, however, G.J. Dusseldorp, who was by then Civil & Civic's managing director, was looking for a way to expand the company's operations. He focused on Sydney, Australia's largest city, which was about to experience the largest building boom in its history.

Evolution of a Full-Service Contractor in the 1950s

Dusseldorp, as a developer, was continually seeking a better way to do things, not only to boost company profits, but also to set standards of excellence within the industry. For him, the traditional system of tendering (or subcontracting) was, in his words, "a gushing stream of waste." When other firms were unreliable, the contractor had to shoulder the burden of their mistakes. He wanted to establish a system that was to remain the foundation of the company's philosophy--undivided responsibility for any project from start to finish.

Civil & Civic had a chance to try out the new system when a small project in Sydney in 1953 was presented to the company. Dusseldorp was determined to prove that there was a better way to handle a construction project. An oil refinery needed a gatehouse to be added to a new plant currently under construction. Civil & Civic designed and built it within six weeks. It was the firm's first design and construction project.

In 1954 Dusseldorp's chance had come to put Civil & Civic on the map by building Sydney's first concrete skyscraper. He was determined, however, to become the sole entrepreneur, thus ensuring complete control over the project. He wanted to take over the option, the council-approved plans, and the services of the architect and engineer. All that Dusseldorp now lacked was the money.

He approached Bredero's in Holland for a £100,000 loan, which he was refused, but the president of the Reconstruction Bank of Holland was present at Dusseldorp's presentation. He was impressed with Dusseldorp's style, determination, and confidence, and backed the loan.

When building work began Dusseldorp was faced with yet another problem besetting the construction industry--industrial action by the workers' unions. He therefore proposed to the unions an agreement that among other things would include a productivity bonus. Although viewed at first with skepticism, it proved a great success as building workers began to feel like valued employees.

Caltex House was finished months ahead of the original schedule and established Civil & Civic as a leading contractor. Now the company could sell itself as a new composite building service that operated in conjunction with leading architects and engineers. Such a service was designed to eliminate delays and reduce costs.

Creation of Lend Lease in the Late 1950s

Yet Dusseldorp was not satisfied. He was still searching for a better package to present to prospective buyers or leasers. During the building boom of the early 1960s there was a great need for new construction of all kinds. Many companies, as a result of their own success, were being forced to build larger premises. The buying of larger premises inevitably meant tying up capital that was needed for business operations. Dusseldorp concluded that what most businesses were looking for were premises that they could lease.

He also saw a need for cooperative projects that would bring together people with a common interest, such as doctors who needed professional consulting rooms. Such professionals would not be able to finance such projects independently. Dusseldorp had the solution.

He decided to float a finance and investment company and go to the Australian public for funds to finance Civil & Civic projects on completion, thus gaining entrepreneurial control over their projects. In April 1958, Lend Lease Corporation Limited was established and floated on the stock exchange with Civil & Civic holding 40 percent of the shares.

This original share issue was floated to finance the construction of a seven-story building containing professional consulting rooms. The deal was that North Shore Medical Centre Pty. Ltd., which owned the land, had the right to occupy or nominate the occupant of specified areas in the building. Lend Lease was to take up the whole of the issued capital of the company on completion of the building and would then sell the professional suites on term contracts over varying periods, while retaining part of the space in the building as an investment--in other words, lending and leasing.

It was not long before Lend Lease began to acquire its own sites, plan the development, and construct buildings in cooperation with Civil & Civic. They were set to provide and complete development of large-scale projects of real estate.

Both Civil & Civic and Lend Lease were out to gain prestige and publicity. They began to tender for projects that would put them in the public eye. Buildings such as the Academy of Science in Canberra would win them the Sulman prize for architecture. It was not until February 1959, however, that Lend Lease became a household name. It was at that time that the company contracted to build stage one of the Sydney Opera House.

Civil & Civic and Lend Lease were not ordinary construction outfits. The management of both organizations had an interest in urban planning and renewal. Plans for new building sites would always include open areas with fountains and plazas so that beauty as well as commerce might be enjoyed.

As the organization grew, it also had to change. Between 1959 and 1962 Lend Lease acquired its original sponsor, Civil & Civic, as well as six companies whose manufactured products were useful to its construction business. These companies supplied Lend Lease with elevators, windows, and building materials. The company also bought a ski resort and a motel chain. It was set to change from the role of financier of other people's projects to that of developing and managing real capital assets for long-term property investors.

In June 1960 a subsidiary company was formed to take control of Lend Lease's joint operations with Civil & Civic. The parent company formulated policy and provided specialist advisory skills. It also developed new projects and raised the money to carry out these projects. The subsidiary, Lend Lease Development Pty. Ltd., selected and purchased the sites, dealt with the authorities, and managed the design and construction of the site, as well as the sale or lease of projects.

Lend Lease was now involved in a multitude of projects from commercial buildings to suburban housing to recreational sites. The group was expanded to include 14 operating companies. Their presence was virtually ubiquitous in Australia, especially in the cities of Sydney, Canberra, Melbourne, Launceston, Brisbane, and Perth.

In May 1968 one of Lend Lease's largest projects, Australia Square, was officially opened by the Duke of Edinburgh. It won the Sulman Award for Architectural Merit, as well as the Civic Design Award of the New South Wales chapter of the Royal Australian Institute of Architects for a work of outstanding design.

By 1971 property values in Australia were peaking. Dusseldorp could see that the bottom was soon going to drop out of the office development market and it was decided that Lend Lease would end its work in this field. It would instead turn its attention toward shopping centers. The shift in activities was not unusual for this corporation. The key to its success was its ability to keep its finger always on the pulse of change.

Lend Lease continued to retain a long-term interest in properties developed without long-term capital investment, and to be free of fluctuations in the property market through public subscription and independent property trusts. Lend Lease was the first developer to go public and to form in 1971 General Property Trust, a publicly owned real estate trust to hold its properties.

International Growth in the 1970s

On June 30, 1971, Dusseldorp's contract with Bredero's, which made him available as principal executive of the group, expired. Dusseldorp agreed to be retained until June 30, 1975, with a renewable clause thereafter. The new agreement allowed Dusseldorp to have interests outside Australia. Dusseldorp wanted to try his style of business in the United States. Through its subsidiary, U.S. Lend Lease, established in 1972, formed International Income Property (IIP).

Despite the multitude of activities in which Dusseldorp and his team were involved, he was nonetheless paving the way toward his own retirement by grooming his executives for future management. His contributions to the success of Lend Lease were considerable. Although he surrounded himself with a team of some of the best people in the business, there is no doubt that the inspiration for the projects, as well as the new ways of handling development and finance, all sprang from the mind of Dusseldorp. His aversion to borrowing kept the firm's debts below 50 percent of its total capital, a low figure compared with those of rival developers. Year after year, despite an adverse financial climate and lows in the property market, Lend Lease was to produce profits for its shareholders. The firm did not retain its own publicity department, but worked quietly and expertly at all its projects, so much so that it prompted the Financial Times to comment, "Unlike many prominent Australian companies, it [Lend Lease] attracts little publicity and even less adverse comment from analysts."

In 1971 Bredero's sold its shareholding in Lend Lease, and J. DeVries, a founding director of Lend Lease, retired from the board. W.M. Leavey, managing director of Lend Lease, replaced him. Stuart G. Hornery became managing director of Civil & Civic, with R.G. Robinson as chairman.

In 1978 Dusseldorp commented in the annual report, "In the conditions which have prevailed, to have obtained one million dollars worth of business every working day represented an extraordinary effort by everyone in the group." It was also the year in which employees became the largest shareholding block, holding 26 percent of the shares.

Lend Lease's success--during one of the greatest slumps in the property market--lay in its concentration on earnings and cash flow rather than ownership of assets. It acted as a service corporation. It also stuck to a policy of refusing to undertake construction unless an end-buyer was in place.

New Chairman Leading the Group Through the 1980s and 1990s, Creating a Global Power

In 1988 Dusseldorp retired as chairman and was succeeded by Hornery, who had served as managing director since 1978. Dusseldorp left a corporation in which 30 percent of all projects were planned, designed, built, fitted, financed, managed, and refurbished for their economic life. It was a company with novel staff ownership schemes, well-tended links with investors, and numerous corporate sponsorships. Dusseldorp cultivated good relations with employees, shareholders, and local communities alike.

Hornery also made a mark on the firm bringing in insurance and related financial services to the group by acquiring MLC in a two-step maneuver: taking a 50 percent interest in 1982 and then making MLC a wholly owned subsidiary in 1985. Lend Lease was able to provide, through MLC, savings, mortgage investment, and superannuation as well as life and general insurance products that would cover its clients from cradle to grave. The financial services division proved a shrewd diversification for the early 1990s, contributing nearly half of Lend Lease's after-tax profit by 1991. The conglomerate's 1993 acquisition of a minority stake in Australia's oldest bank, Westpac Banking Corp., was interpreted by some analysts as a step toward its goal of becoming that country's largest financial services company. Lend Lease, however, began phasing out its stake in Westpac in 1996.

During the 1990s, Hornery's objective for the group of companies was steady and continuous growth through extending MLC's offshore investments and developing global property investment capability. The company's property investment funds focused on emerging markets, especially in Asia. By 1995, it had funds targeting Thailand, Indonesia, and other Asian nations. International expansion of Lend Lease's construction interests continued as well. The corporation acquired U.S.-based Yarmouth Group, Inc., a firm specializing in real estate investment management, in 1993 and purchased a minority stake in Hoyts Theaters cinema chain with locations in the United States, Australia, and New Zealand, in 1994. In addition to his company's new business interests, Chairman Hornery also remained committed to continuing the company policy of enhancing the urban environment and playing a leading role in changing Australia's cities for the better.

While Lend Lease's sales declined from A$1.7 billion in fiscal 1990 to A$1.5 billion in 1995, the company continued to add to its 20-year record of increasing after-tax profit, which grew from A$160.5 million to A$260 million during the first five years of the decade. The company reported revenues of A$2.05 billion in 1996 as well as another increase in profits despite a declining Australian property market.

Continuing its drive to become a truly global concern, Lend Lease acquired Equitable Real Estate Management Inc. from the Equitable Cos., a subsidiary of the AXA group, for US$400 million. Equitable Real Estate was the largest pension fund adviser in the United States and a major player in real estate investment management. The acquired unit was merged with Yarmouth to form ERE Yarmouth, which was renamed Lend Lease Real Estate Investments, Inc. in 1998. By late in 1998, this subsidiary had more than US$30 billion in assets under management, making it the largest pension fund adviser in the world and one of the world's largest real estate investment managers. Of this asset total, US$25 billion came from the United States. Meanwhile, back home, Lend Lease won several high-profile construction projects, including several for the 2000 Olympics scheduled for Sydney. The most notable perhaps was one for the Olympic Village, and ground was broken for that project during 1997.

In early 1998 Lend Lease announced that it was cutting back on its push into Asian markets in the wake of the financial crisis that erupted in that region in the middle of the previous year. In late 1997 and early 1998, the company entered into advanced discussions with National Mutual Holdings Ltd. about forming joint ventures that would combine the two companies' funds management and insurance operations in Australia and New Zealand. The two sides, however, were unable to work out details concerning who would control the joint ventures and how they might be terminated after a proposed three-year trial period, and the deal collapsed.

In early 1999, in a move to beef up the firm's infrastructure operations, Lend Lease purchased a 25 percent stake in Morrison & Co. Ltd., an infrastructure advisory house based in New Zealand that managed the publicly listed infrastructure fund Infratil Australia. The company also gained an option to buy out all of Morrison within five years. In late 1999 and early 2000 the U.S.-based Lend Lease Real Estate Investments unit was bolstered through two acquisitions together costing nearly half a billion dollars: the Boston Financial Group, a limited partnership specializing in multifamily housing investment management; and five commercial mortgage businesses, including Holliday Fenoglio Fowler, LP, purchased from Dallas-based Amresco Inc.

Lend Lease's blockbuster deal for 1999, however, and in fact the firm's largest acquisition yet, eclipsing the 1997 deal for Equitable Real Estate, was that of Bovis Construction Group, which was purchased from the U.K.-based Peninsular and Oriental Steam Navigation Company (P&O) for £285 million (A$710 million). Bovis was P&O's global project management and construction services arm and provided Lend Lease with significant presences in two key markets--the United States and the United Kingdom--as well as operations in the Asia-Pacific region and Australia. Bovis was merged with Lend Lease Projects (the former Civil & Civic unit) to form Bovis Lend Lease, which was headquartered in London.

To further intensify its focus on integrated global real estate operations, Lend Lease sold its MLC funds management and life insurance business to National Australia Bank Ltd. for A$4.56 billion (US$2.74 billion). This mid-2000 transaction proved to be the last major deal of Hornery's tenure as chairman, which ended with his retirement in November 2000. Under Hornery's leadership, Lend Lease had become a truly global player--in fact one of the most powerful global property companies in the world. Jill Ker Conway took over as chairwoman of Lend Lease, with David H. Higgins continuing to serve as managing director, a position he had held since 1995.

Critical Juncture in the Early 2000s

The post-Hornery era got off to a very rocky start, with the company taking write-downs connected with Fox Studios in Sydney, a joint venture with News Corporation Limited, and with Internet-related investments, and also issuing a series of profit warnings that were tied in large part to the sale of the steadily profitable MLC. In addition, the U.S.-based Lend Lease Real Estate Investments was not performing as well as expected. As a result, Lend Lease's string of 25 straight years of growth in after-tax profits came to an end. For the fiscal year ending in June 2001, the company reported after-tax profits of A$151 million (down from A$432 million) on operating revenues of A$11.54 billion (down from $13 billion). The company's stock price fell from $22.30 per share in mid-December 2000 to nearly $11 per share in June 2001. Later in 2001 Bovis Lend Lease was selected as lead manager of the cleanup of the World Trade Center site in New York City following the devastation of September 11.

In May 2002, with the company continuing to struggle to replace the steady profits that had been derived from MLC, Higgins announced that he planned to resign but would stay on until a replacement was found. The move came despite the improvement in the company's performance during 2002 when after-tax profits increased to A$226 million. In early August 2002 Lend Lease spent £294 million (US$461.3 million) to acquire Akeler Holdings SA, a real estate and investment company that specialized in U.K. business park developments and had additional operations in Portugal and Germany. Later in August rumors began to circulate that Lend Lease was contemplating a breakup, splitting the Real Estate Investment business off from the Real Estate Solutions business that included Bovis Lend Lease and its development unit. The possibility of such a move--which would return the company to its beginnings as a pure construction company--coupled with the uncertainty surrounding a successor to Higgins, seemed to indicate that Lend Lease had reached a crucial juncture in its history.

Principal Subsidiaries: PROJECT AND CONSTRUCTION MANAGEMENT: Bovis Lend Lease Pty. Limited; Bovis Lend Lease Holdings, Inc. (U.S.A.); Bovis Lend Lease, Inc. (U.S.A.); Bovis Lend Lease LMB, Inc. (U.S.A.); Bovis Lend Lease Holdings Limited (U.K.); Bovis Lend Lease Limited (U.K.); Bovis Lend Lease International Limited (U.K.); Bovis Lend Lease Europe (U.K.); Bovis Lend Lease Overseas Holdings Limited (U.K.); Bovis Lend Lease Project Consulting (Shanghai) Co. Limited (China); Schal Bovis, Inc. (U.S.A.); Bovis Lend Lease Projects Pte. Limited (Singapore); Bovis International Inc.--New York (U.S.A.); Bovis Lend Lease Microelectronics (U.S.A.); Bovis Lend Lease S.A. (Argentina; 90%); Bovis Lend Lease Inc. (Brazil). INTEGRATED DEVELOPMENT BUSINESS: Lend Lease Development Pty. Limited; LLD Precinct 2 Pty. Limited; Lend Lease Moore Park Pty. Limited; Lend Lease Moore Park Management Pty. Limited; Lend Lease Europe Holdings Limited (U.K.); Lend Lease Europe Limited (U.K.); Blueco Limited (U.K.); Lend Lease Continental Holdings Limited (U.K.). REAL ESTATE INVESTMENTS: Lend Lease Real Estate Investment Limited; GPT Management Limited; European Retail Services Limited (U.K.); Lend Lease Europe Retail Investments Limited (U.K.); Lend Lease (US), Inc.; Lend Lease (US) Finance, Inc.; Yarmouth Lend Lease King of Prussia, Inc. (U.S.A.); Lend Lease Investments Holdings, Inc. (U.S.A.); Lend Lease Real Estate Investments, Inc. (U.S.A.); Lend Lease Agri Business, Inc. (U.S.A.); CapMark Service LP (U.S.A.); Holliday Fenoglio Fowler, LP (U.S.A.); Lend Lease Asset Management LP (U.S.A.). EQUITY INVESTMENTS: Lend Lease Custodian Pty. Limited. GROUP SERVICES: Lend Lease Finance Limited; Lend Lease International Pty. Limited; Lend Lease Securities and Investments Pty. Limited; Lend Lease Management Services Limited.

Principal Competitors: AMP Limited; New World Development Company Limited; Sun Hung Kai Properties Limited; Skanska AB; Peter Kiewit Sons', Inc.; Parsons Corporation; Taylor Woodrow plc; Equity Residential; Lincoln Property Company.

Chronology

• Key Dates:
• 1951: Two Dutch firms, Bredero's Bouwbedrijf of Utrecht and The Royal Dutch Harbour Company, form Civil & Civic Contractors, an Australian construction firm.
• 1958: Lend Lease Corporation Limited is established as a finance and investment company to finance Civil & Civic projects; the firm is floated on the Australian stock exchange, with Civil & Civic holding 40 percent of the shares.
• 1961: Lend Lease acquires Civil & Civic.
• 1982: The company moves into insurance and related financial services with the purchase of a 50 percent interest in MLC.
• 1985: MLC becomes a wholly owned Lend Lease subsidiary.
• 1993: U.S.-based Yarmouth Group, Inc., a firm specializing in real estate investment management, is acquired.
• 1997: Equitable Real Estate Management Inc. is acquired and merged with Yarmouth to form ERE Yarmouth (later renamed Lend Lease Real Estate Investments, Inc.).
• 1999: Boston Financial Group, a U.S. limited partnership specializing in multifamily housing investment management, is acquired; Bovis Construction Group is acquired from the Peninsular and Oriental Steam Navigation Company and is merged with Lend Lease Projects (the former Civil & Civic unit) to form Bovis Lend Lease.
• 2000: Five commercial mortgage businesses are purchased from Dallas-based Amresco Inc.; Lend Lease sells MLC to National Australia Bank Ltd.
• 2001: String of 25 straight years of increases in after-tax profits comes to an end.
• 2002: Akeler Holdings SA, a real estate and investment company that specializes in U.K. business park developments, is acquired.