Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

COVENTRY GROUP LIMITED Interim / Quarterly Report 2021

Feb 25, 2021

64742_rns_2021-02-25_93c4cde6-6a64-40c3-80b7-5602424b54be.pdf

Interim / Quarterly Report

Open in viewer

Opens in your device viewer

ABN 37 008 670 102

==> picture [391 x 53] intentionally omitted <==

Appendix 4D Half-year report for the six months ended 31 December 2020

Reporting period

Report for the half-year ended 31 December 2020

Previous corresponding period is the financial year ended 30 June 2020 and the half-year ended 31 December 2019

Results for announcement to the market
31 Dec 2020 31 Dec 2019 Change Change
$M $M $M %
Revenue from continuing operations 137,776 122,637 15,139 12.3%
Net profit/(loss) after tax from continuing
operations attributable to members
2,278 2,026 252 12.4%

Dividends

No dividends have been declared in relation to the half-year ended 31 December 2020.

No ordinary dividends were paid during the period.

Amount of dividend per security
Amount per Franked amount
per
security security at 30%
Interim dividend current year Nil Nil
previous year Nil Nil
Final dividend current year Nil Nil
previous year Nil Nil
Total dividend current year Nil Nil
previous year Nil Nil
The Company's Dividend Reinvestment Plan remains suspended.
Net Tangible Assets Per Security
As at 31 December 2020 0.39
As at 31 December 2019 0.61

The financial information provided in Appendix 4D is based on the half-year condensed consolidated financial report

The attached financial statements and Directors’ declaration have been subject to an independent review.

==> picture [391 x 53] intentionally omitted <==

and its controlled entities

Financial report for the half year ended 31 December 2020

This half year financial report is to be read in conjunction with the financial report for the year ended 30 June 2020.

Our Values

At Coventry Group, we value Fairness, Integrity, Respect, Safety and Teamwork.

Above all, we value Our People, Our Customers and Our Suppliers.

==> picture [330 x 283] intentionally omitted <==

1

Coventry Group Ltd and its controlled entities Financial report for the half year ended 31 December 2020

Contents

Contents
Directors’ Report 3
Auditor's Independence Declaration 6
Condensed consolidated statement of profit or loss 7
Condensed consolidated statement of comprehensive income 8
Condensed consolidated statement of financial position 9
Condensed consolidated statement of changes in equity 10
Condensed consolidated statement of cash flows 11
Notes to the condensed consolidated interim financial statements 12
Directors' Declaration 18
Independent Auditor's Review Report 19

2

Coventry Group Ltd Directors’ Report For the half year ended 31 December 2020

The Directors present their report on the Consolidated entity consisting of Coventry Group Ltd and controlled entities at the end of, or during, the half year ended 31 December 2020. Throughout the report, the Consolidated entity is referred to as the Group.

Directors

The Directors of the Company at any time during the half year ended 31 December 2020 and up to the date of this report are:

Neil George Cathie, Chairman

Robert James Bulluss, Managing Director and Chief Executive Officer Andrew William Nisbet James Scott Charles Todd Anthony John Howarth

Review of operations

The trading performance of the Group improved during H1 FY21 with the Group delivering underlying profitability growth for both EBITDA and EBIT. Group sales growth for H1 FY21 including acquisitions of 12.5% and excluding acquisitions of 11.9% compared with the prior corresponding period. Group sales including acquisitions at $138.1m ($122.7m FY20). $5.5m of the large $8.0m order reported in the Q1 trading update has been delivered to the end of the half year.

Group underlying EBITDA of $7.0m ($4.0m FY20), a 74.5% ($3.0m) improvement compared with the prior corresponding period. Group underlying EBIT of $5.7m ($2.6m FY20). Statutory net profit for the half year $2.3m ($2.0m FY20).

The Group has a solid balance sheet with Net Tangible Assets of $48.4m and Net Assets of $104.7m as at 31 December 2020. Net debt of $11.2m as at 31 December 2020.

In December we completed the acquisition of the business and assets of H.I.S. Hose Pty. Ltd. (“H.I.S. Hose”), funded through the Company’s existing debt facility.

The company has entered into a new financing arrangement with the National Australia Bank (NAB), subject to final documentation.

Note 1: Group sales growth % excludes foreign exchange translation variance

Note 2: Underlying EBIT and EBITDA exclude the impact of AASB 16 – Leases

COVID-19

All business units are operating with COVID-safe plans and are fully operational. We are well prepared to respond to any localised lockdowns.

Sales growth

Percentage sales growth change for the half year for FY21 when compared with the PCP is shown below:

Revenue change Half year FY21 vs
Half year FY20 % sales
change including
acquisitions
Half year FY21 vs
Half year FY20 % sales
change excluding
acquisitions
Fluid Systems +21.1% +19.4%
Trade Distribution +7.5% +7.5%
Consolidated Group +12.5% +11.9%

Segment commentary

Fluid Systems (FS) had strong growth with H1 FY21 sales including acquisitions up 21.1% and excluding acquisitions up 19.4% on the prior corresponding period. Underlying EBITDA for H1 FY21 was $6.7m compared to $5.1m in the prior corresponding period. Sales growth is being driven by our strong value proposition in the mining and resources sector and our continuing diversification into new sectors including Defence, Agriculture, Transport and Recycling. The integration of H.I.S Hose is progressing to plan.

3

Coventry Group Ltd Directors’ Report For the half year ended 31 December 2020

Trade Distribution (TD) sales for H1 FY21 up 7.5% on the prior corresponding period. The underlying EBITDA for H1 FY21 was $5.7m compared to $3.9m in the prior corresponding period.

New Zealand

Konnect and Artia New Zealand (KANZ) continued to perform well. Sales up 11.0% on the prior corresponding period.

Australia

Konnect and Artia Australia (KAA) sales in line with the prior corresponding period. Sales have been impacted by lack of activity in large oil and gas customers. On flat sales, KAA is now trading at close to break even, a significant improvement on prior corresponding periods during which substantial losses were incurred. Through perseverance and commitment our KAA strategy is now bearing fruit.

Nubco continued to perform strongly. Sales up 18.2% on the prior corresponding period.

Corporate Costs

Net Corporate costs of $5.4m at 3.9% to Group sales (4.1% H1 FY20).

Net debt position

Net debt as at 31 December 2020 of -$11.2m (Net debt as at 30 June 2020 of -$3.3m). The Group continues to take action to manage inventory levels, debtor collections and operating costs to improve our cash position. Inventory levels have been increased to ensure high customer service levels while there are supply chain issues resulting from the COVID-19 pandemic. Acquisition related payments impacted cash flow by $5.7m (H.I.S Hose and Torque Industries).

Balance sheet

The Group has a solid working capital position with Current Assets exceeding Current Liabilities by $42.0m at 31 December 2020. The Group has a solid balance sheet with Net Tangible Assets of $48.4m and Net Assets of $104.7m as at 31 December 2020.

Acquisition of H.I.S Hose

On 1 December we completed the acquisition of the business and assets of H.I.S. Hose Pty. Ltd. (“H.I.S. Hose”), funded through the Company’s existing debt facility.

The Victorian based H.I.S. Hose was acquired for $4.6m. H.I.S. Hose is a market leader in the supply of industrial hose, fittings, flexible ducting and associated equipment including pneumatic and hydraulic components. H.I.S. Hose’s FY20 adjusted EBITDA of $1.2m from $11.5m of revenue. H.I.S. Hose expands Fluid Systems geographical coverage with three locations in Melbourne, Victoria and provides further diversification from the mining and resources sector.

NAB financing arrangements

The Coventry Group has entered a new 3 year financing arrangement with the National Australia Bank (NAB). Subject to final documentation intended financial close is 31/03/2021. The financing agreement provides a holistic banking offering including:

  • A 3 year $45m Borrowing Base Facility against eligible inventory and debtors. The facility limit is scalable for future growth.

  • A $5.0m Senior Secured Ancillary Facility to provide security for Transactional Banking, Bank Guarantees, FX, and any other transactional facilities required by the Coventry Group. The intention is for these facilities to transition to NAB over the next 3 months

We are very pleased to be partnering with the NAB.

4

Coventry Group Ltd Directors’ Report For the half year ended 31 December 2020

Dividends

The Board has determined that no interim dividend be declared.

Outlook

The markets in which FS and TD operate are to date performing well. We expect some of these markets to benefit from further Government stimulus measures. Whilst pleased to report positive growth in the first half, we are not providing full year guidance due to continuing COVID-19 uncertainty.

AASB16 Leases

Underlying EBIT, EBITDA, and balance sheet ratios exclude the impact of AASB16 Leases.

Auditor's independence declaration

A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 6 and forms part of this report.

Rounding of amounts

The company is of a kind referred to in the ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, relating to the 'rounding off' of amounts in the Directors' report. Amounts in the Directors' report have been rounded off in accordance with the instrument to the nearest thousand dollars, or in certain cases, to the nearest dollar.

This report is made in accordance with a resolution of Directors.

==> picture [69 x 43] intentionally omitted <==

N.G. Cathie Chairman Melbourne 25 February 2021

==> picture [107 x 42] intentionally omitted <==

R.J. Bulluss Chief Executive Officer and Managing Director Melbourne 25 February 2021

5

==> picture [90 x 67] intentionally omitted <==

Lead Auditor’s Independence Declaration under Section 307C of the Corporations Act 2001

To the Directors of Coventry Group Ltd

I declare that, to the best of my knowledge and belief, in relation to the review of Coventry Group Ltd for the half-year ended 31 December 2020 there have been:

  • i. no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the review; and

  • ii. no contraventions of any applicable code of professional conduct in relation to the review.

==> picture [72 x 25] intentionally omitted <==

KPMG

==> picture [102 x 65] intentionally omitted <==

J Carey Partner Melbourne 25 February 2021

6

KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. All rights reserved. The KPMG name and logo are trademarks used under license by the independent member firms of the KPMG global organisation. Liability limited by a scheme approved under Professional Standards Legislation

Coventry Group Ltd and its controlled entities Condensed consolidated statement of profit or loss For the half year ended 31 December 2020

Note
Revenue from sale of goods
Cost of sales
Gross profit
Other income
Employment costs
Depreciation and amortisation expense
4,5,6
Occupancy costs
Communication costs
Freight
Vehicle operating costs
Restructuring and other significant costs
Other expenses
Profit/(Loss) before financial income and tax
Financial income, including net foreign exchange gain
Financial expense, including net foreign exchange loss
Net financial expense
Profit/(Loss) before income tax
Income tax benefit/(expense)
Profit/(Loss) for the half year
Earnings/(loss) per share:
Basic earnings/(loss) per share:
Diluted earnings/(loss) per share:

31 December
2020
31 December
2019
$’000
$’000
137,776
122,637
(85,994)
(74,798)
51,782
47,839
1,282
1,803
(29,510)
(29,388)

(5,584)
(5,796)
(1,052)
(1,354)
(1,523)
(1,122)
(3,288)
(2,247)
(849)
(981)
(329)
(158)
(4,839)
(4,755)
6,090
3,841
29
237
(3,041)
(3,048)
(3,012)
(2,811)
3,078
1,030
(800)
996
2,278
2,026
2.5 cents
2.3 cents
2.5 cents
2.3 cents

The condensed consolidated statement of profit or loss is to be read in conjunction with the accompanying notes to the consolidated financial statements.

7

Coventry Group Ltd and its controlled entities Condensed consolidated statement of comprehensive income For the half year ended 31 December 2020


For the half year ended 31 December 2020
Profit/(Loss) for the half year
Other comprehensive income/(loss)
Items that may be reclassified to profit or loss:
Foreign currency translation differences
Effective portion of changes in fair value of cash flow hedges
Other comprehensive income/(loss) for the half year, net of income tax
Total comprehensive profit/(loss) for the half year
31 December
2020
31 December
2019
$’000
$’000
2,278
2,026
(34)
(89)
(324)
(212)
(358)
(301)
1,920
1,725

The condensed consolidated statement of comprehensive income is to be read in conjunction with the accompanying notes to the consolidated financial statements.

8

Coventry Group Ltd and its controlled entities Condensed consolidated statement of financial position As at 31 December 2020

Note
Assets
Cash and cash equivalents
Trade and other receivables
Inventories
Other financial assets
Other current assets
Income tax refundable
Total current assets
Other receivables
Deferred tax assets
Property, plant and equipment
4
Right-of-use assets
5
Intangible assets
6
Total non-current assets
Total assets
Liabilities
Trade and other payables
Employee benefits
Interest-bearing loans and borrowings
Lease liability
Income tax payable
Total current liabilities
Employee benefits
Other payables
Provisions
Lease liability
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
7
Reserves
Accumulated losses
Total equity

31 December
2020
30 June
2020
$’000
$’000
2,851
7,542
33,849
33,549
61,090
53,560
2,754
2,133
3,266
3,421
-
23
103,810
100,228
1,819
1,828
19,146
19,011

8,219
6,777

41,560
39,835

49,604
47,902
120,348
115,353
224,158
215,581
40,821
40,846
7,030
5,821
14,040
10,869
8,755
9,725
121
-
70,767
67,261
364
335
159
178
3,116
3,125
45,556
42,562
49,195
46,200
119,962
113,461
104,196
102,120
149,773
149,617
(3,468)
(5,388)
(42,109)
(42,109)
104,196
102,120

The condensed consolidated statement of financial position should be read in conjunction with the accompanying notes to the consolidated financial statements.

9

Coventry Group Ltd and its controlled entities Condensed consolidated statement of changes in equity For the half year ended 31 December 2020

Hedge
reserve
Translation
reserve
Other
reserve
Profit
reserve
Total
reserves
Share
capital
Accumulated
losses
Total
equity
$’000
$’000
$’000
$’000
$’000
$’000
$’000
$’000
Balance at 30 June2020 -
(1,814)
(3,574)
-
(5,388)
149,617
(42,109)
102,120
Total comprehensive
(loss)/income for the half year
Profit for the half year -
-
-
-
-
-
2,278
2,278
Other comprehensive
(loss)/income for the half
year:
Foreign currency translation
differences
-
(34)
-
-
(34)
-
-
(34)
Effective portion of changes in
fair value of cash flow hedges
(324)
-
-
-
(324)
-
-
(324)
Total other comprehensive
(loss)/income
(324)
(34)
-
-
(358)
-
-
(358)
Total comprehensive
(loss)/income for the halfyear
(324)
(34)
-
-
(358)
-
2,278
1,920
Transactions with owners,
recorded directly in equity
Share issue -
-
-
-
-
158
-
158
Share issue costs -
-
-
-
-
(2)
-
(2)
Transfer to Profit Reserve -
-
-
2,278
2,278
-
(2,278)
-
Balance at 31 December 2020
Amounts are stated net of tax
(324)
(1,848)
(3,574)
2,278
(3,468)
149,773
(42,109)
104,196




Balance at 30 June 2019
Adjustment on initial application
of AASB16, net of tax
Adjusted Balance at 1 July 2019
otal comprehensive
loss)/income for the half year
Profit for the half year
Other comprehensive
loss)/income for the half
ear:
oreign currency translation
ifferences
Effective portion of changes in
air value of cash flow hedges
Total other comprehensive
loss)/income
Total comprehensive
loss)/income for the half year
Transactions with owners,
ecorded directly in equity
Share issue
Balance at 31 December 2019
Hedge
reserve
Translation
reserve
Other
reserve
Total
reserves
Share
capital
Accumulated
losses
Total
equity
$’000
$’000
$’000
$’000
$’000
$’000
$’000
96
(1,396)
(3,574)
(4,874)
149,517
(43,613)
101,030
-
-
-
-
-
713
713
96
(1,396)
(3,574)
(4,874)
149,517
(42,900)
101,743
-
-
-
-
-
2,026
2,026
-
(89)
-
(89)
-
-
(89)
(212)
-
-
(212)
-
-
(212)
(212)
(89)
-
(301)
-
-
(301)
(212)
(89)
-
(301)
-
2,026
1,725
-
-
-
-
100
-
100
(116)
(1,485)
(3,574)
(5,175)
149,617
(40,874)
103,568

Amounts are stated net of tax

10

Coventry Group Ltd and its controlled entities Condensed consolidated statement of cash flows For the half year ended 31 December 2020

Note
Cash flows from operating activities
Cash receipts from customers
Cash paid to suppliers and employees
Cash from/ (used in) operations
Interest paid
Income taxes refunded/(paid)
Net cash from/ (used in) operating activities
Cash flows from investing activities
Proceeds from sale of property, plant and equipment
Interest received
Payments for acquisition of businesses, net of cash acquired
Acquisition of property, plant and equipment
4
Acquisition of intangible assets
6
Net cash used in investing activities
Cash flows from financing activities
Proceeds from Borrowings
Repayment of Borrowings
Repayment of Lease liabilities
Share issue costs
Net cash from/ (used in) financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the half year
Effects of movements in exchange rates on cash and cash equivalents
Cash and cash equivalents at 31 December
31 December
31 December
2020
2019
$’000
$’000
150,436
139,431
(143,743)
(131,316)
6,693
8,115
(2,649)
(3,009)
(46)
(703)
3,998
4,403
76
80
106
118
(5,699)
-
(1,806)
(1,872)
(353)
(733)
(7,676)
(2,407)
136,916
92,908
(133,745)
(93,448)
(4,067)
(3,685)
(2)
-
(898)
(4,225)
(4,576)
(2,229)
7,542
5,314
(115)
(89)
2,851
2,996

The condensed consolidated statement of cash flows is to be read in conjunction with the accompanying notes to the consolidated financial statements.

11

Coventry Group Ltd Notes to the condensed consolidated interim financial statements For the half year ended 31 December 2020

1. Significant accounting policies

Coventry Group Ltd (the “Company”) is a for profit company domiciled in Australia. The condensed consolidated interim financial statements of the Company as at and for the half year ended 31 December 2020 comprises the Company and its controlled entities (together referred to as the “Group”).

The consolidated annual financial statements of the Group as at and for the year ended 30 June 2020 are available upon request from the Company's registered office at 235 Settlement Road, Thomastown VIC 3074, Australia or at www.cgl.com.au.

The accounting policies applied in these interim financial statements are the same as those applied in the Group’s consolidated financial statements as at and for the year ended 30 June 2020.

The Group primarily is involved in the distribution of industrial products and the provision of fluid products and services.

These condensed consolidated interim financial statements were approved by the Board of Directors on 26 February 2021.

a) Statement of compliance

The condensed consolidated interim financial statements for the half year reporting period ended 31 December 2020 has been prepared in accordance with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act 2001. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 Interim Financial Reporting .

Selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in financial position and performance of the Group since the last annual consolidated financial statements as at and for the year ended 30 June 2020. The condensed consolidated interim financial statements do not include all the information required for full annual financial statements and should be read in conjunction with the consolidated annual financial statements of the Group as at and for the year ended 30 June 2020.

b) Basis of preparation

The interim report is presented in Australian Dollars. The interim report is prepared on the historical cost basis except share-based payments and derivative financial instruments which are stated at their fair value.

The Group is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors' Reports) Instrument 2016/191 dated 24 March 2016 and in accordance with that instrument, amounts in the half year financial report have been rounded off to the nearest thousand dollars, unless otherwise stated.

c) Judgements and estimates

In preparing these consolidated financial statements, management has made judgements, estimates and assumptions that affect the application of the Group's accounting policies and the reported amounts of assets, liabilities, income and expense. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to estimates are recognised prospectively.

The significant judgements made by management in applying the Group's accounting policies, and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 30 June 2020.

12

Coventry Group Ltd Notes to the condensed consolidated interim financial statements For the half year ended 31 December 2020

1. Significant accounting policies (continued)

d) Going concern

In preparing the half year financial report, the Directors have made an assessment of the ability of the Group to continue as a going concern, which contemplates the continuity of business operations, realisation of assets and settlement of liabilities in the ordinary course of business and at the amounts stated in the half year financial report. The Directors have a reasonable expectation that the Group will have adequate resources to continue to meet its obligations as they fall due.

2. Segment information

a) Description of segments

The Group has reportable segments as described below. For each of the strategic operating segments, the CEO reviews internal management accounts on a monthly basis. The following summary describes the operations of each of the Group’s reportable operating segments:

Includes the importation, distribution and marketing of industrial fasteners, industrial hardware supplies Trade Distribution and associated products and cabinet making hardware. Includes the design, manufacture, distribution, installation and maintenance of lubrication and hydraulic Fluid Systems fluid systems and hoses. This segment includes the acquisition of H.I.S Hose from 1 December 2020 (refer to Note 3).

b) Information about reportable segments

Information regarding the results of each reportable segment is included below.

31 December 2020
Segment revenue
Inter-segment revenue
Revenue from external customers
Timing of revenue recognition at
point in time
over time
Underlying EBITDA
Depreciation and amortisation
Underlying EBIT
Trade
Distribution
Fluid Systems
Other business
units and
consolidation
adjustments
Total reportable
segments
$’000
$’000
$’000
$’000
82,516
55,662
(61)
138,117
-
-
-
82,516
55,662
(61)
138,117
82,516
55,662
(61)
138,117
-
-
-
82,516
55,662
(61)
138,117
5,655
6,715
(5,364)
7,006
307
359
657
1,323
5,348
6,356
(6,021)
5,683

13

Coventry Group Ltd Notes to the condensed consolidated interim financial statements For the half year ended 31 December 2020

2. Segment information (continued)

b) Information about reportable segments (continued)

31 December 2019
Segment revenue
Inter-segment revenue
Revenue from external customers
Timing of revenue recognition at
point in time
over time
Underlying EBITDA
Depreciation and amortisation
Underlying EBIT
Trade
Distribution
Fluid Systems
Other business
units and
consolidation
adjustments
Total reportable
segments
$’000
$’000
$’000
$’000
76,577
45,956
-
122,533
-
-
-
-
76,577
45,956
-
122,533
76,577
45,956
-
122,533
-
-
-
-
76,577
45,956
-
122,533
3,861
5,121
(4,992)
3,990
297
323
799
1,419
3,564
4,798
(5,791)
2,571

c) Other segment information

i. Segment Revenue A reconciliation of segment revenue to total revenue from sale of goods in the Condensed consolidated statement of profit or loss is provided as follows:

Total segment revenue
Foreign exchange translation variance
Total revenue
2020
2019
$’000
$’000
138,117
122,533
(341)
104
137,776
122,637
  • ii. Segment Operating Profit/(Loss)

The performance of the Group’s reportable segments is based on Underlying EBIT (Earnings before Interest and Tax). This measurement basis excludes the effects of interest on external borrowings, income tax expense, significant items and the effects of AASB16 Leases . A reconciliation of Underlying EBIT to operating profit/(loss) in the condensed consolidated statement of profit or loss is provided as follows:

Total segment Underlying EBIT
Foreign exchange translation variance
Restructuring and other significant costs
Net financing expense, excluding interest on lease liabilities (AASB16)
Income tax expense
Impact of AASB16
Depreciation of Right-of-use Assets
Net Interest on lease liabilities and sub-lease investment
Reversal of net rent and lease payments and receivables
Income tax benefit
Foreign Exchange translation
Total operating profit (loss)
2020
2019
$’000
$’000
5,683
2,571
(22)
9
(329)
(158)
(698)
(576)
(1,267)
(215)
(4,262)
(4,377)
(2,314)
(2,254)
5,020
5,796
467
1,211
-
19
2,278
2,026

14

Coventry Group Ltd Notes to the condensed consolidated interim financial statements For the half year ended 31 December 2020

3. Business combination

On the 1 December 2020, the Group acquired the business and assets of H.I.S Hose Pty Ltd, a Victorian based supplier of industrial hose, fittings, flexible ducting and associated equipment including pneumatic and hydraulic components.

H.I.S Hose represents a compelling acquisition opportunity that is consistent with the Group’s growth strategy and satisfies all the Group’s key acquisition criteria.

Details of the purchase consideration, the net assets acquired and goodwill are as follows:

Purchase consideration
Cash paid
Total purchase consideration
The provisional fair value of the identifiable assets and liabilities recognised at acquisition date are as follows:
Inventories
Prepayments
Property, plant and equipment (note 4)
Net deferred tax assets
Right-of-use assets (note 5)
Employee benefit obligations
Lease liabilities
Net identifiable assets acquired(ii)
Add: Goodwill on acquisition (note 6)(iii)
Purchase consideration
$’000
4,641
4,641
Provisional
fair value
$’000
2,798
13
321
214
1,124
(713)
(1,124)
2,633
2,008
4,641

(i) Related costs

The total of $160,000 in transaction costs was incurred during the acquisition process. $152,000 was incurred during the previous financial year, with $8,000 of transaction costs being expensed through the condensed consolidated statement of profit or loss.

(ii) Provisional assessment

The net assets recognised in the financial statements are based on a provisional assessment of fair value at reporting date.

(iii) Goodwill

The goodwill is attributable to H.I.S Hose’s strategic compliment to the Fluid segment along with historic strong profit performance. This acquisition offers tangible synergies that will benefit the Group’s Fluid Systems business including procurement cost savings and knowledge transfer and provides further diversification into non-mining markets and expanded geographical coverage in Victoria. Refer to note 6 for changes in goodwill as a result of the acquisition.

(iv) Revenue and profit contribution

The acquired business contributed revenues of $802,000 and net profit of $19,000 to the Group for the period from 1 December 2020 to 31 December 2020 (one month trading). If the acquisition had occurred on 1 July 2020, Group consolidated revenue and consolidated profit after tax for the half year ended 31 December 2020 would have been $142,433,000 and $2,563,000 respectively.

15

Coventry Group Ltd Notes to the condensed consolidated interim financial statements For the half year ended 31 December 2020

4. Property, plant and equipment

Cost at 1 July 2020
Accumulated depreciation at 1 July 2020
Carrying amounts at 1 July 2020
Additions
Acquisitions through business combinations (note 3)
Depreciation for the period
Disposals
Effects of movements in foreign exchange
Carrying amount at 31 December 2020
Plant and
equipment
$’000
46,573
(39,796)
6,777
1,806
321
(664)
(25)
4
8,219

5. Right-of-use assets

.
Right-of-use assets
Carrying amounts at 1 July 2020
Additions
Acquisitions through business combination (note 3)
Terminations
Lease reassessments
Depreciation for the period
Effect of movements in foreign exchange
Carrying amount at 31 December 2020
Property
Vehicles
Total
$’000
$’000
$’000
35,591
4,244
39,835
3,240
250
3,490
1,124
-
1,124
-
(33)
(33)
1,399
(11)
1,388
(3,294)
(968)
(4,262)
17
1
18
38,077
3,483
41,560

6. Intangible assets

Carrying amounts at 1 July 2020
Additions
Acquisitions through business combinations
(note 3)
Amortisation for the period
Carrying amounts at 31 December 2020
Goodwill
Brand
names
Customer
relationships
Computer
software
Total
$’000
$’000
$’000
$’000
$’000
26,395
11,376
5,289
4,842
47,902
-
-
-
353
353
2,008
-
-
-
2,008
-
-
(306)
(353)
(659)
28,403
11,376
4,983
4,842
49,604

7. Capital and reserves

Share capital

In July 2020, 1,424,504 performance rights were granted in accordance with the Executive and Director Incentive Plan.

In September 2020, 202,501 performance rights issued in accordance with the Executive and Director Incentive Plan were converted to ordinary shares.

Dividends

No dividends have been declared or paid for the half year ended 31 December 2020 (31 December 2019: $Nil).

16

Coventry Group Ltd Notes to the condensed consolidated interim financial statements For the half year ended 31 December 2020

8. Events occurring after the reporting period

Other than the matters outlined elsewhere in the Group’s half year financial statements, no matters or circumstances have arisen since the end of the financial year that have significantly affected, or may significantly affect, the operations, results of operations or state of affairs on the Group in subsequent accounting periods.

17

Coventry Group Ltd and its controlled entities Directors’ Declaration

In the opinion of the Directors of Coventry Group Ltd (“the Group”):

  1. the condensed consolidated interim financial statements and notes, set out on pages 7 to 17, are in accordance with the Corporations Act 2001, including:

  2. a) giving a true and fair view of the Group’s financial position as at 31 December 2020 and of their performance, for the half year ended on that date; and

  3. b) complying with Australian Accounting Standards AASB 134 ‘Interim Financial Reporting’ and the Corporations Regulations 2001; and

  4. there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable.

This declaration is made in accordance with a resolution of Directors.

==> picture [69 x 42] intentionally omitted <==

N.G. CATHIE Chairman Melbourne 25 February 2021

==> picture [107 x 43] intentionally omitted <==

R.J. BULLUSS Chief Executive Officer and Managing Director Melbourne 25 February 2021

18

==> picture [92 x 68] intentionally omitted <==

Independent Auditor’s Review Report

To the shareholders of Coventry Group Ltd

Report on the Half-year Financial Report

Conclusion

We have reviewed the accompanying Halfyear Financial Report of Coventry Group Ltd.

Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the Half-year Financial Report of Coventry Group Ltd does not comply with the Corporations Act 2001 , including:

  • [giving a true and fair view of the ] [Group’s ] financial position as at 31 December 2020 and of its performance for the Half-year ended on that date; and

  • [complying with ] [Australian Accounting ] Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

The Half-year Financial Report comprises:

  • [Condensed consolidated statement of financial ] position as at 31 December 2020

  • [Condensed consolidated statement of profit or loss, ] Condensed consolidated statement of comprehensive income, Condensed consolidated statement of changes in equity and Condensed consolidated statement of cash flows for the Half-year ended on that date

  • [Notes 1 to 8 comprising a summary of significant ] accounting policies and other explanatory information

  • [The Directors’ Declaration. ]

The Group comprises Coventry Group Ltd (the Company) and the entities it controlled at the Half-year’s end or from time to time during the Half-year.

19

KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated with KPMG International Limited, a private English company limited by guarantee. All rights reserved. The KPMG name and logo are trademarks used under license by the independent member firms of the KPMG global organisation. Liability limited by a scheme approved under Professional Standards Legislation

==> picture [73 x 54] intentionally omitted <==

Basis for Conclusion

We conducted our review in accordance with ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity . Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Half-year Financial Report section of our report.

We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the annual financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.

Responsibilities of the Directors for the Half-year Financial Report

The Directors of the Company are responsible for:

  • the preparation of the Half-year Financial Report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001

  • such internal control as the Directors determine is necessary to enable the preparation of the Half-year Financial Report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

Auditor’s Responsibilities for the Review of the Half-year Financial Report

Our responsibility is to express a conclusion on the Half-year Financial Report based on our review. ASRE 2410 requires us to conclude whether we have become aware of any matter that makes us believe that the Half-year Financial Report does not comply with the Corporations Act 2001 including giving a true and fair view of the Group’s financial position as at 31 December 2020 and its performance for the Half-year ended on that date, and complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 .

A review of a Half-year Financial Report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

==> picture [73 x 25] intentionally omitted <==

KPMG

==> picture [96 x 57] intentionally omitted <==

J Carey Partner Melbourne 25 February 2021

20