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EBOS GROUP LIMITED — Interim / Quarterly Report 2021
Feb 16, 2021
64813_rns_2021-02-16_c98851bc-6c29-4290-801e-1da30073607e.pdf
Interim / Quarterly Report
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EBOS GROUP LIMITED APPENDIX 4D
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Interim Report for the Six Months Ended 31 December 2020 RESULTS FOR ANNOUNCEMENT TO THE MARKET
The following information is presented in accordance with ASX listing rule 4.2A.3 and should be read in conjunction with the attached EBOS Group Limited condensed consolidated interim unaudited financial statements for the six months ended 31 December 2020.
1. DETAILS OF THE REPORTING PERIOD AND THE PREVIOUS CORRESONDING PERIOD
Current period: Previous corresponding period
Six months ended 31 December 2020 Six months ended 31 December 2019
This report and the attached condensed consolidated interim unaudited financial statements are presented in Australian dollars, being the Group’s presentation currency.
2. RESULTS FOR ANNOUNCEMENT TO THE MARKET
| Group Results | 31 December 2020 | 31 December 2019 | Change |
|---|---|---|---|
| (Unaudited) | AUD $000 | AUD $000 | % |
| Revenue | 4,653,298 | 4,376,127 | 6.3% |
| Earnings before depreciation, amortisation, net | |||
| finance costs and tax expense (EBITDA) | 182,219 | 167,205 | 9.0% |
| Depreciation and amortisation | (36,309) | (35,850) | 1.3% |
| Earnings before interest and tax (EBIT) | 145,910 | 131,355 | 11.1% |
| Profit before tax (PBT) | 131,859 | 115,928 | 13.7% |
| Net profit after tax (NPAT) | 92,969 | 81,922 | 13.5% |
| Net profit after tax (NPAT) attributable to owners | |||
| of the Company | 92,865 | 81,680 | 13.7% |
| Weighted average number of shares | 163,280 | 161,266 | 1.2% |
| Basic EPS – (CPS) | 56.9 | 50.6 | 12.3% |
| Net tangible asset backing per ordinary share – ($) | ($0.75) | ($1.26) | |
| Underlying EBITDA | |||
| (refer reconciliation below) | 184,140 | 168,445 | 9.3% |
| Underlying EBIT | |||
| (refer reconciliation below) | 147,831 | 132,595 | 11.5% |
| Underlying Net profit after tax (NPAT) | |||
| attributable to the owners of the Company | |||
| (refer reconciliation below) | 94,346 | 82,649 | 14.2% |
| Underlying EPS – (CPS) | 57.8 | 51.3 | 12.7% |
1
EBOS GROUP LIMITED APPENDIX 4D
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| Dividends | Amount per NZ Cents Per | Franked amount per |
|---|---|---|
| Share | security to 30% tax rate | |
| Interim dividend payable 18 March 2021 | 42.5c | 100% |
| Interim dividend – previous corresponding | ||
| period | 37.5c | 100% |
| Key dates for the 2021 Interim Dividend | ||
| Ex-dividend date | 4 March 2021 | |
| Record date | 5 March 2021 | |
| (5.00pm NZDT) | ||
| Dividend payment date | 18 March 2021 | |
| Other Comments |
The interim dividend will be imputed to 25% for New Zealand tax resident shareholders, and a supplementary dividend paid to eligible non-resident shareholders.
3. RECONCILIATION OF REPORTED TO UNDERLYING EARNINGS
| Reconciliation of Reported vs Underlying | 31 December 2020 | 31 December 2019 | Change |
|---|---|---|---|
| Earnings | AUD $000 | AUD $000 | % |
| (Unaudited) | |||
| Reported EBITDA | 182,219 | 167,205 | 9.0% |
| Add back one-off costs incurred during the period1 | 1,921 | 1,240 | 54.9% |
| Underlying EBITDA | 184,140 | 168,445 | 9.3% |
| Reported EBIT | 145,910 | 131,355 | 11.1% |
| Add back one-off costs incurred during the period1 | 1,921 | 1,240 | 54.9% |
| Underlying EBIT | 147,831 | 132,595 | 11.5% |
| Reported Net Profit after Tax (NPAT) attributable | |||
| to owners of the Company | 92,865 | 81,680 | 13.7% |
| Add back one-off costs incurred during the period1 | |||
| (net of tax and after non-controlling interests) | 1,481 | 969 | 52.8% |
| Underlying Net Profit after Tax (NPAT) | |||
| attributable to owners of the Company | 94,346 | 82,649 | 14.2% |
1 The six months to 31 December 2020 one-off costs comprise merger and acquisition transaction costs of $1.9m (2019: $1.2m) on a pre-tax basis ($1.5m (2019: $1.0m) on a post-tax basis).
Underlying EBITDA, Underling EBIT and Underlying Net Profit after Tax attributable to the owners of the Company are non-GAAP measures, which adjust for the effects of one-off costs.
For supplementary comments on the Group’s financial results refer to the Results Presentation, Letter to Shareholders and Media Release issued 17 February 2021.
2
EBOS GROUP LIMITED APPENDIX 4D
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4. ENTITIES ACQUIRED
There were no material acquisitions or disposals during the six months ended 31 December 2020. Details of immaterial acquisitions undertaken during the period have been disclosed, in aggregated, in Note 10 of the attached condensed consolidated interim unaudited financial statements
5. DIVIDENDS PAID AND DECLARED
| Group Results | Amount | Amount | Total | |
|---|---|---|---|---|
| (Unaudited) | Per Share | Per Share | Amount | Date Paid / |
| (NZ$ Cents) | (A$ Cents) | ($) | Payable | |
| Dividends declared in respect of | ||||
| the year ending 30 June 2021 | ||||
| 2021 interim dividend | 42.5 cents | 39.9 cents | $65,460,000 | 18 March 2021 |
| Dividends paid attributable to the | ||||
| year ended 30 June 2020 | ||||
| 2020 interim dividend | 37.5 cents | 35.9 cents | 57,763,000 | 3 April 2020 |
| 2020 final dividend | 40.0 cents | 36.5 cents | 59,225,000 | 9 October 2020 |
| 77.5 cents | 72.4 cents | 116,988,000 |
Dividends are approved by the Board in New Zealand dollars. Dividends recognised in the Statement of Changes in Equity are converted from New Zealand dollars to Australian dollars at the exchange rate applicable on the date the dividend was approved. Unrecognised dividends are converted at the exchange rate applicable on the reporting date.
6. DIVIDEND REINVESTMENT PLAN
The Company's dividend reinvestment plan ('DRP') will not be available for the FY21 interim dividend.
7. ASSOCIATES AND JOINT VENTURES
The Group equity accounted the following associate entities at 31 December 2020.
| Name of business | Proportion of shares and voting rights |
|---|---|
| Animates NZ Holdings Limited | 50.00% |
| Good Price Pharmacy Franchising Pty Limited | 44.18% |
| Good Price Pharmacy Management Pty Limited | 44.18% |
Income from the individual Associates has not been separately disclosed as it is considered immaterial. Total income from Investments in Associates for the six months ended 31 December 2020 was $2,855,000 (2019: $1,632,000).
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EBOS GROUP LIMITED APPENDIX 4D
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8. FOREIGN ENTITIES
The condensed consolidated interim unaudited financial statements are presented in Australian dollars and comply with International Financial Reporting Standards (“IFRS”).
9. INDEPENDENT AUDIT REVIEW
The condensed consolidated interim financial statements have been reviewed by an independent auditor, and the auditor has given an unmodified review opinion.
4
EBOS GROUP LIMITED
INTERIM REPORT FOR THE SIX MONTHS ENDED 31 DECEMBER 2020
| EBOS GROUP LIMITED | |
|---|---|
| INTERIM REPORT 2021 | |
| CONTENTS | Page |
| Summary of Consolidated Financial Highlights | 1 |
| Shareholder Calendar | 1 |
| Auditor’s Independent Review Report | 2 |
| Condensed Consolidated Income Statement | 3 |
| Condensed Consolidated Statement of Comprehensive Income | 4 |
| Condensed Consolidated Statement of Changes in Equity | 5 |
| Condensed Consolidated Balance Sheet | 8 |
| Condensed Consolidated Cash Flow Statement | 9 |
| Notes to the Condensed Consolidated Interim Financial Statements | 10 |
| Directory | 20 |
EBOS GROUP LIMITED
INTERIM REPORT 2021
SUMMARY OF CONSOLIDATED FINANCIAL HIGHLIGHTS
| Six months 31 Dec 20 A$’000 (unaudited) Six months 31 Dec 19 A$’000 (unaudited) |
Year ended 30 Jun 20 A$’000 (audited) |
|---|---|
| Revenue 4,653,298 4,376,127 Profit before net finance costs, tax expense, depreciation and amortisation (EBITDA) 182,219 167,205 Earnings before interest and tax expense (EBIT) 145,910 131,355 Profit before income tax expense 131,859 115,928 Profit for the period 92,969 81,922 Profit for the period attributable to owners of the Company 92,865 81,680 Equity attributable to owners of the Company 1,380,890 1,284,757 Earnings per share 56.9c 50.6c Interim dividend per share (New Zealand dollars) 42.5c 37.5c |
8,765,540 333,599 260,453 230,057 161,516 162,518 1,314,947 100.6c 37.5c |
SHAREHOLDER CALENDAR
Interim dividend record date Interim dividend payable Release of 2021 full year results Annual General Meeting
5 March 2021 18 March 2021 18 August 2021 19 October 2021
1
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Independent Auditor’s Review Report To The Shareholders Of EBOS Group Limited
Conclusion
We have reviewed the condensed consolidated interim financial statements (‘interim financial statements’) of EBOS Group Limited and its subsidiaries (‘the Group’) which comprise the condensed consolidated balance sheet as at 31 December 2020, and the condensed consolidated income statement, condensed consolidated statement of comprehensive income, condensed consolidated statement of changes in equity and condensed consolidated cash flow statement for the six months ended on that date, and a summary of significant accounting policies and other explanatory information on pages 3 to 19.
Based on our review, nothing has come to our attention that causes us to believe that the condensed consolidated interim financial statements of the Group do not present fairly, in all material respects, the financial position of the Group as at 31 December 2020 and its financial performance and cash flows for the six months ended on that date in accordance with NZ IAS 34 Interim Financial Reporting and IAS 34 Interim Financial Reporting .
Basis for Conclusion
We conducted our review in accordance with NZ SRE 2410 (Revised) Review of Financial Statements Performed by the Independent Auditor of the Entity (‘NZ SRE 2410 (Revised)’). Our responsibilities are further described in the Auditor’s Responsibilities for the Review of the Interim Financial Statements section of our report.
We are independent of the Group in accordance with the relevant ethical requirements in New Zealand relating to the audit of the annual financial statements, and we have fulfilled our other ethical responsibilities in accordance with these requirements.
Our firm carries out other assignments for the Group in the area of taxation compliance services. These services have not impaired our independence as auditor of the Company. In addition to this, partners and employees of our firm deal with the Group on normal terms within the ordinary course of trading activities of the business of the Group. The firm has no other relationship with, or interest in, the Group.
Directors’ responsibilities for the interim financial statements
The directors are responsible on behalf of the Company for the preparation and fair presentation of the interim financial statements in accordance with NZ IAS 34 Interim Financial Reporting and IAS 34 Interim Financial Reporting and for such internal control as the directors determine is necessary to enable the preparation and fair presentation of the condensed consolidated interim financial statements that are free from material misstatement, whether due to fraud or error.
Auditor’s responsibilities for the review of the interim financial statements
Our responsibility is to express a conclusion on the interim financial statements based on our review. NZ SRE 2410 (Revised) requires us to conclude whether anything has come to our attention that causes us to believe that the condensed consolidated interim financial statements, taken as a whole, are not prepared, in all material respects, in accordance with NZ IAS 34 Interim Financial Reporting and IAS 34 Interim Financial Reporting .
A review of the condensed consolidated interim financial statements in accordance with NZ SRE 2410 (Revised) is a limited assurance engagement. We perform procedures, primarily consisting of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. The procedures performed in a review are substantially less than those performed in an audit conducted in accordance with International Standards on Auditing (New Zealand) and consequently do not enable us to obtain assurance that we might identify in an audit. Accordingly we do not express an audit opinion on the condensed consolidated interim financial statements.
Restriction on use
This report is made solely to the company’s shareholders, as a body. Our review has been undertaken so that we might state to the company’s shareholders those matters we are required to state to them in a review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company’s shareholders as a body, for our engagement, for this report, or for the conclusions we have formed.
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Mike Hawken, Partner for Deloitte Limited Christchurch, New Zealand 16 February 2021
2
EBOS GROUP LIMITED CONDENSED CONSOLIDATED INCOME STATEMENT
For the six months ended 31 December 2020
| Notes Revenue 2(a) Income from associates Profit before net finance costs, tax expense, depreciation and amortisation (EBITDA) Depreciation 2(b) Amortisation of finite life intangibles 2(b) Earnings before interest and tax expense (EBIT) Finance income Finance costs – borrowings Finance costs – leases Profit before income tax expense Income tax expense Profit for theperiod Profit for the period attributable to: Owners of the Company Non-controllinginterests Earnings per share Basic (cents per share) Diluted (cents per share) |
Six months 31 Dec 20 A$’000 (unaudited) 4,653,298 2,855 182,219 (30,262) (6,047) 145,910 292 (10,456) (3,887) 131,859 (38,890) 92,969 92,865 104 92,969 56.9 56.9 |
Six months 31 Dec 19 A$’000 (unaudited) 4,376,127 1,632 167,205 (27,619) (8,231) 131,355 761 (12,291) (3,897) 115,928 (34,006) 81,922 81,680 242 81,922 50.6 50.6 |
Year ended 30 Jun 20 A$’000 (audited) |
|---|---|---|---|
| 8,765,540 3,355 333,599 (56,870) (16,276) |
|||
| 260,453 1,387 (23,657) (8,126) |
|||
| 230,057 (68,541) |
|||
| 161,516 | |||
| 162,518 (1,002) |
|||
| 161,516 | |||
| 100.6 100.6 |
3
EBOS GROUP LIMITED CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the six months ended 31 December 2020
| Profit for the period Other comprehensive income Items that may be reclassified subsequently to profit or loss: Cash flow hedge (losses) Related income tax Movement in foreign currencytranslation reserve Items that will not be reclassified subsequently to profit or loss: Movement on equity instruments fair valued through other comprehensive income Total comprehensive income net of tax Total comprehensive income for the period is attributable to: Owners of the Company Non-controllinginterests |
Six months 31 Dec 20 A$’000 (unaudited) 92,969 (539) 155 (13) (397) (847) 91,725 91,621 104 91,725 |
Six months 31 Dec 19 A$’000 (unaudited) 81,922 (218) 64 3,031 2,877 (2,778) 82,021 81,779 242 82,021 |
Year ended 30 Jun 20 A$’000 (audited) |
|---|---|---|---|
| 161,516 (2,414) 766 (7,378) |
|||
| (9,026) 926 |
|||
| 153,416 | |||
| 154,418 (1,002) |
|||
| 153,416 |
4
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six months ended 31 December 2020
| Notes Six months ended 31 December 2019 (unaudited): Opening balance Profit for the period Other comprehensive income for the period, net of tax Payment of dividends 4 Share based payments Dividends reinvested 3 Employee LTI shares exercised 3 Balance at 31 December 2019 |
Share capital A$’000 931,811 - - - - 9,301 6,353 947,465 |
Share based payments reserve A$’000 3,937 - - - 1,371 - - 5,308 |
Foreign currency translation reserve A$’000 (10,792) - 3,031 - - - - (7,761) |
Retained earnings A$’000 323,635 81,680 - (56,378) - - - 348,937 |
Equity instruments fair valued through other comprehensive income reserve A$’000 (1,054) - (2,778) - - - - (3,832) |
Cash flow hedge reserve A$’000 (5,206) - (154) - - - - (5,360) |
Non- controlling interests A$’000 (3,071) 242 - - - - - (2,829) |
Total A$’000 |
|---|---|---|---|---|---|---|---|---|
| 1,239,260 81,922 99 (56,378) 1,371 9,301 6,353 |
||||||||
| 1,281,928 |
5
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Continued)
For the six months ended 31 December 2020
| Notes Year ended 30 June 2020 (audited): Opening balance Profit for the period Other comprehensive income for the period, net of tax Payment of dividends 4 Share based payments Dividends reinvested 3 Employee LTI shares exercised 3 Employee share plan shares issued 3 Employee share issue costs 3 Balance at 30 June 2020 |
Share capital A$’000 931,811 - - - - 23,032 6,353 358 (68) 961,486 |
Share based payments reserve A$’000 3,937 - - - 2,664 - - - - 6,601 |
Foreign currency translation reserve A$’000 (10,792) - (7,378) - - - - - - (18,170) |
Retained earnings A$’000 323,635 162,518 - (114,141) - - - - - 372,012 |
Equity instruments fair valued through other comprehensive income reserve A$’000 (1,054) - 926 - - - - - - (128) |
Cash flow hedge reserve A$’000 (5,206) - (1,648) - - - - - - (6,854) |
Non- controlling interests A$’000 (3,071) (1,002) - - - - - - - (4,073) |
Total A$’000 |
|---|---|---|---|---|---|---|---|---|
| 1,239,260 161,516 (8,100) (114,141) 2,664 23,032 6,353 358 (68) |
||||||||
| 1,310,874 |
6
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Continued)
For the six months ended 31 December 2020
| Notes Six months ended 31 December 2020 (unaudited): Opening balance Profit for the period Other comprehensive income for the period, net of tax Payment of dividends 4 Share based payments Dividends reinvested 3 Employee LTI shares exercised 3 Employee share plan shares issued 3 Employee share issue costs 3 Balance at 31 December 2020 |
Share capital A$’000 961,486 - - - - 27,553 3,056 825 (70) 992,850 |
Share based payments reserve A$’000 6,601 - - - 2,183 - - - - 8,784 |
Foreign currency translation reserve A$’000 (18,170) - (13) - - - - - - (18,183) |
Retained earnings A$’000 372,012 92,865 - (59,225) - - - - - 405,652 |
Equity instruments fair valued through other comprehensive income reserve A$’000 (128) - (847) - - - - - - (975) |
Cash flow hedge reserve A$’000 (6,854) - (384) - - - - - - (7,238) |
Non- controlling interests A$’000 (4,073) 104 - - - - - - - (3,969) |
Total A$’000 |
|---|---|---|---|---|---|---|---|---|
| 1,310,874 92,969 (1,244) (59,225) 2,183 27,553 3,056 825 (70) |
||||||||
| 1,376,921 |
7
EBOS GROUP LIMITED CONDENSED CONSOLIDATED BALANCE SHEET
As at 31 December 2020
| Notes Current assets Cash and cash equivalents Trade and other receivables Prepayments Inventories Current tax refundable Other financial assets – derivatives 8 Total current assets Non-current assets Property, plant and equipment Capital work in progress Prepayments Deferred tax assets Goodwill 10 Indefinite life intangibles Finite life intangibles Right of use assets Investment in associates Other financial assets Total non-current assets Total assets Current liabilities Trade and other payables Bank loans 7 Lease liabilities Current tax payable Employee benefits Other financial liabilities – derivatives 8 Total current liabilities Non-current liabilities Bank loans 7 Lease liabilities Trade and other payables Deferred tax liabilities Employee benefits Total non-current liabilities Total liabilities Net assets Equity Share capital 3 Share based payments reserve Foreign currency translation reserve Retained earnings Equity instruments fair valued through other comprehensive income Cash flow hedge reserve Equityattributable to owners of the company Non-controllinginterests Total equity |
31 Dec 20 A$’000 (unaudited) 294,076 1,098,930 18,832 759,360 1,574 - 2,172,772 169,049 5,930 160 131,025 993,941 122,716 42,145 210,156 44,229 10,266 1,729,617 3,902,389 1,481,764 327,856 35,324 22,357 45,275 13,059 1,925,635 275,000 191,197 3,315 122,611 7,710 599,833 2,525,468 1,376,921 992,850 8,784 (18,183) 405,652 (975) (7,238) 1,380,890 (3,969) 1,376,921 |
31 Dec 19 A$’000 (unaudited) 274,420 1,107,458 12,496 728,726 13,774 - 2,136,874 172,992 12,343 517 125,712 966,763 123,856 41,870 228,408 42,607 7,008 1,722,076 3,858,950 1,458,159 202,189 34,737 20,375 35,071 10,324 1,760,855 464,209 205,999 3,355 135,715 6,889 816,167 2,577,022 1,281,928 947,465 5,308 (7,761) 348,937 (3,832) (5,360) 1,284,757 (2,829) 1,281,928 |
30 Jun 20 A$’000 (audited) |
|---|---|---|---|
| 244,778 1,022,587 12,484 737,699 2,177 109 |
|||
| 2,019,834 | |||
| 173,704 5,783 327 131,039 969,623 122,500 43,792 222,931 46,679 10,578 |
|||
| 1,726,956 | |||
| 3,746,790 | |||
| 1,413,914 246,921 33,846 17,505 42,774 12,629 |
|||
| 1,767,589 | |||
| 324,916 203,300 3,988 128,825 7,298 |
|||
| 668,327 | |||
| 2,435,916 | |||
| 1,310,874 | |||
| 961,486 6,601 (18,170) 372,012 (128) (6,854) |
|||
| 1,314,947 | |||
| (4,073) | |||
| 1,310,874 |
8
EBOS GROUP LIMITED
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
For the six months ended 31 December 2020
| Notes Cash flows from operating activities Receipts from sale of goods and services Interest received Dividends received from associates Payments for purchase of goods and services Taxes paid Interestpaid Net cash inflow from operating activities 5 Cash flows from investing activities Sale of property, plant and equipment Purchase of property, plant and equipment Payments for capital work in progress Payments for intangible assets Investment in associates Acquisition of subsidiaries 10 Investment in other financial assets Net cash (outflow) from investing activities Cash flows from financing activities Proceeds from issue of shares 3 Proceeds from borrowings Repayment of borrowings Repayment of lease liabilities Dividendspaid to equityholders ofparent Net cash (outflow)/inflow from financing activities Net increase in cash held Effect of exchange rate fluctuations on cash held Net cash and cash equivalents at beginningofperiod Net cash and cash equivalents at end ofperiod |
Six months 31 Dec 20 A$’000 (unaudited) 4,649,732 292 5,477 (4,501,207) (41,205) (14,343) 98,746 77 (6,191) (1,720) (2,312) - (22,936) (497) (33,579) 31,364 62,420 (31,740) (17,424) (61,147) (16,527) 48,640 658 244,778 294,076 |
Six months 31 Dec 19 A$’000 (unaudited) 4,204,450 761 315 (4,082,531) (32,579) (16,188) 74,228 346 (5,429) (6,018) (2,583) - (30,261) - (43,945) 15,654 132,972 - (15,451) (55,508) 77,667 107,950 (150) 166,620 274,420 |
Year ended 30 Jun 20 A$’000 (audited) |
|---|---|---|---|
| 8,725,652 1,387 630 (8,397,655) (69,037) (31,785) |
|||
| 229,192 369 (18,310) (5,918) (5,053) (3,694) (40,868) 143 |
|||
| (73,331) 29,675 40,630 (1,236) (31,957) (111,834) |
|||
| (74,722) 81,139 (2,981) 166,620 |
|||
| 244,778 |
9
EBOS GROUP LIMITED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the six months ended 31 December 2020
1. FINANCIAL STATEMENTS
These unaudited condensed consolidated interim financial statements have been prepared in accordance with New Zealand Generally Accepted Accounting Practice (“NZGAAP”). They comply with the New Zealand Equivalent to International Accounting Standard 34 (NZ IAS 34) Interim Financial Reporting and International Accounting Standard IAS 34.
EBOS Group Limited (‘the Company’) is a profit-oriented company incorporated in New Zealand, registered under the Companies Act 1993 and dual listed on both the New Zealand Stock Exchange and the Australian Securities Exchange.
The Company is a Tier 1 for-profit entity in terms of the New Zealand External Reporting Board Standard A1.
The Company is a FMC reporting entity for the purposes of the Financial Markets Conduct Act 2013, and its financial statements comply with this Act.
These financial statements should be read in conjunction with the financial statements and related notes included in the Group’s Annual Report for the year ended 30 June 2020.
The accounting policies adopted are consistent with those of the previous year.
The information is presented in thousands of Australian dollars unless otherwise stated.
2. PROFIT FROM OPERATIONS
| (a) | Revenue Community Pharmacy Institutional Healthcare Contract Logistics Services Contract Logistics Sales Consumer Products Interdivisional eliminations Healthcare Animal Care |
Six months 31 Dec 20 A$’000 (unaudited) 2,683,823 1,360,648 42,886 354,384 52,062 (84,284) 4,409,519 243,779 4,653,298 |
Six months 31 Dec 19 A$’000 (unaudited) 2,561,903 1,252,258 36,225 310,148 57,905 (52,935) 4,165,504 210,623 4,376,127 |
Year ended 30 Jun 20 A$’000 (audited) |
|---|---|---|---|---|
| 5,090,153 2,565,111 74,107 638,149 115,438 (142,530) |
||||
| 8,340,428 425,112 |
||||
| 8,765,540 |
10
EBOS GROUP LIMITED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2020
2. PROFIT FROM OPERATIONS (Continued)
| (b) | Six months 31 Dec 20 A$’000 (unaudited) (1,921) (4,160,581) (4,157) (412) (10,387) (19,875) (6,047) (2,278) (48) (163,075) (9,013) (132,449) (4,510,243) |
Six months 31 Dec 19 A$’000 (unaudited) (1,240) (3,924,743) (1,976) (617) (9,480) (18,139) (8,231) (2,515) (45) (145,443) (8,578) (125,397) (4,246,404) |
Year ended 30 Jun 20 A$’000 (audited) (2,600) (7,843,282) (4,450) (1,095) (19,523) (37,347) (16,276) (5,091) (419) (302,535) (17,222) (258,602) |
|||
|---|---|---|---|---|---|---|
| Profit before income tax expense Profit before income tax has been arrived at after charging the following expenses by nature: One-off items (1) Cost of sales Write-down of inventory Impairment loss on trade and other receivables Depreciation of property, plant and equipment Depreciation on right of use assets Amortisation of finite life intangibles Operating lease and rental expenses Donations Employee benefit expense Defined contribution plan expense Other expenses Total expenses |
||||||
| (8,508,442) |
(1) One-off items comprise merger and acquisition costs.
3. SHARE CAPITAL
| No. ’000 162,864 - 1,233 37 - - 164,134 |
Six months 31 Dec 20 A$’000 (unaudited) 961,486 - 27,553 825 (70) 3,056 992,850 |
No. ’000 161,708 - 415 - - - 162,123 |
Six months 31 Dec 19 A$’000 (unaudited) 931,811 - 9,301 - - 6,353 947,465 |
No. ’000 161,708 724 415 17 - - 162,864 |
Year ended 30 Jun 20 A$’000 (audited) |
|
|---|---|---|---|---|---|---|
| Fully paid ordinary shares Balance at beginning of period Dividend reinvested – April October Issue of shares to staff under employee share plan Employee share issue costs Shares vested under the long term executive incentive scheme |
931,811 13,731 9,301 358 (68) 6,353 |
|||||
| 961,486 |
11
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2020
4. DIVIDENDS
| Recognised amounts Fully paid ordinary shares Final – prior year Interim – currentyear Unrecognised amounts Final dividend Interim dividend |
AUD Six months 31 Dec 20 Cents per share A$’000 (unaudited) 36.5 59,225 - - 36.5 59,225 - - 39.9 65,460 39.9 65,460 |
AUD Six months 31 Dec 19 Cents per share A$’000 (unaudited) 35.0 56,378 - - 35.0 56,378 - - 36.1 58,468 36.1 58,468 |
AUD Year ended 30 Jun 20 Cents per share A$’000 (audited) |
|---|---|---|---|
| 35.0 56,378 35.9 57,763 |
|||
| 70.9 114,141 |
|||
| 37.4 60,846 - - |
|||
| 37.4 60,846 |
Dividends are approved by the Board in New Zealand dollars. Dividends recognised in the Statement of Changes in Equity are converted from New Zealand dollars to Australian Dollars at the exchange rate applicable on the date the dividend was approved. Unrecognised dividends are converted at the exchange rate applicable on the reporting date. The Board approved an interim dividend of 42.5 New Zealand cents per share on 16 February 2021. The record date for the dividend is 12 March 2021 and the dividend will be paid on 1 April 2021.
The following table shows dividends approved in New Zealand dollars:
| Recognised amounts Fully paid ordinary shares Final – prior year Interim – currentyear Unrecognised amounts Final dividend Interim dividend |
Six months 31 Dec 20 NZD Cents per share 40.0 - 40.0 - 42.5 42.5 |
Six months 31 Dec 2019 NZD Cents per share 37.0 - 37.0 - 37.5 37.5 |
Year ended 30 Jun 20 NZD Cents per share |
|---|---|---|---|
| 37.0 37.5 |
|||
| 74.5 | |||
| 40.0 - |
|||
| 40.0 |
New Zealand dollar dividends paid to equity holders of the parent are translated into Australian dollars and disclosed in the cash flow statement at the foreign currency exchange rate applicable on the date they are paid.
12
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2020
5. NOTES TO THE CASH FLOW STATEMENT
| Reconciliation of profit for the period with cash flows from operating activities Profit for the period Add/(less) non-cash items: Depreciation of property, plant and equipment Depreciation on right of use assets Amortisation of finite life intangibles (Gain)/loss on sale of property, plant and equipment Share of profits from associates, net of dividends received Expense recognised in respect of share based payments Deferred tax Movements in working capital: Trade and other receivables Prepayments Inventories Current tax refundable/payable Trade and other payables Employee benefits Foreign currency translation of working capital balances Balances classified as investing activities Working capital items acquired on acquisition Net cash inflow from operating activities |
Six months 31 Dec 20 A$’000 (unaudited) 92,969 10,387 19,875 6,047 (70) (2,855) 2,183 (5,158) 30,409 (76,343) (6,181) (21,661) 5,455 67,177 2,913 387 (28,253) (3,784) 7,405 98,746 |
Six months 31 Dec 19 A$’000 (unaudited) 81,922 9,480 18,139 8,231 51 (1,632) 1,371 8,227 43,867 (209,662) (2,760) (5,209) (6,199) 159,254 (5,457) 158 (69,875) 9,610 8,704 74,228 |
Year ended 30 Jun 20 A$’000 (audited) |
|---|---|---|---|
| 161,516 19,523 37,347 16,276 88 (3,355) 2,664 (3,253) |
|||
| 69,290 | |||
| (124,791) (2,558) (14,182) 2,528 115,642 2,655 210 |
|||
| (20,496) | |||
| 10,092 8,790 |
|||
| 229,192 |
13
EBOS GROUP LIMITED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2020
6. SEGMENT INFORMATION
(a) Products and services from which reportable segments derive their revenues
The Group’s reportable segments under NZ IFRS 8 Operating Segments are as follows:
Healthcare: Incorporates the sale of healthcare products in a range of sectors, own brands, retail healthcare, pharmacy services and wholesale activities.
Animal Care: Incorporates the sale of animal care products in a range of sectors, own brands, retail and wholesale activities.
Corporate: Includes net funding costs and central administration expenses that have not been allocated to the Healthcare or Animal Care segments.
(b) Segment revenues and results
The following is an analysis of the Group’s revenue and results by reportable segment:
| Six months ended 31 December 2020 (unaudited): Revenue from external customers EBITDA Depreciation of property, plant and equipment Depreciation on right of use assets Amortisation of finite life intangibles EBIT Net finance costs Income tax(expense)/credit Profit for the period Non-controllinginterests Profit for the period attributable to owners of the Company Six months ended 31 December 2019 (unaudited): Revenue from external customers EBITDA Depreciation of property, plant and equipment Depreciation on right of use assets Amortisation of finite life intangibles EBIT Net finance costs Income tax(expense)/credit Profit for the period Non-controllinginterests Profit for the period attributable to owners of the Company |
Healthcare A$’000 4,409,519 159,427 (9,964) (16,635) (5,951) 126,877 - (37,141) 89,736 (104) 89,632 4,165,504 145,833 (9,081) (14,956) (7,224) 114,572 - (33,710) 80,862 (242) 80,620 |
Animal Care A$’000 243,779 33,924 (423) (2,668) (96) 30,737 - (8,467) 22,270 - 22,270 210,623 28,490 (399) (2,611) (1,007) 24,473 - (6,789) 17,684 - 17,684 |
Corporate A$’000 - (11,132) - (572) - (11,704) (14,051) 6,718 (19,037) - (19,037) - (7,118) - (572) - (7,690) (15,427) 6,493 (16,624) - (16,624) |
Group A$’000 |
|---|---|---|---|---|
| 4,653,298 | ||||
| 182,219 (10,387) (19,875) (6,047) |
||||
| 145,910 (14,051) (38,890) |
||||
| 92,969 (104) |
||||
| 92,865 | ||||
| 4,376,127 | ||||
| 167,205 (9,480) (18,139) (8,231) |
||||
| 131,355 (15,427) (34,006) |
||||
| 81,922 (242) |
||||
| 81,680 |
14
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2020
6. SEGMENT INFORMATION (Continued)
| Year ended 30 June 2020 (audited): Revenue from external customers EBITDA Depreciation of property, plant and equipment Depreciation on right of use assets Amortisation of finite life intangibles EBIT Net finance costs Income tax(expense)/credit Profit for the year Non-controllinginterests Profit for the year attributable to owners of the Company |
Healthcare A$’000 8,340,428 290,408 (18,724) (31,012) (14,416) 226,256 - (64,769) 161,487 1,002 162,489 |
Animal Care A$’000 425,112 57,658 (799) (5,193) (1,860) 49,806 - (13,864) 35,942 - 35,942 |
Corporate A$’000 - (14,467) - (1,142) - (15,609) (30,396) 10,092 (35,913) - (35,913) |
Group A$’000 |
|---|---|---|---|---|
| 8,765,540 | ||||
| 333,599 (19,523) (37,347) (16,276) |
||||
| 260,453 (30,396) (68,541) |
||||
| 161,516 1,002 |
||||
| 162,518 |
15
EBOS GROUP LIMITED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2020
6. SEGMENT INFORMATION (Continued)
The accounting policies of the reportable segments are consistent with the Group’s accounting policies. Segment result represents profit before depreciation, amortisation, net finance costs and tax. This is the measure reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance.
(c) Segment assets
The following balance sheet and cash flow items are not allocated to operating segments as they are not reported to the chief operating decision maker at a segment level:
-
Assets
-
Liabilities
-
Capital expenditure
(d) Revenues from major products and services
The Group’s major products and services are transacted the same as its reportable segments i.e. Healthcare, Animal Care and Corporate.
(e) Geographical information
The Group operates in two principal geographical areas; New Zealand (country of domicile) and Australia.
The Group’s revenue from external customers by geographical location (of the reportable segment) and information about its segment assets (non-current assets excluding investments in associates and deferred tax assets) are detailed below:
| Revenue from external customers New Zealand Australia Non-current assets New Zealand Australia |
Six months 31 Dec 20 A$’000 (unaudited) 927,077 3,726,221 4,653,298 353,173 1,201,190 1,554,363 |
Six months 31 Dec 19 A$’000 (unaudited) 861,857 3,514,270 4,376,127 362,616 1,191,141 1,553,757 |
Year ended 30 Jun 20 A$’000 (audited) |
|---|---|---|---|
| 1,720,144 7,045,396 |
|||
| 8,765,540 | |||
| 354,416 1,194,822 |
|||
| 1,549,238 |
(f) Information about major customers
No revenues from transactions that are with a single customer amount to 10% or more of EBOS’ revenues for the period (December 2019: Nil, June 2020: Nil).
7. BANK FACILITY AND BORROWINGS
The Group fully complies with and operates within the financial covenants under the arrangements with its bankers. At 31 December 2020 the Group had unutilised term and working capital facilities of $331.9m (December 2019: $171.9m, June 2020: $300.3m).
The Group also has a trade debtor securitisation facility of which $158.2m was unutilised at 31 December 2020 (December 2019: $198.0m, June 2020: $220.6m).
16
EBOS GROUP LIMITED NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2020
7. BANK FACILITY AND BORROWINGS (Continued)
As at 31 December 2020, the maturity profile of the Group’s term debt and securitisation facilities was:
| Facility Term debt facilities (i) Term debt facilities Securitisation facility |
Amount $150.0m $543.0m $400.0m |
Maturity Less than 1 year 2-3 years 2-3 years |
|---|---|---|
(i) Subsequent to 31 December 2020, the Group refinanced $443.0m of bank term loans and working capital facilities. The limit was increased to $465.0m and the maturity dates were extended to February 2024 for $172.0m of debt facilities and May 2025 for $293.0m of debt facilities.
8. FINANCIAL INSTRUMENTS
The Group enters into forward foreign currency exchange contracts to hedge trading transactions, including anticipated transactions, denominated in foreign currencies and uses interest rate swaps to manage cash flow interest rate risk.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently remeasured to their fair value. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship. The Group designates certain derivatives as cash flow hedges of highly probable forecast transactions.
| Fair value of derivative financial instruments Other financial assets – derivatives (at fair value) Forward foreign exchange contracts Other financial liabilities – derivatives (at fair value) Forward foreign exchange contracts Interest rate swaps |
Six months 31 Dec 20 A$’000 (unaudited) - - (3,179) (9,880) (13,059) |
Six months 31 Dec 19 A$’000 (unaudited) - - (454) (9,870) (10,324) |
Year ended 30 Jun 20 A$’000 (audited) |
|---|---|---|---|
| 109 | |||
| 109 | |||
| (367) (12,262) |
|||
| (12,629) |
The Group has categorised these derivatives, both financial assets and financial liabilities, as Level 2 under the fair value hierarchy contained within NZ IFRS 13 Fair Value Measurement .
The fair value of foreign currency forward exchange contracts is determined using a discounted cash flow valuation. Key inputs include observable forward exchange rates, at the measurement date, with the resulting value discounted back to present values.
Interest rate swaps are valued using a discounted cash flow valuation. Key inputs for the valuation of interest rate swaps are the estimated future cash flows based on observable yield curves at the end of the reporting period, discounted at a rate that reflects the credit risk of the various counterparties.
There have been no changes in valuation techniques used for either forward foreign currency exchange contracts or interest rate swaps during the current reporting period.
17
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2020
9. IMPACT OF NEW ACCOUNTING STANDARDS
In the current period the Group has adopted all mandatory new and amended standards and interpretations.
10. ACQUISITION INFORMATION
The following acquisitions of subsidiaries took place during the period.
| Name of business acquired 2021: 100% of the assets and liabilities of Cryomed (Cryomed) 100% of the assets of CH2 Vet |
Principal activities Date of acquisition Cost of acquisition A$’000 |
|---|---|
| Healthcare October 2020 22,028 Animal Care November 2020 9,242 |
|
| 31,270 |
Combined details of acquisitions undertaken during the current period are as follows:
| Current assets Trade and other receivables Prepayments Inventories Non-current assets Deferred tax assets Current liabilities Trade and other payables Employee benefits Net assets acquired Goodwill on acquisition Total consideration Less deferred purchase consideration Net cash outflow from acquisition |
Carrying value A$’000 (unaudited) Fair value adjustment A$’000 (unaudited) |
Fair value on acquisition A$’000 (unaudited) |
|---|---|---|
| 2,528 (103)1 8 - 7,627 (1,499)2 - 5703 (789) (294)4 (73) - |
2,425 8 6,128 570 (1,083) (73) |
|
| 9,301 (1,326) |
7,975 23,295 |
|
| 31,270 | ||
| (8,334) | ||
| 22,936 |
1. To recognise the fair value of trade and other receivables on acquisition.
2. To recognise the fair value of inventories on acquisition.
3. To recognise deferred tax assets on acquisition.
4. To recognise the fair value of trade and other payables on acquisition.
Due to the timing of the acquisitions the above figures have not yet been finalised and are currently considered provisional.
18
EBOS GROUP LIMITED
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Continued)
For the six months ended 31 December 2020
10. ACQUISITION INFORMATION (Continued)
Goodwill arose on the acquisition of the business operations of Cryomed and CH2 Vet because the cost of acquisition included a control premium paid. In addition, goodwill resulted from the consideration paid for the benefit of future expected cash flows above the current fair value of the assets acquired and the expected synergies and future market benefits expected to be obtained. These benefits are not recognised separately from goodwill as the expected future economic benefits arising cannot be reliably measured and they do not meet the definition of identifiable intangible assets.
Cryomed was acquired as it is a profitable Australasian medical device business which the Group believes fits strategically with its Australasian healthcare business assets.
CH2 Vet was acquired as it is a profitable Australian animal care business which the Group believes fits strategically with its Australian animal care business assets.
Deferred consideration of $8.3m has been recognised as future EBITDA earn out targets of the businesses acquired, on which the consideration is payable, are expected to be achieved.
The impact of the acquisitions on the results of the Group are not considered material and are therefore not disclosed in the Interim Report.
11. EVENTS AFTER BALANCE DATE
Subsequent to 31 December 2020, the Board approved an interim dividend to shareholders. For further details please refer to Note 4.
Subsequent to 31 December 2020, the Group refinanced $443.0m of bank term loans and working capital facilities. For further details please refer to Note 7.
19
EBOS GROUP LIMITED DIRECTORY
CORPORATE HEAD OFFICE
108 Wrights Road PO Box 411 Christchurch 8024 New Zealand Telephone +64 3 338 0999 E-mail: [email protected]
AUSTRALIA HEAD OFFICE
Level 7, 737 Bourke Street Docklands 3008 Melbourne Australia Telephone +61 3 9918 5555 Email: [email protected]
WEBSITE ADDRESS
www.ebosgroup.com
DIRECTORS
Elizabeth Coutts Independent Chair Nick Dowling Independent Director Stuart McGregor Stuart McLauchlan Independent Director Sarah Ottrey Independent Director Peter Williams
SHARE REGISTER
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-
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-
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-
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20